From No-Budget Feature To Green Light: Everything I Learned Making My Biggest Indie Feature Film To Date

Last week we officially wrapped production on our new feature film Teacher’s Pet, which has been in the works for well over a year.

This production was among the best I’ve ever been a part of, and truly exceeded my expectations in every way. To say that I am grateful for our team who made it all possible would be a massive understatement.

I also learned more on this film than any other, as it was larger in scale, scope, and complexity than anything I had ever worked on. But it was still very much an indie production that benefitted from some of my usual DIY tactics.

Whenever I wrap up a production, I like to assess things retrospectively. While it’s still fresh, I thought I would share some of my initial takeaways with all of you.

The experience was so vast that I could never attempt to capture it all in a single blog post (expect lots more soon)… But today I’ll share some immediate takeaways while they are top of mind.

How It Started: Getting The Green Light

Before this film came to be, I had spent over a decade posting blogs on filmmaking, sharing my experiences on my newsletter, recording hundreds of episodes of podcasts, and making numerous extremely low budget DIY feature films.

It was the culmination of all of these efforts that ultimately made this project a reality, which I think is important to note. The true beginning of a project is often years before you recognize it. And the more active you are in the filmmaking space – in almost any way – the better.

I met our lead actor Luke Barnett via my podcast, and indirectly our lead producer (Sheldon Brigman) too. Two of our key crew members I met through my filmmaking community (The Backlot). And my prior DIY features helped land several of our cast.

These are just a few examples. But in nearly every way this project came together as a result of seemingly unrelated efforts that were laying the foundation for a project like this.

I’m not suggesting everyone follows my path – or anyone else’s for that matter.

But it’s worth pointing out the unlikely ways in which smaller efforts can manifest in larger projects down the line. There is no one path. It’s about finding what works for you, and staying with it until things click.

For me, making DIY films, documenting it, and building a filmmaking community is what it took.

Bringing DIY Tactics To a Larger Production

My previous feature film (Disappearing Boy) was the smallest movie I’ve ever made in terms of scope. There was literally no crew. That experience was so liberating, and completely re-shaped how I thought about production for so many reasons.

As we embarked on Teacher’s Pet, it was important to find ways to tap into that same DIY feature filmmaking spirit.

Ultimately, I found this balance by:

  1. Directing & DP’ing the movie myself
  2. Seeking out jack-of-all-trades types in crew roles
  3. Being uniquely flexible in how scenes were shot and covered

There were many other variables that came into play too, but those were some of the biggest. Below, I’ll unpack each in detail.

Directing & DP’ing A Feature Film

By default on Disappearing Boy I served as both director and DP, since there was no crew. While I enjoyed that process very much, I wasn’t sure it would work on a larger production.

Initially, I spoke with several DPs about potentially shooting the new feature. Each were incredibly talented behind the camera and had plenty of experience.

But after some initial discussions, I felt that bringing on a more traditional DP might not be the right choice. Mainly due to the unconventional nature of the project.

Given the way I like to shoot, the minimal lighting, and my preference for a smaller crew, it didn’t seem like a traditional cinematographer was the answer. I didn’t want to ask anyone to abandon their usual tools and methods to work within my very specific framework.

Ultimately the best choice, and only choice really, was to DP the film myself. That would allow me to tap into some of the same run and gun spontaneity that I experienced on the previous movie. And still level up the visuals with some better gear and more support on set.

Still, I was fighting an uphill battle. On Disappearing Boy, we had all the time in the world to shoot, and I was using my little Fuji X-T4 mirrorless camera, which was super easy to work with.

This time we had more setups, less time, and a bigger camera package. All of this would add complexity to the shoot, and potentially give me less time to work with the actors / focus on directing.

To mitigate any potential issues, I made three important choices:

  1. Brought on two amazing AC’s (Jeremiah Choww and Travis Hayward)
  2. Kept lighting to an absolute minimum at all times
  3. Shot on the Alexa Mini to make lighting / color matching far easier on set

We lit the entire movie using only a couple of LED panels and tube lights. This was a major variable in keeping us on track and avoiding cutting shots.

The combination of simplified lighting with the other variables above allowed me to direct and DP simultaneously. And not feel like I was cutting any corners.

I’ll be sharing a detailed blog post just on this process soon, so stay tuned for that.

Hiring a Jack-Of-All-Trades Crew

I pride myself on being a jack-of-all-trades, and in recent years have sought out collaborators who thrive in multi-faceted roles too.

On this project, many of us had experience in vastly different areas than our dedicated roles.

Our 1st AD (Dave Fairman) is also a director in his own right. One of our 1st ACs is also an accomplished cinematographer. BTS filmmaker Josh Pafchek was the lead actor in my last movie, and also a talented writer/director. Our sound recordist is a film editor, and doubled as our DIT! Just to name a few examples…

Having multi-talented people in every role meant that we could keep our crew small without feeling like we were understaffed.

Each person could essentially function as their own department. And all of us were comfortable sharing ideas back and forth as there were no hard lines drawn in the sand.

Not every director likes to work this way, but I certainly do. Giving people ownership of their role by allowing them to play into their strengths can only benefit the final product.

Being Flexible On Coverage & Creative Ideas

On this movie I did not use a shot list. Instead, I created a “shot plan” that allowed me to think more broadly about how I would cover scenes.

Then, on the day I would let the actors rehearse, see what was working, adjust blocking, and figure out what shots I needed from there.

I found this a more intuitive way to work as it allowed for new ideas to emerge on the spot. If we had extra time one day, we could get creative and add some coverage. If we were running a bit behind, we could easily simplify without feeling like we were losing shots.

This type of flexibility extended to other facets of the production too.

There were many scenes that were supposed to be shot indoors, but were shot outside to take advantage of sun light. A handful of night scenes were flipped to day. We even re-wrote the entire climax the night before we shot it and tweaked it further on set to optimize for the location.

Being less rigid with how things were shot only made the process more intuitive, and will certainly make for a better movie.

Planning is critical – don’t get me wrong. And we planned more on this film than any other I’ve made. But the plan is there so you can let go of it when you need to. And the more willing you are to do so, the more creative opportunities tend to emerge.

Don’t think twice about making many small changes along the way – so long as those changes align with the overall tone, story, and theme.

Putting The Actors First

When you make any movie, it’s important to recognize which singular element matters most to you. It’s always about balancing everything, of course. But in moments where sacrifices must be made, you need to have a framework to make decisions from.

For me, it’s always about the actors. The movie IS the acting. Above any other element.

Many of the technical choices I made (including shooting with almost no lighting) were done as a means to prioritize performances. Less time moving lights = more takes for the actors.

But we also built in collaboration with the talent on and off set. Whether through discussions about character, adjusting dialogue / scene direction based on feedback, or letting actors lead the blocking on set.

Too few directors truly care about actors, which is baffling to me. The actors are both the most critical element in the movie, and in many cases why it even gets made in the first place.

If there is one thing above else I was grateful for on this production, it’s that we had such amazing actors that all come with brilliant ideas.

Our amazing cast includes: Michelle Torian, Luke Barnett (Faith Based), Barbara Crampton (Re-Animator, From Beyond, You’re Next) Clayton Royal Johnson (Stranger Things), Kevin Makely (Young Rock), Drew Powell (Gotham, Curb Your Enthusiasm), Sara Tomko (Resident Alien), Alexe-Anne Godin, Josh Pafchek, Makenna Ginn.

The 5 Minute Rule

Thanks to the input of one of our producers, we developed a little workflow on set that helped speed things up a lot.

After wrapping any given scene, I would spend 5 minutes alone in the next location envisioning the next scene. This helped me quickly think through blocking, lighting, and potential problems that may have emerged. All before I would be swarmed with 100 questions about everything from gear to lunch to DIT.

After my 5 minute window, we would bring in the actors and block the scene together. I would either let them lead the blocking entirely, or give them my version and ask for input.

This would run for another 5 – 10 minutes, and by the end we would have come up with the best possible version of the scene. From there, the actors could get into wardrobe / makeup as we set up camera and lights.

Many scenes could have gotten out of hand if not for that short pocket of time. It allowed for maximum creative input, while avoiding changing setups and lighting unnecessarily.

Final Thoughts: Wrapping Production

We shot this movie in under 15 days, almost never going over 10 hours/day. And still managed to capture an abundance of coverage, great performances, and spontaneous ideas. With the right setup, anything is possible.

Remember, it’s not about emulating what we did on a micro level. It’s about taking a holistic approach to your film. Knowing what matters to you, and infusing that ideology into everything – from who you hire to what gear you shoot on to your workflow on set.

Stay tuned for lots more soon. I’ll be breaking down the writing process, casting, camera setup, DIT workflow, and loads more in the coming weeks.

If there’s anything you’d like me to write about specifically, please leave a comment below!

For exclusive filmmaking articles every Sunday, sign up for my newsletter here!

About Author

Noam Kroll is an award-winning Los Angeles based filmmaker, and the founder of the boutique production house, Creative Rebellion. His work can be seen at international film festivals, on network television, and in various publications across the globe. Follow Noam on Twitter, Instagram and Facebook for more content like this!


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  • Ethan

    Great Post thanks!

  • Ray

    What was the budget including post?


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