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One Night with O’Toole, Hollywood’s Straight Man

One Night with O’Toole, Hollywood’s Straight Man

Articles - Cinematography

One Night with the King
One Night with the King.

During the early 1980s, cinematographer Steven Bernstein, ASC was at the forefront of the first wave of the music video revolution that swept through England. He segued into shooting independent movies and eventually organized a film cooperative in London alongside Gabriel Beristain, ASC (The Invisible, The Ring Two)— sharing camera equipment, editing suites, information and human resources with other DPs and independent moviemakers.

After moving to Los Angeles in the mid-1990s, Bernstein subsequently amassed a body of work that includes an extraordinarily eclectic range of some 25 narrative film credits, including Jade, Murder at 1600, Scary Movie 2, Monster, Blade: Trinity and the upcoming One Night With the King and Little Man. Bernstein spoke with MM before an online chat with the International Cinematographers Guild ( about finding work, shifting genres and coming home to America.

Bob Fisher (MM): Some people think you were born in England. Let’s start by setting the record straight. Where were you born and raised?

Steven Bernstein (SB): I was born in Buffalo, in upstate New York. 

MM: Did you plan to become a moviemaker?

SB: I wanted to be a poet.  I got very interested in semiology (the art of using signs to signal or express thought) and structuralism… which is a school of English academia where you examine the nature of language and how it’s encoded. I was interested in the English language and other languages, especially film. My interest in film language eventually led me to cinematography.

MM: How did you get to shoot narrative films?

SB: I believe my first film was around 1976. The London Co-Op was making some mainly bad, low-budget films. Everyone else wanted to direct, so I claimed I was a cinematographer. My first film was called The Druids of Stonehenge. We went to Stonehenge early in the morning and I used a CP16 camera to film three bankers who were dressed as Druids. My breakthrough opportunity happened during the mid-1980s with the emergence of Channel 4, which featured independent films.

MM: What brought you back to the United States?

SB: Gabby [Beristain] moved to America, where he began shooting films. He kept writing me letters saying I should come to America. I was still doing okay; I had shot four feature films in the U.K. in four to five years and a lot of commercials, but things were slowing down. I came to the U.S. to finish shooting Like Water for Chocolate in Mexico after Chivo [Emmanual Lubezski] had to move on to another obligation. It was supposed to be a few inserts, but it stretched out for five to six months. I made a mistake by not talking with Chivo once I realized it was going to involve more than shooting a few inserts. I later apologized to him.

MM: How did you find work when you were just getting started? 

SB: You do it one picture at a time. I happened to meet Noah Baumbach at some social gathering at his cousin’s house. We began talking about movies that we had both seen and bonded. We did an independent picture together called Kicking and Screaming. He was a first-time director, but the film got good reviews. Later we did Mr. Jealousy and went on to do another film called Highball.

I gradually became better known among independent directors and producers. I also got an agent who got me my first jobs on studio films. I shot a comedy called Bulletproof with Adam Sandler and Damon Wayans. The best part was that the director was Ernest Dickerson, who is a great cinematographer. Ernest is a remarkable individual who has become a great friend. 

MM: You also shot Scary Movie 2. You have managed to work on many diverse types of films with big and small budget, funny, scary and dramatic.

SB: I’m a very serious, unfunny individual, but Adam Sandler and Damon Wayans decided I can make people laugh and create an atmosphere they like on the set. After that, my phone began ringing every time someone was shooting a comedy. The irony is that I wanted to be known as a dark artist who was looking into the shadows of the human condition. Ultimately, the studios are looking for someone who is a safe bet. They can say, “I hired him to shoot this comedy because The Waterboy made $250 million dollars.” Or “I hired him to shoot this fright film, because Scary Movie 2 made $170 million dollars.” I did second unit for Gabby on S.W.A.T. That led to me doing second unit with him on Blade: Trinity. Word got around that I could do films with visual effects. 

MM: How do you explain the relationship between a director and a cinematographer when people who are outside of this industry ask about it?

SB: That’s a very good question. I think of it as kind of a marriage. You start every new relationship with a director full of enthusiasm, thinking it’s going to be ideal; it begins with preproduction meetings. Sometimes that’s when you discover they have a vision for the film that is different than your own. Sometimes you have to be willing to protect them from themselves. That’s the nature of all complex relationships. If you merely say that your job is to serve the director and do everything they want, then you are not serving them at all. Ultimately, great ideas are wrought from a certain amount of conflict. I’m reluctant to use the word “conflict,” because it sounds adversarial, which I never am. What I meant to say is that you have to be willing to challenge each other.

I think that the director of photography must be willing to say to a director, ‘I see what you want to do, but there might be a different way of doing it.  What do you think about this idea?’ Ultimately, the director might say, “No, we’re going to do it my way.” Then, that’s what you have to do.

MM: How did you happen to shoot One Night with the King?

SB: Mike Ferris invited me to visit a set where he was helping them shoot some audition tests on a stage in North Hollywood. He said it was a $70 million dollar period film that they were going to shoot in India. I was sitting there watching them do this test with an actress with one little light off to the side. I couldn’t help myself. I said, ‘Why don’t you put one light here and another one there, and turn them on and off?  That way you can see contrast and get an idea of what the contours of her face reveals.’ This guy began talking with me and telling me about the film. I thought we were just chatting. I figured he had to be a PA who had a lot of time on his hands. When I was leaving, Mike told me I had just spent two hours speaking with Michael Sajbel, the director. I got a call the next day asking me to come talk with him about the film. It sounded like a great adventure. 

MM: What attracted you to the film?

SB: A couple of things: The script was very good and they wanted to make an old fashioned, epic film. It’s the bible story of Esther set in the fourth century with epic battle sequences of enormous scale. They told me that the Indian army was providing three battalions of soldiers as extras and all the costumes were going to be handmade and authentic to the period. They also told me Omar Sharif and Peter O’Toole had signed on. I suggested a DI (digital intermediate) and they agreed. They also agreed to let me bring my crew.

MM: Why did you want to use a DI?

SB: This is a film about big ideas with big scenes that called for scope. We decided to compose in 2:4:1 aspect ratio in Super 35 format. I’ve always advocated anamorphic, even though the lenses are inferior to spherical lenses, because is one less generation in post-production. That’s not a concern with DI, because you go straight from the digital files onto 35mm film in widescreen format.

MM: Sounds like it was like an amazing experience.

SB: Just imagine this. I was sitting outside one day and Peter O’Toole came out of his tent dressed as a fourth-century prophet. He sat down next to me; his eyes were absolutely riveting. He looked at me and said, ‘Dear boy, you’re doing a rather good job.’ We began chatting. I asked if he minded if I asked him about Lawrence of Arabia? That began an hour-long discourse while we were waiting for some camels to be positioned. He told me everything that I’ve always wanted to know about the first film that made me think about cinematography. That was a wonderful experience. It was the same with Omar Sharif. This was the first film that the two of them had done together since Lawrence of Arabia.

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