Matthew Libatique on Don't Worry Darling, Iron Man, and Film vs. Digital

Over the past two plus decades, Academy Award nominated cinematographer Matthew Libatique has always impressed me with his talent behind the camera. Whether it be helping to launch the MCU on Iron Man, to his amazing work with Darren Aronofsky on films like The Fountain, Requim for a Dream, and Black Swan, or his collaboration with Bradley Cooper on A Star is Born, Libatique has shown his ability to jump for genre to genre and not lose a beat.

With his latest work on Olivia Wilde’s Don’t Worry Darling arriving on Digital platforms soon, I recently caught up with Libatique before he was heading to the airport to finish shooting Cooper’s next movie, Maestro, in London. During the wide-ranging and extended conversation, Libatique talked about the way he works on set, cinematographers he loves, what it was like working on Iron Man and Iron Man 2, why making Don’t Worry Darling was a challenge, how he collaborated with Olivia Wilde, why he prefers shooting with one camera on set, and how he picks the camera he wants to use.

In addition, Libatique revealed why he wouldn’t use a digital camera for a shot or two when the rest of the movie is shooting on film, what it was like working with Cooper on A Star is Born, filming that great shot of Lady Gaga coming out on stage for the first time, and more.

Check out what we talked about below.

COLLIDER: Are you in LA? Where are you at?

MATTHEW LIBATIQUE: I'm in New York.In a hotel room, heading out. I'm finishing up a film. I was finishing up a film here last week, and I have a few more days to do in the UK, so I'm heading out there today.

Safe travels. I've been a fan of your work for a while and I have a ton of questions. If someone has actually never seen anything that you've done before, what is the first thing you want them watching and why?

LIBATIQUE: Probably Requiem for a Dream. I think that film represents, to me, the very beginning, an ambitious beginning for me. It was a very pure experience of anything I had learned up until that point and anything I was passionate about up until that point, and in my collaboration with Darren [Aronofsky] as well. I think that movie reflects that, so I think that would be the one I'd pick.

You directed a short. Have you thought about directing a feature now that you've worked with such talented directors and done so many different things?

LIBATIQUE: The subject has come up, let's just say it's come up a few times, but I don't write, and the people I appreciate that are directors are really writer directors. I haven't really tried my hand at it because I've been busy being a shooter, but I'm open to it just because you're open to new things. I think we live in an age that everybody subverts expectations so I think it would make sense to try that. And directing a short, I did that little short that was promoting a Fuji film camera. It was fun to do. I have to say, it was really fun to do, and it exercised different muscles. Yeah, I'm open to that, there's nothing in the works right now. I should just start to write, to be honest with you.

I can't imagine the amount of knowledge you've picked up from being on and working with such gifted filmmakers. I'm always curious, for people in the industry, what movie or movies do you think you've seen the most? And is there something that you constantly go back to, to look at, just for inspiration?

LIBATIQUE: It's funny you say that. I was on shot deck last night. I just had a quiet evening at home, and I was just perusing images from different films, and I'm always looking at Gordon Willis. I always gravitate towards Gordon Willis, whether it be his work with Alan Pakula, or his work with Francis Ford Coppola, or his work with Woody Allen.

To me, people like Gordon, and Ed Lachman for example, who I used to work with, they just exemplify what you do as a cinematographer, you do different things and you do them all in a fashion where you're really maximizing the craft of filmmaking through cinematography. I always revisit, yeah, I think that the works of those two, I revisit all the time.

And I love the films of David Fincher, visually, there's a naturalism to it, or a realism to it, but it's still stylized, and I really appreciate the way he's influenced the whole generation of filmmakers. If you think about Seven for example. So definitely, I was looking at images from Seven yesterday, I was, "Wow, it still holds up."

So yeah, there's definitely things I revisit, just like photographers I revisit.

I am glad you mentioned Gordon Willis, I am a huge fan of his work, and for some reason I don't think enough people talk about him.

LIBATIQUE: It's, what's the term? It's just recent-ism or whatever it is. People always just think about the person who did the latest, greatest show on HBO. But there's a whole history of cinema that we need to go back to as a foundation. I was lucky, I went to the American Film Institute in the early 90's and I had John Alonzo, the main instructor there. He brought in Conrad Hall, he would bring in Owen Roizman, and that's another one, Owen Roizman's another one I love in terms of what he's trying to do, the guy who shot French Connection and Tootsie. When we didn't have the capacity to do a digital DI in color films in the computer, these guys were just making it happen in camera.

What do you wish more people knew about being a director of photography?

LIBATIQUE: To be honest, I mean, I don't think about it much. I think the less they know the better. I miss the alchemy of film. There would be times where you'd light a set when you're shooting film, and there's only maybe two people in the whole set that knows what it's supposed to look like. You know what I mean? Because you're working, say with a film stock that's rather slow and it's really bright, but it's actually very moody. I miss that alchemy. I miss the mystery behind it, and the things you do to try to achieve the things you're trying to achieve.

Everything's very presented in digital. Not that I'm against it, I think digital is amazing. It's a bummer that it's democratized to the point where everybody's looking at the same image and everybody has their thing to say about it. Filmmaking isn't a democracy, it's a meritocracy and it's an autocracy, and there's a reason for it or else the thing is not going to move forward. I miss that. I mean, I don't know if there's anything about cinematography that I would want anybody to know, but I could say that I miss the alchemy.

You won't remember this, but I was actually on the set of the first Iron Man movie. People don't remember, this was Marvel just trying to make it and survive. They were setting up the infrastructure of that universe on that movie. You and Jon [Favreau] figuring out the aesthetic and what it was going to be. When you were making the film, did you have any idea what was about to happen? Did you have a good feeling while you were making it? Because that movie is really what set Marvel on the path that it became.

LIBATIQUE: I was getting in, I guess, on the ground floor of it all. Marvel, at the time, the offices, we were in these portable pop-up offices in Playa Del Rey, next to these Howard U stages. But everybody, they would talk about their intentions. Avi Arad was still around. Avi Arad was there, and Kevin Feige was his right hand man, and Louis D’Esposito was there as a line producer. It was being on an independent film, but we just had $80 million to make the movie, or whatever it was. But the spirit, I feel so thankful because it was the biggest film I'd ever done at the time, but it had the spirit of something I was used to, and Jon brought that spirit.

But I didn't know their ambitions, their true ambitions, until after one and when we were doing two, when we started to intersperse things from their universe. The Shield from Captain America, or even Nick Fury, or Shield as a concept, or Black Widow as a concept, all these people were introduced in Iron Man 2. I think that film was an extension of that jumping off point, introducing these characters and then setting the stage for, eventually, Avengers and all the other things that they've done.

Looking back on it, God, what a time, what an amazing time to be, just, and Jon, I have to credit Jon and Robert [Downey Jr.], how irreverent they were about the genre of comic book movies and how they just, at the time, the only one of any relevance… Well, there was the Spider Man stuff, but it was a little, I don't know, saccharin, compared to what Tony Stark was bringing. And then you had the Batman world that had been reinvented by Chris Nolan. And Jon just owned what he owned, and Downey just created this character that seemed very honest at the time and that really just turned the genre on its head. I was happy to be there.

What the three of you guys did was set a template that has been followed for, now, a long time. Anyway, I'm just saying thank you for your work on that film. But you've worked on many different projects, is there a shot or shots of all the things you've worked on that you are especially proud of because they were really a challenge to get right? Whether it involved a crane or moving dolly or whatever it may be, or the lighting.

LIBATIQUE: No. I mean, honestly, every movie, there's a scene in every movie, it creates an enormous amount of angst for me. Every film has one. In The Fountain, it was traveling towards a nebula with Hugh Jackman, with Tommy going through a bubble spaceship with the tree of life that's dead, going towards a nebula. The entire time while we're shooting, I kept in the back of my head this anxiety of how the hell we were going to accomplish that. For Don't Worry Darling, it was the action sequence, because we had no second unit.

And every film has that, and usually it's toward the end, so I have to live with it the entire time while we're shooting. So 45 days of stress, and then finally we get to that one moment. Sometimes it happens in the middle and then I just have relief after it's done.

I remember meeting somebody when I was really young and starting out, and I'm not going to name the DP, but it was a woman. She said, "What do you think?" I said, "Well, it's amazing." I was really just enamored by everything was going on on the set. And she was like, "It's not that hard." And then looking back on my career, I'm like, "No, it is hard. It's actually kind of difficult, still." If you give a shit, it's really hard.

I don't have one specific thing, sometimes I like really simple scenes like in Requiem when Harry comes back to see Sarah Golfar, and that's such an emotional scene. It's not really one that has a lot of gymnastics in it, but I always think back on that scene. So to me, it's just like, it's the orchestration as a whole that really matters to me, it's not one shot, so I never really put my mind to it.

How do you work on set in terms of, do you like going in knowing all the shots you're trying to do that day? How much do you let inspiration in the moment dictate what you will ultimately shoot?

LIBATIQUE: Honestly, I let the director drive me. Every director is different. Every director has different aesthetics and they have different ways they like to work. Some people like to be completely prepared going in with a shot list and a diagram. Some people like to figure out when they arrive and start blocking with the actors. And having the ability to work both ways is just about being sensitive enough to identify who you're working with, and then being able to work that way successfully. I appreciate both ways. I mean, I do love the improvisational nature of coming in and working with the actors and figuring out the shots from there. I always come in with a thought process of how I was going to light it based on the place it has in the film and what that means to the overall movement visually in the film. I'll have an idea, but I'm always open to changing it because that's what's required based on the director you work with.

Do you typically like to shoot with one camera on, for example, Don't Worry Darling. Or do you having a few cameras? Because Ridley Scott loves having six cameras at all times. And I've spoken to [Roger] Deakins and he typically likes one camera, with occasionally obviously more. I'm just curious how you like to do it.

LIBATIQUE: I think, ultimately, I really believe it's faster just to work with one. Because if you have too much, there's too many options, it's like getting to the point of what the scene is easier for me if you're fitting one camera in and having it do different things at the same time. You're moving it and you just do a choreographed master, for example. Or maybe it's a choreographed piece of coverage that could be the entire scene. To me, that's cinema, it's all is very interesting. But that being said, some directors having that view from far away on a long lens. And when you speak about Ridley, I love his movies. I love the way they look. I love the vibe of them. I like the cadence in which they're edited. But I also, as a cinematographer, it's like, I think I gravitate towards more of a single camera vision.

At the end of the day, if you're working with one camera, two camera, three cameras, you still want it to feel like a single camera vision, not that there's disparate eyes making the film. So as long as it has a single camera vision, that's what I focus on. But yeah, single camera, I guess, at this point I would lean towards Roger and say I would rather concentrate on one, shooting the entire scene than a multitude of them. But that being said, having the skillset to use multiple cameras, it comes from a need to explore our craft. I'm fine with it. I'm extremely malleable when it comes to that.

It's so interesting because I've spoken to so many people that work with Ridley, and it's interesting how quickly he tries to get things done. He'll shoot that first take, sometimes give you that second take, and that's it, and they're moving on. And all the actors I've spoken with are like, "You need to be ready because you don't know if you're going to do it again."

LIBATIQUE: That's true. That's very true. Spike is like that, Spike, he'll gravitate, as a filmmaker, he uses both techniques. He'll put three cameras on the scene of a person in the hallway, but then he'll do a one shot wonder, pushing into a 5052 shot or landing on a closeup of two people. It's like he just vibes it out, it's amazing to see. I love working with him because you don't really know what you're going to get. You can't sit there and think you're going to do three cameras going in because he might change it to one single shot. Choreograph the hell out of it. And I mean, that's the pinnacle of a mastery of direction, just to be comfortable like that. That's fun. It's fun to be around.

How do you decide when you want to make sure we have a close up of this scene and of this moment? Could you talk about that collaboration with the director? How much is a director sometimes saying to you, "Do you think we need a close up?" When do you decide that that's important for the moment?

LIBATIQUE: Well, it's not for me to decide as much as the director to decide, but when you're in tune with a director in the best possible way, you're pretty much in sync about what you need for a scene. And if we're not getting a moment, and maybe you suggest it. Are we getting this? Do we need this moment? Every time she says this line, the camera's here, do we want to cut or do we want to change the choreography?

And it's just part of that, that's what you’re doing in the execution phase. When you're filming, you're working out the best place to put the camera and tell the story, and if you're not getting it, yeah, maybe it turns into another shot. And again, it's really being in tune with who you're working with. Because some people just have it planned as another shot because they know how they want to edit it.

And other thing is, in defense of a person that wants multiple cameras, as cinematographers, we're not in the editing room. I mean, we can stomp our feet and stand on a soapbox about how cinema is a single camera thing, but at the end of the day, we're not in the editing room. You know what I mean? We're not trying to make a story work, and needing something for pace because we're trying to earn more time for another scene later. So being conscious of that is as important as being a visual person when it comes to being a DP, is just being sensitive to what the possibilities need to be.

Can you talk about what cameras you like to use nowadays? How has it changed over the last few years as technology has evolved? I'm just curious how you decide on what camera you're going to use on what project?

LIBATIQUE: Well, I mean, there's not that many. It's really just about being excited about new technology, or I guess the first question is, is it film or digital? Many times, right now it's digital. But I'm shooting film right now in the film I'm on, which is wonderful. It's amazing. But, there's things about digital I miss when I'm shooting film, and there's certainly things about film I miss when I'm shooting digitally.

For example, on Don't Worry Darling, I was shooting with Air Flex LS, but something spoke to me about the large sensor and black wing lenses in contrast to what the design and the wardrobe was of that film. And then I switched to a Sony Venice on The Whale, and it's really a feel thing. It's those choices you make when you're sitting there scratching your head about the film going into it. What's the glass? And I like to change it. I don't like doing the same thing over and over. I have to keep changing it, I enjoy having a certain level of discomfort. You know what I mean? And I think it creates an urgency.

You're shooting something right now on film, I'm guessing it's something with Bradley [Cooper], but the thing that I'm curious about is, obviously with digital cameras you can use them in very low light situations and they can do things that film can't do. When you're shooting something on film, do you ever want to say, "Hey, I know we're shooting this on film, but this one particular scene would be great if we were using the Sony Venice camera for this reason?" Or does everything have to be shot on film because that's the movie you're making?

LIBATIQUE: That's a good question. I think there are those temptations, [especially with] night exterior. Why don't we just shoot with a digital camera so we can get the night exterior? But then there's something about film and it bumps. It does. It just jumps. When you shoot a digital shot, you can put grain on it and do whatever, but there's something that's baked into a negative that is eventually baked into a print that is different than a digital image, no matter what look up table you're using. And there's a cleanliness to digital that film just like doesn't have, in the best possible way. There's a texture and grain to it, there's complexity to it, there's a chemical complexity to it. So really for me to do a digital shot in a film that's shot on film, it would have to be a last resort.

With Don't Worry Darling, what were those initial conversations like when Olivia [Wilde] first calls you and says, "Hey, I'm thinking about doing this." What are those initial conversations like with a filmmaker? Feeling each other out, and deciding if you want to work together on something?

LIBATIQUE: Well, I wanted to work with her anyway because I had previous experience on the short and I really had a great time. I just find her creativity really contagious, and her energy, and the people she wants to surround herself with have great energy, and she just exudes it herself. I was already in, but I love hearing her ideas because she has a wealth of reference. I mean, to go from the rat pack era of photography, to Slim Errands, to Busby Berkeley in that film, I'm just listening. I'm curious how she got to that point whether these things just appeared in her head, or was she digging in deep?

The reason why those references are important, and what they're trying to say in the film, she always has a reason for it. That's why I think she's such a good filmmaker, and she's going to be a great filmmaker, is that she has a reason for all the choices. She doesn't have that style over substance quality. She really is just like, "How do I place this thing that I'm really attracted to, that says this thing about what I'm trying to do? And how do I use it as inspiration for the film?" And that's really fun to be around.

I think that she also chose a very ambitious project for her second project. Can you talk about how you two decided on the look and aesthetic of the film? Were you looking at other material to influence the style?

LIBATIQUE: I mean, we share a love for a photographer artist named Alex Prager, and I'm friends with Alex, and I've made a few films with her. And Olivia, a while back, was just talking about how much—I noticed on a look book that she sent me about something that there was a lot of Alex Prager photography, and I remember saying, "I worked with Alex." She said, "I know. I know you worked with Alex." And maybe that contributed to why she wanted to work with me. But I would say she was, at least for me, a chief influence visually for the film.

Beyond that, when I got on the film, the design of the house had already been there, and the aesthetic was kind of already embedded in the project because they had prepped it for so long before the shutdown. Clothing, Arianne Phillips's wardrobe was already kind of baked in there too. So when we start talking about the look, my suggestion was, what if we don't lean into how shiny the film naturally is, and just set it in a naturalistic tone, and then make people believe, let's make people believe that this is the world, this is the movie. It's a rat pack, it's cocktails, it's smoke, it's music, it's dancing, it's drunkenness. That's the film. And then all of a sudden the subjective repulsion and Polansky stuff started to happen to our character. And then slowly but surely, we see the imperfections of the film and the world that we thought we were in. Let's let the audience just get really comfortable in this beautiful place that we're living in, and then just turn it on its head. So, that was the idea.

I know that in the original script it had more of an extended ending in the real world, and I'm just curious if you shot more of that? Or was what was in the film everything that you shot in the real world?

LIBATIQUE: That was pretty much everything in the world that we shot. We didn't shoot anything more than that that was cut out or anything.

I was just curious about that. For fans of Don't Worry Darling, what do you think they would be surprised to learn about the actual making of the movie?

LIBATIQUE: That Olivia and I did the action sequence without a second unit maybe. We didn't have a second unit to rely on for some of the things that are quintessential to an action sequence. We had to come up with it ourselves. And that I'm really proud of it, actually, it was us pouring over storyboards and talking to storyboard artists, having it drawn out, and then reexamining it, and then going back and forth with the storyboard artists until we got to a place where we could make a sequence that we could afford to do. And then just narrow it down. I mean, obviously the first draft of our sequence was much bigger than what's in the movie, but we couldn't afford it. So we pare it down, and pare it down, keeping only the things that are essential.

We rely so much on that sequence of her getting away, because of the way the film ends. A lot of our off time was spent working on that because we didn't have another unit to conceive and execute and prep. We were doing it as we were shooting. I think that's lost on many people. I remember talking to her about it and she said, she's like, "Nobody's going to care that we didn't have a second unit. We have to succeed." And it's true. I think, for me, I mean, that's just a testament to how hard you have to work to try to, because like you said, if you're having an off day, nobody's going to care. You really have to operate with no regrets when you're making a movie. Nobody is going to care.

Also, the average person doesn't understand how the movies are actually made in terms of having a second unit, so they just assume the first unit. When they're watching Iron Man, they're just assuming that you guys shot everything, there was no second unit.

LIBATIQUE: No, absolutely, you're absolutely right.

I'm about out of time, but obviously, I loved your work with Bradley [Cooper] on A Star Is Born.

LIBATIQUE: Thank you.

I have to ask you, how is it going? Have you wrapped? Or are you still working on Maestro?

LIBATIQUE: We have four more days of shooting in the UK. That's where I'm heading today.

I've seen a few photos, I'm obviously incredibly excited for this project. Can you sort of tease people about what they can look forward to?

LIBATIQUE: It's going to have to be a surprise.

With A Star is Born, though, going back to that, obviously, that's such a tremendous film and the work that you guys did together. When you were making it, did you realize how good Bradley was going to be as a director on that project?

LIBATIQUE: Oh, absolutely. You can see it, he's extremely decisive. He's got a mind for editing that is extremely sophisticated. And moreover, he's just wonderful in terms of tone and performance, which obviously comes from being an actor, but also, just from a directorial standpoint. He's really, really good at that as well. From day one, he just exhibited such a skill for directing and filmmaking. It was a joy to make that film, it was incredible to be around that music, and that energy, and that creativity.

I love the way you shot the sequence where Lady Gaga is coming out on stage for the first time really, you have that crowd, you have Bradley singing, the whole staging of that sequence is so well done. Can you talk about how much you debated how you were going to shoot that sequence?

LIBATIQUE: It was really just the notion, Bradley had it in his head how he wanted to have it bleed into her coming onto the stage. When you look at it's a long walk through the catacombs of the great theater, and then it's a side stage being open to this crazy world. Look how many people are there, and it's being subjective, and the world of Ally, and how it's about to change. And he had that vision. And he knows, he knows what it feels like to be in front of all those people and he conveyed that. If you look at it, there's an economy of shots, there's not that many shots in that sequence.

It's really about her, sort of the wonderment and the fear going in, and then just the reveal of what she's about to embark on, and then her going in and just doing her thing. I mean, I think, that scene is actually a great example of the entirety of the film in terms of his vision, and how he saw it, and it's reflected.

Do you know what you're going to shoot next? After you wrap, are you going to take a break?

LIBATIQUE: I don't, but I'm excited to figure it out.