My first full-length movie is called 3 Thumbs Up. You’ve probably never seen it. Few have. It came out in 1998 after a year of writing the script, planning, filming and editing.

The story followed 4 young “critics” who love to throw their opinions around. Complications ensue when one of them falls in love with a woman he meets at Karaoke. And there’s other stuff I threw in.

3 Thumbs Up was originally called Siskels & Eberts because the 4 dudes were always trying to outdo each other with their often mis-guided bluster. A friend at the time convinced me to change the title so I wouldn’t get sued. As it turns out, there was little danger of that. People have to have interest and to have actually seen your movie before they think about contacting a lawyer.


I spent a couple of months writing the script. That was the fun part of the experience. I wasn’t as good at screenwriting 20 years ago, not by a long shot. But I convinced myself I was. Good enough, let’s say.

A seismic shift occurred in 1997. That was when SONY introduced the very first digital tape video camera for the consumer market. The picture and sound quality put regular VHS video to shame. Quentin Tarantino boasted that parts of Pulp Fiction had been filmed with digital video. And because it was digital, there was no loss of data when you copied it, unlike with VHS that degrades further each time you dupe it. People were just catching on to the revolution about to kick off and we were on the ground floor. By the beginning of 1998 when 3 Thumbs Up was done and ready to show, we were literally one of a handful of filmmakers across the U.S. who had produced a feature-length movie all on digital video. We were quite proud of ourselves.

It was quite the disaster. But at the end of the day, I got to put together a great home movie of all the people we were hanging out with at the time.

Here’s how the agony of defeat can play out when you’re a filmmaker.

So back to the script. Let’s start there. For those of you who aren’t screenwriters, the rule is pretty simple: One page of screenplay equals one minute of screen time. You’d think that would vary and be all over the map, but this equation works out 99% of the time. For me, 100%. In light of that math formula, you are able to gauge how long a scene will run just by doing a page-count. I was reading screenplay how-to books at the time and the consensus was to make scenes as short as possible. 2-page scenes was the suggested limit for the most part. And never, ever go over 6 minutes in a scene. And if you are going to have a 6-minute scene, it better be an important one.

This is where my overconfidence weighed in. Eff the 6-minute scene. No. I’ll make it however long I want it to be. There was just no way in hell that all those people who had decades of screenwriting experience knew more than me.

My opening scene of a couple of the guys having a static conversation goes 10 pages. Like I said, I had a blast writing that script. The dialog flowed from my poison pen like water. I was writing some of the wittiest exchanges I’d ever committed to paper. It would have worked great on stage. I can still see the possibilities. But this was supposed to be a film script, not a play which was what my background was in.

For weeks, I wrote in long-hand on yellow legal pads, mostly lying prone across our bed. I was so in love with my comedic brilliance, I couldn’t stop myself from openly cackling – loud enough that Judy would pop her head in occasionally and ask what was so funny.

“You just wait!” I laughed.

When the script was done, I typed it up and handed it to Judy. I remember her looking at me after finishing the read.

“This is what it’s going to be?”

“Yeah!” I exclaimed in ignorance. “It’s going to be great!”

She didn’t say it, but her modified eye-roll spoke volumes. She didn’t agree at all.

I should have stopped there to regroup, but I was undeterred. There’s nothing worse than a stupid person with ambition.

Next step should have been a massive rewrite. Oh, hell no. These words were channeled to me from on high.

Let’s go straight into pre-production. What could possibly go wrong?


I took my eff-bomb laden script to a local printer to be copied where we lived in South Carolina. For those of you familiar with the Bible-belt label, consider South Carolina the buckle. There are some deeply-rooted philosophies you have to weave through from time to time.

When I dropped the 100+ page script off for duplication, the 2 good ole boys behind the counter were all over it. I needed 25 copies, collated and bound. They were going to make some cash and they were grinning from ear to ear.

When I returned to the print shop a couple of days later, the grins were gone. Way gone. The 2 yokels behind the desk were downright angry.

All my copies sat in boxes lined up beside the counter. Un-collated. Un-bound.

I asked why the scripts weren’t assembled like I’d been promised.

One of the rednecks said, “You’re lucky we even copied it. We were reading your pages and we were disgusted. That’s nothing more than pornography.”

You know me. I like to risk getting my ass beat when the odds are bad.

“I didn’t ask you to read it, I asked you to copy it.”

I was asked to pay and leave and never come back.

It took me the better part of an afternoon to lay all the pages out on our floors and collate them. Then I had to bind them after punching binder holes in the left margins. I remained undeterred.

Time to assemble a cast. This was a lengthy process, fraught with missteps.


Casting is an art form. I wish I’d known that ahead of time. Granted, I’d cast shows for theater productions, but films are altogether different. Acting for camera is a delicate balance. Henry Fonda said the greatest advice he ever got about acting for film was to “do nothing” because the camera magnifies your every twitch ten-fold.

The lesson in that is to NOT cast family members, neighbors, friends, co-workers, and actors whose only experience is on stage which means they PROJECT. Projecting looks extra big through a lens.

I cast all those people. Or rather, I BEGGED them to be in the movie. And trust me, there was a LOT of begging. It seemed like nobody trusted me, and in hindsight, maybe their instincts were not that far off.

Once things got rolling, the cast was willing to go for the ride. Sort of.


Prior to commencing the shoot, there were warning signs I chose to ignore.

The first signpost was the wife of one of my 4 main actors – she approached me before our first weekend of shooting. She took me aside privately to discuss her husband’s participation in the project. He was a co-worker who loved movies and he’d actually been one of the few who hounded me about a part after hearing I was going to make a film. He was delighted when I gave him a script and told him to get busy learning his lines.

Okay. What was I thinking? He wasn’t an actor. He’d never acted before in his life. Learn lines? I might as well have asked him to build me a lightbulb without using notes.

So the wife says, “You realize he hasn’t learned a single word of your script, right?”

She turned out to be absolutely right. But not just about her husband. On shoot day, NO ONE had learned a single word of my script.

The first scene we shot was done in a trailer. We shot in South Carolina in the winter. We had to keep the windows closed because of the cold and outside noises. We had to turn the furnace off so it wouldn’t show up in the audio.

It was cold. And miserable.

The 4 main guys were all young people. Copying the flavor of looping Tarantino back-and-forths seemingly about nothing but culture and its effects, I had them all sitting on the floor around a coffee table talking smack.

It was a miserable day. Have I already mentioned that? Have I already mentioned it was cold? And if memory serves, it was one of those scenes that went past 6 pages. I had to shoot one or two lines at a time and stop so the actor with the next line could look at his script first. The actors were pretty stiff and sometimes it took 10 or 11 tries to get one of them to say their line correctly.

This went on ALL DAY.

Okay, that was total crap. But after day one, I kind of knew what I was working with. And I got a little more speedy in how I shot my actors. But it was insanity-inducing. On a real movie, they consider a shooting day a success if they cover 2 pages of script. On one of our final days, I shot 17 pages of stuff.

In the cold.

And the miserable.

My female lead and love interest was a person I met at work. Actually, she was the girlfriend of someone at work, so I barely knew her when I made my pitch. She had beautiful long silky brunette hair. First, I had to beg her multiple times to do the role. She’d never acted before and wondered why I wanted her to be in the movie.

I was candid. “Because no one else will do it.”

That made her laugh. And she agreed to play the part. She turned out to be pretty good and she was a trouper when it came to all-night shoots on workdays.

2 days before we shot her first scene, I sat down with her and instructed her to not change her physical appearance. We had to have continuity and I wanted her hair in the frame because it looked great.

The night before her shoot, she called me at home. “I cut all my hair off.”

“You’re kidding me.”

She wasn’t. So she did her part with a short haircut. She looks great in the movie, but I shot in black & white and her longer dark hair would have looked terrific.

I played a dad in the movie and I’d cast a high-school kid to play my son. I forget how I met him, but as I recall, he was one of the few who approached me about playing a part.

He was temperamental in our pre-discussions. I didn’t appreciate that, but I was desperate and willing to hold my tongue.

His first scene was a dinner scene. With a dinner on the table. For those of you who are ignorant of what it takes to do this, let me just say it’s not easy to pull off. And that’s when everything goes smoothly.

The table had been set and the other actors playing family members had been sitting for over an hour. I was tapping my watch waiting for this high school kid to show.

We’d called his house. Nothing.

They say no news is good news. This can be true, but certainly not with regard to the filmmaking process. No news means someone has effed up. Someone is not going to come through.

Taking the bull by the horns, my lead actor grabbed his car keys and drove over to the kid’s house. While he was there knocking at the kid’s door, he called me and left his phone open so I could listen to the audio of the exchange. Mom came to the door. Wanted to know who was knocking. He told her the purpose of his visit. In the background, you could hear the teenager shouting, “I’m not going to do it! I’m not going!”

Even the Mom was pissed. She yelled back at the kid. “You need to get over there! You promised them you’d do this thing!”

Mom and the kid yelled back and forth for a few sentences. It was clear. We did not have a kid.

My lead actor returned to our set and I was ready to call it quits for the time being. Nope. The lead actor knew a guy who worked at Red Lobster who was just getting off work.

Long story short, we filmed that evening with a new non-actor who was not a teenager. He had no idea what he was getting into, but he was game. And he looked young. To his advantage, he was so alienated about being filmed, he came across as an actual troubled brooding teenager. A happy accident, as they like to say.

We filmed on the cheap. We couldn’t even afford a shoestring. So I paid the actors with percentage agreements. When one of them would scoff at their “payment,” I would go grandiose. I remember giving a pep talk to one of my actors at work. I wrote down numbers on a white-board. By God, if he was willing to stick it out, our movie could be the next Easy Rider and he stood to become a millionaire.

I know some of the people at the time must have thought I was crazy to believe. But that was the thing. In my misguided enthusiasm, I did believe. With all my heart. With thoughts of greatness in their heads, put there by me, my cheerleading was contagious and they clutched those percentage agreements tightly. I imagine today, after filming over 20 years ago, they may not be clutching as tightly. In fact, some of them might have eventually folded their agreement letter into fourths to use as a coaster.

Can’t say I blame them at this point.


Digital filmmaking was in its infancy in the late 1990s. We bought a souped-up computer recommended to us by a camera warehouse – they were positive it would support editing of digital video.

It didn’t. And the horror stories associated with trying to make editing software work on that computer are myriad. I won’t bore you with the horrible months of details. There was a hero in that process, though. His name was MJ and he worked as a techie in a small computer shop up the street from our house.

MJ wrestled. He truly did. No one had info about how to make this work. MJ was geekishly smart. Intuitively so. Each time we’d fire up Adobe Premiere editing software on my Windows 95-based computer and try to edit a piece of digital film, the computer crashed. Badly.

MJ kept the computer in his shop for 6 weeks. Every Friday after work, I’d stop by MJ’s shop on my way home from work to see if he’d made any progress. Each Friday yielded failure. I was getting pretty discouraged, but MJ stayed positive. Then came the Friday where it stayed up and running. I continued to have issues, but MJ had come through on his part.

The editing began. Everything was set up in our computer room.

We experienced unexpected computer hurdles.

For one, the disk in my Windows 95 computer could only store roughly 10 minutes of finished edited movie. With today’s larger disks and external disk farms, it’s no problem to have several feature-length movies on your computer at one time, but back then, I had to hope I’d gotten the edit of each section right because once I offloaded the current 10 minutes of film, I couldn’t go back to change it.

Getting the edit right turned out to be difficult because the picture and the sound would not play back synchronized. The sound would play and then the picture would follow after a delay. MJ said we were lucky to get it to play at all. So I edited not by visual queues, but rather from the sound bytes.

The editing was intense and went on for weeks. At one point, Judy popped her head into the computer room to ask me when I was going to get some rest. I’d been sitting in my chair in nothing but my underwear, cutting for 24 hours straight. I was that driven.

When the movie was done, I showed it to Judy.

She had the same look on her face she’d had when she’d read the script.

“Is this what it’s going to be?” she asked.

“Yeah, it is!” I effused.

Cue Judy’s eye roll.

Didn’t matter. You couldn’t tell me shit.


The premiere was held at the house of one of the actors. The atmosphere was pleasantly charged. No one but Judy and I had seen it. We had a congratulatory cake with writing on it. Drinks. Food.

Then we settled in for the premiere.

Whenever you show people a movie they’re in for the first time, they are rapt. They want to see how great you’ve made them look.

When the movie started, they were all giddy.

About 15 minutes in, all giddiness had left the building.

When I wrote the script, I was quite aware this was my first film. I knew I’d make tons of mistakes. So the joke within the storyline was the 4 young hero guys in the piece are making their first movie, so their movie within the movie could naturally and expectedly be filled with technical shortcomings. I thought this would be a joke within the framework that would be exceedingly funny.

Apparently not. The audience didn’t get the gist at all. To them, it just looked clumsy and not completely baked.

One person even blurted out, “God, it’s like it’s your first day with the camera.”

When the premiere was over, people glumly filed out, convinced their percentage agreements would never come to fruition. Those pieces of percentage paper couldn’t even be used for wiping because of the sharp edges. I bet more than one of my actors was already considering the coaster option, even at that early stage.

I didn’t understand why people didn’t get my cleverness.

I trudged on.


It’s hard to market something that’s not inherently good. It can be done, but I can’t market my good stuff, let alone my failures.

Still I tried. Undeterred. Full of hope.

I worked on Saturdays one summer in the late 1980s in a very successful collectibles store. The deal was I worked for free in exchange for lessons in business. I learned much.

One of the items in the store was my favorite. Something I wished I owned. It was a full wax pack box of color Beatles bubble gum cards that had never been opened. Mint condition. Still sealed in cellophane wrap like it was upon issue in 1964.

A wax pack cost a nickel and consisted of 5 picture cards combined with a slab of bubble gum, sealed in a folded piece of waxed paper.

The box contained dozens of 5-cent wax packs. Street value in the 60s was a few bucks.

The collectibles store I worked in was run by a guy named Danny. Danny prided himself on having rare items. Each Saturday I would find myself staring at the Beatles box. Danny had a price tag on it of $2000.

One Saturday afternoon, I chided Danny. “Man, I would love to own that, but the price tag is way too rich for my blood. Who’s ever going to buy that for two grand?”

Danny stopped, looked at me, and put his hands on his hips. He grinned broadly.

“You’re right, Doug. What am I thinking?”

And with that, he took off the old price tag and attached a new one. Except he’d marked it up to $2500. That’s when I laughed in his face.

“Yeah, right!”

During the time I worked at the store, Michael Jackson was the undisputed king of pop. Everything Michael touched turned to gold. None of the bad stuff had come out yet.

About a week after I’d laughed in Danny’s face, a young man entered the store holding out a Visa card.

“I’m a personal assistant for Michael Jackson and it’s his birthday next week. He loves the Beatles. I’m wondering if you have anything really unique having to do with the Beatles.”

Without missing a beat, Danny turned to the display shelf in back of him and retrieved the sealed box of cards for $2500. The young man’s face lit up when Danny carefully set the treasure on the counter for closer examination.

The young man didn’t even try to negotiate the price. He was happy. Delightedly so. And so was Danny.

After the personal assistant went out the door, Danny turned to me and smiled.

“You see, Doug? You don’t need a lot of buyers. Just the right one.”

I learned from that. Perhaps badly, but I learned from that. I didn’t need a ton of people to like my ill-fated movie, I just needed the right handshake from the right individual who would be able to decipher my level of genius when others couldn’t.

Entering film festivals costs money. I was not clever about the process. I made a map outline of the United States and taped it up on the front of our refrigerator. Every place I’d haphazardly entered a festival had a star on the map.

Months of rejections went by. The day I crossed the final fest off my map, I felt the air go out of my tires. I’d held strong even down to the last potential thread of hope, and when the thread broke, so did I.

But not for long. In fact, within months, I was onto writing the script for the next movie we’d make that would go nowhere.

And truth be told, I got even more excited on my 2nd go-round than I did with the process of the 1st.

I had a musically gifted friend who scored some music for me on 3 Thumbs Up. He’d done some filmmaking. I remember the day he sat down with me and put things into perspective.

“Doug, when you’re making a film, you’re not making a movie. You’re solving problems.”

In my filmmaking travels, I’m not sure anyone has ever been able to reduce something to its essence so beautifully.

That guy was right. I did nothing BUT solve problems on my first feature. What I didn’t appreciate at the time was the learning spurt I was going through via osmosis. Never again would I do stupid stuff like not having film in the camera.

About 10 years ago, I was invited to a screening of someone’s debut feature. I kind of already knew what I was in for. It wasn’t my first time at the rodeo and it turned out not to be my last. I have been to a lot of people’s first efforts.

It was pretty predictable, especially since I’d already lived the experience in spades.

The movie was horrible. Bad screenwriting. Bad acting. Bad picture and sound. Much editing required.

The premiere was like the one I had for 3 Thumbs Up. Everyone was giddy until about 15 minutes in. I watched the director, undeterred in his enthusiasm, hoping he could inject his blind passion into his fading audience. The whole time I was watching, I was kind of laughing to myself inside. My God, is this what I looked like my first time out?

When it was over, he solicited comments he didn’t really want. The critiques were kindly delivered, but the bottom line was he did not have a hit.

Like me, he was undeterred. We obviously didn’t get the genius he’d introduced to the room. When the filmmaker announced he was going to take a bunch of his own money and travel his movie around for a year, I saw myself with that map of the United States on my refrigerator in South Carolina. Part of me wanted to tell him “Don’t bother.”

But it was clear he was not in receive mode.

Stanley Kubrick once said that if you really wanted to learn filmmaking, you should pick up a camera and just start filming. His contention was the only real learning stems from actually doing the work. In my case, I happen to agree. At least that’s how it worked out for me.

In his excellent non-fiction book On Writing, Stephen King cautioned writers about saving everything just because you feel heavily invested. If something is good, but doesn’t fit, and you try to sandwich it in there anyway, you’re just gumming things up. You must “kill your darlings.” In order to move on and continue being creative, I had to kill my darling 3 Thumbs Up.

I wanted to take that filmmaker aside and say, “Look, I know you put a lot into this and so did a lot of other people who helped you, but you have to let this go no matter how much that hurts. Your movie’s never going to get lift-off. Just be happy with the lessons you learned and apply them to your next film. Move on and stop wasting your time and money.”

But everybody moves on at their own pace. Including me. And I had to remind myself to keep my mouth shut and let the guy learn on his own. A big part of his learning experience will be taking a failure out on the road and getting kicked for it.

And even though I know he’s in for it, I still admire the gumption. I am inspired by those who invoke Ed Wood and don’t give up. There are so many who still have a dream.

I have enough distance that I can laugh at the mistakes made in 3 Thumbs Up. It’s almost charming to see how earnest I was. But I took stock of the lessons learned on my first feature.

I learned I didn’t have to do everything myself. In general, people want to help. For example, I can shoot a pretty good frame and I can make the lighting effective as well. But then you meet artists who specialize in things like cinematography and lighting who tend to bring mind-expanding ideas into the room.

I learned the power of networking. We needed to shoot in public restaurants and bars. I saw how knowing someone who knew someone panned out. Based on an introduction and a handshake, business owners literally handed their key-rings over so we could shoot unsupervised after hours.

I learned tons of technical things through sheer trial and error. Things like don’t ever film using your postage stamp viewfinder as a monitor. Things that don’t register to your eye on a tiny playback do a Henry Fonda when projected on the big screen. It’s especially bad when you’ve unwittingly left the auto-focus on for every single frame you’ve shot. Large projection coupled with the camera making subtle focus adjustments within the scenes is quite funny, just not in the way you want it to be.

The whole process of completing our first feature was worthwhile no matter how I distill it.

Yes, we lost money. We lost other people’s money. Certain elements of the production were aggravating as hell.

But we plowed through.

We showed gumption.

On more than one occasion, we inspired not just others, but ourselves.

And we’re still inspired enough by others to keep dreaming.

It’s like Stanley Kubrick said.

Sometimes you gotta just pick up the camera and see what happens.

You might learn something.