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Kenneth Lonergan’s ‘Manchester by the Sea’: How to Make a Best Picture Contender

On Kenneth Lonergan's third movie, everything went right. Why the critically hailed festival hit will go all the way to the Oscars.

"Manchester By The Sea"

“Manchester by the Sea”


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There are so many ways a movie can go wrong; to receive a Best Picture Oscar nomination, everything must go right. At the end of the New York Film Festival, the one movie that notches all the boxes is “Manchester by the Sea.”

“It’s like surfing,” said “Manchester by the Sea” producer Chris Moore. “If you catch the right wave with the right movement on the right project, it turns into one of the movies you love. All these same people have made movies you love and they have also made movies you hate. It’s not because they’re less talented or don’t know how to make a movie, it’s because the stars didn’t align, shit didn’t go the way it was supposed to.”

Kenneth Lonergan and Rooney Mara

Kenneth Lonergan and Rooney Mara at Telluride

Reviews have been stellar for the third feature from playwright/screenwriter Kenneth Lonergan (“You Can Count On Me,” “Margaret”), starring Casey Affleck, Michelle Williams, and Kyle Chandler. The New England-set, four-hankie drama scored a $10-million pick-up by Amazon Studios after a Sundance bidding war and a prime November 18 release date via Oscar-savvy Roadside Attractions.

“Manchester by the Sea” sneaked up on Lonergan. The film was originally planned as a directing and starring vehicle, respectively, for its two producers, Matt Damon (who starred in “Margaret”) and John Krasinski. Damon, who costarred with Casey Affleck in the first cast of “This is Our Youth” on stage in London, offered the story to Lonergan to write.

"Manchester By the Sea"

“Manchester by the Sea”

Damon and producer Moore, while shooting “The Adjustment Bureau,” tried to develop a movie version of Lonergan’s play, “Lobby Hero,” which never came to fruition. But Lonergan liked the Manchester story idea, about a man with a tragic history who must face his past after his brother dies and makes him his son’s guardian.

READ MORE: ‘Manchester By The Sea’ Clip Previews Michelle Williams And Casey Affleck’s Powerhouse Scene — Watch

Lonergan didn’t consider directing the script, but Damon fell out — and Lonergan eventually agreed to take over the movie. Then Damon and Krasinski’s heavy schedules worked against them acting in the film, which required a short New England winter shooting window. They all agreed to ask Casey Affleck to star, and he happily jumped aboard with Michelle Williams, who stuck with the project, which became a tougher sell with Affleck than Damon. (The final movie cost $8.5 million.)

However, “tough” is a matter of perspective. With “Margaret,” Lonergan faced five years of editing disputes with producers before it could be released; here, the director enjoyed the backing of a powerful movie star and a team of producers and financiers (the Megan Ellison role is played by neophyte K Period CEO Kimberly Steward). And all of them pledged to let Lonergan make the film he wanted to make.

“Kenny knew the whole time he would be protected and safe,” said Moore, who works with Damon and Ben Affleck’s Pearl Street Films. “He should be allowed to make Kenny movies.”

Even so, Lonergan initially struggled with the script. He changed the nephew from a younger child to a teenager. “I thought the idea of a kid who’s having a very good life despite what he’s been through is interesting,” said Lonergan, sitting in a Telluride theater lobby. “One character is in a lot of trouble, and one has a pretty good life going. He’s a resilient, tough kid with a lot of love for his father and his family, he’s been hit hard in a lot of ways, but he’s having one of those rare good high school experiences and he doesn’t want to lose it. That’s the main conflict of the story.”

READ MORE: Casey Affleck’s Career-Spanning Q&A: How Lessons from Gus Van Sant, Joaquin Phoenix and More Led To ‘Manchester’

When the first draft didn’t work for him, Lonergan started over with the material he found most intriguing: the depressed janitor/handyman/mechanic Lee, shoveling snow near Boston. “He’s in so much distress, he doesn’t wish to function, doesn’t want to connect to anybody else,” said Lonergan. “But he has to, because he’s still connected to his brother and his family. He’s been through a terrible, life-destroying tragedy, but his brother does not allow him to disappear into the void.”

Walking into Lee’s life “forced me to put the past into the flashback structure,” Lonergan said. “That turned out to be a very successful structural correlative to the emotional situation, because he’s someone who’s carrying a block of memories that he can’t live with. And it wasn’t conscious on my part, but it worked out. Sometimes when you just follow what you like, it works out that you are doing something that makes sense.”

"Manchester by the Sea"

“Manchester by the Sea”

It didn’t always make sense for the producers. The complicated weave of time frames didn’t always read on the page. “People will be confused by all these weird flashbacks and random flashing to a scene,” Moore told Lonergan at one point.

Lonergan was not fazed. “No, they won’t. They will understand completely,” he replied.

READ MORE: ‘Manchester By The Sea’ Trailer: Discover Why Kenneth Lonergan’s Acclaimed Indie Is A Major Oscar Frontrunner

“He’s ornery as hell and super honest about people,” said Moore, “who we really are, and what we really do, and how we really act. He sees dramatic moments that aren’t the big moment. He sees the little dinner table conversations. People have conversations that seem so pointless, that from the outside don’t look meaningful, but really are.”

The scene that sets grown men sobbing is one when Lee (Affleck) runs into his ex-wife Randi (Williams) on the street. It seems simple enough: Back in Manchester after his brother’s funeral, the estranged couple runs into each other on the sidewalk. She wants Lee to get together with her for a talk. He says he can’t.

“A friend said to me once about acting, ‘If you do something really truthfully, it doesn’t matter what it is, it’s going to be interesting,'” said Lonergan. “And I believe that that’s true. I found a long time ago that real life — as best I can transcribe it — the details are always richer than leaving them out.”

READ MORE: ‘Manchester by the Sea,’ Indiewire’s Sundance Critics Poll Winner, Is Part Tragedy, Part Farce

Lonergan kept delaying the scene toward the end of filming. He wanted to make sure there was plenty of time to get it right. (Affleck especially likes to shoot as many digital takes as possible.) The director rehearses the cast ahead of time like a theatrical play, sitting at tables or standing in a room; time becomes too precious while shooting.

“With actors like Casey and Michelle, you don’t have to do that much, but you can suggest what the characters might be trying to do, what lines of behavior they might be following,” said Lonergan. “There’s so much history between them. They’re both trying so hard to be kind to one another. They’re trying to protect each other. She’s trying to reach out to him after this terrible thing that happened a long time ago, that’s separated them. He can’t do it.”

Lonergan was pleased with the end result: “I love watching it. It’s painful to watch, but I love it. It’s very satisfying.”

Shooting in Manchester was tough: A tight schedule, bitter cold, multiple exteriors, driving shots, too much or too little snow. Still, Lonergan enjoyed seeking the area’s physical details and the different ways people live there. What makes him crazy is movies that bypass reality.

READ MORE: Sundance Review: Kenneth Lonergan’s ‘Manchester By The Sea’ Starring Casey Affleck, Michele Williams & Kyle Chandler

“I see them sugarcoat and pass over experiences everybody in the world has had,” he said. “It annoys me because it seems like a lie. I don’t have anything I know that other people don’t know — everybody has lost someone, has had terrible pain in their life and had to live with it. People have different ways of recovering. There’s a whole gamut of things I think it’s nice to see reflected back to you in fictional form.”

The final movie wound up close to the one Lonergan wrote, “except for the surprises that come up,” he said. For example, the day they filmed with boats went so well that they had six extra hours to cruise around the harbor and town grabbing shots, which yielded the opening sequence of the movie—not in the script.

At Sundance, a series of distributors (Sony Pictures Classics, Lionsgate, Universal, and Fox Searchlight) fell on the movie after the enthusiastic response to the first Eccles premiere, and made their pitches through the night at the producers’ condo. The Amazon team, from Studios chief Roy Price through the acquisition and marketing groups, was 100% on board, said Bob Berney in a phone interview. They met the producers at 1 AM, and first had to explain that Amazon is a theatrical company.

“We were unified on how we would do it,” said Berney, who promised to give Lonergan creative control over the marketing. “To have a film of the stature of ‘Manchester By the Sea’ and an association with Kenny Lonergan puts into action what we’ve been talking about doing with visionary directors.” They acquired U.S. rights for $10 million.

Kyle Chandler, Lucas Hedges, Matt Damon, Kenneth Lonergan, Casey Affleck at 'Manchester By The Sea' Sundance premiere.

Kyle Chandler, Lucas Hedges, Matt Damon, Kenneth Lonergan, Casey Affleck at the “Manchester by the Sea” Sundance premiere

Photo by Chelsea Lauren/REX/Shutterstock

Then they agreed to partner with Roadside Attractions, with whom Amazon released Spike Lee’s “Chi-Raq;” at Sundance, they also worked together on Whit Stillman’s “Love & Friendship.” The teams have known each other a long time; Roadside marketing exec Dennis O’Connor used to work for Berney at Picturehouse. “They’re smart and super-creative,” said Berney. “Our styles mesh together.”

Amazon’s Ted Hope (“In the Bedroom,” “Eternal Sunshine of the Spotless Mind”) and Berney (“Pan’s Labyrinth,” “La Vie en Rose”) and Roadside’s Howard Cohen and Eric d’Arbeloff (“Biutiful,” “Winter’s Bone”) all have Oscar experience as well. They decided that after the long stretch between Sundance and the fall, they would let the movie speak for itself by booking it into as many film festivals as possible: Telluride, Toronto, New York, London, and more.

Kenneth Lonergan, Casey Affleck and Michelle Williams at 'Manchester By The Sea' at London Film Festival.

Kenneth Lonergan, Casey Affleck and Michelle Williams at “Manchester by the Sea” at London Film Festival.

Photo by James Shaw/REX/Shutterstock

Ahead of their six-week rollout, the distributors will feature Lonergan as well as the stunning performances from two Oscar veterans who have never won, Affleck (“The Assassination of Jesse James by the Coward Robert Ford”) and three-timer Williams (“Brokeback Mountain,” “Blue Valentine,” “My Week with Marilyn”) as well as supporting newcomer Lucas Hedges and Kyle Chandler as Lee’s older brother.

To their credit, neither Lonergan nor Affleck are natural Oscar-circuit campaigners; however, they do enjoy talking seriously about their work. (You get some flavor from the NYFF press conference and public Q&A below.) “They’re smart and committed to their art,” said Roadside’s Howard Cohen. “They’re both articulate and passionate. That’s what plays. And a deeply felt and moving film is the most powerful weapon in any campaign.”

“Getting it seen is the best strategy,” said Berney. “It’s funny and beautiful and sad and uplifting. People relate to it as real life. They know the families in the movie they’ve seen.”

“Manchester by the Sea” hits theaters on November 18, with expansion to follow.

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