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astrophysicist turned emotion-driven filmmaker

I make films about people forced to confront the reality that the world is not as it seems.

“Barnes is an obviously gifted filmmaker”

The Independent Critic

I receive a lot of requests from students for information about what I do.


I’ve compiled here the top questions I get, which you can use as a resource.

I’ve read that you worked on Christopher Nolan’s short film ‘Larceny’.  What can you tell me about it?

I didn’t work on ‘Larceny’ directly.  I was involved with ‘Doodlebug’ and ‘Following’, but in very minor capacities.  I also gave Chris notes on his very first (abandoned) feature film.


I probably have a VHS copy of ‘Larceny’ somewhere, but I have checked with the powers that be and Chris doesn’t want it released.


‘Larceny’ was screened at the Cambridge Film Festival some time around 1995.  That’s its only public screening that I know of.  The plot had some similarities with ‘Following’ and it’s kind of a “tryout” for that feature.  By contrast, it’s a linear storyline and presents a single 5-minute moment, but it is shot in the same handheld B&W style and on the same camera with some of the same crew as Following.  Jeremy Theobald from ‘Following’ is in ‘Larceny’, as is David Savva, who both worked on ‘Batman Begins’ in different capacities.


I can’t tell you much more.  Except to say that when I first saw the finished film, I knew Chris really had talent and was going somewhere – (it’s a clever script).  In those days, I was in the minority in that belief, which still staggers me to this day.

Please don’t bother.  It’s a waste of your time and mine.  I can’t help you.  When you send me your reel and CV unannounced, it reminds me even more of how I can’t help you.  That makes me feel bad.  If you want to start a new relationship with a director, the last thing you want is to make her/him feel bad!  Read this page for more advice.


If you’re struggling for work, the best way to solve that problem is to become your own producer.  Hire a writer, get a great script, find a director and get it made.  That’s precisely how Tom Cruise, Leonardo DiCaprio, Reece Witherspoon and Brad Pitt became the megastars that they are now.  Now, if you approach me with a script that you want to make with you in the lead, that’s an entirely different proposition.  Then I’m all ears!  Check out the fabulous Vanessa Bailey as a recent example of this gameplan.

What does the role of Director entail?

This is a MASSIVE question.  It would take all day to answer it.  The quickest answer is to say that sometimes the best directing is to leave things alone.  If it ain’t broke, don’t fix it.  When I worked in live TV, I quickly learnt that you can only control one or two things at a time, so you learn to focus on those things that REALLY need your attention and let everything else go its own way.  Too many new directors feel they need to control EVERYTHING and this is simply wrong – some of the best stuff comes out of allowing nature to take its course.  The key is to set up the conditions so that things flow “spontaneously” in the direction you always intended.

What skills or qualities do you need for the job?

A keen eye for detail, a love of observing people’s behaviour, the ability to really listen and understand, inexhaustible supplies of physical and mental energy and the passion to coax the best out of everyone, combined with a high intelligence.

When casting your roles, what do you look for in the actor?

When I’m casting, I look for a few specific things.  In no particular order, authenticity - often referred to in acting circles as “truth”.  Do I believe the performance?  Next is focus - can the actor maintain their attention solely on the performance or are they too “self-aware”?  Next is “directability” - can they take my direction?  Not all of them can, and this may have nothing to do with them, but can be down to my way of directing not working for them.  And finally, imagination - are they a wellspring of ideas and suggestions?

When casting, what do you make your actors do?

I run my casting sessions in order to test the areas I mentioned above.  But it’s also about making the actor feel at ease as much as possible in the artificial environment of an audition.  So, I’ll chat with them for a couple of minutes before moving on to the “proper” audition process.  Depending on how much time we have, I like the actors to come with a prepared piece that they are comfortable with and then I get them to run it once “their” way and then a couple of times “my” way.  I’ll throw in a few ideas to change the scene and see how they respond to it - this isn’t about making their scene “better”, it’s about testing whether they can work with my style of direction and also for me to begin to discover how they like to be directed.  Then, I will move on to running a couple of sides from the piece we’re casting.  I’ll have an assistant read in for the other parts, so that I can watch the actor in front of me.  Depending on the parts we’re casting for, I’ll also occasionally try a bit of improvisation, if I feel it will help.  And I will always video the whole audition process, as it’s an invaluable reference tool afterwards.  It’s impossible to remember who’s who after you’ve seen 20-30 people a day for 3 days!

Once cast, how do you work with the actors?

Once I have decided on my cast, the vast majority of the work on the roles has been done.  There’s an old saying in the business that 80 percent of good directing is getting the casting right.  This is absolutely true.  So, once cast, I don't like to “interfere” with the actors’ preparation too much.  However, I do like to get together with them at least once before shooting to discuss their “take” on the material and to find out if there are any areas that we as a group don’t agree on and need to debate.  This is not always possible - I directed a commercial a few years ago where the actors’ schedules were so packed that it was impossible to meet up with them between casting and shooting.  In the end, I just had to phone them one by one and talk through stuff that way.  This proved invaluable once we were shooting, as we had such a tight schedule on the day that the previous discussions really helped us to be “ahead” of ourselves.On the feature film, we had about 3 full days of rehearsals before the shoot.  These rehearsals were the lead actors and myself in a room going through the script scene by scene discussing what each line meant and then reading the script aloud from beginning to end.  We talked about the characters - their backstories, what they wanted and their journeys or “arcs”.  We also discussed the likely physical blocking, but in very general terms - “You’ll probably be coming through the door at some point on this line”, “You might look out of the window here”, etc.  Again, this was invaluable, as the feature schedule was crazily tight and we didn’t have time on the shoot to chat and “discover”.  However, as we were all living together on location for the shoot, we tended to discuss the next day’s scenes over dinner each night, so it was kind of another impromptu rehearsal process.  (Although on some nights, I hadn't worked out the schedule until bedtime, so it was too late to discuss scenes by that stage.)On the shorts, I generally work with the actors for a couple of hours just to do a read-through together, again to see if there are any misunderstandings or disagreements that we need to sort out in advance.  Time on set is too precious to waste arguing about the script, so we need to get it worked out beforehand.However, on The Urge, there was so little dialogue that I didn’t feel we needed any rehearsal time, so we just met on the shooting days.  The schedule for that film was so relaxed that we had plenty of time to discuss the script on the set between set-ups.

When filming, how do you approach directing all your actors at once as well as individually?

During shooting, when we’re starting to work on a new scene, I’ll run the scene with the actors on the set a few times to work out what the moves are.  There’s no real “performance” at this stage - the actors will be saying things like “I’ll say my line here and then you’ll say your line”, without even running the real lines properly.  The actors and I will agree on the scene dynamics and then I’ll show the scene to the crew and discuss the first shot with the DoP.  He’ll then start setting that up and I’ll run off the set with the actors.  The actors and I will then spend some time running the lines for real in a corner somewhere, working out the performances and nuances.  I’ll be adding layers by suggesting new verb actions for the actors to play on certain lines and we can add extra bits of body language, such as looks and turns, etc.  Once the crew are set up, we’ll return to the set and the actors can run the scene for real for the first time.  At this point, I’ll throw in final thoughts to tweak stuff.  And then we’ll go for a first take.  After each take, if I have spotted something I want to change, I’ll make suggestions and then we’ll do another take, otherwise we move on to the next set-up.When we’re on set, time is really short, so I will use anything that achieves what I need in the quickest possible way.  It’s supposedly deemed poor set etiquette to shout directions to your actors from the other side of the room, but when you’re up against the clock, you just haven’t got time to extricate yourself from whatever corner you’re crouched into with the monitor in order to pick your way past loads of lighting cables to pull the actor to one side and then whisper one or two words in their ear privately.  This is why the pre-shoot rehearsal time is so important - you have established a rapport in advance, so that you can give notes from across the room without offending anyone.  In effect, I’m saying I don’t make any distinction between directing the group of actors and directing them individually.

What’s your priority, the actor or the camera placement?

In the on-set rehearsal, I usually start by telling the actors that we can’t see this part of the room because we can’t light it, and you’ve got to avoid that part of the room because there’s a door there that we can’t see, etc.  And then I’ll say move where you want.  I’ll watch them feel out the space and then we’ll quickly home in on some moves that work well and others that don’t.  Then we’ll nail it down and agree that this is the scene we’re going to shoot.  I’ll then start finalising my camera blocking - I will always have worked out some blocking in advance, but I don’t use it directly - I adapt it to the moves that the actors have discovered.  (I always use floorplans for dialogue scenes, never storyboards, as I find storyboards too restrictive for most scenes.)  However, when I’m looking again at the blocking plan in light of the rehearsal I’ve just watched, I’ll spot opportunities for interesting compositions or camera moves, so I’ll then tweak the actor blocking to achieve that.  In effect, it’s about 80/20 in favour of allowing the actors to drive the blocking and shot selection for a dialogue scene.  In action scenes with little or no dialogue, it’s all about the shots, so it’s 80/20 in favour of the camera set-ups and I’ll use a lot more storyboarding.

Between takes and shots, do you allow your actors to look back at footage?

I don’t let anyone look at footage between takes, not even myself.  It’s such a time-suck.  If anyone has any doubts about “did we get it?” at the end of the take, it is simply faster to do another take.

Do you do any bonding activities with your actors prior to filming?

I don’t do anything that’s consciously designed as a “bonding” exercise.  However, when I do full day rehearsals with the whole cast, I do like to cook them all lunch.  It’s a really simple lunch, but the act of making them food really makes us all feel like “friends”, so that we are all trying to make the same film.  I have tried improvisation exercises in the past as a way to make the acting team bond, but I didn’t feel it worked nearly as well as just sharing a meal and having a good chat about anything other than the project at hand.  On the feature film, I had the entire cast and crew meet at a restaurant for dinner about a week before the shoot, so that everyone could get to know each other before we went off to the shoot.  This was a really valuable exercise, as we all felt like old friends when we met each other again on location.  I suppose that is a sort of “bonding”.

How do you approach an actor that is particularly difficult to handle on set?

Everyone talks about “difficult” actors, but in my observation, inexperienced directors often refer to actors being “difficult” when the actors ask a lot of questions on set and “waste time” debating issues about the script.  Firstly, this is not necessarily being “difficult”, but being professional and engaged - I want an actor to ask questions and debate, because you get a much better result from it.  Yes, it’s bloody hard work to deal with, but it’s worth it.  Secondly, this is why rehearsal time is so important.  By spending time discussing and picking apart the script in rehearsal when time is cheap, you save time when it’s expensive on set.  On one particular day on a recent film shoot, we shot 12 pages.  This was only possible partly because of my excellent, efficient crew, but mostly because of the rehearsal time I had spent with the actors where we had agreed on what we were doing and there were no on-set arguments or debates as a result.However, on the last day of shooting of the film, we had a really tricky scene to shoot, which involved a stunt.  The actors were being what could be described as a little “uncooperative” and starting to debate the merits of the scene.  They started asking for script changes and “My character wouldn’t say that”, etc.  Now, in the rehearsal, we had already agreed that this scene worked and had had no debates over it.  Coming at the end of a tough shoot, I was exhausted and this on-set discussion really caught me by surprise.  I found myself beginning to think of the actors as “difficult” and started worrying about the time we were wasting.  I tried to humour them by discussing their issues, but we weren’t really getting anywhere.  However, after a couple of minutes, it suddenly dawned on me that what was really happening here was that the actors were frightened about the stunt and they were showing this by “dissing” the scene.  Once I’d realised this, it was very easy to calm the whole situation down by just reassuring them that the stunt would go smoothly (which it did).In 99 cases out of 100, a “difficult actor situation” is caused by something on their mind that they are unable to or afraid to vocalise.  You need to get to the bottom of what that is as soon as possible and then sort that out.

What one piece of advice would you give a new filmmaker?

You may not want to hear this, but I would say that you should try EVERYTHING YOU CAN to find a job you like doing more than filmmaking!  Being a filmmaker is a tough life and it can be really hard to make a decent living.  It can also be really depressing, with hopes being dashed nearly all of the time.  If you think you can handle that, then embrace it with all your heart, but if you have ANY doubt at all, get out now!

Do you find yourself sticking to your role or helping with other things on a shoot?

It really depends on the budget level.  On small corporate shoots, I do everything myself – camera, sound, edit, graphics, as well as directing.  On larger corporates and film and TV work, there’s a bigger crew, so you don’t have to do everything, which means you have more time to concentrate on the project itself.  Sometimes it can be frustrating standing around waiting for someone else to do something and you have nothing to do, so I usually ask if there’s anything I can help with, like moving kit around or helping rig a light.

Is it important to be a team player?

Certainly.  But you also need to be a strong leader.  It’s a very fine balance and easy to veer one way or the other.  The best way to get the team on your side is to show that you REALLY know what you’re doing – they can smell uncertainty a mile away.  I had a crew mutiny on me right at the beginning of my career because they had no faith in my judgement.  Conversely, I’ve had crews practically kill themselves to get a shot because they could see my determination and passion and believed that what I was doing was worthwhile.

Is it important to be multi skilled?

Definitely.  These days I would say you need to be able to do at least three things – shoot, edit and direct – and all of them VERY well indeed, otherwise there’s no point in even trying to get into the business, unless you are extremely lucky or an exceptional writer.

Is there a big difference in working on a corporate brief than working on a TV project?

Yes.  In the simplest terms, a corporate is a selling proposition, whereas TV is about entertainment.

Which programme/project are you most proud of having worked on?

I’ll split the films into drama and corporate work.In the corporate sector, I’m most proud of the client list I have – I’ve made corporates for many of the world’s top brands, but most of those films are of no interest to anyone not involved in those companies.  However, there’s something very satisfying about making the client happy with the film you deliver.  I made a film for an academic organisation and it got a standing ovation at its first screening in front of 300 people!  That was an incredibly proud moment and it brought tears to my eyes.

On the drama side, nothing else comes close to the experience I had when we played my first feature The Redeeming at its world premiere at a festival.  A man came to talk to me after the film had finished.  He had tears rolling down his cheeks.  My work had done that to him.  That was my finest moment in filmmaking and made the years and years of struggle so worth it.  In the end, the best thing about film-making is connecting with a large audience who really like your work and I have been very fortunate to meet people at festivals who do like the work, which is a great feeling.

Which programme/project that you have worked on has been the most difficult?

I directed a segment of a multi-stranded feature film a couple of years ago and it hasn’t seen the light of day because they ran out of money to finish it.  That’s difficult to bear because it contains some of my very best work and I’m not allowed to show it to anyone because it’s not finished.  I directed a pop promo many years ago which was really difficult to do, because I just don’t “get” promos – it was a struggle to complete.

How did you get started in the industry?

Self-taught interest via the university film club, which gave me enough material to get into a proper film school.  After film school, it was a case of working any contacts I had – I had just one contact when I graduated and I’ve managed to build it into a really successful business through good judgement and a lot of luck.

Did you receive training for the role?

No.  Completely self-taught through trial-and-error and asking questions of people I have met over the years.  I did go to a film school, but they didn’t teach anything there, just provided an environment where we could learn things for ourselves by trying them out and then getting an assessment after the fact from our peers.

What do you love/hate about the job?

This is a really difficult question to answer, because there’s just so much to the job.  In fact, I wouldn’t even call it a job – more a calling – a job is something you do for money and everybody makes films out of passion, rather than for the money.  The short answer is I love everything about it except the difficulty of getting a project off the ground, which I hate with a vengeance.  Alexander MacKendrick gave up film-making at the height of his career because he said the business was no longer about film-making, but about deal-making and I completely understand what he meant.

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