A film as unconventional as "Cloud Atlas" is going to create some controversy, and one of the earliest indicators of that came once the trailer was released. Almost immediately, people began to write about how the film is perpetuating the tradition of "racebending" by casting white actors in Asian roles under make-up. Many of them decided, without seeing any of the actual context for those performances, that this is an obvious case of racism on an institutional level. I disagree completely, and I asked the filmmakers to talk about their choice to use make-up like this. Obviously, when we live in an age where Andy Serkis can star as Caesar in "Rise Of The Planet Of The Apes," we are in a world where any actor can play any part, but the use of prosthetics is different because you're still starting with the base form, the actor, and then building on top of that. There's a moment in the film where Halle Berry, playing a white German Jew in the late '30s, has a nude scene, and I told them I think that is one of the most amazing images in any film this year, something I can honestly say I have never seen before.

Tom laughed. "It was amazing to shoot." 

Lana went on to explain, "There's a really interesting subtext to it, too, which I loved. Halle Berry was trying on all the costumes she was going to wear when she played this character, and she's like in 1930's gowns, and Tom's like, 'Oh, aren't period pieces fun? You must be so excited. Don't you love this part of doing a period piece?' He was just sort of innocently asking. And she goes, 'Um, Tom…'"

Lana pointed at her own face, as Halle did to Tom, and Tom continued. "'Think about it, Tom. What would I have been? And why would I be wearing this kind of costume? There is no character.'"

Lana picked up the story, saying, "She would only ever get to be a slave or a servant, and she said it was an interesting thing to her because as an actor, and acting is always about transcending to some degree, she's always been segregated. History remains segregated to actors. They can't… they're not allowed, they're banned, whites only for certain roles. And this movie, which is about transcending convention and transcending boundaries, allowed her just in the physical choice of giving her this part to transcend and claim a part of history through that transcendence that had always been denied to her."

My other favorite film so far this year, "Holy Motors," is about the way performers slip in and out of identities and how they transform themselves, and how it feels like this is a discussion worth having right now as technology allows us to redefine ourselves through online identities and avatars and we are discussing things like outliving our bodies by downloading our personalities, separating soul from form. I talked about how I was looking forward to seeing both films for a second time to see how my reactions to them changed or deepened, and Tom stopped me, realizing I hadn't seen it since I saw the unfinished version in June. "Oh, then you haven't seen the finished film yet. It definitely wasn't mixed when you saw it, which is a huge part of it."

Asked him how his own reactions changed over the course of post-production as they were editing it, and how they were sure they had arrived at the final version, Tom said, "That was the advantage of the process for me because considering how complex the film is, we weren't that slow in post-production, and these guys have a certain fast attitude anyway. They have these fast brains, and they somehow just sit down and then edit for twelve hours and they never stand up. I don't know how… I don't even remember them ever having to pee while we were cutting. And of course it was all three of us, and we literally all sat together every day…"

Lana could see how surprised I was and asked, "Can you think of one case where three directors cut every single frame of a film together?"

I told her that I'd never heard of anyone doing that, and Tom agreed that it was unprecedented. "We didn't really ever have a day where it was just two of us. It was always us three and Alex, the editor, who was quite amazing because he had to handle three guys in one room. And they may not face this because it's the two of them, but for me in editing, sometimes you just run a little low, and you're like 'I don't know, I don't know.' On this, we never took a break, because there was always at least one of us who felt like, 'Okay, I know how to do this. I can elaborate on this here.'"

Andy pointed out that Alex did take smoke breaks from time to time, and Tom laughed. "He forced breaks," Andy said.

"He needed that," Tom replied. "He never got a break otherwise. He'd just go for twelve hours a day."

Lana grinned as she said, "It was so joyful and playful. We had such a good time in the editing room. We never wanted to go home. We could have stayed there all day. It was so fun. The shots were… it all started fitting together…"

"That was exhilarating," Tom explained, "because of course we had only seen our rushes, and we had shots that we had designed together, but some of it, we were still discovering as it came together, and we were wrapping our head around how each of us thought it could be constructed. And the most important thing was not sticking to any rule that you had set up before. Everything was on offer. Everything was possible. The two most important words were 'let's try.' You couldn't just be like, 'But this is how it was conceived.'"

Lana said, "We had one big, big moment where we made a very significant shift from the script after we saw our very first cut, and what we were all blown away by was the power of tone. Because no one ever mixes tone. You don't cut a farce in the middle of 'The Matrix.' It just doesn't work. You undo both things. The farce becomes too absurd or too serious, and the philosophical action film just seems idiotic. It's like acids and bases. This thing had lines that were specifically set up to go to another scene, and on the page, it was so perfect. You could look at it and be like, 'Oh, this is going to be so great.'"

I get the feeling Andy is the most wry of the three, because he seemed to love punctuating Lana's explanations of things with voices and asides. He put on an exaggerated voice to interject, "'I am a GENIUS.'"

Tom started laughing. "Because of course we had not cut it yet."

Lana just kept rolling, though. "And then we watched it and we were like, 'Oh my god, it makes the tenderness of this scene seem completely false and shatters it, and the funny thing is just not funny anymore.' And so we had to really go back and very tenderly put tone spacers in between the wide tone shifts."

Looking at the trailer for the film, it would be easy to think that it's all going to be very self-serious, but there's a ton of humor in it. Jim Broadbent, in particular, finds every laugh in the material, and they make great use of that big beautiful rubber face of his. It does require you to keep up, though, as it shifts tone from story to story and scene to scene, and I can see why they worried.

Lana continued, "We thought it was a little audacious when we were writing it. But then when we started cutting it, we were like, 'No, this is crazy.' And there were a couple of days of very tense panic, and then we got in and we started in like, 'Okay, let's do this and this,' and slowly we started to recover it."

Serious now, Andy jumped in. "Even just rhythmically, the final product wasn't the same as the script. After the preamble and the title, it immediately just started going. And we were all exhausted after the first screening because it was just this unrelenting rhythm that was buffeting you and battering you, and so we had to pull back from that a little bit. We had to change the structure a little bit in the beginning, and so that after the preamble, when you're shaking the audience and saying, 'PAY ATTENTION!'

Lana laughed and yelled, "'IT'S DIFFERENT! IT'S DIFFERENT!'"

With a dramatic flourish, Andy added, "'CLOUD ATLAS!'"

A respected critic and commentator for fifteen years, Drew McWeeny helped create the online film community as "Moriarty" at Ain't It Cool News, and now proudly leads two budding Film Nerds in their ongoing movie education.