Tico Poulakakis CSC creates Foundation‘s universe with ZEISS Supreme Primes

Apr 14, 2022

This article has been shared with permission from Zeiss.

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Based on the series of stories by Isaac Asimov and created by David S. Goyer and Josh Friedman for Apple TV+, Foundation deployed seven cinematographers and their teams on (at least) four planets, five spaceships, one giant lift crossing a whole atmosphere, and five time periods (not forgetting a pandemic on planet Earth). While he had already embarked for the second season, Tico Poulakakis CSC, who partly shot his three episodes with ZEISS Supreme Primes, told us about this endeavor.

Foundation is now streaming on Apple TV+.

ZEISS: Did you have the chance to watch the episodes of the first season again, is it something that you do?

Tico Poulakakis, CSC: Yes, we watched some before starting the shoot of the second season… We needed to check many different things, such as, “where did we light that from, how did we do this one…” Some things changed, but others had to remain the same for continuity.

You said, “where does the light come from”, and it seems to be a strategic question, when filming places that don’t exist in our reality, like spaceships, or extraordinary buildings. You need to imagine the whole architecture.

Yes. On a feature film it can be easier because the DP is part of the process earlier, and there are less places to go. On Foundation, we had so many sets and so many episodes, and we weren’t dealing with only one hour and a half, as the story goes on ten hours! To do that, you can’t plan too far ahead. The production designer (we were very lucky to have Rory Cheyne) was always trying to give us many options, and each one of the DPs involved tried to get ahead and say, “let’s have lights here, let’s try to do this” but the construction teams needed to be so far ahead of us that sometimes we couldn’t get into that process, particularly at the beginning of the season, when so many lighting decisions had to be made … even before having the first DP, Steve Annis, on.

Isn’t it all about where you put the windows, at the end of the day?

Sometimes in space you can’t have any windows! But to some degree, yes. It wasn’t so easy to go to a practical location because it’s supposed to take place 25 000 years in the future. If the showrunner and the production designer had a particular idea in mind, it had to be a fairly interesting and unique location. For the pilot, they shot in Trinity College of Dublin, where the library is very grand and interesting.

We also shot in practical locations in Spain, where they have very interesting architecture. But the urban locations in Dublin were mostly too period and classical. So that meant that a lot of sets had to be built and that the sets were all crammed in the studios! It was fun and a good challenge, and we used a lot of floor space.

Jared Harris in “Foundation" (Courtesy of Apple) — Jared Harris in *Foundation* (Courtesy of Apple)

Did you have a lot of green screens?

Not so much. We did have an ARwall, which is a LED wall “linked” to the camera, but we didn’t end up using it as much as I thought we would. In our case, the VFX department is moving away from compositing, and more into rotoscoping, which I believe is now competitive. On our tank work in Malta, for the underwater parts on planet Synnax, with the wind of a Mediterranean coast, and being in the water, we couldn’t use any screens, so we rotoscoped a lot of that. I think most shots we did for those sequences in Malta had some element of VFX to them.

Could you previsualize advanced VFX while you were still shooting?

A lot of pre-vis was done for the pilot, particularly for places like Synnax, so we had an idea of what it was going to look like. There was excellent concept work done prior to and during the shooting, so we would refer to that. It was a great baseline, which we could decide to keep or change slightly. There were sometimes, for the Terminus portion of the shoot particularly, where we said Hail Marys: “I don’t know what this is going to look like!” But that is fun too, and our VFX team was excellent at rolling with the punches.

“Foundation" (Courtesy of Apple) — *Foundation* (Courtesy of Apple)

It is indeed a show about faith! The pilot wasn’t finished when you started working.

They had just wrapped, and by the time we started shooting episodes 3-4-5, the cut was just starting. They decided to go back on certain visual choices, as is always the case with pilots. We reshot a few things that they wanted to feel differently, and additional scenes. It happens a lot with pilots: you want to set up an entire world, so it has to be perfect.

What did you have to do differently compared to the pilot? For instance, the anamorphic look seems much stronger in the pilot.

Yes, we started the show with the DXL and a Panavision T-series, and there was some love for it, but also a desire to explore different things, and that is where we choose the Supremes. There was a lot of experimentation. We decided to try the Alexa LF with the Supremes for certain bits, and we ran with that package for a while. By the time we finished season one, we had introduced Atlas Orion anamorphic lenses back into it. It was a real mix! I was taught to never do that! But to be able to choose spherical here, anamorphic there, was excellent. It was a lot of fun, and really freeing. Sometimes it just happened in the fog of war, and it ended up working well.

Was the 2:1 aspect ratio a request from Apple TV?

I think it was. For the second season we are back to 2.35. I think everybody felt “why not do that?”, and we embraced the format.

The choice of anamorphic was made for the so-called aberrations, the distortion, the bokeh…

Definitely. We used the Atlas anamorphic lenses to bring that back here and there, for certain planets. I used them extensively on Synnax.

Lee Pace, Terrence Mann and Cassian Bilton in "Foundation" (Courtesy of Apple) — Lee Pace, Terrence Mann and Cassian Bilton in *Foundation* (Courtesy of Apple)

I think I spotted the anamorphic look on planet Terminus as well, and the spherical look in the imperial palace on Trantor…

Yes. The night scenes on Terminus, where Salvor is going through the spaceship, were spherical as well. It’s so freeing! You don’t have to worry about light levels as much with the Supremes, and the focus is a lot easier in lower light. We often had to shoot wide open, which didn’t bother the (most excellent) focus pullers. With anamorphics you sometimes struggle with light, as a lot of anamorphic lenses have many aberrations wide open. Thankfully the Atlas’ really don’t have too much, but as we had to expand them to cover the large sensor properly, it sometimes did introduce a bit more at the open end of the aperture. The expanders also caused about 1 stop loss so, a lot of times we would just throw on a Supreme and go, which was great, especially in the low light scenes. It just made it so us so much more flexible. I have loved the Supremes since I worked with them on the show “Locke & Key”, and they were readily available, so we gravitated towards them.

You would think a show of that size, with that kind of budget, would be like “we know exactly what we are doing” (laughs) and I guess we did! But we did a lot of experimenting in the beginning, and ran with the mistakes, trying new things. It was a bit mad actually!

Did Apple TV have any request regarding your work, apart from the changes after the pilot?

A lot of that was handled by David Goyer, who is a skillful negotiator (laughs). From my perspective, Apple was exceedingly generous, and hands off for the most part. We would go to them saying, “look, we want to do this, but it costs this”; sometimes they said, “let’s try to do without it”, and sometimes they would answer “yes, absolutely, let’s do it, because it’s going to be worth it”. I think shooting some of the more challenging Synnax tank work in Malta was made possible by their generosity. That said, they didn’t get involved too much and didn’t want to dictate everything to the finest detail, and to a large extent they let us do what we wanted. They would only chime in occasionally to ask us to try certain things. They were so generous and so easy to work with that we would often try to help them and go “sure, let’s try do get that for you.” We expanded the sequence of the Star Bridge falling at their request and that was not a simple undertaking – but they felt it was important to try and they were fully behind us in getting it done.

What is it like to work in a pool of DPs for such a show?

The schedule was crazy, as we often had two or three units shooting simultaneously, so given the logistical challenges all the DPs were great! We also helped each other out with different episodes. We would pass each other in the hallway sometimes while running to our respective sets, saying, “hey, what are you doing over there?”, “I’m lighting it this way!” We tried very hard to talk to one another, to stay on the same page. We came with the idea that if we couldn’t make it look exactly the same, we had to make it feel the same. We found freedom being on different planets: it didn’t matter if the look wasn’t a hundred percent consistent, we had that license from being in a new place.

Cassian Bilton in "Foundation" (Courtesy of Apple) — Cassian Bilton in *Foundation* (Courtesy of Apple)

On the set of "Foundation" (Courtesy of Apple) — On the set of *Foundation* (Courtesy of Apple)

You say, “feel the same”: were you able to describe this feeling?

It’s difficult to quantify those things… For my bit, I was trying to achieve, as much as you can on a sci-fi show, a kind of naturalism. I didn’t want it to be too “spacy”.

Our conversations about matching revolved around those vague ideas, but a lot of times we would take our cues from what somebody else did. Thomas Kloss did a lovely job in episode ten; I had to shoot a couple of continuous scenes, so I watched his images to see what he was going for. It’s almost intuitive, you must do it less from a place of reason than a place of emotion. What does this feel like, what’s the idea there? We tried to define it, but most of the time it was like “this is the vibe of this place”.

Maybe you had other sci-fi features or series in mind?

I’m thinking about the great work of Greig Fraser and Bradford Young, who took it a little less ‘sci-fi’, for lack of a better descriptor, and achieved a more grounded look, a little more naturalistic. We could have gone even further, to be honest. To some degree, I think our show is still a bit glossy and hyper real, which is perhaps fitting for the subject matter, but… for me, If I can’t motivate where the light is coming from, I want an excuse. The more I’ve been working on the show, the more I lean into the simpler approach. It’s tricky when you have sets with a lot of lights built in. It’s quite easy to turn them all on. But often much better when you turn a lot of them off.

In certain scenes on Terminus, it reminded me of films like the first Alien, where you can feel that the ship exists, because the light bulbs are old, there’s dust… Did you mention any film during the preparation?

Believe it or not, the film we talked about quite a bit was Justin Kurzel’s Macbeth. It’s an example of naturalism that conveys gravitas. Adam Arkapaw did an amazing job; it was a fully realized concept. That’s what we sometimes tried to lean into, like an homage. Again, I think we didn’t quite go as far and we didn’t do it as beautifully as they did, but that was the inspiration sometimes. It’s a naturalistic feel, but it has such great weight to it, and is still hyper real.

When you say, “great weight”, are you also talking about low lights and shadows?

Yes, Adam Arkapaw is a master of low light for sure, and we did a few dark scenes in our episodes. I tend to keep the light low, sometimes a bit too much… I always try to be driven by the subject matter, if it’s a happy moment you don’t want it to be too heavy, but there isn’t a lot of comedy in season one (laughs!), so we tended to have what I call “weight”, that led to the story. It’s a show about the dissolution of an empire, people’s lives crumbling, and all sorts of civilizations falling apart, so…

Lee Pace, Terrence Mann and Laura Birn in "Foundation" (Courtesy of Apple) — Lee Pace, Terrence Mann and Laura Birn in *Foundation* (Courtesy of Apple)

When we see the imperial palace from outside is in the 3rd episode, surrounded by gardens and the bright sky, it’s like breathing again, for a little moment.

Yes, we occasionally have to take a breath. We had that conversation for a scene where Cleon is beating up on the mathematicians, and smashing glasses. At that point we had done so many dark scenes, that we kept it a little bit open, just so that you can take a breath. It isn’t just a single note, you try to throw in little extras.

Let’s talk about the planet Terminus, where many things take place outside, in daylight, which isn’t the easiest situation for cinematographers…

Yes, I’ve tried a number of times to stop the sun wherever I wanted it to stop in the sky. … but it’s never worked, and it keeps moving…

Leah Harvey in "Foundation" (Courtesy of Apple) — Leah Harvey in *Foundation* (Courtesy of Apple)

Too bad! Where did you shoot Terminus?

It was on Fuertaventura, in the Canary Islands. It’s a dry and volcanic place with very little vegetation, that looks like Mars. The name means “strong winds”, so… We had a couple of days with a wind called calima, when the dust blows off the Sahara and shoots across the Atlantic. The sky went dark, and the entire island went almost black and white as if it was blanketed in this crazy dust. It looked great, and it would have been amazing to shoot it, but again, sadly we didn’t have any say on how it happened. Thankfully the Canaries have far more sunlight than clouds, but occasionally we had to adjust: we used a lot machines to keep things from blowing away, it did slow things down to work safely. We sometimes wondered if we needed to shut down. We would do a pause and wait until things got better. For the pilot Terminus was built in Iceland, but it’s even more difficult to shoot in, and I think, vastly more expensive. As things progressed, they realized the scale of the work and decided to move to the Canary Islands, so at the very least that the actors weren’t freezing to death! As a volcanic island it has a similar feeling.

With the sound stage being in Limerick, Ireland, and given that you had to take a long break due to Covid, you probably met continuity challenges?

So much… We first shot all the interiors of Terminus, but when we returned to filming after having been shut down for 5 months one of the actors – the great Clarke Peters – wasn’t available due to prior commitments that were now a conflict. So, we had to rebuilt some of the interior Terminus sets in the Canaries, in a big agricultural shed, to shoot his coverage toward the end of our schedule.

Clarke Peters in "Foundation" (Courtesy of Apple) — Clarke Peters in *Foundation* (Courtesy of Apple)

That was almost a year after we shot the scenes with the rest of the ensemble! In many scenes, somebody walks out a door in 2020, and we cut directly to them exiting in 2021. We had to do a lot of guess work, when shooting things in Ireland that would cut directly outside in the Canary Islands. When you get to the part that you’re going to cut with, you hope it isn’t too jarring, and that if you had lit a sunset for the indoor scene, you are able to film the outdoor part at a similar time. Sometimes it was possible, and sometimes it wasn’t. There are a few times where I notice it, but I hope nobody else does.

Did you have the chance to watch the dailies during the break?

When we realized that we were shut down, we let it rest for a bit, and when we were coming back, I started to get back into it. It was good because I could see all the mistakes with new eyes (laughs). The approach evolved, we decided to things a little bit differently on a few sets like Synnax. There were some positives from the pandemic in that sense.

What did the image you had on set look like, did you have a LUT?

We started with a simple LUT. They shot the pilot with the REC 709 LUT, and when we changed to the Alexa LF, we just built little CDLs for each set. We didn’t have time to rebuild everything, so we flew by the seats of our pants. In some cases, I wish we had time to go and test, and build a particular LUT for certain planets. Tony Dustin was our final colorist at Company 3, a very talented fellow, and he gave it a whole new kind of life with his finesse. The base was still there, but his choices were great. In my episodes he really helped us find a consistent vibe for Terminus – particularly the exteriors – when sometimes I felt we were searching a bit, and he really helped smooth out our transitions from day to night when the schedule wouldn’t allow for things to be shot at the perfect time of day. We also had a very talented DIT named Simon Keenan, who kept us honest. Without him I think we would have been lost! There were so many people with all the various units having to go in so many different directions. We had other DITs with the second and third units, but he was the go-to DIT who kept it all together.

Lee Pace in "Foundation" (Courtesy of Apple) — Lee Pace in *Foundation* (Courtesy of Apple)

How did you work on all the colored lighting, on the shoot and in postproduction?

Steve Annis, the pilot DP, uses color quite well. I tend to shy away from it unless I can motivate it. I was trying to keep it… realistic, in a way.

It’s always a work in progress. If you let the sets light up too much, or you put too much color in them, they become too prominent, I think, even though they are beautiful. In postproduction I also tend to like the colors a little bit desaturated, and even though the show is quite colorful and saturated, I would take the edge off. I have this great fear of magenta, I don’t know where it came from, and it was a joke on set, we always tried to crush it out. But you have to be brave and dive in where it makes sense, otherwise you might run away from color. Owen McPolin did a great job with that in his episodes (8, 9, 10). Maybe I have to be brave and do a little more saturation!

Don’t you think that all the colored lightings that we see more and more in fiction work is linked to the arrival of RGB LEDs?

Yes. It would take so much more time to play with gels, and now it takes seconds to look at it and try. That’s an amazing revolution, there are so many possibilities now, it’s almost too many. I still think those colors need to get refined, but every year they get better, a little truer, and more subtle. Even if you don’t want to use color per se, but you want it just a little bit warmer or cooler, the degrees of subtlety you are able to achieve are phenomenal.

Production designers play with them too, especially in a set such as a spaceship!

I think we ran miles of LED strips in all the sets. They are controlled by board, you can turn them on and off, dim up and down, color them, it’s madness. Pretty much every LED strip built in the sets is controllable by board. I also shot a couple episodes of Discovery Star Trek, and it’s the same thing, outside these sets there are miles of cables and controllers. Sometimes I feel like there are too many choices, it can be a little numbing, you know that you can do anything, so what are you going to do? But it’s a good problem to have.

How did you create the reflections of the non-existing objects, such as the three-dimensional maps and the mathematical simulations, on the sets and on the faces of the characters? There is dynamic lighting here…

We did a lot of interactive lighting, and the VFX helped us out in a lot of cases, to get rid of the light source when it had to be in the frame. In that case we had to clean it all up and shoot a clean plate, just to get that light play. We had a lot of that sort of thing going on all the time. It was challenging, but fun to do, for sure.

Did you have a storyboard?

A lot of scenes were boarded, which is great with so many complex sequences, particularly with the VFX. If you knew the shots and what you’re up against, obviously you could budget for them, but you could also plan for them. You have a massive explosion, a big fight, a big spaceship, you know what the shots are, then you don’t have to try to do too much, because it’s already difficult enough. It made life fantastic. The great thing about storyboards is that on occasion you can say, “ok, this is the shot we boarded, but over here this is amazing”, and you can improvise. But it gave every department a chance to get ahead of everything and be ready.

Lou Llobell in "Foundation" (Courtesy of Apple) — Lou Llobell in *Foundation* (Courtesy of Apple)

What about the texture of the image? I guess you used atmosphere on set, but did you also use diffusion filters on the lenses?

Yes, I like a bit of diffusion. My DIT was always like, “no it’s too much!”, and I would go, “it’s not enough!!” I love the combination of Black Glimmer glass with the Supremes. There’s a scene in episode four, where they are interrogating Phara, an Anachreon woman they captured: just for fun, I went heavy with the filters, and I was really pleased with the results.

I also used the Black Glimmer glass in Synnax. I think it adds a bit of green to the Supremes. The Supremes are not too perfect and have a soft edge to them, and the filters enhance that. With the Alexa, I find that the atmosphere does two things: it takes the edges off the picture and softens it a little, and it helps you see it the darker regions. For particularly dark scenes, the smoke was heavy so that it would carry some light into the darker regions of the picture, and it didn’t feel like all went to black. It adds to the drama here and there, it gives you the shafts of light if you want them. In a night exterior on Synnax, we did a crazy scene on a tank where we used a lot of smoke, with boats, and swimming.

How did you shoot the night swimming scenes of Gaal on Synnax? Discovering the scene on paper must have been like, “oh, my!”

That’s exactly what happened, I thought, oh, no! (laughs) This is again where the concept drawings were so valuable. Synnax has these beautiful rings that go all the way around it: so that was the motivation for our night lighting.

Part of the images we shot in the tank was an homage to that: the light coming in mimicked the light from the rings. It’s a bit of a conceit, you could say, would that really happen? We decided that yes, it would happen because we need some light. I believe the shaft of light was made with a Molebeam 20K. We could have shot on the larger water tank, but its water is pumped from the sea, and we were shooting in January, so it was quite cold… The smaller tank adjacent to the large one could be heated, so for the actress and the divers to be under water for any period of time, and to be able to do more than one take or two, we chose that pool. We wanted it to fall off to darkness, because only twenty feet behind her, there was a wall! It was tricky and gave me a sleepless night or two. The winds were howling on some nights, and it was raining heavily at times, it was intense. We had a great underwater operator named Peter Zuccarini, and a crew with housed Astera tubes for a bit of fill here and there and for pick-ups. But it was mostly that one single source, with the bounce off the floor helping as well.

I have a penchant for softer lights. If there is a hard light, I don’t like it to hit anybody, I guess it’s another thing I’m afraid of, like magenta (laughs).

Harder lights are a lot more dramatic. As backlights I love them but in television it can be a bit problematic, as you don’t have a lot of time to finesse them when they are not right, or someone is in them. I tend to use softer lights because I like their look, and because I find it easier to work with. If in your blocking you have to turn around and for continuity your hard light is coming at someone directly, so that they are frontally or even half side-lit, taking the edge off that takes time. Some people are good at it, I’m not yet. Maybe I’ll try in season 2 to be better at hard light, we’ll see!