LAST PASSENGER is the feature debut of British writer/director Omid Nooshin. A low-budget thriller, it was shot in just 26 days at Shepperton Studios, where two real train carriages provided the set for a story that takes place entirely on a runaway night train. Dougray Scott leads the small group of passengers who must pit their wits against the unseen madman at the controls and stop the train before it reaches the end of the line. Cinematographer Angus Hudson worked with vintage anamorphic lenses and recorded ProRes with a 16:9 ALEXA, since a 4:3 model was not available, proving that resolution alone is not the key to achieving a classically cinematic look that works on the big screen. Here, he talks with ARRI about his experiences on the film.


LAST PASSENGER is an independent British film captured with ALEXA and vintage anamorphic lenses. Directed by Omid Nooshin and shot by DP Angus Hudson, the film used traditional rear projection techniques for the views out of train windows, with ALEXA also contributing to the organic, classically cinematic look, despite a tight budget.

What led you and Omid to choosing ALEXA for LAST PASSENGER?


When Omid first started thinking about this project, he wanted to shoot on 35 mm film, but then the realities of trying to make your first movie kick in. We may just about have been able to do it on film if we had followed certain rules, but the sort of rules that would put off most producers and directors, like only doing three takes. It became more and more apparent that shooting digitally was the way to go, so I looked at various options and of all the digital cameras out there I was most familiar with ALEXA, and also preferred its look and feel over the competitors. Having grown up with film, I can relate to ALEXA as a camera, rather than as a piece of technology.


How did you arrive at the idea of cropping an anamorphic frame from a 16:9 ProRes image?


Before I came on-board, production had made up their minds that they couldn't afford to shoot ARRIRAW. I insisted that we shoot tests, taking them as far through the DI process as we could, but my theory with visual quality is that as long as you work within the parameters of your tools and create strong images, resolution is not that important. We were keen to shoot the film in the anamorphic format and to that end we wound up shooting with 2x anamorphics on a 16:9 sensor, because a 4:3 ALEXA wasn't available at the time. A more traditional way to get to the 2.35:1 ratio on a 16:9 sensor would have been to shoot spherically and chop off the top and bottom of the frame. Shooting with 2x anamorphics resulted in an unsqueezed image that was 32:9, but we found that we only lost a little bit more sensor area by cropping the sides of this image than we would have by cropping the spherical image.

The 4K thing was starting to kick off at that time and the whole world was getting very excited about Ultra HD, so I loved the fact that we were going to shoot a film that would be captured in Log C and that wouldn't even be full HD (since cropping the 16:9 sensor reduced the resolution to around 1.4K) and yet our tests looked really good. In fact they stood up so well that I decided to further degrade the image and shoot on Xtal Express anamorphics, which are 1930s Cooke lenses that have been re-housed as anamorphics. They can be a bit hit-or-miss, and no two lenses look the same in terms of sharpness or color matching, but they do have character and -- importantly for me and for Omid -- the anamorphicizers are on the front, so they flare quite nicely.

Having grown up with film, I can relate to ALEXA as a camera, rather than as a piece of technology.

Were the flares, and other characteristics of these older lenses, difficult to control?


In a fluorescent environment -- which the second class section of the train was -- you tend to get a milking out of blacks, and these lenses do collect stray light unless you flag them properly. It's less of an issue in these days of the DI, because you can add contrast back in. We played with that at times, but one of the things we also liked was how the lenses bloomed a little bit with practical lights in shot, because of their slight softness. And the way the ALEXA lets extreme highlights go, like a bulb in shot, is quite softly and gently. We then decided to add Black Promist filters to everything, to make all the highlights bloom even more and give our already sub-HD soft look an even grungier feel.


Did you use LUTs, as well as these more traditional in-camera effects?


Yes. Having looked at our first round of tests, we painted walls in the train darker to separate them from the seats and did various other subtle things to create more depth. Then we shot a second round of tests and graded them at Molinare, spending half a day finding a look -- with that look we created a 3D LUT. We couldn't afford LUT-calibrated monitors on set, so we used a Blackmagic HD LinkPro, onto which you can put a 3D LUT. By sending our Log C signal through the Blackmagic box, we were able to view LUT-adjusted images at all off-set monitors, as well as my monitor on the camera. So I was able to light off the LUT, standing at the camera.

We couldn't afford to have a DIT on set doing color correction as we went along, but I don't think you should be worrying about that on set anyway. We had a very tight schedule and this was a prime example of doing some of the creative work in prep before the shoot, because you don't have time to be really creative on the set, you're just trying to get through the day and meet your schedule. We basically created the look of the film in the weeks before the shoot.


Cinematographer Angus Hudson shares some of his experiences shooting director Omid Nooshin’s low-budget British thriller LAST PASSENGER with an ALEXA and vintage anamorphic lenses.

Did using traditional rear projection rather than greenscreen for the views out of the train windows help your camerawork?


I think it did help, yes. If we'd done greenscreen, I think that as I was composing an image I would have naturally framed out the greenscreen, just because it's ugly. By having a real view outside the window, I could see lights moving across and get a sense of speed. Also we had rain drops and anti-flare on the windows, so the little droplets of water interacted with the lights going past on the screens, which is something you could never have with greenscreen. Another thing is that with greenscreen you'll have a VFX person trying to make it look as amazing as possible and suddenly it's all about what's happening outside the train window, rather than inside. Doing it for real on set really helped us have an overall vision; it helped the actors and it helped the camerawork.


Looking back, do you feel that ALEXA delivered good price-performance, in terms of production value?


To be honest it was the cheapest option. We could have shot with a certain 4K camera, but then you've got to deal with the data and we didn't even have a DIT on set, so that would have been more expensive. Some might say that this project would have been perfect for shooting on DSLR cameras, but I wanted to make a more crafted film and I think that's why Omid chose me; not because I would charge around with DSLRs grabbing footage everywhere, but because the work he'd seen of mine was a bit more considered, and his aesthetic comes from a love of Kubrick, of Spielberg, of Hitchcock. He wanted to make a proper movie.  

It wasn't easy to make this film; it was incredibly difficult, with the stress of money and of being on this stupid train for 12 hours every day. Everybody was on each other's nerves, and everyone got a cold, and then I made the decision to light the train with real flames and no lights for the final week, so everyone had soot up their noses. You go through these traumatic experiences and you're not sure how things are going to look, but having seen LAST PASSENGER projected digitally and on film, it worked out brilliantly well.