<p>“Preproduction was hairy … as was production … as was post,” says producer Becky Sloviter of the movie. Locations included Joshua Tree, a cave in Griffith Park, the Four Aces movie ranch in Palmdale and a residential backyard in Santa Clarita, with some days having as many as 70 individual setups. From left: Cristin Milioti, Andy Samberg, cinematographer Quyen Tran (behind camera) and director Max Barbakow.</p>

“Preproduction was hairy … as was production … as was post,” says producer Becky Sloviter of the movie. Locations included Joshua Tree, a cave in Griffith Park, the Four Aces movie ranch in Palmdale and a residential backyard in Santa Clarita, with some days having as many as 70 individual setups. From left: Cristin Milioti, Andy Samberg, cinematographer Quyen Tran (behind camera) and director Max Barbakow.
Jessica Perez/Hulu

Making of 'Palm Springs': How a 22-Day Film Shoot and a Tight Budget Produced a Record-Setting Sundance Hit

The wildly inventive Sundance breakout and summer 2020 hit — a time-loop comedy starring Andy Samberg and Cristin Milioti — did it all for  less  than its $5  million budget and less than a month of  shooting.

A few years ago, Max Barbakow found himself amid what felt like an endless Southern California wedding season. These circa-2015 nuptials all had traditional elements as well as of-the-moment millennial trappings like chalkboard signs, Mason jars, flower crowns and sometimes a photo booth thrown in for fun. "Every wedding started to feel the same," says the filmmaker, who, at that time, had just graduated from AFI. Barbakow even acted as the videographer at a wedding, that of his classmate and now creative collaborator Andy Siara. Recalls Barbakow, "It was the happiest night of his life and I was privy to all that glory. And I just felt very far away from that. We were experiencing it at the opposite ends of the spectrum." Later on, the experience sparked a thought: What sort of situation would cause a commitment-averse person to suffer an astronomical amount of existential dread? "Probably being stuck at Andy's wedding for all of eternity as a hopelessly single person," says Barbakow.

That scenario became the basis for Palm Springs, which takes place at a wedding in the California desert where disaffected Nyles (Andy Samberg) and reluctant maid of honor Sarah (Cristin Milioti) inexplicably get stuck in a time loop, leaving them to carpe the same diem over and over again. Contending with a tiny budget and a brief three-week shooting schedule, Palm Springs — which THR's review called a "laugh-filled heartwarmer" built on themes of "pointlessness, isolation and the guarantee that no one will ever understand your plight" — went on to become a record-breaking Sundance acquisition and a dark-horse awards contender.

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Back when they were recent film-school graduates, Barbakow and Siara wanted to try their hand at feature filmmaking — in the vein of a Duplass brothers film — with an eye toward something that would be self-contained and easily funded. With this goal in mind, they headed out to the California desert for what Siara describes as a "lost weekend," but with "no hard drugs and just a lot mai tais." They exited the excursion with headaches and the germ of the idea that would become Palm Springs. After three years of refining and rewriting — and what Siara estimates as hundreds of trashed drafts — the script landed in front of Samberg.

"I often get sent stuff and think, 'This is really good, but I don't know that I would make it better.' I often respond to people, 'No, no! You want a Hemsworth for this,' " says Samberg. Palm Springs was different: "I thought I could do it justice," says the actor. Barbakow, for his part, thought his film's lead male role could offer Samberg what Paul Thomas Anderson's Punch-Drunk Love had done for Adam Sandler. "[It's] taking a generational comedic talent and zagging on that persona and doing a performance that is a little more driven by sadness," says Barbakow.

But Palm Springs — a time-loop movie that blends science fiction with a traditional romantic comedy centered on two millennial nihilists — would not be an easy sell to studios that look for genre-hewing material that is easily marketable. Palm Springs — directed by Barbakow and written by Siara — is inspired by everything from Inside Llewyn Davis and Anomalisa to Ace Ventura and Jurassic Park — and, of course, Groundhog Day. "We would laugh because it is not that it cannot be defined by a genre. It just has so many," says producer Becky Sloviter, who at the time was running Party Over Here, the production shingle from Samberg, Akiva Schaffer and Jorma Taccone (the comedy trio is also known as The Lonely Island). The filmmakers did not want to blunt the script's inherent strangeness, and worried that execs would try to jam Palm Springs into a traditional commercial mold. "You can almost hear the terrible development notes from studios," jokes Sloviter. "I had come up [and] worked in the studio world. I have a ton of love for that, but for this movie, I wanted to be protective of it. We had a small bull's-eye to hit." And while skipping studio partners allowed them to maintain their creative freedom and preserve what many of the cast and crew describe as a "creative cocoon," it did present its own challenges — namely, money.

A studio feature had just fallen through for cinematographer Quyen Tran when she was sent the script for Palm Springs. She called her agent and asked, "What's the budget?" The answer, recalls Tran, was, " 'Oh, you know, it's really small.' And I was like, 'So it's not $40 million, because it should be.' " The budget instead landed around the $5 million mark. Chris Parker and Dylan Sellers' Limelight funded Palm Springs, the first project for the fledgling financing outfit. In late 2018, the production also received a California Film Commission tax credit. "I remember Andy [Samberg] and I squealing with delight and envisioning shooting the movie in Palm Springs over a couple of months," says Sloviter, who notes that reality came crashing down rather fast. "I had a budget and I had a script, and they were not matching up." Instead of shooting in the actual Palm Springs, with its old Hollywood history, golf courses and midcentury glamour, the production landed in early 2019 in northeast Los Angeles County, shooting most scenes on the outskirts of the exurban centers of Santa Clarita and Palmdale.

With three weeks of prep before their 22-day shooting schedule, Barbakow spent most days in Tran's living room. Together they would storyboard the movie using Tran's kids' Playmobil sets, using plastic stand-ins for Samberg and Milioti. Each shot was planned out meticulously this way, taking heed that the filmmakers would have incredibly limited time on location. Notes Tran, "The shots on the [toy] sets exactly match what we ended up shooting." The cinematographer called in favors with longtime collaborators at Panavision to land anamorphic lenses, scoring expensive equipment like an underwater rig and a drone from a rental house at deep discounts or sometimes free of charge. Tran had just wrapped filming on the Golden Globe-nominated Netflix series Unbelievable, so she sent the Palm Springs script to that project's camera team, who then all signed on. "I had a top-level crew working on a little indie because they loved the script and wanted to help me out," she explains.

The environment on most film sets is often described as hurry up and wait, with long pauses while shots are set up and lighting is tweaked. For the cast and crew of Palm Springs, the modus operandi was hurry up and then go faster. They averaged about two or three takes per shot, and barreled through days knowing that reshoots were an impossibility. They also didn't have the added fail-safe of playback facilities, which would allow them to review footage and ensure nothing was missed. "There was no looking back," declares Tran.

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From his days at Saturday Night Live, where he would have to conceive, create and deliver weekly digital shorts, Samberg felt prepared for the breakneck shooting schedule. For Milioti, the idea of nailing emotional monologues made up of pages' worth of dialogue in only two takes was "terrifying as an actor." But, she adds, "An amazing aspect of that is that it teaches you to go for broke. There is no warming up." Like their onscreen counterparts, the cast of Palm Springs was required to do the same actions ad nauseam so that enough coverage was captured, which would later be stitched together in editing to make a believable time loop. On the first day of filming, Milioti acted out every time she is seen waking up in the movie, which translated to four straight hours of shooting a close-up as she opened her eyes dozens upon dozens of times — all before breaking for lunch.

Along with Samberg and Milioti, the movie is made up of an ensemble that includes veterans J.K. Simmons, Peter Gallagher and June Squibb, and a stable of young comedic talents like Meredith Hagner, Chris Pang and Conner O'Malley. In a feat of scheduling gone right, they were all present for the film's wedding scenes, which all had to shoot over a four-day period. Says Sloviter, "I had no stomach lining thinking about how much we had to get."

The guests all accounted for, it fell on the art departments to create a quintessential, contemporary desert wedding that is described in the script as "a Pinterest board come to life."

"I know these people," says costume designer Colin Wilkes of the film's all-too-perfect bride, groom and wedding party. While they were lampooning some tropes of a late-2010s ceremony, the filmmakers also wanted to make sure that their wedding did not cross over into parody. Says Wilkes, "We wanted it to feel true." Production designer Jason Kisvarday brought in succulents for centerpieces, populating the venue with macrame decals, reclaimed wood and dried floral arrangements. The wedding venue was actually two separate locations — the backyards of two different homes in the Santa Clarita area — so Kisvarday did the best he could to make them look similar, with set dressing and by repainting portions of walls.

The bridesmaids wore a shade of blush that is colloquially known as "millennial pink," a variation of which was named Pantone's color of the year in 2019. The bride's dress was sourced from a Southern California boutique, Tara Lauren, a purveyor of quintessential bohemian dresses. The chosen wedding gown is an off-the-shoulder dress overlaid in lace and is finished off with, of course, a flower crown. But it is one thing to build an aesthetic and another thing to maintain it. Shooting at night in April and May in Southern California's high desert meant temperatures in the high 30s and low 40s and occasional gusts of wind that would blow clouds of dust through the staged wedding venue. With room in the budget for only one dress, Wilkes assigned two members of her team to follow around Camila Mendes, who plays the film's bride, Tala, ensuring it stayed pristine and holding the dress' train "like ladies in waiting."

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Outside of mounting the wedding, the biggest set piece pulled off by the Palm Springs team was the film's massive montage — of increasingly desperate and absurd scenarios in which the romantically involved Nyles and Sarah attempt to escape the time loop — which takes up four and a half minutes of the movie's 90-minute run time. Some of the larger bits originally scripted into the montage — like a skydiving sequence and a scene that had Nyles being eaten by an alligator — had to be cut due to budget constraints, but the majority of what was written ended up being produced — with some troubleshooting, of course. A bit that has Nyles and Sarah crashing a plane was accomplished with a smoke machine, some convincing facial expressions and three shots. "The Michael Bay version of a plane crashing in a desert might have been a week. The Palm Springs version is that we have one hour left in shooting. Let's get it done," says Siara.

The montage was also made possible by stolen shots (Tran often filmed Samberg and Milioti practicing the film's big dance number between takes) and lucky breaks (the Steadicam operator happened to be a competitive swing dancer, which meant the entire dance sequence was captured with precision). There were also some improvised moments, like a scene that has Nyles and Sarah tattooing penises, stick-and-poke style, onto each other's backs. It was an on-the-spot brainstorm by the actors that was captured in one take and featured images of phalluses hastily made from makeup department eyeliner. Says Barbakow, "I like when you feel like you are getting away with something." All the montage moments were dispersed throughout the shoot, requiring the cast and crew to sprint from location to location. Tran recalls some days comprised of an astonishing 70 individual setups. Even as an indie film veteran, Milioti says the production was more madcap than any she had experienced before, saying, "It was like when you see the Muppets running and their arms are on wires. That was like every set move — the cast and crew Kermit-the-Frogging through the desert."

***

In postproduction, when confronted with all the footage that needed to be stitched together into a cohesive montage, editor Matt Friedman's initial thought was: "There is no fucking way this is going to work." Instead of cutting out any of the scenes, the team decided to keep all the bits and see which ones weren't getting laughs at the film's first friends-and-family screenings. They would let the audience decide what stayed and what went. "Then the whole thing worked," recalls Friedman. "I found out later that the whole point behind that sequence when [Max] and Andy wrote it is that they wanted to do the longest montage ever in a movie. And it worked." Accompanying the onscreen antics is a score from composer Matthew Compton, a longtime collaborator of The Lonely Island. He filled the soundscape with synths, a gesture to the movie's sci-fi elements, and Western staples like the lap steel guitar to evoke a feeling of the desert. The production considered adding Frank Sinatra selections to the movie, a nod to Palm Springs' swinging Rat Pack past, but ultimately decided to populate the soundtrack with '80s cornerstones like Kate Bush, Patrick Cowley and 10,000 Maniacs.

Palm Springs premiered in the dramatic competition at the Sundance Film Festival on Jan. 26, 2020. "It was one of the rare moments for me that I was experiencing our joy in this business," says Samberg, with Milioti adding, "Truly, it felt like I was full of bees." For Sloviter, a self-described "Sundance virgin," it was in the lobby after the screening that she first had a feeling the movie would land distribution. She remembers, "People are coming up and squeezing my shoulder and giving me the look of 'You got it, kid.' "

At the afterparty, Samberg remembers making "the rookie mistake of having some drinks. I was like, 'We did it! Nothing else to worry about!' " He was then confronted with the sobering reality of having a hot festival title. He was ushered out of the party into the cold Park City night and found himself sitting in a hotel suite with his fellow producers and the film's agency reps from UTA Independent Film Group with pot after pot of coffee brewing as calls kept coming in. It was the type of thing that Samberg had only read about. "I have been following Sundance since I was just out of college, and I went my first year out of college. So for me to be in one of those suites was fantastic. I was thrilled," he says.

The worldwide rights to the movie sold to Hulu and Neon for $17,500,000.69. The addition of the sixty-nine cents was Schaffer's brainchild, and its reasoning was twofold. The first was that the addition made it the biggest Sundance sale of all time, besting The Birth of a Nation, which sold to Fox Searchlight for $17.5 million in 2016. The second reason was that it is funny. "We had been up all night, and it was 5 or 6 in the morning when we [suggested] that. Our brains were fried," explains Samberg. (With guarantees, the movie's final sales price amounts to around $22 million.)

Being a joint sale to Hulu and indie theatrical outfit Neon made Palm Springs uniquely prepared for this pandemic-era moment, giving it built-in digital distribution with an established streaming service. In any other year, the movie's July 10, 2020, release date would have meant contending with superheroes, sequels and Dwayne Johnson at the box office, but because of theatrical closures, every studio blockbuster vacated its release date. "All of a sudden this smaller movie got a lot more attention and people had plenty of free time," says Samberg. It became one of the summer's few new releases, receiving massive word-of-mouth promotion across social media. Unwittingly, the team behind Palm Springs had made a summer tentpole.

While the entire Palm Springs team would have preferred for audiences to experience the movie in theaters, they acknowledge that the quarantine resulting from the COVID-19 pandemic has made the movie more emotionally resonant. Like Nyles and Sarah, self-isolating audiences' days became largely indiscernible from one another. "We are all in our own time loops," notes Sloviter, with Barbakow adding, "It's a strange little movie for a strange little year."

And five years after that fateful wedding season, Barbakow finds himself in an all-too-familiar place. "I am actually planning a wedding," says the director, who met his fiancee before starting production on Palm Springs. He says with a laugh, "It feels a little repetitive."

This story first appeared in a January stand-alone issue of The Hollywood Reporter magazine. To receive the magazine, click here to subscribe.