'Star Wars': How Victoria Mahoney Captured a Galaxy Far, Far Away

How I Became Star Wars' First Female Director - Publicity - H 2019
John Wilson/Lucasfilm Ltd.
The second unit director recalls her favorite Billy Dee Williams moment on set, seeing Dark Rey dance to Prince and the lengths the production went to in order to not leave a mark on Jordan’s Wadi Rum desert.

In December, Victoria Mahoney shared the impact of her historic hiring as second unit director on Star Wars: The Rise of Skywalker in a guest column for The Hollywood Reporter. Now, she is ready to pull back the curtain on the particulars of the job in relation to J.J. Abrams’ first unit. When both units collaborated in Jordan’s Wadi Rum desert for the film’s most comprehensive location shoot, the cast and crew had to preserve the desert’s rock and plant life at all costs. For a film that features an explosive high-speed chase between Stormtroopers and Resistance heroes in this very desert, the cast and crew executed their shots as carefully as possible.

As a result of ongoing and meticulous production requirements, Abrams’ script supervisor, Dawn Gilliam, would host weekly dance-offs known as “Funky Friday,” which gave the cast and crew a chance to unwind from long weeks of shooting.

“We were all dancing and singing at the top of our lungs to Sister Sledge when J.J. and I caught sight of each other and howled in the euphoria of Mr. Billy Dee Williams, ever so smoothly, bopping and grooving along,” Mahoney tells THR. “I always play music between large scale setups and will forever revel in the day that I caught Daisy Ridley, as Dark Rey, dancing between takes to Prince.”

Despite many emotional moments in The Rise of Skywalker, the film’s most touching moment was only discernible to a select group of people who happened to be on set during a visit involving children from the Make-A-Wish Foundation.

“The Lucasfilm team would bring different groups of youngsters from the Make-A-Wish Foundation throughout various phases of filming,” Mahoney recalls. “One afternoon while filming wide shots at the Rebel base, I invited our visiting group of youngsters to hide behind trees in the shot. As I called action, a palpable tenderness moved through the air, silencing us. A 300-person crew, and over a hundred extras, were filled to the brim knowing that those kids and their parents would be able to watch this scene and recall acres of lightness and joy, hidden amongst the magic of Star Wars.”

Mahoney, who landed the job after Ava DuVernay recommended her to Abrams, attended the Last Jedi premiere as DuVernay’s guest in 2017, meeting Lucasfilm’s Kathleen Kennedy in the process. Little did Mahoney know, she had already been hired by Kennedy and Abrams. In a full-circle moment, DuVernay attended The Rise of Skywalker premiere as Mahoney’s guest this past December. In a recent conversation with THR, Mahoney discusses that premiere experience, the magic of shooting on the Millennium Falcon and her studio blockbuster ambitions beyond Star Wars.

One of my favorite moments at The Rise of Skywalker premiere was when Ava DuVernay refused to interrupt one of your red carpet interviews because she wanted the moment to belong to you. Was that the beginning of a dreamlike night overall?

There’s this great footage of her where she’s saying to people repeatedly that they should talk to me, and I think it speaks so much to who Ava is as an ally. I think it’s evident when people see any footage of her and I from that night that we have a very kind sense of each other’s plight. We’ve never ever had an individual need or greed. It’s never been my ride; it’s always been our ride. There’s the old-school phrase when one rises, we all rise. So, when you see Ava’s kindness toward me and openness and generosity of spirit, it’s because she has that belief. It’s really special.

Naturally, the media is highlighting the many firsts as a result of your hiring, but since you’re inside of it all, do you think about such feats when you’re moving from set to set?

I love that question because there’s a duality to our existence. I get to walk the earth as an individual who just has these big bad dreams like anybody else, and in the context of storytelling, I’m chasing this dream. As I move along, I understand, I learn and I gather information regarding the statistics of hiring practices and who gets the keys to the kingdom and who doesn’t. What happens is we notice and discuss hiring practices through the 100-year history of film and television. We notice that the spirit of a good deal of people — who are far more talented than I am — might break from the pain of that information. By fluke, I was a person who happened to be able to shape-shift that dagger into gasoline. So, when I walk, wherever I’m going, whatever I’m doing, I would hear these horrendous statistics. Or I would see people — who had less merit than my friends, my peers and myself — fly past us. I’m talking about people who would get hired off YouTube videos to do north of $140 million films. I’m really speaking specifically; I’m not talking in some generic way to statistics in the world that people often regard as this group gets hired and that group doesn’t get hired. A lot of us on the ground have very clear, finite individuals who we could pinpoint, who come out of Sundance and get hired and a finite group of people who go to Sundance with films of equal merit that don’t get hired or get a phone call.

So, I’m very aware, and even if I didn’t want to be, I’m made aware constantly because I come home from certain experiences, pitch my heart out and I’ll see who gets the job. For years, that’s how it was; that’s all it was. Not to mention, it was even hard for people like me to get in the room to try to pitch. Most of us, for years, were just begging for a fair fight. We were just like, “Can we just fight for the job even if you don’t hire us?” It’s always this beautiful balance and dance of how much space, time and real estate in my brain I give to the part of me that’s here to shape-shift landscape…. I have a ratio that I allow to just be a storyteller where I just go to work, try to get the shots of that day and be a strong, inspiring leader who galvanizes a cast and crew to come back excited the next day, more so than the day we just wrapped.

So, the standard definition of a second unit director’s responsibilities include establishing shots, stunts, inserts and cutaways. Is that consistent with your responsibilities on Skywalker?

Yes! I would say yes, and then it branches out inside of that to any other particular need or wish that could come up for the first unit director. In my case, that was for J.J. And then, there could be some other particular needs that come up based on a location or somewhere that you’re at. There could be some component that is more detailed and requires more coverage in a way that is specific to a location.

As far as the shoot in Jordan, what are you most proud of on an individual level?

I’m really proud of those crazy vessels and speeders we had in the desert. When Poe, Rey and Co. are driving speeders and trying to get away from the stormtroopers, all of that sand work was really fun, magical and exciting. It was the best time of my life.

Were you mostly working off of previz for that sequence?

To some degree. We had some, and then we had really detailed storyboards that we had in advance. Stewart Hamilton, my second unit AD, made a road map that was really wonderfully helpful for us. It’s so hard to explain in a finite way because we’re dealing with circumstances and weather. So, everything is done in preproduction and on our location scouts, but on the day we show up, you learn that the particular vessel that we built is X amount of pounds at X amount of speed. And then, you put a human on it, and then you have the wind on that day that was different from the day we did the test, and then we have an explosion…. So, you have all these factors that we can control and prepare for, and then there are a couple of things on the day that occur where you have to shift gears and recalibrate. Stewart was able to help us navigate these wonderful bits and bobs, otherwise, the whole ship would’ve sank. I’m not kidding. (Laughs.) But, we had a ball. We had to be tender in that area of Wadi Rum in Jordan. We had to be careful of the rocks. We had to preserve the land. So, wherever we were in the desert, we couldn’t step on, walk on or drive on the desert plant life despite the massive scope of our film. So, when we’re doing these massive explosions, there was so much that went into making sure that we did not leave a mark, a trace and that nothing would fall or corrode when we finished our shots.

How beholden are you to previz?

A lot of it comes off of J.J.’s vision. I don’t want to speak for J.J., but he likes to walk into an environment and see what the challenges and the plight of that environment offer. He’s not married to previz to where it could lock us down and damage the optimal shot, footage, sequence, whatever. He’s wide open to walking onto a place, seeing everything that’s an obstacle and every parameter for what is the greatest way to get that particular need of the story met in that moment, on that day, with the given tools, in the given time and in the given circumstances. No matter what our best plans were, we’d go through on a day-to-day basis, and J.J. would reformulate and recalibrate. Or, things would remain as they were. So, some things stayed exactly as they were when we were in London — before we got to Jordan. And then, there were many things that J.J. would see differently once we got to Jordan. So, it could be as simple as vessels entering from left to right or vessels entering from right to left…. There were different shots that were far more interesting once we got on the ground than what we perceived in advance.

When you arrived in London, I imagine you did a lot of prep first, but what was the first shot or scene you really dug into?

What’s great about my journey is that Kathleen, Michelle (Rejwan), Callum (Greene) and J.J. decided to fly me out really early so I could have my own experience with key first-unit crew before I went into second unit. That way, I could get a sense of their needs because my crew on second unit has to then balance and regard their needs…. So, that was one thing, and then the other part of that was so I could just have my own footing. So, I was around in the early days for some of the extremely preliminary tests; you can’t even believe it whether it’s color palette walls, water on walls, wardrobe, everything. The first moment that may not be exciting to other people — but was extremely exciting for me — was just in a test. We were doing wardrobe tests, hair and makeup tests…and J.J. was like, “You call it.” That was the first time I called action on a Star Wars film, and it was in a test with Daisy [Ridley]. My first day of work was this great bit of Daisy having to run, and she ran all day and never complained once.

What was the first moment you captured where you could feel the magic that only Star Wars can conjure?

It has to be my first day that I shot in the Millennium Falcon. All the fun explosions that we did were really cool, but the Millennium Falcon moment was tender, private and just amazing. I couldn’t stop smiling; my face hurt. We were all smiling. There are no words to communicate what that’s like to just be on that ship with a camera and a crew and just capturing footage that’s connected to footage that inspired me as a kid.

For Luke’s sequence, did you go back to Skellig Michael or Skellig adjacent?

I can’t answer that because I don’t know how much they let loose on where and how they shot and what they shot.

Can you say if you went back to the old-school Tunisia location for Rey’s Tatooine sequence?

I can say we did not go to Tunisia this trip. (Laughs.) This feels like a moment on The Insider when Al Pacino calls and says, “You ask me questions. I tell you if you're wrong.” (Laughs.)

Did you handle a lot of the insert shots involving droids, Rey’s Jedi texts, the Vader mask, the medal, etc.?

Yeah, but it was balanced, weirdly. That’s what’s tricky about the film. There were moments where it was very natural for the first unit to capture stuff. They would be right there with multiple cameras to capture it. I’m not being ambiguous, but there’s so much day-to-day work that we did in tandem that it’s impossible to distinguish. We just moved…. But, yes, a lot of that is a big part of our job.

Finn and Jannah had a cool low-angle action shot as they were taking out a navigation signal. Did you help put that together?

(Laughs.) I can tell you that we had a lot of fun.

Did you and J.J. share DP Dan Mindel, or did you have your own DP for second unit?

In the same way that J.J. oversees every single nuance, shot, frame, thought, concept and idea, Dan does that with every aesthetic in the film. Everything. Nothing goes by without Dan Mindel’s input, guidance and approval. He navigates us. But, no, Andrew Rowlands was the DP on the second unit, and they work in tandem. Andrew had meetings with Dan morning and nightly; I had meetings with J.J. morning and nightly; Stewart Hamilton had meetings with first AD Tommy Gormley morning and nightly. So, at any given moment when we’re going to chase a shot, J.J. is giving me notes on the frame, what he needs, what he doesn’t need, the emotion, what is valuable to capture and what is not necessary. To some degree, it’s obviously aesthetic, and then there’s the psychology of what we’re trying to capture. For Dan and Andrew, it was purely the technical components of what Dan used — whatever lighting, filters and lenses. We were always shooting footage that is already connected to footage they shot. My number-one job is to make sure that the footage slides right in with what J.J. and Dan did. No one should notice. The greatest accomplishment for any of us is that people would not be able to distinguish who shot what. That is the point of my job.

Did production ever experiment with the virtual reality tech that Jon Favreau is using on The Mandalorian?

No, I’m almost certain that they found their legs with that technology on the ground for The Mandalorian based on some restrictions that they had, and they found a clever way to get around it. We went to Jordan because J.J.’s heart was set on that light, what it did and what it would offer us. Once you see those sequences, I just can’t imagine having to fake that in any way, shape or form. A lot of what J.J. was trying to capture was practical. He was practical about the puppets, snakes… It was a treat to be able to witness Neal Scanlan at work. Babu Frik — it was really something. The wish was to go practical first, do whatever we had to do and if we ran into trouble, there were obvious places and points that we had to implement greenscreen.

Dom Monaghan told me about a Beastie Boys dance party during a Battle of Exegol scene reset. Apparently, Resistance fighters and Stormtroopers were doing robot dances together. Did second unit have its own version of lightening the mood in between takes and scene resets?

I always play music between large-scale setups and will forever revel in the day that I caught Daisy Ridley, as Dark Rey, dancing between takes to Prince. Second unit had quite a few, notorious moments of Stormtroopers and Rebels moving in lockstep, across from each other. But nothing tops what Dawn Gilliam, J.J.'s longtime script supervisor, created. She calls it "Funky Friday," where she blasts a preselected song across the sound system at day's end, every Friday. Whenever second unit wrapped early, we'd run over to main unit and participate. Perhaps one of the coolest, most surreal moments happened on a summer evening during a scene involving Naomi Ackie (Jannah) and Mr. Billy Dee Williams (Lando). We were all dancing and singing at the top of our lungs to Sister Sledge when J.J. and I caught sight of each other and howled in the euphoria of Mr. Williams, ever so smoothly, bopping and grooving along. It’s impossible to adequately describe the adrenaline of a dance-off with creatures, crew, cast and Lando Calrissian.

J.J. has talked a little bit about the additional photography he conducted at Bad Robot, something he also did on The Force Awakens. Is second unit usually involved in these pickup shots?

J.J. has a meticulous setup at Bad Robot. Wise and exceptionally efficient. There isn't really a need for a second unit director on pickup days as the shots are mostly contained to main unit coverage. Sometimes, the second unit camera department joins to cover multicam work. 

Now that you've worked on a movie of this magnitude, would you accept the challenge of working on another movie of this size and scale as a full-fledged director? In other words, has Star Wars prepared you for anything and everything at this point?

Insuring an outlier's courtship and employment on movies of this size and scale as the full-fledged director was the very nexus point of J.J.'s decision to willfully track me down. After vigorously hunting employment within the franchise realm for years, I value the foundational longitude and unshakable latitude of The Rise of Skywalker.

How would you summarize your working relationship with J.J. in retrospect?

There was just this sync between J.J. and I that was respectful and kind. That’s the thing that stands out the most. I could’ve done this job with someone who was not as egoless, not as generous of spirit and didn’t trust me. Of all the things we accomplished, staying human and being reduced to these 12-year-old geeks who love pushing the envelope means more to me than anything external.

Star Wars sets often have a wide variety of visitors. Was there a group of visitors that stood out from the rest?

The Lucasfilm team would bring different groups of youngsters from the Make-A-Wish Foundation throughout various phases of filming. We always set up a nice seating area in video village, so they could watch takes and ask us questions. Afterward, we'd introduce them to the cast and creatures alike. One afternoon while filming wide shots at the Rebel base, I invited our visiting group of youngsters to hide behind trees in the shot. We walked them onto set and comfortably tucked them in duos and trios behind dense trunks and shrubs. As I called action, a palpable tenderness moved through the air, silencing us. A 300-person crew, and over a hundred extras, were filled to the brim knowing that those kids and their parents would be able to watch this scene and recall acres of lightness and joy, hidden amongst the magic of Star Wars.