CIFF Exclusive: Kris Swanberg on “Empire Builder”

Kris Swanberg.

From youth film festivals to organic ice cream, Kris Swanberg has found many ways of making her mark in the Windy City. Yet it’s her film career that has garnered the most widespread attention. In 2005, she made “Kissing on the Mouth,” a landmark microbudget drama that galvanized audiences with its stunningly honest and unflinching portrayal of young adulthood. It marked the directorial debut of Kris’ boyfriend and eventual husband, Joe Swanberg. In the years that followed, Kris collaborated with Joe on a variety of projects, including the superb web series, “Young American Bodies.”

Yet it wasn’t until 2009 that Kris directed her first feature, the sublime, little-seen gem, “It Was Great, But I Was Ready to Come Home.” The film centered on a young woman (played by Swanberg) who vacations with her friend (Jade Healy) to Costa Rica while attempting to get over a break-up. Her second directorial effort, “Empire Builder,” will be screening three times at the 48th Annual Chicago International Film Festival. The tirelessly prolific and consistently mesmerizing actress Kate Lyn Sheil stars as Jenny, a stay-at-home mom who escapes her urban prison by moving to Montana with her baby boy (played by Kris’ real-life son, Jude). While awaiting her husband’s arrival, Jenny falls into a relationship with a local handyman, Kyle (Bill Ross IV).

In this exclusive interview, Kris chats with Indie Outlook about her early days at film school, her initial experience in the director’s chair and her marvelously unsettling new movie.

Q: I recently unearthed a very funny post-film Q&A on YouTube in which Joe recalls a film you made at Southern Illinois University Carbondale that served as somewhat of a precursor for “Kissing on the Mouth.” 

A: It made it in film school, so it wasn’t amazing or anything. [laughs] It was called “ex,” and I shot it on Super 8 for my very first film class. Since we were shooting non-sync films, I ended up being pretty experimental. For “ex,” I interviewed different people that I knew about their ex-boyfriends or girlfriends, and all of us were twenty or twenty-one at the time. I juxtaposed the audio interviews with a narrative about a couple and the footage offered glimpses into their relationship. The scenes weren’t necessarily in any kind of order, but the film ended with the couple breaking up. It was a little over-dramatic, but that gave us the idea of using the audio interviews in “Kissing on the Mouth.”

Q: How did you and Joe click artistically?

A: We didn’t work together hardly at all in film school. We never took a class together, and we did our film projects at different times. The film program at Southern is very independent-minded. It was focused on experimental and documentary filmmaking, and I initially found documentaries the most appealing. It wasn’t one of those programs where you pick a concentration and go, “I’m going to be a DP, so I’m going to take all of the DP classes.” Everybody learned everything. We shot our own films and had our friends act in them. It was really similar to what we ended up doing later on. The film school environment was super-supportive. We met once a week to talk about our ideas and then met the next week to talk about the progress we had made. That’s what was so great about film school, and after we graduated in 2003, we didn’t have it anymore.

All of a sudden, we had these part-time jobs. We weren’t making any films and that frustrated us. Joe had the idea that we should just make something together, and I was really resistant to it at first. So was Kate [Johnston, formerly Winterich], who was the lead actress. We thought, “We have to have a script, right?” and he said, “Let’s just figure it out as we go along.” We went along with him and eventually started to understand what he was doing. It was a really fun project for us. It took us six months to shoot, which is longer than anything else we’ve ever done, possibly excluding Joe’s “Silver Bullets.” The film took so long because we shot it whenever we were free from work. We shot it in the evenings and on weekends and we were just piecing it together. It was the first time we ever even attempted to make a feature since we only made shorts at film school.

Q: What makes “Kissing on the Mouth” so cathartic is the uncompromisingly real way in which it portrays the elements of twentysomething life that are universal and yet barely present in most American films.

A: At the time, we felt that there was nothing representing what we were going through. It’s a unique experience to be fresh out of college, especially film school, and have all these expectations. You have your plan of what you’re going to do after college, and then it ends up being something entirely different. I was working at Potbelly’s and it was just miserable. [laughs] People are like, “Well, what are you going to do?” and you just don’t know. It’s a really confusing time. In regards to the sexual aspects, we felt really under-represented as well. We wanted to portray sex as just something that you do without glamorizing it or making it pornographic or ultra-romantic. We just wanted to make it what it is.

Q: It’s exciting to see the influence of your work with Joe starting to impact the mainstream. The sex scenes on Lena Dunham’s HBO series “Girls” are a key example.

A: Oh yeah. Lena sent Joe a fan letter back in college. She watched that stuff. I won’t say, “Oh my god, she was directly influenced,” but you’re right. That [portrayal of sex] isn’t as hard to find anymore, and that’s why I don’t think we’re doing as much of it as we were back then.

Q: You also shared many intimate scenes with Frank V. Ross on Joe’s web series, “Young American Bodies.” Is it easier to perform those scenes with someone that you’re familiar with?

A: Joe and I have been dating since we were 18. We shot “Young American Bodies” in 2006, right after “Kissing on the Mouth.” My relationship with Frank is super-easy. Maybe right when we started, we were like, “This is weird, we don’t normally see each other naked,” but we had known each other for such a long time that it’s not weird anymore. We’re buddies. The last time we did anything like that was in [Joe and Adam Wingard’s 2011 film] “Autoerotic,” and it was kind of weird because we hadn’t done those sorts of scenes in a long time. While we were making “Young American Bodies,” it felt totally normal. Frank is married and I’m friends with his wife. I wouldn’t know if it’s easier doing [intimate scenes] with Joe because I actually haven’t done them without Joe. I have permission to do anything in those scenes and I don’t have to feel like he’s going to see it later and be upset.

Q: Joe’s “Full Moon Trilogy”–including “Silver Bullets,” “Art History” and “The Zone”–seemed to be an intensely personal exploration of his own technique and the emotional toll that intimate scenes may have on those who perform them. How personal would you say those films were for Joe?

A: Those films were very personal and really, really close to what he was feeling if not exactly what he was feeling at that time. He was having a rough time.

Q: At the end of “The Zone,” you give Joe a candid critique of the scenes that the audience had just witnessed. Was that scripted?

A: Oh my god, I actually don’t remember. I don’t think that it was staged. I think that I watched the film, Joe turned on the camera and asked, “Tell me what you think,” and I told him the truth. My reaction to the film is exactly how I felt about it. It just felt like another one of those movies that he kept making during that period. [laughs]

Q: When I interviewed Sophia Takal, who starred in “The Zone,” she told me that Joe creates an atmosphere onset where you aren’t even sure when the camera is on.

A: Oh yeah, absolutely.

Q: “The Zone” ends with Joe tucking Jude in his crib, and there’s a finality to the film that makes it feel like the end of an era for Joe, and an end to those types of pictures.

A: Yeah, and I think it is. I think it really is.

Q: By the way, I’ve seen your son Jude in about four or five different films this year. He has far more credits than most actors his age.

A: He’s a lot less cooperative these days, so you probably won’t be seeing him make many films in 2013. [laughs]

Q: What made you decide to direct your own films?

A: I am really different from Joe in the sense that he comes up with about 40 different ideas for films a day, whereas it takes me a really long time to think them up. I’m also less confident than he is, so when I get an idea for a film, I often talk myself out of it pretty quickly. I’ll think, “Well, that’s been done before,” or, “That is a good idea, but maybe I’ll do it later.” I lack the confidence that he has. The reason that I didn’t make anything before “It Was Great, But I Was Ready to Come Home” was because I was always really busy. Except for a stint where he was a web designer for six months, Joe has been making films ever since he graduated. We also both worked at the Chicago International Film Festival for a while. While Joe has been making films, I’ve done a whole bunch of stuff. I ran the CineYouth film festival at CIFF, I taught film and video as a high school teacher for two years on the west side, I went to grad school and had my own ice cream company [“Nice Cream”].

All of the filmmaking stuff has been in between. It’s my own fault because I can’t choose a life concentration. [laughs] I feel passionate about all of these things at once and because of that, I can’t focus solely on films in the way that Joe does. My first film, “It Was Great,” was based on an actual trip that I took by myself to Costa Rica for six weeks in 2006. Joe and I were having problems at the time and it was my way to get away and figure out what I wanted. I also really wanted to learn Spanish. [laughs] I was thinking a lot about friendship. I have a really close, complicated relationship with my best friend, Kate [Johnston]. Female friendships get incredibly intimate and are really different from male friendships. They are a lot like romantic relationships, in a way. So I wanted to combine those two things and make a film about it.

Q: The film reminded me of Kelly Reichardt’s “Old Joy” in how it placed two friends in an unfamiliar environment. 

A: I knew that I wanted to use the environment in Costa Rica because it’s beautiful. My work on “Young American Bodies” didn’t serve as much of an influence because it has a really different rhythm. Joe and I have learned from each other and I’ve learned a lot from him, so my style was certainly influenced by what we did together, but I also wanted to do something different. I wanted to take things a little bit slower than he did and make it a little quieter than the films we had been making. I didn’t want there to be too much dialogue. I wanted there to be a lot of quiet moments and a lot of visual information.

Q: In this film and “Empire Builder,” you’re able to say a great deal without relying on words and placing the focus on the characters’ expressions and body language. Was it difficult to act in your first movie?

A: Oh yeah, totally. That’s why I decided not to do it in “Empire Builder.” [laughs] It was incredibly difficult to direct as a nonprofessional actress. There were a lot of times when I thought I did a good job during a take but wasn’t totally positive. I had to rely a lot on my cinematographer. There were just four of us that went down there to shoot the footage. It was great, because everything was super-collaborative, but I had to rely on them a lot. They were awesome and I think the film turned out really well. But it was difficult for me to get a gauge on what things were looking like and what things were feeling like because I wasn’t able to just observe it. I also had to act in it, and I’m not an amazing actress–I think I’m just passable. [laughs]

Q: Is the opportunity for you to escape your normal urban environment a major factor in why you chose to make these films?

A: Yeah, that’s a huge motivational factor for me. Both of these films are different, and are about two women in different stages of life, but both of these women are based on me. The big theme that connects both of these films is this quest for independence and it’s something that I struggle with in my life constantly. It will probably be something that I deal with in my next film as well. It’s a really difficult thing to grasp–to be independent and what that means, to know who you are and what you want and deal with your situation accordingly. It’s always been an issue for me in my life and it’s an issue for my central characters too.

Jude Swanberg and Kate Lyn Sheil star in Kris Swanberg’s Empire Builder. Courtesy of Swanberry LLC.

Q: For “Empire Builder,” how did you find the location in West Glacier, Montana?

A: That land actually belongs to Joe’s family. His great-grandfather or great-great grandfather homesteaded in Montana. Joe’s family had lived there forever and his family grew up there. His grandfather was born in the cabin where we shot the film. I first went there when Joe and I were juniors in college and we always talked about doing something there. For a while, Joe and I wanted to do something scary at that location. I just thought it was so isolated that anything could happen there. There’s something about being removed from the rest of the world that allows you to imagine being in a situation that you aren’t really in. When Jenny gets involved with Kyle, they have this pseudo-marriage where they fall into it and it becomes kind of real. She forgets about her old life and the audience forgets about her old life too. That wouldn’t work if they were in the middle of Manhattan.

Q: David Lowery edited “It Was Great,” and served as both editor and cinematographer on “Empire Builder.” What has drawn you to collaborate with him?

A: David is great because he’s super-talented. He’s incredibly easy to get along with, and we’re very close friends in real life. He is the perfect person for me to have around because he is really smart but doesn’t interfere. He’s just always around for me to ask his opinion, and that’s exactly what I need. Sometimes I need people who I can ask, “What do you think about this?” and other times, I just need those people to be quiet. David is really good at both. He’s making bigger movies now, so I hope that I will still be able to convince him to do all of my small movies from now on. [laughs]

Q: Was the film’s unsettling atmosphere ever-present in the early planning stages?

A: The movie is unscripted, but I had a pretty good outline. I co-wrote it with Kate [Johnston], and we both recently had kids, so we have a lot of fodder for films dealing with these strange feelings, and the loss of yourself that you get once you have kids. I always knew that I wanted it to be scary. I just didn’t know if I could pull it off and in the end, I think I did. The situation is really scary. Jenny doesn’t know who the hell this guy is and anything could happen. She’s so vulnerable up there and he starts acting weird and possessive and a little aggressive. I think that situation is scarier than any kind of gory thriller because it’s actually pretty close to something that could happen.

Q: Jenny yearns for that escape so much that she allows Kyle to take control of her life, even in how she relates to her own child.

A: Yeah, exactly. Anytime that you’re in a relationship and you entertain the idea of cheating on your significant other, I think what would normally prevent you from doing it is the fear of craziness ensuing. It’s easy to become intimate with someone but when you have your livelihood at stake and it ends up not working out, it’s really scary.

Jude Swanberg and Kate Lyn Sheil star in Kris Swanberg’s Empire Builder. Courtesy of Swanberry LLC.

Q: What sort of environment do you need to create onset for Jude? He has the sort of open, expressive face that works great on-camera.

A: When we shot “Empire Builder,” he was ten months old and at that age, he wasn’t old enough to be aware of the camera. He certainly didn’t know what it meant or what it was doing. There were a few takes where he would look at the camera, but in general, he was able to ignore it because he was just so young. Now, I don’t think he would be able to do it that easily. You’d really have to trick him. We shot the film with a Canon 7D camera, which is really small and unobtrusive. I did a few tests with Jude at home, and I was worried that Montana would be such a different environment for him that he would be weirded out. But he was so flexible back then that he was up for anything. He’s still a pretty flexible kid because we travel a lot and he has to be in different environments all the time. But he’s a lot more curious and aware than he was back then.

Q: There are many moments in the film where Kate and Jude mimic each other’s movement, such as when they both stare at Bill as he passes by the window. Was any of that intentional?

A: Kate knew that when he walked by the window, she was supposed to turn her head. That was the direction I gave her, and I couldn’t give that direction to Jude. He just happened to do it, which was great. [laughs] I wanted him to be as comfortable with the other actors as possible. Jude and Kate spent a lot of time together before we started shooting. She would hang out with him for a while–put him to sleep, feed him–just to create a bond. Actually Kate needed a lot more help than Jude did in that regard. She didn’t have any experience with babies before we shot “Empire Builder.”

Q: What made you decide that she was right for the role?

A: Two reasons. One is that I think she’s phenomenal. Her face is so amazing. I could watch her all day. She has a sadness about her that she conveys through her expressions, even though she’s not a sad person in real life. She has the look that I wanted for the character, since Jenny has many crises [brewing] within her. The other reason I cast Kate is because she’s incredibly easy to work with. She’s fine sleeping on an air mattress and is drama-free. She gets along with everybody and is always up for anything. I knew that it was going to be a really small crew and that we were going to be in the middle of nowhere, so I needed someone that was going to be onboard, and she totally was.

Q: The music and sound design play big roles in establishing the atmosphere of the film. One memorable shot shows an entire train as it passes by the camera while eliciting an unnerving high-pitched shriek. Were sounds like that intentionally used to up the tension?

A: Yeah, that was definitely intentional. It’s such a big moment in the film when it transitions from Chicago to Montana that I wanted to show the whole train arriving. I’m glad that you brought up the music, because it was the first time that I had anything scored for me. I worked with the group Orange Mighty Trio–they actually did some music for “Silver Bullets,” and I used music from their album in “It Was Great.” For this film, they scored original music, and that was a really great process. They are wonderful and really talented, but they also don’t have much experience scoring, and I don’t have any experience scoring, so we had to learn together. They’re based in Minneapolis, so we did everything over Skype and we shared screens on Final Cut. I also didn’t know any musical vocabulary, so I would say things like, “More scary” or “Faster!” [laughs] They actually sent me a vocabulary list to use. Their score made the film ten times better.

Bill Ross IV and Kate Lyn Sheil star in Kris Swanberg’s Empire Builder. Courtesy of Swanberry LLC.

Q: What are you planning for your third feature?

A: I’m writing a script that’s really different from what I’ve done before. It’s about a high school teacher who gets pregnant at the same time as one of her students, and that film has a lot more scope than my previous two. It would be a much bigger production than what I have done before. In the meantime, I have a couple small ideas that haven’t been really fleshed out yet, but I’m probably going to keep working on that feature script. It’s my first time writing a script, and I’m working with Megan Mercier, who has done a lot of theatre in Chicago. I’ll probably keep taking people somewhere to make films because I really love doing that. Not only is it really fun to shoot somewhere that’s beautiful, but it’s great to take a group of people and remove them from technology and from their lives and focus on making work together for a few weeks. David and I joke about fun places we’d like to vacation for my next movie.

Q: Do you picture yourself still living in Chicago in five years?

A: Oh yeah, I think we’re going to stay. We love it here. Maybe one day we might have to get an apartment in LA, but we bought a house last year in the Lincoln Square area and we want to raise our kid here. It’s so nice walking around our neighborhood and not having everyone be in the film industry. Most of our friends are nurses and teachers and have regular jobs. We feel like we’re doing our own thing out here, which is nice.

“Empire Builder” screens October 13th at 4pm, October 16th at 5pm and October 23rd at 5:30pm. Kris Swanberg is scheduled to attend the October 13th and October 16th screenings.

Five More Windy City Entries at CIFF 2012


This documentary explores the life of Ben Wilson, a high school senior in Chicago whose promising basketball career was cut short by tragedy. It screens October 14th at 11am, October 17th at 6pm and October 18th at 8:30pm. Directors Coodie and Chike are scheduled to attend the October 17th and October 18th screenings.

Consuming Spirits

According to the CIFF press notes, Chicago filmmaker Chris Sullivan spent nearly fifteen years creating this portrait of “backwoods gothic Americana” by utilizing various animation techniques, from pencil drawings to stop-motion. It screens October 16th at 7pm, October 19th at 9:30pm and October 22nd at 3pm. Director Chris Sullivan is scheduled to attend the October 16th screening.

F*ckload of Scotchtape

Described by Chicago writer/director Julian Grant as a “neo-noir musical crime drama,” this dizzying riff on the work of Jedidiah Ayers boasts a gutsy lead performance by Graham Jenkins, who puts himself through the emotional wringer while mouthing the music of Kevin Quain. It screens October 18th at 8pm, October 20th at 9:30pm and October 23rd at 1pm. Director Julian Grant is scheduled to attend all three screenings.

Mr. Sophistication

Chicago native Harry Lennix (“Ray”) plays a controversial Hollywood comic who attempts to reignite his career in the Windy City. The talent-packed cast includes Robert Patrick, Tatum O’Neal and Bruce McGill. It screens October 20th at 7:15pm and October 21st at 12:15pm. Director Danny Green, actor/executive producer Harry Lennix and producers Albena Dodeva and Jon E. Edwards are scheduled to attend both screenings.


Director Nadav Kurtz’s short film centers on three Mexican immigrants as they wash the windows of formidably tall Chicago skyscrapers. The short is included in the “Shorts 1: City & State” program, which screens October 16th at 6pm, October 19th at 1pm and October 21st at 12pm.

Jude Swanberg, Joe Swanberg and Kate Lyn Sheil star in Kris Swanberg’s Empire Builder. Courtesy of Swanberry LLC.

For tickets and the full CIFF schedule, visit

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