Redefining Micro-Budget Filmmaking: The $6,000 ‘Layover’ (Guest Blog)

Director, writer and producer Joshua Caldwell reveals the backstory behind his first feature film

Josh Caldwell
Courtesy White Bear PR

Like most filmmakers, I didn’t think my first feature film, Layover, would have a budget of $6,000. Even $100,000 seemed like barely enough, but $6,000? I’ve made short films and music videos with budgets several times that amount! A camera rental alone could cost me that much. Not only did it feel difficult; it felt impossible.

On Jan. 1, 2013, I started feeling the pressure. I had been living in Los Angeles for seven years. I had won an MTV Movie Award, directed a bunch of well-received short films, music videos and commercials, and spent the last three years producing and directing digital content as an executive for a production company. However, I hadn’t made a feature film and my self-imposed deadline of doing so before I turned 30 was quickly approaching.

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It wasn’t for lack of trying. I had developed and written scripts with my writing and producing partner Travis Oberlander, but we found that most of the projects we were writing would cost a minimum of six figures. Then, two things happened:

1)    I read an article where writer/director/actor Ed Burns discussed how he was producing films for under $10,000, and

2)    I saw the film “For Lovers Only,” a zero budget black & white feature shot by the Polish Brothers on a Canon 5D.

In an instant, my thinking flipped from “I need a lot of money” to “How little can I get away with?” I had everything I needed to make a film: actors, cameras, locations, editing systems, and so on. I thought back to an idea I had about a young woman stuck in Los Angeles on a layover and thought it might be a concept easily executed for very little money.

So, in February I wrote the script for “Layover.” In May, we shot the film over the course of six weekends with a total budget of $6,000. A year after we wrapped, we had our World Premiere at the Seattle International Film Festival, where we were nominated for the New American Cinema Award. And now the film is available via our own self-distribution model on

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For Travis and I, this whole process of producing and distributing a $6,000 film has been one big experiment, largely born out of the desire to create our own path and our own destiny as filmmakers — where we control the projects we make and distribute in a way that allows us to keep making those films.

After directing with a DIY approach for 14 years, I’ve had my share of failures, films that were shot but not finished, and a graveyard of ideas and concepts, scripts and shorts. From each of my failures and successes, I learned. I was able to see what worked and what didn’t, where and how to cheat, what’s possible to get away with, what isn’t, and how to tell a compelling story with interesting characters without significant funding.

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As a result, I’ve managed to figure out a few things that allowed me to shoot a feature film with the scope of Layover on a very, very limited budget.

Over the past couple years I’ve found myself in the position of developing and writing treatments and scripts for projects with budgets that had a huge spread (“We could end up with $200,000 or we might get $1M, we don’t know yet.”) Having no idea what budget we were writing for, I had to craft a story that could easily be scaled up or scaled down depending on what funding came through.

That is essentially what I call “Modular Storytelling.” Think of it like a film camera. At its most basic, it’s a lens and a camera body. But its design allows you to add all sorts of extras,: a rails system, matte box, follow focus, monitors, and gadgets of all kinds. But adding those things doesn’t change the fundamental nature of the camera itself: a body and a lens. Even if you can’t afford all those other add-ons, you can still use the camera.

The camera and lens is your story and all the add-ons are the execution-based accessories you can or can’t afford. The story is the story whether you have all the bells and whistles or not; you should be able to tell an engaging and interesting version of the story without them.

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For example, in “Layover,” Simone (our main character) finds herself at a house party looking for her friend. The story beats at that house would be the same whether we had a massive PROJECT X style party or one with a few random people. As such, I knew we’d never be able to afford to get enough people there for a massive party and it would be obvious if we tried to fake it. So I wrote it as a random house party with a handful of people getting together after their time at the club — I wrote it specifically as that because I knew I could execute it.

One of the most important things to successfully making a low or no-budget film is shooting on the camera that is appropriate to your production. No doubt, the ARRI Alexa is an amazing camera and delivers superior images. But you need more than just the camera to get those images.

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You need an experienced camera crew, you need an experienced lighting and grip crew, you need appropriate lighting equipment which then may require generators. You would need to get ALL OF THAT for free to justify using the ALEXA on a no-budget production. And even then, your lighting setups are taking longer, leaving you less time on an already short shoot to get what you need. Is that worth it?

On “Layover,” I used the only camera available to me at the time that would allow me to be light and compact, without drawing attention to myself (since we were shooting guerilla style) and didn’t require a ton of light to get an acceptable image (since were shooting the whole film at night). I used the Canon 5D mk II, and we lit the whole movie using a 1×1 LED panel light, china balls, some Home Depot can lights, and 250 watt practical bulbs. That’s it.

One of the great things about the Canon 5D mk II and mk III is its light sensitivity. You can shoot using much less light than would be required on an Alexa or a RED. It’s also small and compact. It’s easy to move, to hold for long periods of time, and delivers a beautiful image if used correctly. For the World Premiere of “Layover,” we had the final film blown up to 2K for a DCP and projected onto a 50 foot screen, and it looked really good.

And that’s the other thing: Your audience doesn’t really care what you shot the film on. With everyone talking about camera innovation and resolution and tech and gear, we forget the audience just wants a good story.

What is the best tool to allow you to tell that story? Is it a RED that will take forever to light and give you less than the ideal amount of time to shoot? Or is it the Canon 5D which doesn’t deliver the same resolution as the RED but will allow you to light quickly and simply and allow more time for what’s important: your actors, in front of the camera, delivering their lines with emotion and not being rushed. You never want to say, “It’s good enough.”

In screening after screening of “Layover,” we get asked about and complimented on the sound mix. I think people have a hard time believing that quality sound can be achieved with only $6,000. As most of us have been told during our filmmaking careers, it’s really sound, not image, that can make or break your films.

So, how did we pull it off? Did we have a professional production sound mixer with thousands of dollars in equipment on set? We did. For one day. And then we realized we couldn’t afford it throughout production. So, one of my producers, Vertel Scott, came to me with a solution: an H4N Zoom recorder, wireless lavs, a boom mic and pole. That’s it. Our post sound mixer asked us what we had recorded on. I told him and he responded that our rough tracks sounded better than 90 percent of the professional raw audio he gets in.

We were very fortunate to have an amazing sound team volunteer their time to help me get this film made, and I couldn’t have made this film without them. There’s no easy trick to getting a good sound mix for very little money — it’s all relationships and work history. I’ve been fortunate to work with my guys on several projects, most of which were paid, so I had bought myself an “ask” and because they liked the film and trusted my talent as a director, they were willing to cut me a deal.

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It’s the same reason why composer Bill Brown (“CSI: New York”) created our incredible score. We had collaborated to the point where even if he wasn’t getting paid, the work load was manageable. (I wasn’t coming in and doing 10 rounds of notes on every cue.) He liked the movie and knew that he was working on something quality-driven. I had to earn the right to ask Bill and my sound mixers for a favor.

Making “Layover” for as little as we did and seeing the results and the opportunities it has created really forced me to rethink how movies can be made. I’m not saying that every movie can or should be made for $6,000, but it has taught me not to wait on someone else to say, “Yes.” It’s allowed me to forge my own path and tell the stories that I want to tell, not what some gatekeeper deems to be financially viable.

I can get away with making a small, French-language drama with no stars (which some might call indulgent filmmaking) because I spent so little on it. But if you make a movie for $500,000, that is a $500,000 bill that you have to pay back. So, you better be sure the film you’re making is capable of making that amount of money back (and then some) and be okay with your job shifting from being a director to being a salesman. Instead of creating content, you’ll be off trying to sell it.

As indie filmmakers, we are no longer in a world where we can make any film for any amount of money we get and hope the audience shows up. Your civil war LBGT musical might not have the audience to justify spending $1 million on it, or even $500k. We are burning through investors who are basically financing really expensive calling cards. Instead, I believe that we have to think more like YouTubers. We have to:

1)    Cultivate an audience by creating and delivering consistent content. Doesn’t have to be every day but say bye-bye to spending four years focused on making and selling only one movie. Your audience won’t remember you.

2)    Make that content at a responsible budget level so that a ROI is possible through direct-to-customer distribution on a network you’ve built by building and rewarding your audience.

The current state of indie film is in flux and there are new and every growing opportunities available if you’re willing to move beyond the traditional approach and think differently.

Want to see what $6,000 can get you? Head over to to buy “Layover” today and help directly support indie film and filmmakers.