‘The Leftovers’ Finale Director On Nora’s Story, That Dance, And Shooting A Vulnerable Nude Scene


The Leftovers was a show in turmoil for much of its first season. Production even shut down briefly, with one episode being split between two different directors as a result.

Enter Mimi Leder.

Leder, who won an Emmy for directing one of the greatest episodes of TV drama ever made (“Love’s Labor Lost” from ER season one), turned up to direct the series’ fifth episode, “Gladys,” a brutal hour in which a member of the Guilty Remnant was stoned to death in the woods. Leftovers co-creator Damon Lindelof needed a new directing executive producer, and Leder had such clear command of both the material and the set that she was asked to take the job. Leder took charge, subtly but clearly altering the show’s stylistic template for the rest of that season, then making even bigger changes for years two and three. She directed all three finales — including tonight’s conclusion to the series (which I reviewed here) — and many of the show’s other crucial hours.

“I actually measure the show in pre-Mimi and post-Mimi,” Lindelof told me while discussing the series finale.

On Thursday, I spoke with Leder about her arrival on the show, directing Carrie Coon through the finale’s full frontal nude scene, what she and Coon discussed about the story Nora tells at the end, the memorable cavewoman prologue to season two, and a lot more, coming up just as soon as I’m a great gecko…

Coming into the middle of a season like you did, what did you see that the show needed from the perspective of what you were doing to start to put your stamp on it over the course of the rest of that year?

I actually had only seen the pilot, which I thought was beautifully done. When I came in and directed “Gladys,” I approached it the way I thought it needed to be approached. I thought my artistry, whatever you want to call it, my instincts, my vision — I hate using those words — to it. I just thought this is what the show needs, this is what it’s asking, this is what’s speaking to me, and I did what I felt it needed to be. There was no one there telling me not to. Damon hired me to direct the show and I came in and directed it the way I thought it needed to be directed, and I know they were having troubles, and I know it was a difficult time for them, and I just instinctively did what I thought it needed.

Then as time went on, they brought me in as an exec producer. I opened up the palate of the show more significantly in season two, because I felt the palate needed to stay the same for one, but it did open it a bit more in season one towards the end because I felt that the show had been shot in such a claustrophobic way. It was good claustrophobic; it was just relentless, and I felt that seeing the world — seeing the show in wider shots, seeing the show open up visually — would help us really relate to the inner lives of these characters, because I don’t think you can live in a world of closeups without some release and some breathing space.

One of the things that really strikes me about this finale is how many times it is Nora either looking directly at the camera, Nora walking towards the camera, Nora riding her bike directly towards it at a breaking the fourth wall angle. What were you going for with that?

I really wanted to feel that she was journeying towards something, towards the finish line, towards everything we’ve been speaking of for three seasons. I really felt that she needed to be moving towards us and towards her children, towards the answers. I also felt like I really wanted to be with her in every possible way. When we shot the going into the truck, going into the event chamber, I had her walking towards us quite a bit, and I also was over her shoulder and trying to feel what it was like to be naked, to be vulnerable, to be completely naked emotionally.

We come into this world naked and Damon and Tom wrote “naked” in the script, but there’s lots of ways of shooting naked when you’re filming.You can think you’re seeing everything, but you’re not, and it was very important to me that Nora, be completely naked. So, I asked Carrie quite simply, “Are you game? Are you open for me to shoot full frontal nudity?” She was completely open to it, and knew that I would do it very carefully and very honestly, and it was beautiful and frightening for her to be walking down that corridor completely naked and ready to go to the other side. It was terrifying, and terrifying to be naked and alone, and to be open at the same time. I don’t know if that makes any sense, but she is one of the bravest actors I’ve ever worked with, and she’s one of the greats.

It was a scary experience for all of us. I think we were all holding our breath, and for me, I had to like take away the emotions that I was feeling directing it. I really felt like if I’m too emotional, this isn’t gonna work ’cause I’m very emotional and I cry a lot. I was holding myself: “Just don’t go there. Just let the audience go there. Direct it so the audience can feel it.”

Having worked with her for two and a half seasons on this show, is there anything Carrie can’t do?

There is nothing Carrie Coon can’t do. She can do everything, and she does it with abandonment. There isn’t even that much discussion. It’s like there is so much unspoken. I never like to intellectualize when I’m directing. I really like to keep it simple and Carrie Coon just can do it all, and I’m so excited that the world gets to see her for hopefully a lifetime, because she is one of those actors that goes for it, goes deep, as is Justin Theroux, who is always surprising. The combination of those two and the chemistry that was created between the two was just pure great acting.

What direction, if any, did you give them before you shot the slow dance scene at the wedding?

Oh boy. That’s hard to remember. Kevin’s character was, of course, still pretending and still very much intent on keeping to his new version of their life. We find Nora not wanting to play this game, but still intrigued and opening up. The cracks are starting. It’s undeniable. She’s been living this monastic life and holding everything in, denying herself of love and connection, and is truly found at the end of the show, at the end of the season, at the end of everything. Love wins. The things I believe I told them were when they dance, they’re dancing together for the first time, and I think Kevin’s character wanted to forget the past and start anew, start fresh. Carrie’s character, Nora, hadn’t touched anyone in years, has just denied herself of any connection, and theirs was a deep one. I just asked them to find it, and they did.

It’s often very technical when you direct these pieces where you’re going around them and dancing with the camera is an art, like knowing when the camera is on you, knowing when you’re sinking your face into someone’s neck, when you’re releasing your body into someone’s chest. It was very much felt, and it was very much real, and I wanted it to feel like the first time. I think it does. I just loved it so much, I didn’t want to stop shooting it. I knew I had it, but I didn’t want to let it go.

Are there versions of it where it’s not quite as in closeup? Did you shoot a lot of other angles?

I did shoot other angles. I shot it very wide. I shot it with no one on the stage. She comes to this wedding and she doesn’t know it’s a wedding, and it’s full of people, and who are these people? When she sees him and when he sees her, I wanted you to feel like they were the only ones in the room, and I think that did happen, and there was no one there but them. So I shot a lot of angles of them dancing with no one in the room, I shot it obviously with people in the room, I did wider shots, but ultimately, the closer shots were just so moving and emotional. To go away from that felt like a big error. I just wanted it to explode and the explosion, not a big one, but when she leaves and when she says, “I can’t do this.” “Why?” “‘Cause it’s not real,” she’s telling him it has to be real and she’s not gonna play this game. That’s when the explosion happens and that’s when I did that shot of her walking away towards us, and then we revealed the wide shot where he’s standing there with people who are enjoying life, and he’s alone and empty in the midst of this wedding. I tried that shot with no one in the room, but it just felt gimmicky. We didn’t need it. It was there. It spoke for itself. The shot spoke the emotions we were feeling.

The way the script is set up, Nora tells the story of what happened with the machine and going to the other world, but we don’t see it, so this leaves some ambiguity as to whether it actually happened or this is a story she is telling Kevin now. I don’t want or need a yes or no answer, but did you decide for yourself, and did you talk with Carrie before you shot it about what you and what she believed to be true?

Did I talk to Carrie about it? I did, but it really wasn’t important what I believed. It was very important what she believed. Obviously, it was a choice that Tom Perrotta and Damon Lindelof talked about a lot, whether to see it or not see it. Seeing it, for me, would have been a huge mistake because there would have been no ambiguity, no mystery left in the story, in her story, in her belief system. Some mysteries just need to be left as mysteries, and it was very important for the audience to imagine it. So, yes, I did talk to her about whether she believed it or not, or what was true and what was not, and it’s all true. It’s how you interpret it. It’s about our belief system. It’s the things we tell ourselves to get through, to get through our lives, to understand the meaning of our lives, to be able to live. A relief from grief and loss is the acceptance of it and the exploration of it in my eyes, and I think people will believe it happened, and I think people will also believe it didn’t happen, and it really doesn’t even matter, I don’t think. It’s what she believes and what is her truth.


Other than the change of locale from Texas to Australia, how do you feel the palate of the show changed from last season to this one? Do you feel the Australia episodes look appreciably different?

I do think it looks very different. When we came to Austin, I really wanted to open up the show with color and hope. And when I first came to Australia to do the scout with Tom Spezialy and Gene Kelly and the production designer, John Paino, we went to all the states and we picked Broken Hill, out of New South Wales for our Outback episode that I directed. I thought I had seen big skies in Texas, but Australia had a different light that fell differently. The vastest of the landscape was overwhelming. In many ways, I was blinded by it because it was just so much and it almost felt like I couldn’t see anything. And then your eyes fall into focus, and you just start focusing on all the little details. When we first went to the Pinnacles where Kevin Garvey Sr., watches the indigenous people dance stealing their song, I didn’t even know what I was gonna shoot there because I didn’t have a script, but I knew it was the right place to shoot. It was like, “I want to shoot something here. I don’t know what it is,” but then when the script presented itself, it was like, “Of course, that’s where we’re gonna shoot it, right there where we were.” It just opened up the show so much more in terms of how you look at the earth and the world, and nothingness, and everything. It was all-encompassing. It just felt like Heaven in a way, and Hell all at the same time. It was rugged and powerful.

You’re not only directing episodes, but you’re supervising the other directors on the show. When you see a shot like what Dan Sackheim does at the very end of “G’Day Melbourne” with the water just gushing off of Nora’s brow when she’s in profile, what is your reaction to that?

That was one of the great shots of the series. I think it was just found by him when they were shooting. I’m sure Dan had a close-up planned, but no one could anticipate how powerful that shot would be until it happened. It was just one of those moments that happens and it speaks miles to Nora’s inner life and her loss.

You directed the season two premiere with the cavewoman prologue. What was that like to shoot?

It was extraordinary for me to shoot. It was something we took months to plan and we shot it in about three and a half days. It’s very challenging to shoot a sequence like, a story like that without words. We were on a very restricted schedule; we had very little time with the baby to be exposed in the sun like that because it was an infant. It was just so challenging to tell the story without words, as was the Millerite sequence. I felt like I was making a silent movie. I really understood the power of the imagery. We would go there and scout, but not until you put this half-naked cavewoman there with an infant and her near-death, and then ultimately her death. It was breathtaking, and very powerful, and emotional to shoot because it just came alive once you put the camera on it. It was kind of life-changing, shooting that sequence. It was powerful, and it was beautiful, and it was very challenging: getting the right light hitting the cave woman, showing the passage of time, showing her getting sicker and sicker from the snakebite, which I very much tried to emulate when I shot Kevin Garvey Sr. getting bit by the snake in episode three of this season. It was as moving to shoot it as the reaction to it while watching it.

Another scene that was one of the most powerful and surprising scenes that I think really speaks to what The Leftovers is about, or what people feel experiencing being inside of it, was when we shot the scene where John Murphy has shot and killed Kevin Garvey, and he comes into the infirmary and he finds him alive. Then he starts mending his wound, and poking his fingers, and it’s very biblical. Then he says to him, “I don’t understand what’s happening here.” It really spoke to what our characters were feeling, and it was so different in the page in that I didn’t feel much when I read it on the page. Then when we started rehearsing it and shooting it, it came alive in such a visceral way because it was true, and it was truthful. It’s a simple little scene that had so much power, and I didn’t understand and I didn’t anticipate the power it had until I filmed it. I called Damon. It was two in the morning in LA. I was like, “Damon! This scene really came alive and blew my mind. I can’t wait for you to see it.” And I never call him and say things like that. It just moves me beyond belief. There’s just so many moments that I can recall in the series where it brings you to tears shooting, filming it, and it becomes so real. The lines are so blurred and it was a real journey for all of us.

In between when John shoots Kevin and when he finds him, there is the karaoke scene. So you did get to shoot in that other world for a bit, but the way the scheduling worked, Craig (Zobel) wound up doing the two full-length international assassin episodes. Is there any part of you that has assassin envy, or are you happy with the way all of the assignments shook out over the years?

Oh, no. I love the international assassin episodes. I think Craig did a brilliant job, and I obviously did get to shoot and film Justin Theroux singing karaoke to get out of purgatory, and it was one of the most moving scenes I’ve ever filmed, and he was so frightened and vulnerable because he had to sing to get home. The actor had to really let go of all his fears and he really inhabited that. Do I have envy? I don’t know. I’m just so happy that it turned out so beautifully, and it was impossible for me to shoot the international assassin episodes and do the finales ’cause they were so close together. I want to direct them all, but I couldn’t. But all of our directors did beautiful work. I am so utterly proud and in awe of all of them.

You’ve done a lot of remarkable things in your career, worked on a lot of shows, directed a lot of movies. Where do you feel this particular job stacks up among the things you’ve done?

Well, like you said, I’ve had a long career and still going. I feel that The Leftovers stands at the top of the list of one of the all-time experiences and journeys I’ve ever been on, directing and producing The Leftovers has been a life-changing experience for me and I am spoiled for life by the words of Damon Lindelof and Tom Perrotta, and their other billion writers. For me, the experience of directing and producing The Leftovers is unforgettable. It is forever in my soul and heart, my heart and soul. I am so grateful for the journey. It was challenging and beautiful, and hard, and it was great. I wouldn’t trade a minute of it.

Alan Sepinwall may be reached at sepinwall@uproxx.com

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