Everything Covered with Frankie Frain - May 2013
Interview by: Ronny

Like a Kevin Smith for the little man, Frankie Frain is not only creating some great independent comedies, but he does it with a real joy and passion. On top of that he is building a podcast empire. One podcast is especially fantastic, Discount Film School, as it offers advice from those who are just a few steps ahead from the rest of us, and it's always a joy. We're happy to get into the life of Frankie Frain here, and hopefully you will discover what a great, bearded man he is.

How did you get into filmmaking?
I was pretty much born a storyteller. I was a very outgoing kid, very talky, and I always answered "What do you want to be when you grow up?" with either animator, author, artist - always something like that. When I found out you could dub VHS tapes, or make your own films with a family video camera, I actually tried to open a little video store in my bedroom for my sister. When I was introduced to novelized movies, I started transcribing "Power Rangers" videos on my Tandy computer and binding them into book formats. When I was about 12, I was an early adopter of the Internet and built my own little websites in HTML all day. When I was around 10, I went to a supermarket and got as many boxes as possible and made cardboard sets for a "Star Wars" movie I never made. I think the long and short of it was, I loved the idea of "make your own" - the process of making your own book, cartoon, movie, comic, etc. It's a little cliche, but the "Indiana Jones" show at Disney showed me a live cacophony of sound effects, fake punches, break-away sets, actors, and stunts. It made me go home immediately and start making little movies.

Then "South Park" came along, and I started reading interviews with Trey and Matt, and I learned about how the pilot of the show was done entirely with construction paper. So I made up a little "South Park" rip-off concept with construction paper, and I would make stop motion animations with my parents' camcorder. It was also the first time I started listening very closely to the world around me for funny ideas to put in my scripts, and I started taking lots of notes. I eventually wanted to animate with the computer and not the camcorder, which led to trying to adopt some very early video editing programs, but I started to become a little tech expert, and I connected with my long time collaborator Jon Hunt because he was the local tech/AV/music guy. This all led to me watching Trey and Matt's first film, "Cannibal! the Musical", and it was the first time I saw a film that looked FUN to make - I had never seen through a film in that way before. And I fantasized about making my own feature with my friends, which would eventually become "I Need to Lose Ten Pounds". "Cannibal!" was distributed by Troma Entertainment, so I bought Lloyd Kaufman's book and my life was pretty much over after that.

You started with a feature film rather than a short film, why is that?
That's partially accurate. But yes, my first major ambition (which I would complete) was a feature, and it was probably out of ignorance. I really had no concept for how hard or expensive a feature SHOULD be to make. This was 2000, and I wasn't even aware that most feature films were shot on film - I'm not sure I even grasped the difference between film and video. My home videos were all on VHS, just like my movie collection! When I connected with Jon Hunt, my tech education began, but I was never made to feel overwhelmed by the effort because I had actors, I had a musician, I had a camera (although we'd go through many of those), I had an entire town that would allow me to use its locations, and I had an editing platform. What else did I need to make a feature? Every film I was a fan of was feature length (I really wasn't even well versed in short filmmaking yet), so why should my film be shorter? So it was really just naivety and delusion.

But I say it's only partially accurate because it quickly became apparent that I didn't know what the fuck I was doing, and that I was going to have to train for the feature, like a marathon. Granted, a lot of "I Need to Lose Ten Pounds" was on-the-job training, but the filmmakers involved in "Ten Pounds" made dozens of shorts with me between 2000 and 2003 - normally one a weekend. The script would be written Saturday morning, and it would be edited and screened Sunday night. I didn't actually start principal shooting of "Ten Pounds" until 2003 (and then we continued shooting for three years). Only then would I realize how impossible making a feature was - my parents thought I'd still be making "Ten Pounds" deep into my elder years. We wrote dozens of locations into the script, a fair amount of special effects for young kids, and we had to ask the actors to keep shooting with us well after they were all tired of it. That was ultimately the biggest challenge, was keeping the enthusiasm up across the cast. The lead actor was completely sick of it and quit a number of times. I learned how to cast away my dignity and kiss serious ass on that film, a skill that would be very handy for subsequent productions.

Your first film "I Need to Lose Ten Pounds" was acquired by Troma, but what happened after that?
"Ten Pounds" was about a fat kid who tries really irreverent and disgusting things to lose weight (aggressive bulimia, eating condoms, all kinds of shit), while Richard Simmons tries to kidnap him and make him join his army of fat people to conquer the world. Plus it's a musical, and it has sword battles in cathedrals, epic quests, and a pimp who owns a whore factory. It's a crazy, mind fuck of a movie, and being a disciple of the Troma school of filmmaking, my ONLY goal with this film was to see a DVD release from Troma. I thought that was in reach. I submitted the movie to the Tromadance Film Festival in 2006. The film made it to the programmers, but not my submission info, but (for some reason) they loved the movie so much that they hunted me down on the internet and got me in the fest. I went out to meet everyone, including Lloyd, and we started negotiations for a Troma Team Video release. I was over the moon.

I signed the movie over for 20 years and a marginal pay percentage (it was something like 30 / 70, but all manufacturing costs came out of my side, which is always super inflated). Basically, I would never see money, but I didn't care! I didn't spend any money on the fucker to begin with! Now to remind you, this was 2006, so DVD was really the only form of video release. First they said Summer, then they said Fall... then they asked me if we could market it as a gay movie. I was all about it but couldn't understand the thinking behind that (they said they have a predominantly gay audience, and there's an awful lot of guys chasing each other in this movie. I couldn't disagree). It seemed they were having problems finding a way to sell it - it was a VERY Troma movie, in style, comedy, and sensibility, but it had no tits and no gore. Then they proposed that we use a very short lived online service that allows customers to print their own DVDs and case art, which bummed me out (it wasn't a REAL release, in my mind). But even that didn't happen. They stopped answering my calls and e-mails, and I would try to make contact with someone once every few months, but it was all for not.

(A featurette about the Tromadance experience:)

A year later, they announced that I won the highest award at the Tromadance Film Festival, and they awarded me several thousands of dollars worth of Kodak film (which I appreciated but I sold, because I don't know how to use that shit). I thought, surely they'll release it now, right? But no, back to no communication. I eventually made my next feature, and Lloyd agreed to act in it for free, and I brought up distribution again. He said we should really do it and directed me to his acquisition guy. But all correspondence fell back into a black hole, yet again. I started to wonder if Troma just COULDN'T distribute films anymore because of their bad financial situation, but they released "Psycho Sleepover", a film I starred in, without batting an eyelash. I've seen Lloyd several times since then (at a screening of "Poultrygeist", on the set of his new movie, and on one of my podcasts), but the pattern repeats itself. At this point, in 2013, with Netflix, Hulu, and fucking YouTube (and Troma, by the way, has published most of his seminal works on YouTube for free), why can't I finally get some kind of "Ten Pounds" release? Perhaps I'll never know. Maybe the film is just unmarketable, even by Troma standards.

How can someone find "I Need to Lose Ten Pounds"?
Right here on YouTube for free.

But if you're still a total DVD and blu-ray collector like me, you can buy it on DVD or blu-ray (along with all my features) at Redcowentertainment.com/store. I'm a total special features nut, so the original DVD release of "Ten Pounds" that I put out (which is still the one that ships) is two discs packed with commentaries, deleted scenes, documentaries, vlogs, and a feature length blooper reel. And I normally always throw something extra into every order, since I ship them myself.

The blu-ray, on the other hand, is the most insane labor of love I've ever done for a release. I color corrected the film from scratch this past year and remixed it. I added 40 minutes to the blooper reel. I dug up hilariously old interviews with a very young Frankie, and young members of the cast, and those are all there. We recorded a video expanded commentary where we fight over all kinds of old issues that were never resolved, and I explain almost every third party reference in the film. Every single production still is on there. There are brand new, animated, and ridiculous menus. Almost every short film or short documentary I made during the time is included, with introductions. And of course, anything on the DVD is also on the blu-ray. If you're a fan of my shit, it's a must have.

Your second feature, "A-Bo the Humonkey" is arguably (editor's note: I SAID ARGUABLY! Saved my ass right there!) your most Troma-esque title, and was appropriately enough mention by some people when James Gunn directed his short "Humanzee!". What happened there?
Well I would definitely say that "Ten Pounds" is my most Troma title. When I wrote "A-Bo", I was aiming for a PG-13. But basically, the concept was, what if we made a movie where the main character (a half man, half ape) is a slobbering, retarded, non-functioning, docile yet sometimes violent natural abomination... but all the human protagonists talk about how smart and inspiring and wonderful he is? And what if one character, who is rightfully frightened by this thing, is painted as the villain? And so not only are the characters reflecting this backwards position on everything, but the film itself (the score, the cinematography, even the very Hollywood story structure) supported this nonsense? It's actually kind of a thinky idea, and with the exception of one lightly violent scene, is neither vulgar nor violent at all. And yet people think it's very subversive and Troma-esque - isn't that interesting? Is it because A-Bo kind of looks like Toxie? Or is it because the film's concept is just fucked? Not to blow myself, but I don't think "Poultrygeist" or "Citizen Toxie" had a concept quite like that - I was more influenced by Trey and Matt ("Team America: World Police" and "That's My Bush" did similar kinds of send ups) on this one.

As far as James Gunn goes, remember that my filmmaking bible was Lloyd Kaufman's first book - co-written by James Gunn. The dude was my idol. I watched every interview with him and it was a joy to watch him grow into a success. "Slither" is one of my favorite recent horror films. "A-Bo" screened at Tromadance and it did have a cameo by Lloyd. So it was a little surprising when loads of people were sending me links to the "Humanzee!" trailer and telling me to sue. But I didn't think he ripped me off for a minute. I made one comment on a YouTube trailer (something comical and off-hand), and he actually reached out to me to very seriously dispel any accusation that he ripped me off. I insisted that I didn't think that, and I told him how important he's been to my development and how much it would mean if he watched my film. He declined, saying he can't be implicated as having stolen my idea. So that was a little disappointing but he was still really nice about the whole thing and I still love his films and admire the guy very much. I understand he's run into these kinds of problems in the past, so I'd much rather be a colleague than an opponent of some kind.

How was your little monkey feature been treated by viewers? Have people understood what you were trying to do?
Some do, and for those people, "A-Bo" is one of their favorite films of all time. Not only was the concept of the film tricky for people (you'd be surprised by how challenging watching a film that's inherently "wrong" about itself is - you're really used to the film being a somewhat credible authority), but the main male protagonist (Jake Emanuel, who has gone on to be signed by CAA and is writing big budget remake of "The Hunchback of Notre Dame") delivered a very eccentric and divisive performance. I find it hilarious. I've met others who swear by it too. But most people found it to be too... unleashed. So the film definitely does NOT play well to a wide audience, but it always captures the attention of a small margin of viewers who fall in love for it. FilmArcade.net thought it was a brilliant piece of art!

There were some stand out performances though, like Jon Ryan as the villain and Ben Fisher as the ambiguously gay roommate of A-Bo's. Those guys were not only brilliant actors but amazing to work with and would stay as main stays on my future productions, playing key roles in "Sexually Frank". Doug Burgdorff, who's now really huge on Vimeo and will probably be huge in general, was the cinematographer and added this really bizarre and surreal look to the film. So looking back on it 6 years later, "A-Bo the Humonkey" doesn't really match my present sensibilities, but it was pursuing something very high concept, and it cleared that bar in some areas, and for that I'm very proud. It also reaffirmed by abilities as a filmmaker, proving that I could make another feature of "I Need to Lose Ten Pounds" without the same amount of fuss.

Where can people find "A-Bo the Humonkey"?
Like "Ten Pounds", free on YouTube.

They can also grab a DVD with hours of video blogs and three commentaries. The blu-ray has the same features, plus a feature length blooper reel, and is color corrected from scratch and presented in 1080p. As usual, I recommend the blu-ray.

I will say very briefly that I hired a producer's rep that approached me about "A-Bo" (said they were huge fans, yadda yadda) to obtain distribution for the film, but every distributor they approached passed. Like "Ten Pounds", they didn't know what the fuck to do with the movie, and the producer's rep, which I paid an embarrassing amount of money to (probably twice the expense of the film itself) just shrugged at me. The lesson? Don't hire producer's reps kids, it's complete bullshit. At least I completely own the rights to the film, hence the YouTube post. Check it out, it's a fun flick!

With "Sexually Frank" you showed a more mature effort, while still being your own silly self. Can you tell us a bit about how the movie came about, how it relates to your real life, etc.?
You can read the entire story in vivid and entertaining detail here:

The shorter version is that I moved to Los Angeles in 2007 to pursue filmmaking as an actual career, against my better judgement. I knew how saturated the industry was, I knew since I was a little kid, but at least I was going with my college's internship program, so I wasn't committed to anything. To say the least, I was really repelled by it, and concluded very quickly that I already WAS a fairly established indie filmmaker in the Boston area, and after two features, I had established a group of people who love me enough to make my artistic bullshit. I had come a long way from "Ten Pounds". Coinciding with that, I was on a real kick about asking people I just met about their sexual interests and lives - not in a SUPER creepy way, but in a slightly affronting and open way that scares most people. It was really telling me a lot about who people were, and I started to imagine a comedy that really uses sex as a framework to get to know characters.

It wasn't originally meant to be based on anyone I knew (necessarily), but when I returned to Boston and reconnected with my girlfriend (who I would marry) and some of my best friends who had been with me through all the films, I realized that the most important thing I could do at that point in my life is make a film about these relationships and how important they were to me. Ultimately, I cast my girlfriend and one of my best friends (both of who are NOT actors) as the main cast, and I think they both put forward amazing (and well complimented) performances. Additionally, I had a few unconventional but (I thought) well thought out views on sex crimes (how they've become sensationalized and witch hunty), Internet privacy, and a number of other issues. It all kind of came together in this twisted-love letter of an ensemble comedy/drama, and was a far cry from anything I had done in the past. But I think if you watched each film in order of when it was made, you'd see a logical progression of a filmmaker who grew up.

I'm also very interested in making very diverse works (each film very different than the last), and I think I was disappointed that a lot of the people who saw "A-Bo" or heard of "A-Bo" were comparing it to Troma, because I really made an effort to make a movie that contradicted a lot of the Troma tropes. So this time, I wanted to make something die hard Troma heads would really not go for. When I made "Ten Pounds", my influences were really limited to Troma, Trey and Matt, Kevin Smith, maybe some Monty Python, maybe some "Simpsons". When I made "A-Bo", I was in film school, so I had seen all the seminal works, plus lots of emerging digital filmmaking talents from the early 2000s. By the time I got to "Sexually Frank", I had a really wide palette of influence, so I wanted to pull in Linklater, Miranda July, film theory, sex theory, etc. The would also act as something of a comment on my own filmmaking aspirations, and how lost I had sometimes felt in my own, retarded content.

As I was writing the script, I enrolled in an MFA program, intending to use "Sexually Frank" as the thesis film. Because of the program's timetable, it caused me to shoot early and edit for the better part of a year (much longer than I was used to), and it caused the film to get workshopped countless times (horrifying arty douches and delighting cool people).

It's undoubtedly my best film. I'm extremely proud of it and I'm worried I won't be able to repeat that quality in the future.

Will "Sexually Frank" be out on DVD in the near future?
Man, I hope so. I've got yet another confused and underwhelming distribution story to tell. We had some very minor festival success (premiering at Cinekink in NY and the Sydney Underground Film Festival in Australia), and that led to me being approached by Seminal Films, a DVD distributor owned by MVD Visual. After having bad experiences with Troma and the unnamed producer's rep, I was suspicious, but these guys seemed okay. The agreement required that they release the movie within 12 months of owning it, and it was for a DVD release (which I now don't give a shit about, because no one owns DVDs anymore, but I guess it's kind of cool). They were supportive of me continuing to screen at festivals, and they were responsive. Then, the guy I was talking to vanished and told me to call someone else from that point forward. I've been doing that but... he doesn't answer the phone. Then, the movie started popping up on online stores, like Barnes & Noble, Amazon, Deep Discount, and Sears. But when the "release date" came in March... every store said the title was unavailable. So, I don't get it, and I feel trapped yet again.

However! Fuck 'em! You can totally buy the DVD and amazingly packed blu-ray at Redcowentertainment.com/store. I would post it for free but I don't want to fuck shit up with the distributor (but maybe it's too late for that). If you Facebook me (Frankie Frain) I'll totally link you to a password protected version on Vimeo. But don't be a cunt, buy the blu-ray or DVD.

Even though Troma is one of your main influences, you are making movies quite far from Troma's style. What influences you in your style?
I've kind of moved away from being directly influenced by films I see (and I still try to see everything) and I'm more influenced by energy and motivation. I think Fincher and Soderbergh are some of the most exciting filmmakers right now (despite Soderbergh's quitting narrative film). They're just so incredibly active and inspired. I love that Kevin Smith, a guy I grew up idolizing, is so active across all media (comic books, podcasts, dramatic and comedic films, animation), seemingly for the love it. I'm influenced by Internet sensations like James Rolfe ("The Angry Video Game Nerd") and the guys at RedLetterMedia who have completely made their own success by just pumping out material. I love how a guy like Darren Aranofsky turned from making these hyper-stylized films like Requiem, and moved to really quiet, digital and 16mm, rough-around-the-edges type films like "The Wrestler" and "Black Swan". I love how Jason Reitman's films are all considerably different from the last. So that's really what I respond to, is variation.

A word on Troma - Lloyd was basically my filmmaking dad, but you sort of have to rebel from your parents, you know? I'll always respect, love, and keep up on all things Troma, but I have to confess that I haven't been a FAN of one of their works in years. Again, kind of like now, I've always responded more to their independence and their connections to their fans more than the films themselves. Kevin Smith often talks about how if he doesn't connect with the films he makes, perhaps he can connect with his Q&As, comedy, and personality. I think Troma has been doing that with young filmmakers for years, and I hope to take a page out of that book.

What's something you learned from making your first, second, and third feature?
I Need to Lose Ten Pounds: Completing something, no matter how stupid or meaningless, proves patience and lends credibility to every single project you'll ever make from that point on. I also learned that a committed bad actor is far better than an uncommitted good actor. Also be extremely upfront about how difficult the experience may be, and give them many opportunities to say "no" before you shoot, or you'll be absolutely fucked like so many filmmakers before you.

A-Bo the Humonkey: Unless you have "the perfect people" to play your characters, use film classified sites to find local actors, because they're incentivized by needing a reel, and are less likely to flake out on you. Even if you're not paying them, they want to land parts, and they may be extra nice to you during casting, so don't cast too quickly, make sure to see a variety of actors for every role. I cast a certain child's role way too fast, for instance, and it harmed the film.

Sexually Frank: Shooting with 2 cameras (like we did) can present a lot of shot continuity trouble, but having easy-to-work with and adaptable cinematographers (like we did) is invaluable. I also learned that while casting close friends can sometimes be a problem, they may also be people you can be your most honest with, and as a result, you can get amazingly honest performances. I also would advise that people take more time than feels necessary to edit, re-edit, screen for feedback, and re-edit before releasing to festivals. Chances are, you'll gain consensus on at least one stand-out issue that you'll have a chance to fix before you put down the project forever.

Between your podcast "Discount Film School" and your many behind the scenes videos, it's safe to say you're a filmmaker urging people to learn and teach each other. Do you feel there is a kind of dick-measuring contest within the indie world, which keeps people from sharing tips and helping out?
That's life I guess - some people are crazy enough to think that hoarding knowledge or experience will somehow better protect their career prospects. But I have news for those people - your career prospects are fucked no matter what. I say that regardless of the talent of any particular filmmaker. It's just an over-saturated career field.

So your motivation for being an artist should be... to be artful. And I think that means, not necessarily "improving" the quality of films, but enabling as many people to create art as possible. Put as many cheap cameras and free editing programs in as many hands as possible, so filmmaking can finally be as accessible as painting or creating music. This is why I get so itchy when indie filmmakers go on wild and excessive fundraising efforts, thinking the budget of a film makes it "valid." I want as many people making as many films as often as possible. If we abandon the idea that it has to be a career, but continue to embrace it as a passion and not a hobby, the world will have more diverse art, and while fewer may have shots at establishing large audiences, all should have small but dedicated and intimately connected audiences. What else should an artist want?

Unlike most filmmakers you don't mind sharing your work for free. Why is that? And what is your opinion on piracy?
I just think the business model has changed. Regardless of what the industry wants, media simply isn't something people have to explicitly buy just to see. People watch movies and television shows for free or at very low cost all the time. If you see one of your favorite films on Netflix (or on a torrent), you might buy a copy to archive or for special features. But the truth is, I'm still fairly unknown (at least outside of the indie film world), and there are no stars in my films, which means there's no demand for my films. So how can I expect to sell something that no one wants? The better strategy is to push out as much free content as possible, including the films, the special features, tons of podcasts, short films, and cartoons, and turn what would otherwise be viewers into FANS. Develop a fan base and they'll support everything new you do. They'll also encourage you to keep creating, which is sometimes the most important thing.

I think (and we know from research) that piracy can often lead to exactly what I'm talking about for indie or unknown films. But it is stealing, and it undoubtedly hurts studio film profits, which has contributed to studios simply making larger, higher budget, spectacle films that everyone goes to. Those films have been bringing in more money than any films in any era, regardless of piracy, because people go to the theater, IMAX, and 3D to see them.

So who does piracy REALLY hurt at the end of the day? Movies made between the 5 to 15 million dollar range, I would say. If they're not up for an Oscar, they're probably going to get fucked over or not made at all. So that can kinda suck.

And finally, yes, piracy fucked over a lot of the music industry, but we're left with opportunities to listen to a lot more independent and genuinely artistic music in its place. Maybe that's not such a bad thing.

What are you working on right now?
While I was in the MFA, I was in a screenwriting course with a gentleman named Geoff Tarulli, who wrote a really beautiful script about a musician (Mark) in his late 30's who works a lot of shitty part-time jobs to fund his time playing at clubs and restaurants - except he doesn't really practice, he drinks like a fish, and he's pretty insecure about his life. The short took place in New Bedford, Massachusetts, right near where I grew up, which is kind of a failed musician of a city, having formerly been the whaling capital of the world before it was all banned. Now it's over constructed and has one of the highest crime rates in the nation.

I asked Geoff to develop this into a feature for me to direct, and it's developed into a really, really nice character piece about art vs. commerce, and how sometimes having an audience of one person is enough to fuel everything you're doing. And it speaks to all these themes I've discussed in some of your questions about career vs. "hobby." We've been banging on the script for most of the year and we're finally at a place where we're really excited about it. We plan to shoot in the Fall, and will of course release video blogs and podcasts about our progress. Please follow along!

Do you have anything else you'd like to tell our readers about?
People should go to RedCowEntertainment.com for my filmmaker's podcast (we interview a different person every episode, and have really great guests), as well as a video game podcast and a very funny comedy podcast. You can also see most of short films and lots of fun stuff.

However, just the other day, I finally erected a Red Cow Entertainment Facebook page, and I populated the Facebook timeline with shit loads of content, so it's really the best aggregate for all my shit. Fans will be posting art inspired from the films, and you'll get all your updates there. So please like us!

And thank you Ronny for loving film, loving filmmakers, and being a wonderful filmmaker yourself.

Thank you for those kind words, Frankie. And now, good readers, it's time for you all to
get up-to-date on all things Frankie, so click the links in the interview. Also check our reviews:

A-Bo the Humonkey
Sexually Frank


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