Larry Fessenden (2013 90 mins, red epic, 1.85)

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When a group of young friends commemorating their high school graduation take a trip to the remote Black Lake, their celebration turns into a nightmare with the sudden appearance of a relentless menace from beneath. Stuck in a leaking boat with no oars, the teens face the ultimate tests of friendship and sacrifice during a terror-stricken fight for survival.


Jerry Smith

Larry Fessenden’s BENEATH might have not been a hit with a lot of critics, but I absolutely adored this film. A group of recently graduated students take a canoe across a lake, and are hunted by a giant monster fish. Full of metaphors for how quickly people will turn on each other when they feel like they’re in danger, BENEATH is a fun time, full of some scares, and some really unexpected moments. Easily Fessenden’s best film in my opinion.


Rob G.

It goes without saying that Larry Fessenden is one of my all time favorite filmmakers in the genre. His 2nd film HABIT being in my top 5 vampire movies of ever, so I’m always curious to see what Larry will do next, both as a producer and a director. So I was curious just how his giant killer fish flick for Chiller BENEATH would play out. Larry’s favorite movie is JAWS, so I got the sense that this is the sort of thing he’s always wanted to make. And I think it may be his best, most commercially accessible movie to date. If you’re expecting some kind of gory horror comedy romp like the PIRHANA remake, look elsewhere. This is actually a more straight forward approach, despite the ridiculous nature of a movie with a giant killer fish. The reason it works so well is not the threat outside the boat once these kids get stranded in the middle of the lake, it’s the horror that comes from their actions to each other in order to survive. The tagline says it all, “they’re only friends on the surface.” I was rather surprised by how just about every death sequence played out as they’re all not what you’d expect. In fact, my Killer POV co-host Elric Kane and I both agree that there’s one Hitchcock-ian death that could be the best death sequence in horror of the year. While it already aired on Chiller a few months back, the fine folks at Scream Factory will be giving this a proper Blu-Ray/DVD release in the Spring of 2014!


Elric Kane

Forgive the pun but I feel a lot of folks missed the boat on this one. Larry Fessenden continues to be one of the most important voices in the genre both as a director and a producer of new talent. This is his most overtly satirical film yet and spares none of the genre archetypes from its destruction. I don’t know how I feel about the Killer fish but the cartoonish way it’s portrayed makes it clear that we are free to laugh. This film takes a hatchet to surface level friendships and has by far my favorite death scene of the year, ripped from the Hitchcock playbook. I hope people re-visit this one and discover the gem that lies beneath.


Ed Martin

As a postscript, here is some late praise for the Chiller original movie “Beneath,” which didn’t qualify for a list comprised of series but is worth mentioning as a bright spot in 2013. While the rest of the world was salivating over Syfy’s gleefully insane “Sharknado,” Chiller served up this lovingly crafted little tribute to those low-budget Eighties horror movies that now occupy late-night cable schedules. The formula: Good-looking teenagers are stranded in a boat in the middle of a lake, where they inevitably become food for a giant man-eating fish. The fish, I was pleased to see, was not a cheesy CGI special effect construct. Rather, it was a model, or a “practical” fish, as it was known on set. It was obviously a fake but the longer I watched the more I accepted its intended menace. “Beneath” was actually a “Lord of the Flies”-like story about moral dilemmas and the survival of the fittest, but that was too much to think about while having such a good time.


Simon Abrams

As a horror spoof, “Beneath” is and isn’t what it looks like. If you’ve ever seen “Jaws,” or “Friday the 13th,” you are already familiar with the film’s plot. A group of dimwitted horny teenagers celebrate the end of high school with a canoe trip, but are attacked by a giant man-eating catfish. “Beneath” is similar to “Piranha 3D” in that its creators encourage viewers to roll their eyes at the movie’s distressingly callow meat puppet protagonists. But “Beneath” fitfully succeeds where “Piranha 3D” failed. As shrill as it often is, the film’s situational peril makes otherwise unlikable characters sympathetic, or maybe just sympathetic enough.

Director Larry Fessenden (“The Last Winter,” “Wendigo”) and screenwriters Tony Daniel and Brian D. Smith want you to simultaneously empathize with pubescent horndogs who think with their crotches, and chafe at the thought of spending more time trapped with them. The protagonists are more often insufferable than not, but “Beneath” is still a weirdly personal and thoughtful generic exercise.

At first, it’s hard to tell how intentionally satirical “Beneath” is. The protagonists are introduced to us gracelessly by Zeke (Griffin Newman), a geeky aspiring filmmaker who thinks he’s going to be the next great auteur. Zeke is and isn’t a running joke. He cattily introduces us to all of his frenemies, including Matt (Chris Conroy), a jock who didn’t make it as a football star, and Kitty (Bonnie Dennison), a flirtatious human accessory who has slept with almost everyone on the ship, including best friend Deborah (Mackenzie Rosman).

Zeke is a caricature of the self-involved, camera-wielding ciphers who film everything in contemporary horror films. He’s the least likable character because he treats his friends like film subjects (“Thanks a lot, Matt. That’s a really great scene.”). He’s the clearest indication that “Beneath” is not a straightforward, C-grade Spielberg rip-off. But once the film’s monster catfish shows up, it’s apparent that the film’s creators aren’t just messing with viewers. Fessenden and his two screenwriters take time make fun of the cookie-cutter nature of contemporary, SyFy Channel-ready horror films. But they’re also working inside that well-worn template.

The talent and intelligence that Roger Ebert hailed in his review of Fessenden’s “Habit” is present in “Beneath,” albeit in a diluted form. For example, the catfish is almost unimportant to the film’s main drama; You can see this in the way that Fessenden shows the creature unceremoniously appearing from the bottom of the lake. The film’s human characters pose the biggest threat to themselves. The group’s camaraderie devolves a little more with each scene as they sacrifice each other for the sake of the greater good. In these scenes, you can see Fessenden’s love for such horror classics as “Night of the Living Dead”, even though the arguments that his protags have aren’t about race or class inequality, but who’s screwed whom.

There’s the rub: how much does Fessenden and company’s sincere interest in their characters matter, given that the film is humanizing ugly, self-involved brats? These kids are only as interesting as they are believably cruel. And while it’s not a consistent problem, the filmmakers can’t help but infrequently wink at viewers. Deb’s last name is Voorhees, like the hockey-mask-wearing serial killer form the “Friday the 13th” movies. And at one point, Zeke wails, “Uh, have you ever seen ’Shark Night 3D?’ It’s exclusively about sharks in fresh-water lakes!”

Still, the film’s creators succeed in making these desperate outbursts make sense. These lines are spoken by young characters, after all, and the film’s actors make the most of that. Newman’s performance is weirdly believable because Fessenden wants you to believe that Zeke is petty enough. So even when he speak in clichés, Zeke’s only revealing how desperate he is. These kids are ugly, but they’re believable, even when Zeke cackles, “Row! Row for your lives, ahaha!”

While the film’s characters sometimes get in their own way, the scenes in which they make brutal utilitarian decisions are tense. And when the film does get violent, you can see that it was directed by someone that cared enough to make you uncomfortable. It might be Fessenden’s most accessible film. There’s a lot of frustration on the screen, but only because Fessenden is once again insisting that there’s so much more to horror films than banal characterizations and programmatic jump-scares. Ultimately, “Beneath” is better than your average Roger Corman clone because it is more serious than trivial.


Eric Kohn

Larry Fessenden is best known for directing a series of spooky, atmospheric horror movies with a lot on their minds. “No Telling” was an environmentalist missive in Frankenstein’s monster clothing. His masterful “Habit” toyed with the vampirism-as-disease metaphor while also incorporating themes involving urban isolation. “Wendigo” explored the darker pathways of childhood with its allegorical monster. “The Last Winter” envisioned global warming as a beast on the verge of taking us all. Working on his own terms while mentoring similarly individualistic horror filmmakers like Ti West, Fessenden has remained one of the genre’s truly modern visionaries.

Given that track record, the idea that he would work on a made-for-TV movie produced by Chiller, the sister channel of the Syfy Network, at first sounds a little off. Yet “Beneath,” a killer fish movie that premiered at the Stanley Film Festival in Colorado on Friday ahead of its summer release, certainly fits the Fessenden oeuvre even while remaining tethered to the constraints of the format.

Fessenden has apparently embraced the cheesy premise and had fun with it while exploring just beyond its borders.
Shot for around 20 days in Connecticut last August, “Beneath” came from a screenplay that had been lying around Syfy’s offices for years, marking it the first project Fessenden has directed not originally based off his own story. But as many filmmakers make the jump to television production, Fessenden’s work within the medium seemed inevitable. The result has the feel of a “Masters of a Horror” episode imbued with classy references to “Lord of the Flies” and Alfred Hitchcock’s “Lifeboat” — even though, at the end of the day, it’s ultimately just a bunch of college kids fleeing a giant rubber creature for 90 minutes.

The story (of sorts) revolves around silent type Johnny (Daniel Zovatto), who carries an ancient tooth around his neck for some unspecified form of supernatural protection. When Johnny heads out on a reunion trip to an isolated lake with his ex-girlfriend, her new flame and a few other loudmouths, he finds himself fighting to protect the group against impossible odds. As a cow-sized piranha begins assailing their boat, the blood flows fast and the body count rises; before long, the remaining survivors enter into a shifty process of voting their peers off the boat and into the creature’s jaws to create running distraction while the others peddle to shore.

The monster, which looks more than a little silly until its teeth clamp down, continues its pursuit indifferently while tensions rise. After a while, the lake itself takes on allegorical dimensions, the survivors trapped in an amoral purgatory of their own making in which virtually all allegiances fade in favor of cold, Darwinian logic. “I wanted to make it very, very spare,” Fessenden told the audience after the movie’s premiere, “almost classical.”

A scene from Larry Fessenden’s “The Last Winter.”
None of that takes away the obvious limitations of the material. Shooting on digital for the first time and working with a cast of largely unknown newcomers, Fessenden has embraced the cheesy premise and had fun with it while exploring just beyond its borders. A creepy old man whose presence bookends the drama, played by Mark Margolis (best known as the infamous wheelchair-bound crime lord Tio Salamanca, who communicated with an ominous bell on “Breaking Bad”), lends a dreamlike quality to the narrative that elevates its plot to an abstract level. With its reliance on ambiguity and mood, “Beneath” applies lo-fi aesthetics to an eerie, isolated chamber drama akin to Fessdenen’s last creepy outing, “The Last Winter.” Like that movie and “Wendigo,” the new film also involves a mythological creature only explained in part — though a “Beneath” prequel has been promised in comic book form, it’s not really necessary.

In a post-screening Q&A, Fessenden explained the process of working within a new set of restrictions. He managed to scrap several network suggestions, including an insistence that the action take place at night (which would have made it impossible to see the blood in the water). He also pared down the original screenplay, which included extraneous flashback scenes, in order to keep the drama within the claustrophobic boat. Most significantly, he refused CGI in favor of practical effects, and avoided turning the fish into a speedy assailant. “Why does every monster fish have to be fast?” he said. “This fish is like fate, just drifting along.”

In that regard, “Beneath” also functions as Fessenden’s wry answer to the lack of ideas in so many cheap monster movies (the dialogue even contains a blatant stab at “Shark Night 3D,” spoken by one of the ill-fated characters). In “Beneath,” the people are ultimately as depraved as their aquatic attacker. Fessenden broke down their plight into bite-sized parables dictated by the format. He relished the opportunity to shoot in eight acts “with a little climax every nine minutes” for commercials. The restrictions, he said, were simply a part of the same creative challenges he has faced over the years. “It’s all a game of seduction,” he said. “I was very appreciative of the network’s concerns.” He compared it to his experiences with MPI Media Group, which has financed some of his previous efforts. “There’s always someone you’re answering to,” he said. “At least in my world, there’s no real autonomy.”

Chiller has already established its interest in collaborating with indie filmmakers, having released the documentary “The American Scream” last fall, though its work with Fessenden hints at broader intentions with the sorts of filmmaker relationships it hopes to create. The company has expressed an intention of releasing “Beneath” theatrically in July alongside its broadcast date.



Sam Adams

Fans of intelligent low-budget horror need no encouragement to anticipate a new movie by Larry Fessenden, who’s done more with less for decades (see The Last Winter). But the writer-director’s latest, in which five teens in a rowboat are menaced by a flesh-hungry fish, is really only half a Fessenden movie. Thanks to the script by Tony Daniel and Brian D. Smith (of 2008’s Flu Bird Horror “fame,” for lack of a better word), this nature-run-amok B picture comes with its own evil twin—one that’s an embarrassing assembly of shopworn tropes, played out in inert dialogue by actors less lifelike than their mechanical marine nemesis. From the alpha-male jock to the whiny nerd clutching his omnipresent camcorder, they’re a thinly drawn, intensely dislikable bunch who only grow worse once the blood starts flowing.

But the going gets more pleasurable once you realize that’s the point. This isn’t a movie about people who find inner strength when faced with adversity, but a gleefully dire portrayal of human selfishness in which the rare flashes of altruism only let others gain the upper hand. Although Fessenden does fine work shooting his equivalent of Lifeboat, the movie’s surface is often rough. Yet the title doesn’t just refer to what lurks in the lake’s still water. It’s a guide to where Beneath’s substance lies, the acid heart inside its plastic chest.


Dylan Sharp

BENEATH Swims A Line Between Straight-Faced And Winking

Larry Fessenden takes the old fashioned horror-as-allegory approach to his work. Recently (though Beneath is his first feature in nearly seven years) this has meant adapting the environmental horror aesthetic of 70s films like The Boogens to the present decade by using an inspired minimalism. His technique in Beneath owes more to “suspense” films like The Birds than it does to the explicit gore of more famous 80s slashers and the last decade’s torture horror.

Beneath, however, could never be considered a thriller or suspense film because it’s plot seems to have been chosen (from beneath a pile that had lain on the director’s desk for years, so they say) for its extremely generic qualities. Six teenagers head out on a small boat to party, but when their lives are threatened by an inexplicably enormous fish their erstwhile hedonism transforms quickly into a vicious mob mentality. The real horror is humans themselves, etc.

The plot isn’t what keeps this boat afloat, but it was never intended to. Fessenden’s new project is more interesting as an exercise in minimalist filmmaking intended to occupy that increasingly blurry space between film and television and as an act of subtle environmentalist propaganda in a genre that has become so tongue-in-cheek that most messages come out too garbled to understand.

Beneath lays its cards on the table pretty early on. You get a taste of the message to come as soon as the teens cram into the car in the first five minutes on their way to the unnamed lake. They are irritating, sure, and you are forgiven if a lack of patience for the inane dialog inhibits your enjoyment of the film. But Fessenden is an aesthetically rigorous guy. By keeping the kids nothing more than a collection of toned bodies and weakly improvised half jokes and insults, he establishes them as all surface.

There are no depths for the film to explore or even allude to in these characters; the only depths belong to the environment, the lake. Even when their tolerance for each other quickly erodes into homicidal competitiveness and sophistry we get the feeling that the horrible potential of the would-be partyers was so near the surface it could never be what the title Beneath refers to. The binary is between the inevitable death waiting in the murky depths and everything else — plot, characters, the game of filmmaking itself included.

One reward we do get for having to watch sexist jocks and aggressive nerds pretend to be friends is a laugh or two. The characters are funny because they take their dumb exchanges seriously. ’Crazy to think about — high school is over,’ says Deb during a pre-horror, humanizing swim. ’Yeah that’s weird,’ replies Kitty, the woman all the boys are crazy for ’Remember that time we went to summer camp when we were 15?’ ’Yeah.’ And with that, their conversation concludes.

Terrible dialog? To me it seemed more like a riff on the predictability of characterization and the meaninglessness of human interaction. It’s a riff that’s repeated throughout the movie. When Deb gets her arm bitten reaching for an oar and bleeds to death, the teens ad-lib a cliched funeral oration (“she was brave, a hero”) before throwing her body ignominiously to the piranha. When the characters must provide justification to their peers to avoid being thrown off the sinking boat, their reasons for living boil down to “I’m gonna be someone someday” or “I’m strong.” Side with the fish and you’ll laugh; try and identify with the characters and you’re bound to be depressed.

Self-awareness in horror is as big a part of the game these days as the blood, and Beneath walks the line between straight-faced and winking pretty well. Johnny, the one character who the audience might want to root for, is a horror enthusiast and his room is filled with horror in-jokes that I didn’t fully get.

Zeke is an annoying filmmaker — the movie switches occasionally to POV mini-dv cam occasionally for some of his first person narration. Though all the characters (with the exception of Johnny, who is merely weak) have hideous personalities, Zeke the filmmaker is the worst. Fessenden seems to use Zeke to satirize the whole project. While the other characters do seemingly productive things like bail water or paddle with their hands, Zeke just films everything and is responsible for suggesting that the characters vote each other off the boat, Survivor-style.

Through Zeke, Fessenden alludes to the worthlessness of the whole entertainment/filmmaking project. “I’m the only one of you worthless people who will ever amount to anything!” screams Zeke before he’s tossed to the fish. Maybe not. When the footage he has shot resurfaces in the third act, what it shows is damning rather than redemptive.

Which brings us, finally, to the monster. It looks ridiculous, like fishes usually do. There’s no CGI in the film, and the fish’s rubbery aspect and clumsy movements do well to mitigate its onscreen terror potential. But it looks good. Real, like any earth creature would. For those that got turned off monster-horror in the past decade because they couldn’t abide characters fleeing endlessly from CGI cartoons, here you go. Fessenden doesn’t shy away from showing it, either; it’s not the ’mysterious depths’ that will kill you, it’s a big weird fish with bug eyes. The fact that the teens can’t escape from it just 100 yards from shore makes them seem that much more pathetic and rash in their decision to sacrifice each other.

Beneath was financed by Chiller Films, a horror spin-off of the SyFy channel. From my understanding, it is being released both in theaters and on television nearly simultaneously. This is a good idea, and not only because the boundary between television and film is pretty much indistinguishable in all but budgetary terms these days.

On TV with commercial interruptions, Beneath will probably play out like a relatively uninspired but aesthetically pure genre piece. In theaters, Fessenden comes across as more of a budget auteur using horror traditions to tell a story about the complete failure of the human race. The characters’ only ambition is to “get outta here.” As far as I can tell, “here” is earth and they never do, never will.


Mike Gingold

BENEATH is a movie that plays best if you don’t take it too literally. That may seem an odd thing to say about a flick in which a killer fish chows down on hapless teenagers, but then most nature-amok low-budgeters aren’t directed by Larry Fessenden, who never metaphor he didn’t like.

Having previously explored various permutations of the supernatural in the thoughtful chillers HABIT, WENDIGO and THE LAST WINTER, Fessenden takes a dip in made-for-cable monster-movie waters with BENEATH, a Chiller TV production which is getting theatrical exposure starting today at New York City’s IFC Center and playing other cities as well, and is also available on VOD (go here for info). Though produced for the small screen, it has a polish and atmosphere that make it right at home on the big one, and the latter also serves notice from early on that there’s going to be a little more under the surface (pardon the expression) than one usually finds in this sort of flick.

An opening dream sequence establishes that apparent protagonist Johnny (Daniel Zovatto) might have some idea of what awaits him and a quintet of his recently graduated high-school friends when they travel to an isolated lake for one last get-together before going their separate ways. The group consists of four guys and two girls—never a good ratio in a scenario where relationship issues are bound to raise their ugly heads—and they all pile into an old rowboat to head across the water. When they stop halfway over so a few of them can take a dip, while Johnny tries (though not too hard) to dissuade them, a six-foot flesh-eating fish raises its own ugly head and tries to eat them, then goes on to thwart their attempts to paddle to safety.

It sounds like—and is—a traditional setup for a youth-in-peril film, but what makes BENEATH distinctive is the way Fessenden twists Tony Daniel and Brian D. Smith’s script into a kind of horrific morality play. The way he shoots the introductory scenes, there’s a fatalistic air hanging over the trip from the very beginning, to the point where warnings by a local old-timer (played by veteran actor Mark Margolis) aren’t really necessary to let us know these kids are doomed. Nor does he attempt to build too much sympathy for them, the guys in particular, who also include entitled jock Matt (Chris Conroy) and his competitive brother Simon (Jonny Orsini), who’s got a barely disguised thing for Matt’s girlfriend Kitty (Bonnie Dennison), who’s also Johnny’s ex and once had a fling with their friend Deb (Mackenzie Rosman). The sixth member of the gang is “Zeke the geek” (Griffin Newman), an aspiring filmmaker who annoys everybody by constantly taping them on his wrist-mounted GoPro.

In lesser hands, this bunch might get annoying to the point of tuning out for the audience as well, but the way Fessenden plays out the scenario, it becomes a darkly comic study of people showing their worst sides under pressure, becoming as great or greater a threat to each other than the aquatic creature stalking them. They attempt to put on a civilized veneer, constantly putting life-or-death decisions to “a vote,” even though the end result is barbaric. They become so overcome with playing out the little minidramas between them that it isn’t until the end that one of them comes up with a solution to the problem that the viewer can figure out within the first 20 minutes. And hovering over it all is the question of whether Johnny set the whole trip up to maneuver at least some of his friends into danger.

Meanwhile, the fish circles, waiting for the next human snack to fall (or be tossed) into the drink. Happily eschewing current CGI trends, Fessenden elected to use a practical monster (by Fractured FX, run by Justin Raleigh and Ozzy Alvarez, who did the nifty critters for SPLINTER) that may not always quite convince as a living thing, but has a physical presence that makes its scenes work. The fish comes to have a symbolic presence, too, serving as a harbinger of the doom that the characters are bringing on themselves; when it gets fruitlessly speared with a piece of oar that protrudes from its back for the rest of the movie, it’s less a callback to the barrels in JAWS than a constant visual reminder that the teens can’t stop the fate that’s coming for them.

Lest it seem like I’m getting too deep about this, BENEATH can also be enjoyed on simple B-movie terms, with enough fish attacks and blood (courtesy of makeup FX creator Brian Spears) to satisfy the basic jones for watching lower lifeforms attack tasty humans. It’s the (pardon the expression again) undercurrents Fessenden brings to the project, though, that make it stand out, along with the usual high production values of his and fellow producer Peter Phok’s Glass Eye Pix. Gordon Arkenberg’s cinematography nicely contrasts the beauty of the natural surroundings with ominous mood, and Will Bates (son of Hammer Films acting legend Ralph Bates!) supplies properly edgy, off-kilter music. BENEATH is the kind of movie where schlocky thrills are the bait, but it winds up giving you more to chew on.


July 14, 2013

I’ve discussed my fear of fish a couple times before on this site, so it’s probably not too surprising that I found Beneath to be scarier than the average Jaws ripoff. Not that I would laugh in the face of a shark, but with them I know where I stand, and since I can barely swim I probably wouldn’t be going out into the ocean far enough for one to get me like that idiot Kintner boy. But a regular lake, like the one I went in hundreds of times growing up? Sure, I’d go in there, and according to this movie, I’d promptly be eaten by a giant (but not TOO giant) man-eating catfish. So my fear has only been restored, and will stick to well lit, very tiny swimming pools.

In fact, there’s something in the movie that unsettled me more than any of the actual kill scenes – a long overhead shot of our heroes in their boat as the fish makes its way over to them, bumps the boat, and just sort of hangs out nearby for a bit before going under and swimming away again. It’s a scene that was probably dictated partially by the limitations of the practical (YES, practical!) monster – it can’t do much and was probably being operated by guys in the water swimming around and going as fast as they can, but that’s what makes it work. It’s so casual about its “attack” that it unnerved me more than any scene of it rapidly approaching on someone in the water – it’s close, and it’s posing a real threat at all times.

Indeed, the movie more or less takes place in real time, which is crucial to point out as the kids don’t seem to be that far from the shore. They have no oars (and eventually the fish pops a hole in the side, forcing them to bale water as they cautiously paddle with their hands), which accounts for their slow progress, but a viewer not paying close attention will probably just get annoyed, thinking that they are going too slow only to make the movie work. I mean, I’m sure there is some license taken with the timeframe (not unlike a 30 second sequence in a movie about a bomb going down from 10), but it’s something director Larry Fessenden and his writers clearly tried to explain away by only rarely skipping over a chunk of time. So the situation becomes more nerve-wracking, especially once the boat begins to sink and the fish keeps coming back for fresh blood.

See, of course they can’t just be a group of close friends who would die to help the others – it’s a modern horror film, so if anything they barely like each other. But it’s the rare case where this actually pays off, unlike a slasher type where it’s just something to add (fake) drama. Here, their tenuous friendships and inadvertently revealed secrets (yes, as always, a character’s infidelity is an issue) are enough reason – when ALL of their lives are on the line – to “vote off” someone on the boat every now and then to distract the fish enough for them to risk dipping their hands into the water to paddle. It can be a bit silly – they definitely could have done without everyone defending why they shouldn’t be killed, as two of them basically have the same excuse (“I’m going to be famous someday!”), and the movie has already done enough for us to not really like any of them that much – but it’s a fun little wrinkle all the same, and adds some tension even when the fish isn’t nearby. I actually had no idea who’d ever be next to go (the movie curiously kills off one of its two females first), so even though I wasn’t particularly rooting for any of them, I still found myself caught up in the “who will be next” scenes since it was never an obvious choice.

Of course, if you’re not afraid of fish, then there probably isn’t enough here to make you forget that you’re essentially watching a feature length version of “The Raft” segment from Creepshow 2. Even with the voting and real time element, it still feels padded and repetitive at times, so if you find the monster silly instead of THE MOST TERRIFYING THING EVER, I can see this being a bit of a chore for you. There’s a hint at a baffling mythology (the fish isn’t some new discovery – locals know about it?) that probably should have been saved as a reveal instead of something we learn right off the bat, as it automatically clues us in not only to the danger, but to one character’s rather confusing plot arc – why did he bring the girl he loved out there when he knew there was a giant killer fish in the area? It’s worth noting that this is the first feature Fessenden has directed that he didn’t write himself; it’s a shame he didn’t bring a bit more of his style into the plotting. He can be hit or miss, but his movies at least never feel like traditional horror flicks, nor do they offer up cliches (there’s even an idiotic “guy pretends to be taken by something in the water to scare his friends” scene – have these been amusing in the slightest in the past 30 years?). It’s a full 90 minutes, so unless they had some sort of contractual minimum runtime (very possible since this is a Chiller production and will thus be airing on their channel someday, I’m sure), they could have trimmed some of this silly fat and had an even better film.

But it works as an old school, “late night” or “regional” monster movie, not unlike Glass Eye’s recent Hypothermia (and superior to that one – better monster!). The lack of CGI is so refreshing that I’m willing to overlook some of its scripting issues, and I’m glad to see Fessenden directing again as it’s been over 6 years since Last Winter (which I should revisit; my primary complaint seems to be that it was too slow, something that usually is less of an issue on a 2nd view). Maybe he was just getting into shape for something that fits more in his filmography – if so, as a “stretch” it’s a pretty entertaining one, and given all the attention this weekend on Sharknado, I was mostly just happy to watch a monster movie that was taken seriously.


Don Simpson July 16, 2013

Rating: 7/10

Johnny (Daniel Zovatto) takes five of his classmates out to his family’s land on Black Lake to celebrate their high school graduation. Notice I did not say “friends” because these associations are much more superficial than that. These are high school kids, remember, so they choose their “friends” as if selecting political allies — and it is the selfish motivations of these particular teenagers that keeps Larry Fessenden’s Beneath afloat. This is precisely why so many horror films focus on high school kids, because the power dynamics of teenagers are so damn fascinating. Besides it is their youthful know-it-all naiveté and carelessness that always seems to get them in trouble in the first place.

Kitty (Bonnie Dennison) is the blonde femme fatale, whom everyone lusts after. She is the connecting dot who brought the other five people together. Time and time again, Kitty is the source of tension in the narrative, coming between two hormonal teens. She is one of those typical popular girls who chooses to be with whichever guy has the best chance of rescuing her from mediocrity and boredom. In this case, it makes sense that Kitty is paired up with the most conventionally attractive male of the group, Matt (Chris Conroy); the jock and the alpha male who everyone else falls in line behind. Simon (Jonny Orsini) is Matt’s younger brother who has always walked in Matt’s shadow. Unable to excel at athletics like his brother, Simon finally became his own person when he scored a respectable academic scholarship. Presumably, the nerdy Zeke (Griffin Newman) is allowed to tag along for the ride because he might become a famous filmmaker some day. He promises to make Kitty a Hollywood starlet some day. In the meantime, Zeke films everything — but at least Fessenden is smart enough not try to turn Beneath into a found footage film. Last is Kitty’s friend Deb (Mackenzie Rosman). Rather than distracting some of the guys’ attention away from Kitty, Deb makes it pretty clear that she also happens to have a bit of a crush on Kitty.

With little respect for the serene natural surroundings, the teenagers carelessly set off fireworks, frolic in the icy water, and pop open the beer cooler. So much for respecting the beautiful lake and the giant flesh-eating fish lurking beneath the surface… Oh, wait, Johnny forgot to tell them about the legend of the carnivorous predator. Well, okay, Johnny does try to convince them not to go into the water, but as the meekest — and presumably the nicest — of the group nobody listens to him. When it comes down to it, the teenagers bring their fate upon themselves. If they acted like true friends to each other, maybe they would not have ended up face to face with a monstrous and toothy fish while stranded in the middle of the lake.

Beneath examines the difficult choices that these six teenagers must face. When the boat becomes a sick and twisted reality show, the characters must selfishly attempt to legitimize their existence in order to avoid ending up as fish bait. They may say that they are putting the good of the group above the good of the individuals, but every decision each individual makes is drenched in selfish motivations. It’s kind of like Survivor, but with real life consequences. Sure, these characters are just like most horror film protagonists, making one stupid decision after another; but in the context of Beneath, their stupidity actually makes perfect sense. Besides, its hard not to give Fessenden — as well as writers Tony Daniel and Brian D. Smith — credit for coming up with one clever excuse after another for keeping the protagonists’ rowboat drifting aimlessly in the middle of Black Lake.

While watching teen horror films, I like to observe how intellect, sex appeal and physical strength are weighed within the context of the narrative — specifically, which trait is deemed by the filmmaker to be the most beneficial for survival. This micro-budget horror film has some very interesting things to say about how and when the characters die, but revealing them would spoil all of the fun.


Noel Murray

A pleasure to look at—but rarely to listen to—Larry Fessenden’s water-bound monster movie Beneath aims to be a more mature spin on the “teenagers in the woods” and “ancient creature wreaks havoc” horror subgenres. But while Fessenden brings a fair amount of visual sophistication to Tony Daniel and Brian D. Smith’s script (which Fessenden reportedly revised), the movie’s meager plot is populated by characters who have little of interest to say, and who run no deeper than a one-line description. There just isn’t enough going on beneath Beneath.

The film follows six high-school friends who hop on a rowboat with a cooler of beer, intending to have one last rager in the wilderness before they split up and head off to college. But Johnny (played by Daniel Zovatto), the one who invited his pals out to a lake his family has known about for years, fails to tell them about the giant, man-eating fish that patrols its depths. Before long, an afternoon swim turns deadly, and the surviving members of the party realize that the longer they stay on the water, the more likely they’ll become fish food. Then the creature eats their oars, and in the interest of keeping as much of the group intact as possible, the friends vote to see which among them will become diversionary bait for the beast while the rest of them paddle frantically with their arms. Will it be budding filmmaker Zeke The Geek (Griffin Newman)? Cocky jock Matt (Chris Conroy)? Matt’s insecure younger brother Simon (Jonny Orsini)? Or Kitty (Bonnie Dennison), the beauty queen whom every man in this little circle seems to have a crush on?

Early on, Beneath seems to be going somewhere with its depiction of recent high-school grads as uncontrollable, arrogant idiots, convinced that they’ve made it through the most unpleasant part of their lives, and that as now-independent adults, nothing will harm or even slow them down ever again. But then this big fish swims in—looking unconvincingly rubbery—and its victims go from being obnoxious in an understandable, almost likeable way, to being purely hateful assholes. As they argue over which among them deserves to die, they mention who betrayed whom in high school, and which of them have the most potential to do something important with their lives, until it becomes impossible to root for any of these selfish creeps to survive.

Fessenden and the screenwriters must’ve intended this as the theme of Beneath: that young people are often their own worst enemies. There’s a pointed scene at the start in which Simon sees Matt kissing Kitty and gets so distracted that he almost steers their car into oncoming traffic. All these kids seem to lack a certain necessary focus to stay alive. But Beneath tells the audience so little about them, beyond the broadest outlines, that when one character desperately yells, “I will not let that thing control us!” his defiance has no meaning. What’s so important about his life that he should fight to preserve it?

As routine and undercooked as Beneath’s one-wet-corpse-after-another plot is, the movie is still breathtakingly beautiful at times, with compositions and color tones that resemble a high-class fashion-magazine layout circa 1965. Fessenden and cinematographer Gordon Arkenberg make good use of their limited setting, moving the camera smoothly around the lake and the boat, always emphasizing just how far these kids are from safety. And Beneath occasionally cuts in some of Zeke’s video footage, using that camera’s limited perspective to heighten the viewers’ anxiety over what might be lurking just out of frame. There are striking images scattered throughout Beneath: a strangled corpse, a sinking camera, a bloody hand reflected on the surface of the water, and more. What links those images is that they all involve the characters after they’re dead, when they can whine and preen no more.


Michael Atkinson Wednesday, Jul 17 2013

Beneath Is a Muddled Meta-Thriller

Over the last few decades, Larry Fessenden has become something like a one-man rescue team for modern American psychotronica. Think of a fresh horror-genre indie of note from the last decade and a half, and chances are, Fessenden’s name is on it somewhere. But for all his ubiquity, Beneath is only Fessenden’s fifth mature feature as a director, and it is every inch the work of a dedicated geek, a proudly lowbrow, low-budget monster movie that sees nothing wrong with the cheap-and-dirty shortcuts of yesteryear.

In fact, the movie’s nothing if not nostalgic—for the pre-digital days when homovorous movie creatures had to be built, worn, and operated in three real dimensions. Even Beneath’s setup is shamelessly 1979: Six high school grads trek out into some secluded woods for a hedonistic weekend, and launch out onto a mysterious lake in a rowboat, only to discover that a 20-foot, gape-mouthed monster fish won’t let them reach shore. The cast of characters is also Central Casting standard-issue, all revolving lustily around the blond hottie (Bonnie Dennison): the sensitive, Johnny Depp–ish hero (Daniel Zovatto), the digi-camera-toting dweeb (Griffin Newman), the blond girl’s jocky stud boyfriend (Chris Conroy), his jealous brother (Jonny Orsini), and a closeted lesbian (Mackenzie Rosman) who, perhaps predictably, is the first to feel the teeth.

Yes, the whole movie takes place in the boat, with the characters eventually deciding to sacrifice one another to the hulking mouth patrolling the water, thereby exposing plenty of betrayals and homicidal narcissism in classic Twilight Zonestyle. Nothing happens—particularly not the fish’s oar-impaled dorsal hump beelining for the boat like the tethered barrels in Jaws—without plenty of cheesy soundtrack portent. This is exactly what Fessenden wants; like his compatriot Ti West, he is a true believer in genre film traditions and in the creative modesty that piddling resources demand. He plays his movie straight, but doesn’t take it seriously—every glimpse of the sawtoothed über-bass, which is fabulously, defiantly, hilariously analog, comes off as a salute to the Creature From the Black Lagoon. Beneath may be an earnest goof, but any intended irony is so spiked with rainy-day-matinee movie love that the result is an oddly guileless horror exercise, unscary but rather adorable.

Fessenden even goes light on the meta-thriller’s most annoying trope—kids in a horror movie knowing what to do or not to do because they’ve seen a lot of horror movies. He wants it genuine—you get the sense Fessenden would like us all to be as innocent as he was as a preteen in the ’70s catching Them!on The 4:30 Movie for the first time. We’re not, but it’s a sweet thought.


Scout Tafoya and Lucas Magnum

The Thing(s) In The Lake: Discussing Larry Fessenden’s latest off-beat horror opus

Scout Tafoya: Larry Fessenden’s first film was a Super 8 remake of Spielberg’s Jaws which included a pretty accurate miniature representation of the vessel The Orca. It’s half parody, half-tribute, all proof that Fessenden was someone who got the details right and has his own way of doing things. When he started making horror films they felt real, every inch of them. They were horrific long before the monster showed up because he got the details of anxiety and aggressive behavior just right. The real villain of his film Wendigo isn’t the violent and nightmarish forest-dwelling spirit at all. On top of being a unique director, Larry’s also a singular presence on camera and of course one of the best indie film producers who’s ever lived, so naturally when he took a break from directing I was fine with it because he was using his time admirably. That said I was more than a little thrilled to hear he’d once again directed a horror film and the more I learned about it, the more it became clear that he was returning to that little homemade Jaws parody with a bigger budget and a real monster. And that would have been enough, but Fess’ is too interesting a filmmaker to leave it at that.

The joys of his latest, Beneath, are tactile. You can see the monster and the characters really touch it. That was a satisfaction I thought long gone from mainstream horror: CGI means you can have any creature you can dream up attacking your characters, you just can’t prove it’s there. If all this film’s budget went into the mutant in the lake, then it was money well spent. But that sense of reality, of being able to reach out and put your hand on everything is also in the character design. At the start these people are shades away from cardboard cutouts (this is on purpose) but as soon as the first victim’s blood fills the boat, they become real people with wicked survival instincts. If getting off the boat means everyone else has to die, then that’s how they’re going to play it. But it takes goading before the characters who seem primed to be the ’villain’ take matters into their own hands. And characters who seemed fated to be heroic slowly prove they’re less than meets the eye. It’s a sort of slow-burner waiting to see who’s going to snap and do something out of self-preservation. Their dialogue also has that weird, half-improvised feel of nervous people trying to seem imposing. It’s just weird enough to be totally believable. And of course the film’s best joke is that the characters can see the shore the whole time and the monster is kind of cute if you look at it the right way. They’re only trapped because they keep damning themselves. I loved its old fashioned approach to the monster and loved the completely contemporary approach to the human dynamic. What’d you make of it? Did you want them all dead or were you rooting for someone to make it back to shore?

Lucas Mangum: I’m glad you brought up character. I liked the issues the characters had with each other because it definitely helped make the film so much more than just a mere monster movie. Fessenden showed real competence by not limiting the conflict to two or three characters. Each person has some kind of secret beef with the other people on the boat and the tension escalates perfectly. I’d say it demands patience from the viewer, but the fact that they were also being attacked by a monster kept things moving right along for those of us with short attention spans. And what a monster it was! I got really excited the first time it appeared on screen. It definitely conjured that enthusiasm I had as a ten-year-old seeing the shark in Jaws for the first time, or the squid in Disney’s 20,000 Leagues. Did you have any issues with the film?

Scout: Well, in hindsight they don’t seem like issues and seem more like purposely thorny edges. For instance, the fact that the female character who we spend the most time with has slept with everyone on the boat (with one exception) would seem like misogyny, but it’s clearly Fessenden turning up the cliches to 11. What got me in the end was the way the film treats her character in the final act – without spoiling anything, I was disappointed, even if it was essential to sort out the fate of another character. I guess my concern was whether there was a way to get to the ending he wanted without taking the approach he did (I apologize for the maddening vagueries, but I do want viewers going in with a clean slate). The treatment of women isn’t misogyny so much as a general misanthropy, which while perhaps purposely directed at a generation that won’t have been old enough to have made the mistakes they’re accused of making, it works because of the parodic look at the genre, but also because there are so many ways for people to be vicious these days. One thing Fessenden rightly acknowledges is that everything gets filmed these days, whether through cameras or cell phones, which means no one can hide their behavior anymore. The lake serves as a nifty little metaphor for their forced exposure to each other. They have nowhere to swim to – they’re stuck with the truth and the people it pits against them. Beyond that I suppose I couldn’t help feeling it was a deliberately slight affair (the patient attitude of the monster drains a little tension from the precedings, even if that’s probably how it’d go down – more reality hemming in on tropes). Wendigo, Habit and Last Winter have real gravity to them that this wants. Perhaps it’s the character sketching but it’s hard to bet on anyone because they keep infuriating each other. I liked them all, which is rare, but didn’t love anyone so my stake in the ending was minimized. But of course there’s so much to latch onto here (it strikes me as a most European approach to horror writing) that it hardly matters that there could have been a little more. Next to Maniac, The ABCs of Death and American Mary this still emerges as among the most thoughtful genre films of the year and certainly among the best American horror films for quite awhile. As with Fessenden’s other films, Beneath was certainly made with care.

Lucas: All excellent points. My gripes: I felt like the Johnny character was handled poorly. We were led several different ways on what his fate would be, and without giving away too much, the way he ended up wasn’t what I expected. Not in the ’pleasantly surprised’ way either, more along the lines of feeling lied to by the screenplay. Also, I am a bit burned out on, without sounding too judgmental, films where everyone is a bad person. Of course, I fully acknowledge that it served this story well, but I wanted someone to root for. Night of the Living Dead explores the same concept of people’s ugliness coming out in a crisis, but we still had Ben as our character to follow and identify with. Now the tension is handled so well and the film is so damn strange (in that wonderful Cabin Fever kind of way; it actually reminded me a lot of Eli Roth’s debut), it was very easy for me to look past all of that. I think, and I can’t believe we’re already far enough into the year to consider this, but I think Beneath is gonna be on a lot of top ten lists this year. It will almost certainly make mine.

Scout: As far as horror, yeah…this’ll be on that list. No question. Even if we got ten great horror films between now and then, I’d still include it because it does so much so differently and there’s too much right for me to get totally down on the few missteps. (I agree about Johnny, by the way, even if I had to admire the gumption of the script for treating his arc that way. Not satisfying, but twistedly believable, like so much of the film).

Lucas: Oh yes, I have to give it props for not being afraid to be its own thing. It doesn’t fit comfortably with any of the stuff that’s come out in the last 5-10 years, and in my eyes that’s a triumph. I mean there are pieces here and there like it’s partly a found footage film, and the characters are your naughty kids in the woods (if three-dimensional) but even so it fiercely stands out.



BENEATH was designed to be a spare allegorical tale about the tragic inability of people to rise above their differences even in the face of a grave threat. The pettiness of the kids in the boat muddles their response to the danger they are in, and they are unable to save themselves. Even as I made this harsh statement on humanity, I had affection for the characters individually and wanted to respect them, so we worked to give them their dignity. But how did we end up on the lake to begin with…?

I was called into the Chiller office at 30 Rock one afternoon to pitch some stories for their new batch of original features. My company, Glass Eye Pix, has been making low-budget genre films since the 90’s– some of them have been quite successful: Ti West’s THE HOUSE OF THE DEVIL and THE INNKEEPERS, Jim Mick- le’s STAKE LAND, Glenn McQuaid’s I SELL THE DEAD and my own THE LAST WINTER and WENDIGO. We’ve made some pretty great smaller films by less celebrated directors as well, so I was confident we could give Chiller what they wanted at a budget. When the meeting ended, the jefe said he liked the pitches, but he wondered if I might look at a property they already owned. It was called BENEATH: six teenagers on a rowboat being attacked by a giant fish. I was hooked.

JAWS had been a seminal film for me. I still say it’s my favorite movie, even though I don’t really believe in ranking things that way. Let me be clear: I saw JAWS six times in the theater the summer it came out, I built a six-foot replica of the Orca in the family garage, and I wore a hat like Robert Shaw’s for three months. I had been obsessed with sharks since I was a kid. I knew what they looked like, and I knew the shark in JAWS looked fake– but that didn’t bother me; I’d grown up on fake-looking monsters from old movies and they still captured my imagination.

I loved the idea of making a movie on the water with a giant fish. But what really struck me about the script by Tony Daniel and Brian Smith was that the central construct of the story was how the kids in the boat turned on each other and became more vicious adversaries to each other than the fish itself.

I met with the writers and requested they make some adjustments to the script. I suggested we keep all the action on the boat and let the back-story of the characters’ relationships be revealed as events unfolded. Tony and Brian were very accommodating. They had written the script some time ago and seemed happy to breathe new life into it. Once their draft was done, I made final refinements to accommodate the 8-act structure that the TV movie format called for. Every form of filmmaking requires compromise and negotiation. I like the challenge of working with restrictions, be it budget, schedule or otherwise. Here we had a movie with six teenagers being eaten alive one by one, and they couldn’t utter a single swear word. Now that’s a restriction!

There was never any doubt the fish should be a practical effect. I’ve had my share of hardships bringing creatures to screen at a budget, but I was excited to try again. We needed a ten-foot fish that could swim on its own. I designed the fish in a Photoshop amalgam of real creatures. I wanted a prehistoric-looking thing– part fish, part alligator– that would have an alternative to a shark fin, but whose presence was still known by something cutting through the water’s surface: Porcupine quills seemed right… We hired Fractured FX out of Hollywood to make the massive rubber puppet.

We cast the film out of New York with Lois Drabkin who was able to introduce us to the huge talent pool of New York up-and-coming actors. I wanted to expand on the inherent clichés of the story (a jock, a nerd, a babe… etc.) and find committed performers who would elevate the material. The final pieces of the puzzle were to find the older gentleman, Mr. Parks– and an unexpected first victim, Deb. Mark Margolis is a New York actor I have admired since Aronofsky’s PI came out back when I released HABIT. It was a tremendous occasion when we landed Mark for the role. Finally, America’s sweetheart from the long-running 7TH HEAVEN, Mackenzie Rosman, all grown up but permanently youthful, brought the right spunk to our first hapless victim.

Our cast in place, we needed to figure out how to make this flick in 18 days, the amount of time our budget would allow. We built a barge of plywood and barrels and anchored it in the middle of a lake in Connecticut. On that barge we put a 20-foot jib arm. We brought in a crew of 50 that had to be shuttled, six at a time, from shore to set. They say that shooting on water reduces the productivity by half, so I like to say we shot the whole movie in 9 days.

Working with D.P. Gordon Arkenberg, I designed the entire movie in storyboards, little scribbles I drew and Gordon had to interpret. We had a model of the lake, the boat, the characters and the fish, and we blocked the whole film in advance; then Gordon had to map out how to position the barge and the boats to maintain a consistent key light (the sun) and avoid the shadow of the jib arm.

In designing the film I wanted to try to achieve a lyricism and fluidity to the camerawork that would empha- size a dream-like inevitability to the plight of the characters, suggesting they were doomed by a series of little choices that led to their predicament. I hoped to show that they were absurdly close to shore and yet trapped on the boat, with each other; In essence, to create an existential “no-exit” experience for the viewer, like in Bunuel’s THE EXTERMINATING ANGEL where no one can leave the living room. The film starts in a dream and keeps getting pulled back into dream-like passages that emphasize the sadness, futility and self-imposed nastiness of the kids’ plight.

The fish puppet was a challenge to manage, and we usually had only an hour at the end of the day to work with it, as a great deal of prep would go into orchestrating each fish shot. But again, my hope was to create images with the fish that were evocative and strange, eschewing any specific attempt to make it “scary”. The fish is without malice, but is persistent and plodding and big and insatiable—it is amoral, like fate, like nature itself. The malice in the story comes from the kids, who in their mounting dread reveal a wealth of pent-up jealousies and petty grievances that cause them to turn on each other with remarkable ease.

We moved into post-production as soon as shooting ended. I cut in Avid for the first time since early 2001; it was good to be back. This was my first digital film, and I took advantage of some of the expanded opportunities allowed by the digital realm: reframing and speed changes are a breeze when they don’t incur lab expenses. We had Neal Jonas work on numerous subtle visual effects to enhance the fish and massage the image.

To move in and out of an altered reality, I worked with long-time Glass Eye Pix collaborator Graham Reznick to sculpt a soundscape that heightened the sense of futility and menace. I wanted the most explicit scary music to be under the characters talking. It was my first outing with composer Will Bates of Fall On Your Sword, and we sought to create a score that had aspects of regret, melancholy and tension built out of unexpected instrumentation.

The tone of BENEATH is particularly tricky, as I wanted to capture sincerity and satire, melancholy and menace all skewed with a certain heightened reality that places the story in the realm of allegory. From start to finish, I saw this project as a way to express my deep frustration with our inability as a society to make any progress in our public sphere. We are literally like kids stranded in a boat unwilling to band together and combat the adversity that always comes, and that can only really be addressed by working together. Are we in fact doomed to drift stupidly in a sinking vessel while a big fish stalks…?

DANIEL ZOVATTO, “Johnny” – Daniel Zovatto’s credits include the independent feature film INNOCENCE, an adaptation of Jane Mendelsohn’s bestselling teen novel directed by Hilary Brougher for Killer Films. Daniel plays the role of ‘Hirsch,’ opposite Linus Roache, Perry Reeves, Sophie Curtis and Graham Phillips. Zovatto recently finished shooting LAGGIES, Lynn Shelton’s latest film opposite Sam Rockwell, Chloe Grace Moretz and Keira Knightley. Later this summer, Daniel will begin shooting Joseph Castelo’s PREPPIE CONNECTION opposite Bella Heathcoate. Zovatto was born in Costa Rica and is fluent in Spanish. He currently resides in New York City.

BONNIE DENNISON, “Kitty” – Bonnie Dennison was born and raised in New York City. In addition to guest appearances on NBC’s LAW & ORDER, LAW & ORDER: SVU, CBS’s NCIS and ABC’s UGLY BETTY, Bonnie was a member of the cast of NBC’s THIRD WATCH as well as CBS’s GUIDING LIGHT. Her film work has included BLACK IRISH, BORN BAD, as well as STAKE LAND, THE MAID’S ROOM and the forthcoming BENEATH. Off Broadway, Bonnie starred in David Rabe’s HURLYBURLY and made her Broadway debut as Scarlett Johansson’s understudy in Arthur Miller’s A VIEW FROM THE BRIDGE.

CHRIS CONROY, “Matt” – Chris Conroy’s film work includes Larry Fessenden’s BENEATH, Summit Entertainment’s SORORITY ROW, Peggy Rajski’s TWO NIGHT STAND, and Sloan Copeland’s WET BEHIND THE EARS. He graduated from Point Park University with a BFA in Cinema and Digital Arts, concentrating in cinematography. After a stint of production work, he decided to move to New York to pursue working on the opposite side of the camera. His talents span acting, music, and photography.

JONNY ORSINI, “Simon” – Jonny Orsini is currently making his Broadway debut starring as Ned in THE NANCE opposite Nathan Lane, a role that has earned Jonny an Outer Critics Circle Award nomination. Jonny can be seen in the upcoming feature films BENEATH, GENERATION UM…, and GIRL MOST LIKELY. Additional film credits include KING KELLY, ROCKSTEADY, and CIGARETTE CANDY (Best Short, South by Southwest/Outstanding Performance, Florida Film Festival) Jonny also appeared Off-Broadway in AN EARLY HISTORY OF FIRE (The New Group), BE A GOOD LITTLE WIDOW (Ars Nova), BANISHED CHILDREN OF EVE (Irish Repertory Theatre).

GRIFFIN NEWMAN, “Zeke” – Griffin Newman is an actor/comedian/writer. He recently performed as part of the New Faces Character Showcase at the JUST FOR LAUGHS FESTIVAL in Montreal. Griffin starred in the Tribeca Film Festival hit BEWARE THE GONZO opposite Ezra Miller, starred in the short film LADYBUG written by Jordana Spiro, appears in the independent SAMARITAN opposite Tom Jane, and is currently a correspondent for NIKKI & SARA LIVE. He has had recurring roles on POLITICAL ANIMALS, BLUE BLOODS, BIG LAKE (Com- edy Central) and GRAVITY (Starz). Griffin was cast as the series regular role of ‘Seymour’ in the NBC pilot THE JOHN MULANEY SHOW, and he is currently a supporting role in Lionsgate’s DRAFT DAY in May.

MACKENZIE ROSMAN, “Deb” – A native of Charleston, South Carolina, Mackenzie Rosman’s (nicknamed Mack) acting career started at the ripe old age of 5. She was cast as Ruthie Camden on the WB series 7th HEAVEN, a hit show that had an eleven year run on the WB and the CW. Following the run of the series, Mack focused on schooling and her passion as a competitive equestrian rider. Soon thereafter, Mack recurred on the ABC Family series THE SECRET LIFE OF THE AMERICAN TEENAGER. Rosman will next be seen in the independent films NIGHTCOMER and BENEATH. She currently resides in Los Angeles, and continues to follow her dual passions of acting and riding.

MARK MARGOLIS, “Mr. Parks” – Mark Margolis was born in Philadelphia, Pennsylvania to a Jewish immigrant family from Europe. After graduating from Temple University, he moved to New York City, where he studied with Stella Adler at the Actors Studio. On film, he is noted for supporting roles in SCARFACE, as well as the works of Darren Aronofsky (he’s appeared in PI, THE WRESTLER, BLACK SWAN, REQUIEM FOR A DREAM and THE FOUNTAIN – the latter of which had a role specifically written for him). On television, Margolis has held recurring roles in a number of television shows such as THE EQUALIZER, QUANTUM LEAP, SANTA BARBARA, OZ, LAW & ORDER, CROSSING JORDAN, and CALIFORNICATION. He is widely recognized for his role as Hector “Tio” Salamanca on BREAKING BAD, for which he received a Primetime Emmy nomination for Outstanding Guest Actor in a Drama Series.

LARRY FESSENDEN, director, editor, producer – Larry Fessenden, winner of the 1997 Someone to Watch Spirit Award and nominee for the 2010 Piaget Spirit Award for producing, is the writer, director and editor of the award-winning art-horror trilogy HABIT (Nominated for two Spirit Awards), WENDIGO, and NO TELLING, as well as THE LAST WINTER (Nominated for a 2007 Gotham Award for best ensemble cast). Fessenden directed SKIN AND BONES for NBC TV’s horror anthology FEAR ITSELF. Fessenden was awarded the 2007 Sitges Film Festival Maria Award for his work as a producer, actor and director in genre film, and he won the 2009 Golden Hammer Award for “being such an inspiring force in the industry.” In 2011, Fessenden was inducted into the “Fangoria Hall of Fame” and was honored by the UK’s Total Film as an Icon of Horror during the FrightFest Film Festival.

Fessenden has been a producer on various projects including Rob Kuhns’s forthcoming BIRTH OF THE LIVING DEAD and Adrian Garcia Bogliano’s LATE PHASES, as well as Rick Alverson’s THE COMEDY, Kelly Reichardt’s WENDY AND LUCY (Nominated for two 2009 Spirit Awards and on over 60 “Top 10 Movies of the Year” lists), Ti West’s THE HOUSE OF THE DEVIL and THE INNKEEPERS, Jim Mickle’s STAKE LAND (Winner of the 2010 Toronto Film Festival Audience Award), Joe Maggio’s BITTER FEAST, Ti West’s THE ROOST and TRIGGER MAN, and Glenn McQuaid’s I SELL THE DEAD which opened the 2009 Slamdance Film Festival where it won awards for best cinematography and best actor (Fessenden). I SELL THE DEAD won the 2008 Toronto After Dark Film Festival award for Best Independent Film. In the fall of 2010, Fessenden curated and produced with Glenn McQuaid TALES FROM BEYOND THE PALE, an ongoing audio series, radio plays for a digital age.

Fessenden has operated the production company Glass Eye Pix since 1985 (“one of the indie scene’s most productive and longest-running companies” — Filmmaker Magazine), with the mission of supporting individual voices in the arts.

PETER PHOK, producer – Peter Phok has produced a number of genre films with Larry Fessenden’s production company, Glass Eye Pix, the latest being BENEATH. A graduate of New York City’s School of Visual Arts, Peter co-produced Ti West’s TRIGGER MAN in 2006. Phok went on to produce nine other Glass Eye Pix films, including Graham Reznick’s I CAN SEE YOU, Glenn McQuaid’s I SELL THE DEAD, West’s THE HOUSE OF THE DEVIL & THE INNKEEPERS, and Jim Mickle’s STAKE LAND. Additionally, Phok served as an IFP Narrative Lab Mentor in 2008, 2009, & 2011 and as a guest speaker during IFP Film Week this past year. He is currently posting Ti West’s THE SACRAMENT, which he produced with Jacob Jaffke and Eli Roth.

TONY DANIEL, writer – Tony Daniel is the author of seven science fiction novels, the latest of which is GUARDIAN OF NIGHT, as well as an award-winning short story collection, THE ROBOT’S TWILIGHT COMPANION. He is the author of STAR TREK novelization DEVIL’S BARGAIN. He was a Hugo finalist in 1996 for his short story “Life on the Moon,” which also won the Asimov’s Reader’s Choice Award. Daniel’s short stories have been much anthologized and have been collected in multiple year’s best compilations. In the 1990s, he founded and directed the Automatic Vaudeville dramatic group in New York City, with multiple appearances doing audiodrama on WBAI. He’s also co-written the screenplays for several horror movies, including one in regular rotation on the SyFy Channel and the upcoming Larry Fessenden directed BENEATH. During the early 2000s, Daniel was the writer and sometimes director of numerous radio plays and audio dra- mas with actors such as Peter Gallagher, Oliver Platt, Stanley Tucci, Gina Gershon, Luke Perry, Tim Robbins, Tim Curry and Kyra Sedgewick appearing in them for SCI-FI.COM’s Seeing Ear Theatre. Daniel has a Masters in English from Washington University in St. Louis. He attended the USC Film School graduate program for one year before dropping out to write. Born in Alabama, Daniel has led a peripatetic life. He’s lived in St. Louis, Los Angeles, Seattle, Prague, New York City, Dallas, and Raleigh, North Carolina, where he currently resides with his wife Rika, and children Cokie and Hans. He is an editor at Baen Books, the science fiction imprint of Simon and Schuster.

BRIAN SMITH, writer – Until two years ago, Brian worked in the entertainment industry. He wrote TV movies, including ALIEN EXPRESS starring Lou Diamond Phillips (for SYFY Channel) and FLU BIRD HORROR. He also produced and directed full-cast radio dramas for on-line, CD, satellite and NPR. He worked with Neil Gaiman and Clive Barker to produce and direct radio plays of their stories. He launched an all-new series of radio plays based on the original EC Comic TALES FROM THE CRYPT. He cast and directed many talented actors over the years, including Stanley Tucci, John Turturro, Paul Giamatti, Brian Dennehy and Richard Gere. And as an audiobook producer for Random House, Brian directed President Obama reading his Grammy-winning book DREAMS FROM MY FATHER.

Two years ago, Brian changed careers and opened an artisanal ice cream shop called AMPLE HILLS CREAMERY in Prospect Heights, Brooklyn. Now, instead of spending his days dreaming up strange and terrifying creatures, he dreams up wild and fun flavors of ice cream. Brian’s shop has been featured in the NY Times, Newsweek, New York Magazine, the Cooking Channel, and NY1 News. His ice cream has been rated number 1 in all of NYC by both Zagat and the Village Voice. His cookbook, AMPLE HILLS CREAMERY, SECRETS FROM BROOKLYN’S ICE CREAM SHOP, will be published by Abrams in the spring of 2014.

GORDON ARKENBERG, director of photography – Gordon Arkenberg is a cinematographer with work in narrative, documentary and experimental films. Along with BENEATH, his most recent film with Glass Eye Pix, he has also worked with director Graham Reznick on the stereoscopic 3-D short THE VIEWER (winner of two Telly’s and Best Narrative Short at the LA 3D Film Festival 2010), which was photographed on a self-constructed 3D camera rig, and the critically acclaimed cult feature I CAN SEE YOU.

His documentary work ranges from the verité AS THE CALL, SO THE ECHO (chronicling a surgeon’s volunteering efforts in a hospital in Hue, Vietnam), to the lyrical THE MEANING OF TEA, (a portrait of tea production and appreciation filmed in nine different countries). Both have screened in festivals and on PBS. His experimental work on “still films” with New York photographer Dwight Primiano produced the film WATCH, which screened in galleries in SoHo and is housed in two private collections.

Outside of his work on set, Gordon teaches the course the Science of Cinematography at NYU, a class about the physics that underlie filmmaking.

BRIAN SPEARS, special makeup effects – Brian Spears is a special effects make-up artist who has been providing monsters, maimings and all around gore for the past ten years to projects up and down the east coast. Brian has supplied effects to several feature films, award winning shorts and countless music videos and is one half of the duo GERNER & SPEARS FX . After working on I SELL THE DEAD he’s had the opportunity to work on several projects with the powerhouse production company GLASS EYE PIX. He’s contributed plenty of nastiness to many of their pictures such as BITTER FEAST, STAKE LAND, HYPOTHERMIA, THE INKEEPERS and THE COMEDY. Other credits include JT Petty’s HELLBENDERS, Ti West’s THE SACRAMENT and Jim Mickle’s WE ARE WHAT WE ARE and the currently lensing LATE PHASES. Spears enjoys spending his down time with his little niece teaching her the virtues of spilling blood, painting zombies and howling like a werewolf.

FRACTURED FX, creature effects – Fractured FX, Inc. is a special make-up effects studio that designs and manufactures prosthetics, creature effects, forensic effects, animatronics, props and specialty costumes for the motion picture industry. Fractured is owned and operated by special make-up effects artist Justin Raleigh. With over 15 years of experience, Justin has been at the special make-up effects helm of such projects as WATCHMEN, TRON: LEGACY, SUCKER PUNCH, INSIDIOUS, THE CONJURING, and most recently 300: RISE OF AN EMPIRE.

WILL BATES, original score – Will Bates is an award winning composer and founder of Fall On Your Sword. As a saxophonist, Bates has collaborated with a myriad of legendary artists ranging from 60’s icon Lulu to techno legend Marshall Jefferson. A prolific producer and composer Bates has collaborated with a similarly diverse bunch including Mike Rutherford, Roy Ayers and Morcheeba’s Skye Edwards. As a solo artist and multi-instrumentalist, Bates has recorded and toured under the name of his own post-punk band The Rinse and collaborated with Electric Six front-man Dick Valentine as The Evil Cowards. Bates’ first outings as a film composer bore fruit quickly as he scored Ry Russo-Young’s YOU WON’T MISS ME, which premiered at Sundance and won a Gotham Award.

In 2007, Bates created the first of a series of videos under the name Fall On Your Sword. His videos quickly went viral on YouTube, racking up hits in the millions and an explosive FOYS live act soon followed. In 2009 Fall On Your Sword evolved into a music production company and audio post facility with purpose built studios in Brooklyn New York. Since then FOYS has created music for commercials and feature films such as the critically acclaimed scores to ANOTHER EARTH, 28 HOTEL ROOMS and NOBODY WALKS.

Bates recently made his first steps into the art world with his highly acclaimed interactive installation piece Sea Of Fire, first shown during the 2012 Armory Art Week in New York. Also in 2012, Fall On Your Sword received the honor of a Discovery of the Year nomination from the World Soundtrack Academy. Bates’ most recent scores of 2013 include WE STEAL SECRETS: THE STORY OF WIKILEAKS by Alex Gibney and BENEATH directed by horror maestro Larry Fessenden.

GRAHAM REZNICK, sound design – Graham Reznick is originally from Delaware and currently based in Greenpoint, Brooklyn. As a film student at NYU, Graham’s short films attracted the attention of NYC film icon Larry Fessenden and his production company Glass Eye Pix, where Graham directed the stereoscopic 3D short film THE VIEWER (featuring Lena Dunham, and winner of two Telly’s and Best Narrative Short at the Los Angeles 3D Film Festival 2010) and the critically acclaimed feature film I CAN SEE YOU.

Graham recently sound designed and mixed the Academy Award winning short film CURFEW, and has designed sound and music for over a dozen feature films, including Ti West’s THE INNKEEPERS, THE HOUSE OF THE DEVIL, and V/H/S, as well as Jim Mickle’s STAKE LAND, Glenn McQuaid’s I SELL THE DEAD, and the upcoming Eli Roth produced CLOWN.

Reznick’s latest directorial efforts include several short films (TWELVE DAYS OF BLACK MASS, and a prequel for STAKE LAND, starring Danielle Harris), and a dramatic radio program, THE GRANDFATHER, featuring horror-legend Angus Scrimm (PHANTASM) for Glass Eye Pix’s series TALES FROM BEYOND THE PALE. Graham recently co-scripted (with Larry Fessenden) an upcoming major production video game, UNTIL DAWN, for Sony / Playstation 3. He is currently shooting a micro-budget, multi-narrative science fiction film, THE DESIGNER, over the course of the year.

MILAN RECORDS – Milan Records is a music label with major distribution through Warner Music Group dedicated to the release of film, TV, and video game soundtracks. The company has been around for more than 33 years and released albums such as GHOST, MULHOLLAND DR., THE USUAL SUSPECTS, RESIDENT EVIL: AFTERLIFE & RETRIBUTION, PAN’S LABYRINTH, DEXTER, ARBITRAGE, STOKER, THE PLACE BEYOND THE PINES… In recent years, Milan worked with some of the most exciting contemporary composers such as Cliff Martinez, Clint Mansell, Nick Urata, tomandandy, Fall On Your Sword, Tyler Bates, Mike Patton, David Wingo and many more.

Zeke's Post-Game InterviewHow does it feel to score a winning touchdown? Some of us will never know... but Rogers does. Check out this EXCLUSIVE episode of ZEKE'S POST-GAME INTERVIEW. Zeke's Post-Game After Dark (HOT!!!) Sometimes you have to go to a dangerous area to get the big story... like the girls' locker room.Uncle BrianGo behind-the-scenes of my upcoming film ZOMBIES VS WEREWOLVES VS NINJAS and explore the world of makeup fx master BRIAN DARKNESS (and his niece/assistant!)KITTY AUDITION TAPE - ZOMBIES VS. WEREWOLVES VS. NINJAS Check out Kitty's audition tape for my upcoming mega-hit, ZOMBIES VS. WEREWOLVES VS. NINJAS!Matt: The Leading Man Matt signs on for the leading man role in my upcoming blockbuster, ZOMBIES VS. WEREWOLVES VS. NINJAS.SURPRISE SCREEN TEST Surprise screen test for Matt and Kitty in preparation for ZOMBIES VS. WEREWOLVES VS. NINJAS.Trailer: ZVWVNTHE LONG ANTICIPATED TRAILER for ZOMBIES VS. WEREWOLVES VS. NINJAS is FINALLY HERE!SCANDAL! HOT & HEAVY! Can't believe I caught this footage, guys... you've GOT to check it out (!!!). More where this comes from, but holding onto it (for now...) Unboxing Video: New GoPro!Unboxing my brand new GoPro and getting my first shots with it!Heading Out to Black LakeGoing on a camping trip today. Don't you worry, friends & fans, I'm bringing my new GoPro along so I can document all the actionLess With The AttitudeNOT EVEN A FISH.Black Lake Is Not A Myth Chronology A Comic Book. They're making a comic out of Black Lake. WHAT THE HECK.Coming around to the comic... It looks like the BENEATH comic guys have done their Black Lake research...The Tooth Johnny Footage I TOLD YOU! I TOLD YOU THERE WAS SOMETHING THERE!!!!! I TOLD YOU ALLWHAT HAPPENED HERE SOMETHING HAPPENED AT BLACK LAKE SOMETHING HAPPENED SOMETHING HAPPENED AT BLACKLAKE! thiS IS WHT IM TALKING ABOUT

Beneath_Score“Probably the wackiest, and perhaps creepiest musical-design treatment that a mega-piranha has yet gotten, “Beneath” uses teeth-scraping metallic effects and berserk buzzing, so much so that the score’s subject feels like it’s about a swarm of killer bees. There’s much cleverness to be had with a solitary rowboat of fresh young meat, from country-jazz to the real, chilling deal of a solo violin and off-kilter strings that capture the seemingly placid water. Sword’s score floats effectively on Graham Reznick’s “ambiences,” which often sounds like sonar on the prowl. “Beneath” might be a bit avante garde in approach, but there’s certainly enough musical content with water-like harps and mournful voices to hook in adventurous listeners already out to snag the cool outer limits in sound design scores.”

“Having grown up in a family of horror movie actors, I have always wanted to score a film like Beneath,” Bates mentions. “It’s in my blood, I guess. I had been following the work of Glass Eye for some time, and working with Larry was a real joy – a truly collaborative process. I think we made something really special together.” — Will Bates

“The tone of Beneath is particularly tricky, as I was going for sincerity and satire, melancholy and menace all skewed with a certain heightened reality that places the story in the realm of allegory,” says film director Fessenden. He adds, “I’m particularly fond of the album Will [Bates] has put together here because he lets some of the musical ideas hinted at in the film breathe”. — Larry Fessenden


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Writers Tony Daniel & Brian D. Smith Art Brahm Revel. Producer Glass Eye Pix

A prequel to Larry Fessenden’s new monster movie, the BENEATH comic reveals the history of the mysterious Black Lake and the mythology that surrounds teenage Johnny’s most treasured possession. In the 1970′s two kids get the shot of a lifetime on their instamatic before witnessing a gang of tripping teens get slaughtered by a giant fish.