How Aeon Flux almost ended Karyn Kusama’s directing career

Charlize Theron as Aeon Flux in Aeon Flux.
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The tale of how Karyn Kusama’s directorial career was almost bought to halt when she tried to adapt the cult cartoon Æon Flux for the big screen…


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From 1991 to 1995, MTV aired an anthology series entitled Liquid Television. Each 30-minute episode would feature original short films of various techniques including traditional animation, stop motion, puppetry and live action. A lot of these shorts comprised of multiple episodes and a new one would feature every week, including Æon Flux.

Created by Peter Chung, the series was set in an unspecified future and revolved around a lithe, raven haired, female spy who always fails in her missions – resulting in all manner of horrible deaths. The original 14-minute pilot, too long for a single Liquid Television episode, was broken down into shorter pieces, allowing it to be serialised.

Season two followed with a further five short films lasting around six minutes each, the perfect size again for the anthology show. Æon Flux broke free of Liquid Television towards the end of 1995, when it had its own series of ten half hour episodes. That was the last time Æon Flux would grace our screens in an animated form. Bigger things were ahead.

In January 2000, first-time director Karyn Kusama arrived at the Sundance Film Festival with her debut feature Girlfight, a story of a troubled Latina teenager from a run-down part of Brooklyn who finds love and purpose when she starts training at a local dingy gym. The film would make a star of the then-unknown actor Michelle Rodriguez.

Girlfight received an overwhelming reception and after the cheering had died down, Kusama found herself on the receiving end of business cards from film executives who had watched the film. They all had the same question: “what was her next film going to be?” Girlfight would win the Grand Jury Prize, with Kusama winning the Directing Award as well. She was on Hollywood’s wishlist, and this was her moment.

Despite the success, Kusama as a woman in the film industry struggled to get a second film into production. It was during this difficult time that her agent sent her the script for Æon Flux from writers Phil Hay and Matt Manfredi.

Hay had initially met Kusama whilst at the Sundance festival the same year as Girlfight was premiering. He was introduced by their mutual friend, the composer Teddy (Theodore) Shapiro. Hay and Kusama would later become a couple which would lead to their marriage.

Meeting with Paramount

Writers Hay and Manfredi were big fans of the original Æon Flux animated shows and wanted to take a swing at adapting it to live action. They were invited to a meeting with producer Gale Anne Hurd as their script for Crazy/Beautiful, another sci-fi tale, was currently in production.

Before the meeting, they decided that their angle was to see themselves as the underdogs with nothing to lose. So, they took a big swing at the bizarreness and oddity at the heart of the animated show. Surprisingly, Hurd and the studio really connected with their ideas as Paramount. Then under the control of Sherry Lansing, the studio wanted an action movie franchise in the same vein as Warner Bros. had with The Matrix.

Speaking to Go Into The Story in 2016, Hay said that “we were maybe the people with the weirdest idea, and in that case that’s what won out, because I think that they were really searching for what made that project stand out and what made that original material stand out. It went through many, many twists and turns, obviously, but I think we were willing to from the beginning to try to explore the nooks and crannies of the oddity of it.

There was already a fully written script, but production wanted to throw it out and start afresh. Hay and Manfredi would spend approximately five years going through many drafts trying to put a new version of the script together.

Speaking to Hay recalled “we wrote a dozen or more drafts. A lot of times it was a question of tone or emphasis, and then there came a time when we were writing for budget – we had to write specifically to bring our budget down.

In an interview with Buzzfeed, Hay added of the script, “we were like, ‘we want to do the craziest version of this movie possible, something really, genuinely weird.'”

The strange elements of the animated show were refashioned into a story about a cerebral action-romance between Æon and Trevor (the other constant figure of the animated show), who are trapped in a closed-off society, forced to perpetuate itself by cloning after a virus wipes out humanity’s ability to reproduce.

Sophie Okonedo as Sithandra and Charlize Theron as Aeon Flux in Aeon Flux.

Hiring Kusama

Kusama really liked the script. In the aforementioned Buzzfeed interview she said “there was something really interesting there about this idea of the soul and its expression across time. I said ‘okay I’m not going to get this job, but I’ll just go through the motions of meeting with a studio to see what that’s like.'”

And that’s what she duly did. She created visual cues and storyboards to help present her vision of the film to studio executives. What she hadn’t realised was that she’d prepared more than any other candidate and the executives were so impressed, she was practically given the job the moment she started her pitch.

Kusama was very wary from the start. The film was initially budgeted at $110 million, but the studio wanted to halve that. This was still her second film too: a high profile, visual effects heavy story with a female director in control. Quite unusual for Hollywood then, hardly common today.

Head of Paramount Sherry Lansing had her back all through the year-long preproduction process. Writer Hay said “our collective idea was trying to make something that could stand next to a Crouching Tiger, Hidden Dragon.”

This helped them sign on Charlize Theron, hot off the film Monster, as their Æon Flux. Other big names attracted to the project included Frances McDormand and Pete Postlethwaite.

Kusuma told ComicBookMovie in 2005 in an on-set report that “I feel like that is sort of something that has been missing from a lot of sci-fi recently. It’s sort of become so much about the grey, dark apocalypse, and we had the opportunity to tell a story that is quite a bit brighter on the outside and darker on the inside.”

Nothing could go wrong.


Things went wrong.

Production went to Germany for principal photography in September 2004, but had to be halted for a month when a stunt went wrong on the tenth day of shooting. Theron gained a neck injury and was hospitalized in Berlin for ten days. Afterwards she required six weeks of physiotherapy to recover.

In an on-set interview with ComicBookMovie, Theron reveals that she used the downtime to her advantage, figuring out the character of Æon and her story path through the film. Theron would later reveal in a 2017 interview that if the accident was just another centimetre off, she would have been paralysed for life.

Production on the film continued without any further incident, and once finished Kusama took her edit back to Paramount – but there was a problem. Sherry Lansing, the studio head that had given her so much support, had left. In her place were two new studio heads, Brad Grey and Gail Berman.

It’s known that when new studio heads are appointed, they try to take down projects that were initiated by the previous management. Æon Flux was no exception. Despite delivering a more thoughtful, high brow science fiction film, the studio heads described it as a $50m art movie. They didn’t like what they saw.

Charlize Theron about to beat some people up as Aeon Flux in Aeon Flux.

Studio intervention

Kusama was removed from the project not long thereafter and all she could do was watch from a distance as Paramount brought in editors to shape the film into something different that they believed would sell better.

“I felt like I was having, like, open-heart surgery without the painkillers,” she said. The film was never over budget or out of control, but it felt like she was being treated this way purely because of her gender.

The studio dismantled every choice she and the scriptwriters had made. “The emotional core of things was always being questioned as sentimental, over-romantic, short of literally saying the words ‘female’ or ‘feminine,'” said Kusama. “Huge swatches of storyline, which gave the movie a kind of emotional weight, were completely removed.”

Carefully filmed action scenes with long deliberate takes were re-edited into a jumbled mess and even the sexuality of a gay supporting character was cut out of the film.

If that wasn’t bad enough, her film was reportedly cut down to an incomprehensible mess with a running time of just 71 minutes. Kusama allegedly received a call from one of her executives complaining that they hated her film but hated the new studio cut even more! She was asked back to re-edit the film into something that made sense.

Kusama agreed but even then, the studio still didn’t trust her. During her time editing, someone from the studio was with her the whole time to ensure she didn’t try to restore her original version of the film. She considered removing her name from the project and letting the studio deal with the mess, but decided that she wasn’t going to let her and everyone else’s work languish out of spite.

Also, the original score, depending on what story you read, was written by Teddy Shapiro (and/or the team of Reinhold Heil and Johnny Klimek) but was rejected. The job was then given to Graeme Revell with just two weeks to score the film.

After all the changes, the final cut runs for a swift 93 minutes.

Disappointing results

Various sources claim that the original cut ran approximately 30 minutes longer and makes more sense than the final, studio-approved edit. The film would be released to world in December 2005.

Unfortunately, after all the problems that Æon Flux went through, it was a critical and financial flop. The final worldwide tally was $53m and considering the production budget alone was $63m, this was embarrassing for Paramount.

Charlize Theron gave a more candid opinion of the film several years later when she said, “When Æon Flux came to me, I thought that could be something. I was never completely sold on the entire concept, but I really loved Karyn Kusama’s movie (Girlfight). So, I threw myself into that with the belief that she’s a great filmmaker.”

“And then we f—-ed it all up,” Theron said with a laugh. “I just don’t think we really knew how to execute it. And it’s disappointing, but it happens. I’ve been in this business long enough to know that you cannot get it right every time.

The creator of the original animated show, Peter Chung, didn’t like the film either.

With apologies to both Phil and Matt- who have publicly been effusive in their praise for the show –  the movie is a travesty. I was unhappy when I read the script four years ago; seeing it projected larger than life in a crowded theatre made me feel helpless, humiliated and sad. I know it’s bad form for me to voice my disapproval in a public forum, but it’s silly for me, of all people, to continue playing dumb, considering most of the critics have voiced their disapproval using every mocking and condescending expression possible. I know that the studio made a lot of cuts against the wishes of the writers and director. Most of the cuts concerned further development of the secondary characters. Since my main problems are with the portrayal of Æon and Trevor, I doubt that I’d have liked the longer version much better. “

Writers Phil Hay and Matt Manfredi spoke afterwards claiming that if the numbers were good, they were open to writing a sequel and even the possibility of seeing the original edit released on DVD. But it was clear very early on, neither of these options were going to see the light of day.

Kusama was placed in ‘movie jail’ until two years later, when she received the script for Jennifers Body. That wasn’t going to be a positive experience either, for completely different reasons.

As for Æon Flux herself? In September 2021 it was announced that a live action reboot in the form of a television series was in the works at Paramount+, but nothing has been heard since. Perhaps even that got cut…

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