The behind the scenes battles of Cloud Atlas

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Co-directed by the Wachowskis and Tom Tykwer, Cloud Atlas is arguably the most ambitious film of this century, but it had an uphill struggle to get made.

This feature contains no spoilers for Cloud Atlas.

As cinematic storytelling has continued to develop, the list of stories deemed ‘unfilmable’ grows ever shorter. Written by Irish author David Mitchell, the novel Cloud Atlas may have earned that label more thoroughly than any other, and yet somehow, Lana and Lilly Wachowski teamed up with Tom Tykwer to write and direct the film version anyway.

Even without the myriad battles to get it filmed, financed, and adapted in the first place, their 2012 movie would be unique. If you’re unacquainted, then strap in – as in Mitchell’s novel, Cloud Atlas comprises six distinct, but connected stories spanning from the year 1849 to the post-apocalyptic future of 2321. But in the film, these tales are not nested (as they are in the source material) but interwoven through its duration, with stars including Tom Hanks, Halle Berry, Jim Broadbent, Ben Whishaw, Hugo Weaving, and Hugh Grant playing multiple roles across multiple stories.

The result is a visually richer exploration of the themes of human nature and progress covered in the book, but also demands more attention than your average $100-million science-fiction movie.

The reception to Cloud Atlas upon its original release was equally unusual. At the end of the year, it was one of those rare, polarising films that appeared on its share of both Best Film and Worst Film lists, depending on who you asked. More predictably, it wasn’t a massive box-office hit around the world either, but as we’ll see, that too was a result of its unusual production.

We’re covering this firmly from the pro angle, but we’re not going to take it as read that you like it, or even that you’ve seen it. But for a film as distinctive as this, even if you don’t like it, it’s the sort of film you can watch again and either read a different way or otherwise find whole new stuff that you don’t like about it. Yet wherever you land on it, you have to admit that it’s impressive that it exists at all…


When the Wachowskis came to Cloud Atlas, they had just had a rough time of adapting Alan Moore’s V For Vendetta, which they produced rather than directed. Moore had publicly denounced the project, which you can hear more about on the Film Stories podcast that covered the finished film.

On the plus side, Natalie Portman was reading Cloud Atlas during production and was greatly enthused about it. Both the Wachowskis and Portman’s co-star Hugo Weaving read the novel on her recommendation and they similarly adored it. Captivated by the story, the Wachowskis optioned the screen rights to the novel in 2006.

Around this time, they also forwarded the novel to Tom Tykwer, a director with whom they had long hoped to collaborate, and found he was similarly engaged by it. The three filmmakers agreed firstly that there was a potential film here, but also that it would take some time to figure out how to adapt it properly. And due to other commitments on their respective films Speed Racer and The International, they didn’t all sit down together and start that process until early 2009.

In tackling Mitchell’s novel, they knew they wanted to open with a prologue that connected the chronological first and last stories, but they didn’t yet know how to rearrange everything in between. Through an arduous process of collating scenes on hundreds of coloured index cards, the trio came up with a script that reassembled the novel’s structure for a visual medium and would require the cast to play souls rather than roles.

However, after drawing Moore’s disapproval of their take on V For Vendetta, the Wachowskis decided that they would only go ahead with the film if they had Mitchell’s approval. To that end, they met the author at a hotel in Cork to pitch him the adaptation and, to their delight, he heartily approved, even going so far as to say that the movie could wind up being better than his book.


Convincing financiers was a more difficult prospect. Tykwer and the Wachowskis saw the project as their bid to reconnect with the more ambiguous cinematic spectacles of their youth. But as they would later describe it, they were pitching 2001: A Space Odyssey in an industry that had long since pivoted towards Star Wars-style spectacles. Nevertheless, the film’s grand scope required a Star Wars-sized budget.

Around the same time as the Wachowskis were struggling to set Cloud Atlas up, they were experiencing similar woes trying to finance a faux-documentary Iraq war movie with the working title Cobalt Neural 9. Financiers reportedly didn’t buy into the premise of a gay American and Iraqi soldier falling in love and teaming up to assassinate George W. Bush, but with a $20-million budget, the directors could feasibly have raised funds or paid out of pocket to shoot it independently, unlike Cloud Atlas, which had a projected budget of $120m.

On the studio end, there was reluctance to take the risk on such an unconventional project. Warner Bros had produced and distributed the Wachowskis’ previous films and has long built its reputation on bankrolling big swings by filmmakers, but executives didn’t want to cover the whole budget themselves.

It’s since been revealed that the studio modelled its estimate for Cloud Atlas’ box-office prospects on the performance of Darren Aronofsky’s The Fountain, a similarly challenging film that looked positively straightforward next to the six-pronged epic on the table here. That film had cost a third as much to make and still lost $20m at the global box office.

But to put this in context, The Matrix had been modelled on 1995’s Johnny Mnemonic, (another Keanu Reeves cyber-punk movie) which was part of why the Wachowskis’ breakthrough film was such a sleeper hit when it hit cinemas in 1999. Given how projections are stacked against original or unusual films in this way, Cloud Atlas never seemed like an ideal fit for the studio system.

Disaster struck as the Wachowskis were on their way to meet with one of the actors they wanted to star in the film, when their agent called to inform them that Warner was withdrawing its funding. This agreement had been the basis of other international co-financing agreements, and this move would essentially have killed the project dead.

Fortunately, the actor in question was Tom Hanks, who loved the script and became a valuable ambassador for the project from there. The Wachowskis cast him as one of the film’s key “souls”, starting out as an amoral sawbones in the earliest chronological story and arcing towards a villager on a redemptive quest in the distant future. Or, as they put it in their streamlined pitch during a subsequent meeting with Warner: “Tom Hanks starts off as a bad person but evolves over centuries into a good person.”

On this basis, Warner was back on board, but only to distribute the film. Eventually, the bulk of the film’s budget came from the German Federal Film Fund, with several other German and Asian production companies stumping up smaller parts of the eventual production budget. Estimated to be between $80m and $100m, the production budget fell short of initial projections, but that still made it the most expensive independent movie ever made at that point. Luc Besson’s Valerian And The City Of A Thousand Planets’ $180m would eclipse this landmark five years later, but that’s a story for another time…


Cloud Atlas was always intended to have an all-star cast and after Hanks’ casting, the script was also sent out to Portman, Halle Berry, Ian McKellen, and James McAvoy, among others. Berry signed up and she and Hanks were later joined by Jim Sturgess, Jim Broadbent, Ben Whishaw, Doona Bae, Susan Sarandon, and of course, Weaving. Each of the principal cast was required to have three days of make-up tests for each of their characters before shooting began.

Interestingly, the last person to join the cast, the day before filming started in September 2011, was Hugh Grant, who shows off a range of acting that we wouldn’t see again until his mighty supporting turn in Paddington 2. Originally cast in five out of six stories, (one of which has him playing utterly against type as a terrifying mute cannibal) Grant also talked his way into a sixth role in the present-day strand, as a character whose similarity to a certain former tabloid editor is so striking that we can but feel that it must have been inspired by the actor’s Hacked Off work.

But films don’t have three directors for nothing and principal photography for Cloud Atlas was completed by two parallel units with different crews and a shared cast. Each unit took three of the stories – The Wachowskis directed the earliest story, set in 1849, as well as the more futuristic settings of 2144 and 2321, while Tykwer was in charge of the sequences set in 1936, 1973, and 2012. Continuing a long-standing tradition with his films, Tykwer also composed the score.

It was an elaborate production that was tightly organised so that each unit could shoot their scenes in roughly chronological order, with actors flying from one unit to the next, changing make-up, and then moving wherever they were needed. That plan went out the window when Halle Berry broke her foot three days into filming, but with no small amount of effort, the schedule was rejigged so that Berry could recover and pick up some of her more active scenes later in the production. Imagine what that spreadsheet must have looked like.

For a film that should have been a continuity nightmare, there are remarkably few obvious flubs, and indeed, the ingenuity of the production lends itself to some thematic rhyming in some cases, as when Jim Broadbent’s character’s mansion in 1936 doubles as the care home to which another Broadbent character is committed in 2012.

A further mishap came when Ralph Riach, who appears as Ernie in the 2012 story, was hospitalised after falling ill during shooting. This crisis prompted a meeting between Tykwer and the Wachowskis, on the only day that all three directors were on set together, where they again decided to stick to their guns and not recast, even if it meant prolonging the shooting schedule. Happily, Riach recovered in time to finish his scenes and filming wrapped just a few days over schedule in December 2012.


After the ordeal of financing and filming the movie, you would think things might have got easier. It seemed to be pointing that way when a cut of the film was screened for Warner Bros executives in March 2012 and, despite the filmmakers’ trepidation, it got a rapturous reception.

At that point, the studio was prepared to get behind the film, starting with a trailer debut exclusively before that summer’s big tentpole, The Dark Knight Rises. Executives even waived their previous condition that the theatrical cut of the film had to be no more than 150 minutes, approving the 172-minute cut with which they’d been presented. The marketing campaign ultimately kicked off with an almost 6-minute-long extended trailer that comprehensively introduced the concept of the film.

However, as mentioned, the film had been financed through a patchwork of deals with many international production companies. This kind of deal is now far more common for big-budget Hollywood movies, as studios split the risk on ever-increasing budgets with international distributors and financiers, but in this early instance, it put a big dent in the film’s release schedule, owing to different agreements in different territories.

We’ve previously written about how Warner released The Matrix Revolutions simultaneously in more than 100 markets worldwide, but in the case of Cloud Atlas, the international entanglements made it difficult to get the hype going with a worldwide release. The film hit US cinemas in October 2012 but didn’t arrive here in the UK until February 2013. All told, the film took 10 months to get around to every market, at a point where schedulers had been following Revolutions’ model of a narrow global theatrical window for almost a decade.

It’s also worth acknowledging the contemporary controversy about the film’s use of non-Asian actors in make-up to play some of the Asian characters in the Neo Seoul 2144 sequences. Your mileage may vary on whether the film is problematic in its approach to a continuity of souls, which also included Asian actors playing non-Asian characters, but this was another issue that became quite prominent during the film’s promotional campaign.

Finally, the US domestic release fell during Hurricane Sandy, which understandably affected the opening weekend box office. Due to the staggered release and the polarising response, the film eventually made $130m worldwide. At the time, this was one of those films where certain elements of the film press had their prognostications about why it failed ready before it came out, but while it didn’t hit big, it was far from a bomb.

Besides, even the more negative reviews praised its impeccable craft, especially when it came to Tykwer’s blinder of a score and Alexander Berner’s seamless editing. If you’ve yet to watch the film yourself, you’ll probably like it as much as your least favourite segment, but there’s no denying what a monumental achievement in filmmaking it is.


On the subject of Cloud Atlas, Hanks told The Guardian in 2017: “Like, I made a movie that altered my entire consciousness… it’s the only movie I’ve been in that I’ve seen more than twice”.

“And it didn’t do any business. And there’s nothing you can do about it. And you must allow yourself a week of thinking, jeez, I’m so bummed out. But that’s not the only reason to do it.”

As the man says, it’s not just about how many people saw the film. Heck, there are few films better placed to be discovered long after its opening weekend, just as its characters discover the forgotten, adjacent periods through stories in different mediums, such as a civil rights lawyer’s diary, a collection of love letters, a paperback mystery novel, a comedy film based on a “Ghastly Ordeal”, and finally, a new faith inspired by the culmination of all this modern mythology.

But the paradox of Cloud Atlas is that it feels an unfilmable story even while you’re watching it. That’s not to say that they failed to tell the story, only that it’s a flabbergasting achievement. As miniseries production values have grown, it’s clear that even a few years after it came out, nobody would have dreamt have making this into a movie.

With the reboot cycle what it is, it’s surely only a matter of time before someone retools it for the peak TV era, centrifuging those six stories into separate episodes rather than exploring how they rhyme in real time as the film does. Despite its mixed critical and commercial reception, the movie already defied its fate by getting made.

Nobody’s starting any new faiths based on it, but it’s hard to imagine how it won’t inspire at least one or two future filmmaking maestros in the same way as 2001 inspired Tykwer and the Wachowskis. Love it or hate it, the film is uniquely unique. It’s genuinely unlike anything we’ve seen before or since, and in that much at least, its legacy is secure.

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