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On Getting The Job
"Rodman Flender, an executive at Roger Corman’s Concorde Pictures recommended me.  I did an interview as one of several guys up for the job. This was the very first Fangoria Magaize movie, so they wanted to get it done on time and budget and they figured someone trained by Roger could pull that off. I think that was a large part of why I was hired. I really liked the script too, and I think that showed.  It was very much a William Gibson inspired work.  My wife had turned me on to Gibson’s books like “Neuromancer” and “Mona Lisa Overdrive" and MINDWARP fit right in with that kind of science fiction."

On Working With Bruce
"When I came on, I believe Bruce was already attached. He liked the character of Stover, I think. Because it wasn't the screwy madcap he'd played for Sam (Raimi) in the EVIL DEADS. This was a much more reflective character. Working with Bruce was great because there was nothing he wouldn't do: running and tumbling down icy hills wearing only a light shirt, lying in freezing water for hours, sliding down the slimy tunnels again and again. Every once and in a while his performance would go off into Ash territory, and I'd say "Bruce, that's a little Evil Dead," and he'd back off. He knew exactly what I meant and was really cool about it. Towards the end, after he's infected with leaches and throws Angus into the chipper, he really went to town and got to be crazy again. It was a really fun moment. Bruce also helped anchor the story. Often directors try to find a simple sentence to hang a movie on, and in this case it was Bruce who said that in the end, ‘This is the story of a girl trying to find her father'. And that helped me a lot.

Later on, when Bruce was up for the TV show “Briscoe County”, he asked for footage from MINDWARP to show he could act in a role where there was a serious relationship with a woman.  I don’t think he’d done that before.

"Bruce also met his wife on the show. She was the wardrobe designer and as soon as Bruce arrived, she stopped talking about a boyfriend we thought she'd made up to keep the male crew members at bay. Bruce spent a lot of time in her office actually helping her sew his costumes.  She taught him, I think, because he used sewing his clothes as business in Stover's first scene with Judy.   Finally, Bruce didn't say anything bad about me in his book, which I thought was pretty nice of him considering what a pain I was on the shoot."

On Working With Angus
"Working with Angus was such a gratifying experience and an absolute privilege because he really dug deep into that part. I remember at our first meeting he brought astonishingly detailed notes with a character analysis of the Seer and Judy's Father, because they were two separate characters. His intense preparation laid a foundation that really helped the entire show.


Marta Alicia, who played Judy, carried the entire picture on her shoulders, but if Angus didn't work, then nothing would work. We had long detailed discussions about his character and he traced the Seer's motivations back to ancient Egypt where Pharoh's would marry their sisters and be perfectly fine with it. That was his justification for his character engaging with his daughter who was the only fertile female left in our story. For Angus, the movie came down to a “No Exit” kind of view where in the end, there wasn't a way out for anybody.

Throughout the very grueling shoot, Angus was dedicated to doing everything he could, even going down that wood-chipper on those painful rollers. He's a terrific actor and brought great pathos to his character."

On The European Release
"It came out in Europe as “The Brainslashers” or “The Brain Eaters” which made no sense at all. We didn't slash or eat their brains, but we did puree people and drink their blood. I was very specific about that. (laughs)"

On Working With Marta Alicia
"Marta Alicia was a swell actress. She was part of the casting process, and it was one of those classic low budget Hollywood things; me and three other guys in a hotel room with a desk and a couch and actresses lined up outside in the hallway. In her audition, Marta had texture and depth and real presence. I really enjoyed that about her. She gave this part great empathy and always added extra layers beneath what she was doing on the surface. As Judy Apple, Marta had to carry the whole bloody movie on her shoulders, and she put up with a lot on that shoot.  It was very demanding for her physically and mentally."

On The Script
“When I came on, the script was there, written by Mike Ferris and John Brancato, now very successful screenwriters (THE NET, THE GAME, TERMINATOR 3)  They wrote MINDWARP under the pseudonym Henry Dominic. The Gibsonesque themes were all on the page, and it was a terrific yarn, and the first half was great, but the structure of the second half needed some work.  I took a chance telling that to the producers, and I think either co-producer Damon Santostefano or Chris Webster, the producer, agreed with me and that helped me get the job.  Mike and John were cool enough to work with Damon and I to address the issues.

Mike and John deserve great credit for the movie. They invented an amazing universe, and it had so much going on in it. They wrote this amazing story about the nature of reality, the individual versus society, environmental disaster, the degeneration of civilization, mother/daughter relationships, father/daughter relationships, the dissolution of the family, incest, cannibalism, religion, abortion, matricide, patricide, mutant leaches, and recycling. And we got to grind people up in a tree chipper kinda thing. So it was definitely not your standard four-door monster slasher movie. I think that's what intrigued Bruce and Angus about it.

After we finished what we thought was the shooting script our line producer reported back that the budget was still too high.  Fangoria had a deal to make three movies for $3 million dollars, so Chris, Damon, and I in various combinations rewrote the script to meet the under $1 million budget.  That was tough, but it worked out. I was always pretty proud that in spite of scaling back the script and in the making of the film, we were able to keep things intact, convey the themes and tell the original story created by the Mike and John."

On Location
"We wound up shooting in Eagle River, Wisconsin. The movie’s producer, Chris Webster, had built a sound-stage on an old girl-scout camp and all three Fangoria films wound up shooting there. The exterior scenes of the film were originally supposed to take place in the snow and the crawlers were going to come up on snowmobiles rather than a tractor. It just happened to be the driest winter in twenty years. This was the same year they were making Die Hard 2 which took place in a snowed-in airport and they had to keep moving north to find the snow at different locations and even trucking it in. It was ridiculous. We were doing the same thing in pre-production and wound up chasing the snow to a town called Gay, Michigan.

We didn’t find snow, but did find a beautifully bleak landscape on the shores of Lake Superior.  Those ruins that you see Bruce stomping through are the tailings from an old copper operation. It was a stunning location and cold as heck but the ice was shoved up against the beach and it was great visually. I wish we could've done more with that. We did have the crawler jumping out of the ice at Stover but that was it. We actually had to weigh that guy down in his wet-suit because he'd keep floating to the surface. It was a very challenging location to film, and we had to use every Roger Corman trick in the book to get all the shots in.  My old writing partner, Michael Sloane, who would go on to write THE MAJESTIC, re-wrote these scenes to accommodate the new location.

Gay, Michigan was an incredible place, though. It was post-apocalyptic all by itself just standing there. It actually looked better than just snow and allowed more set-ups and coverage. Snow would've been absolutely horrible to shoot in especially with our limited crew. I remember there was only one business in town, a bar called The Gay Bar. There was a bumper stick that read "Go straight to The Gay Bar". They didn't like us though, a bunch of crazed movie people invading their town. But I think they liked our money."

On The Look
"What I liked about the story was that it had five distinct looks:  In World, where Judy and her mother live plugged into their computer dreams; the fantasy stage of mom’s opera career; the sysop’s realm of light on water; Out World, where Stover survives; and the underground realm of caves and junk where the Seer rules over the mutant crawlers.

I was never a good artist, terrible in fact, but I managed to work in the art department at Corman’s on a couple of shows, both of them sci-fi and the operative word on them was “Kludge”, which was some sort of German school of art where you take stuff from junk yard and turn it into something cool to look at.  We’d do “kludge” to construct Roger’s space ship sets and that gave me a handle on how to approach the mechanics of the art work to be done here.

The true design, though, was handled by a highly regarded production designer friend of Chris Webster, who did very cool initial sketches as a favor.  These were followed by the show’s actual production designer/art director, Kim Hix, and a terrific set decorator named Therese DePrez, who was incredibly imaginative in design and totally into scouring local junk yards for the set dressing we needed.  Kim brought in a guy who made junk sculpture, and he built the chipper in the grand hall set out of very dangerous metal like saw blades and spikes.  One touch I loved was that after we ground someone up, their blood would spurt out of an old school drinking fountain that Therese’s crew had dug up.  The art guys were great and very excited about the possibilities of an underground world build on recycled junk.

Ida Gearon, our costume designer and now Bruce’s wife worked closely with the art guys in coming up with bizarre junk wardrobe for the Crawlers (including Stover’s auto vent goggles).  She also put together clothing specific to each of the realms of MINDWARP.

Peter Fernberger, the cinematographer, had to design lighting for each world as well.  He shot the underground sets with as little light as possible, keeping the brooding dark feel we needed while still allowing us to see the story play out.  It was a very difficult shoot, but I had a great time with Peter.  Planning the coverage with him really helped me get a handle on the visuals we needed and he was up for anything."

On The Ending
"The movie wound up having three endings. First Judy and Stover escaped, sort of, before Stover turned up infested with the leeches, which was fun to shoot. The second ending was when Judy woke up, and the Systems Operator is her father and he passes the job to her. Then, low and behold the third ending, that was her fantasy and it turns out her father's been dead all along. (They) wanted to drop the dead father part and I argued against it. The whole thing was Judy, having a fantasy because she never knew her father, and like Bruce said, just wanted to find him.  That's why he's all these things; he's a murderer, a cannibal, a leader of a mutant society, he proposes incest, and he's also the systems operator watching over her from a far. So I argued we needed to keep that last ending in.

The reality of Mindwarp was Infinisynth and that was it. There was no outside because if you come right down to it, we never saw the out-world. Everything from when Judy plugged into her mother’s fantasy and killed her to the time that she's cast out is Judy's own fantasy, her own dream, her own construct. My problem with dropping the dead father ending is that the systems operator would've really been her father and that was a bit too convenient and didn’t say much really."

On the shoot
"This was one of the toughest things I had every done to that point.  When you directed for Roger Corman, believe it or not, he left you alone as long as you stayed on schedule and on budget.  The people that work for him know how to make a low budget movie. You know them and they know you, and they kind of surround you in a supportive cocoon. There’s a way to approach the low budget feature work, where you plan and keep ahead of the next set to maximize your set ups and coverage. They have experience and a structure for this job, and I figured everyone in low budget worked the same way. Out on location in Wisconsin, we didn’t have the infrastructure we needed or a crew that had worked together before, and some in production didn’t see MINDWARP as a low-budget feature, but rather as a kind of TV movie.  I got pretty frustrated, was not in the best of temper at all, and was at times quite a jerk.  But my assistant director, J.B. Rogers and my script supervisor, Steve Gehrke, and my film editor Adam Wolfe, got me through it and helped to deliver a low budget film, which turned out pretty good."

On Extreme Coincidences With The Matrix
"I loved The Matrix.  It was the great William Gibson movie that was never made, and of course they had five billion dollars more than we had but hey, that’s okay. I called up Damon (Santostefano) after I saw it and said 'The Wachowski Brothers are brilliant but I hope they didn't see our movie! (laughs) Because the first twenty minutes of The Matrix is our movie . . . only done really well." (laughs)

They took the concepts much farther than we did, though. Why is everybody being kept alive and plugged in? We never explained that and they did. We actually dodged the question. I remember having long discussions about the justification for this huge network that kept people jacked in and programmed their fantasies for no apparent reason, but we decided to ignore the why.  I bigger argument was whether or not our back of the head plug-in to the system was going to be a Mac printer connector or a parallel port (laughs)."