Discover Now: Heaven Knows What

Discover Now takes a closer look at Josh & Benny Safdie's breathtaking feature film HEAVEN KNOWS WHAT.




DIRECTORS' STATEMENT - Josh and Benny Sadfie

We met Arielle as a temp assistant in the diamond district while we were doing research for another film. She was the most uniquely beautiful girl I had ever seen, with such a harsh jersey accent and an original vibe. I had to know more about her. We met a week later and I slowly realized she was a homeless girl (19 at the time) with a heroin addiction and a mysteriously evil boyfriend named Ilya. I met with her weekly, learned more and more about her exciting and selfi-induced dramatic life. Then, she disappeared for a few weeks after I got her a job in a music video, which she didn't show up for. It was very concerning and confusing. Turned out she was in a psych ward at Bellevue Hospital for an attempted suicide.

Soon after, we commissioned her to write about her life, which she did in various Apple Computer stores throughout NYC. The result was a 150+ page document filled with some of the most original writing we have ever read. A detailed account of what it's like to live on the streets of modern NYC with a drug habit, a wild boyfriend and yearning for romantic drama. Never a dull moment, because a dull moment meant death! We adapted those pages into a screenplay and hit the streets casting all the great street kids we could find and added actor Caleb Landry Jones (who immersed himself into the scene in an almost dangerous way) to play her boyfriend. We chose Caleb for his reputation of obsessive immersion into the characters he plays. We knew we were going to have Caleb surrounded by real street kids at times and there was no safety net, often our cameras were hidden far away, we needed his dedication, his appropriation of the street. The goal was to sculpt the production into something that could be shot sequentially on the streets of NYC blending real actors with bindlestiffs, and street legends.

Josh and Benny Safdie



Uncovering A Subculture

As some of the highest profile young filmmakers in the New York indie community, Josh and Benny Safdie have garnered a reputation as fierce portraitists of niche subcultures that lie outside the norms of mainstream American life. After making their second feature, DADDY LONGLEGS, which was inspired by unusual experiences from the brothers’ own lives, they turned their focus outward, making the feature documentary LENNY COOKE. The film was about the fall from prominence of the film’s titular basketball player, a onetime top NBA prospect, and the world he inhabited. The origins of the brothers’ latest narrative feature, HEAVEN KNOWS WHAT, lay – ironically – while they were researching yet another unique subculture – that of Manhattan’s famed midtown diamond district – for a different feature.

“I was doing research for a film that took place in the diamond district, and I was there so often I was practically working there,” Josh explained. “One day I was heading into the subway and I saw this beautiful young girl who I thought was a Russian assistant. I approached her to see if she’d be in the diamond movie. I started talking to her and realized she wasn’t Russian – she had a thick New Jersey accent, her name was Arielle Holmes – but she did work in the diamond district. I told her I wanted to talk more with her. We met a week later and she was dressed entirely differently – wearing tattered clothing, carrying a big bag. I soon found out she was homeless. I started asking about her life and she told me many strange and exciting stories, many of which revolved around her mysterious boyfriend, Ilya. I began to realize we might be able to do something about her. A few weeks later I heard from her, she told me she’d just gotten out of Bellevue – she’d been there for attempted suicide. From there on out I knew I had to make a movie about her life.” Fascinated by the grim and moving realities of Arielle’s drug-addled, vagrant existence, the brothers ended up commissioning Arielle to write a book about her life, which would address Arielle’s emotionally abusive boyfriend, Ilya, in addition to her drug problems.

The brothers were deeply impressed with Arielle’s writing, and they began preparing for a film adaptation of Arielle’s story, entering the casting process. It was clear from the start that Arielle would play a version of herself, and the brothers decided to populate the film with other non-actors, real street kids from Arielle’s life. Benny explained, “It’s not that non-actors aren’t actors – they’re just acting for the first time. But amateurs are full of energy. We’re not uncomfortable working with real people and getting performances out of them. That’s something we’ve done in the past, and after making a documentary we felt good about getting comfortable with people to get the performances we wanted.”

For Josh, the social bond with the amateur actors was of the utmost importance. “Like any other film we did, we immersed ourselves, like method acting, but it’s method directing instead. In the lead-up to shooting the film, I spent four or five months hanging out with Arielle and her friends. They knew me. So it wasn’t so alien, us casting them in the movie, since they knew who I was.” There was one role, however, that the brothers didn’t want to cast an amateur for: that was the role of Ilya, Holmes’ lover and tormentor, a larger-than-life figure. Josh was immediately intrigued by one actor. “Jennifer Venditti, who’s a brilliant casting director, recommended Caleb Landry-Jones to us for Ilya. We wanted to cast a real actor for Ilya because Ilya’s actions are so theatrical. Jen suggested Caleb because of his reputation – she said, ‘this guy’s kind of crazy,’ and I said, ‘I like crazy.’ I spoke to him, and during our first conversation I sent him some of the excerpts from Arielle’s writings. He seemed like an outsider, someone who has his own way of being.”

The actors ended up choosing Landry Jones for the role, and their expectations were met – and exceeded, as Josh explained. “Upon arriving in New York for the film, Caleb decided that he wasn’t going to stay in the fancy hotel we’d booked for him. Instead, he went to the internet café that Arielle and her friends would hang out at, and after a few days he was staying on the streets with them. The big question was, what’s going to happen when Arielle and Caleb meet? But within twenty minutes of their first meeting, Benny and I were the outsiders and Caleb was the insider with Arielle and Ilya. It was amazing, what a chameleon he could be.”

Landry Jones was aware that his approach was a risky one. “I didn't know what to expect,” he explained. “I didn't know Benny or Josh. I didn't know Arielle. I didn't know Ilya. I didn't even know New York that much. The whole approach I took was kind of a gamble.” Benny attributed Landry Jones’s skill at understanding the subculture to the dedication with which he observed Arielle and her friends. “The way that Caleb watched everyone in the world the week or two prior to shooting, you could see that he was a sponge. You knew you were going to get something special. He watched the kids so closely.”

As Landry Jones and the filmmakers forged a closer relationship with their subjects and star, an alarming event threatened to derail the entire production. “Ilya unfortunately OD’d a few days before we started shooting,” Josh related. “He survived, but Caleb, Arielle, and I were all there, and we had to revive Ilya in a McDonald’s. I called Benny and I said, I don’t want to do this movie anymore, it’s too dark, and Benny said we didn’t have an option, we were in too deep, we started shooting in a few days. I asked Caleb if he was okay, and he said he was okay, he just hoped Ilya was okay.” Landry Jones, for his part, appreciated getting to know Ilya, but felt that he was more of a starting point for the character Landry-Jones was playing than an individual he had to mimic onscreen. “I was playing Ilya, but at the same time it wasn’t just Ilya,” Landry Jones explained. “I had to do my best to incorporate the other elements that entered into the equation, my own self being one of them. It’s not a mirror image of the real-life individual, the character I played onscreen.”

Co-writer and co-editor Ronnie Bronstein – who also co-edited and starred in the Safdie’s DADDY LONGLEGS – was steadfast in keeping reality separated from fiction when writing with Josh. Unlike Josh, he had never met Arielle prior to writing the script – instead, he knew her only through her writings. He says, “Well, I’ve never met Ari, or any of the cast for that matter. Josh on the other hand spent months in that community, mining the daily grind, embroiled in the most incredibly overwrought drama, which naturally is going to foment an almost ethical sense of obligation to fidelity. I think he relied on me to take that for granted. To make sure that expressivity wouldn’t be imprisoned by it. That the project wouldn’t be democratized by it.”

Ronnie also had the unique perspective of collaborating with each brother separately – with Josh on screenwriting and with Benny on editing. He recounted, “The collaboration has a sort of built-in checks and balances system to weed out bad ideas, so long as you have the tenacity to argue yourself sick. The three-way formation also affords the opportunity to create strategic, temporary alliances, to either veto one person’s gross idea, or leverage your own. On this project I tended to fight more with Josh and commiserate more with Benny, both spawning different strands of closeness.”



As HEAVEN KNOWS WHAT begins, we’re introduced to Arielle’s character Harley and her boyfriend Ilya in the midst of a terrible fight. The stakes soon become alarmingly high: Harley is threatening to kill herself, and Ilya, rather than trying to talk her out of it, is goading her into going through with the deed. Arielle ends up slitting her wrists and then, horrified and in pain, is taken to the hospital. For Holmes, the experience of playing herself and re-creating events from her life such as this gave her some startling insights. “When I was performing in the film, I kind of felt outside of myself,” Holmes explained. “After we had shot a lot of the movie and I went back and watched a few things, it really gave me some perspective on myself. It helped me understand what I was actually doing and maybe how other people were viewing me at the time.”

While Harley survives the suicide attempt, the chilling nature of her abusive relationship with Ilya is made painfully clear and Ilya disappears from her life without checking in on her. The chaotic energy Ilya puts forward throughout the film is part of what drew Josh to the project. “The Ilya character was where we knew we had a movie. This is someone who, in real life, is such a mysterious presence – I mean, his idol is Diogenes, a bum who lives in a tire in ancient Greece – a guy who cares about nothing with such romanticism that the nothing becomes something. Ilya knew exactly when to show up in Arielle’s life so as not to lose her. You could never catch him – you had no idea what he was going to do next. He introduced her to heroin, to death metal, to this idea of fetishizing death.”

Freed from Bellevue after her suicide attempt, Harley has to determine whom she’ll spend her time on the streets with now that Ilya is no longer a part of her life. She meets up with Skully, a friend who tells Harley that she deserves better than the manipulative Ilya. Harley’s not interested in hearing it, however, and Skully becomes abusive toward her as she makes it clear she’s not interested in his friendship. For the role of Skully, the brothers cast rap legend Necro. “Necro is an incredibly well-known underground rapper with a cult following,” Josh explained. “We considered many different actors for the role of Skully, but Necro is really idolized in the street scene of New York – when the kids found out Necro was in the movie, it was like telling them Tom Cruise was in the film.” Holmes explained that Skully was a composite. “Necro was two characters; one was an ex-boyfriend and one was just this scumbag guy that I know. He did a good job of bringing both of them together.”

After moving on from Skully, Harley ends up benefitting from the kindness of another guy on the street: Mike, a drug dealer. Played by real street kid Buddy Duress, Mike becomes the other key figure in Harley’s life, providing her with a cell phone, drugs, and, for a period of time, an apartment to live in. He’s also deeply charismatic, a fast-talking, streetwise guy who is dedicated to watching over Arielle and protecting her. “I was smitten with Buddy from the second I met him,” Josh explained. “He’s one of these people who lives life entirely in the moment, a very passionate person. We knew we wanted him to play the third lead in the movie, but we had to see if he could act. We did a lot of scripted rehearsals with him, and he turned out to be the rare actor who you can push really far.”

Harley’s life ends up settling into a rhythm, as she gets drugs from Mike and is able to contribute to the apartment’s rent by begging for money, or “spanging,” as the characters refer to the act.

It’s one of the many examples of the street lexicon in the film, and exemplifies the Safdies’ obsession with nailing down the details of the subculture the film explores, as Josh articulated. “I think niche cultures are the most interesting because they form themselves based on their own principles, not popular culture’s beliefs.

When I was first hearing these stories from Arielle, I asked her for a glossary because I didn’t know what the word ‘spange’ meant. But now, I could go to any city in America and speak the language with these kids. The inspirations for this film, like Streetwise, or Life of Crime, the HBO documentary, these are movies that portray the world as it is. People call bluff when you don’t sound real. The nuanced language was crucial.”

Holmes agreed that the film provides an authentic glimpse at an often-overlooked world. “I feel like the film truly does capture the essence of the lifestyle. I feel like the film is not so much about drug addiction as it is a lifestyle that heroin plays a big role in. The whole world gravitates around making sure you have heroin, but there’s so much more to it than that. I feel like it'll give some people insight into what really goes on in that world.”

Just as things are settling down for Harley, Ilya appears once again in her life, stealing her bag off the street and hiding it. Ilya also tells Harley he’s going to kill Mike, which leads to the central confrontation between the two men in Harley’s life as they get into a fight in a park. Holmes spoke to the manner in which Harley is invested in both men in her life. “Ilya is this thing that Harley is not only in love with, she’s in a deep obsession with him, she has a need to have this dark force present in her life. Her love and devotion to him come from need to have that one tragic romance. When she thinks of Mike, that relationship is basically just about her need for heroin. Any compassion she feels for him comes from guilt, because she knows that he really likes her. Ilya brings a romance to her life.”

Harley continues maintaining her distance from Ilya after the confrontation, and the film observes her drug addiction becoming an increasingly central part of her life. This dovetails with the Mike’s trajectory, whose own drug usage becomes increasingly visceral. Eventually, however, Harley ends up letting Ilya back into her life, her romantic feelings for him coming to dominate all of her other concerns, as she walks out on Mike and the apartment that he has provided for her. When Ilya and Harley get back together, the chemistry between them is made apparent. “In real life Caleb and I get along really well and we did from when we first met,” Holmes explained. “The attraction was already there. And then when you add on Ilya’s character to the situation, for me it wasn’t hard to create that chemistry with Caleb because I had intense feelings for the character and the person it’s based on.”

Eventually, however, Ilya proves true to form and characteristically ends up disappointing Harley. Seeing the film provided some perspective on the relationship for Holmes. “It was from the perspective of watching certain relationships that I had with people that I began to realize how messed up some of them were – I didn’t realize it before.”

The tragic nature Harley’s lack of self-awareness resonated with Josh as well. “You know, it’s funny, the guy who actually treats Harley okay, she wants nothing to do with him. It’s like the Groucho Marx joke, I don’t want to belong to any group that would have me as a member. And Ilya, he belongs to no group, he’s a loner. He wanders, he’s an island and Harley just wants to be on that island. I mean, that’s what heroin does to people’s minds. The Shakespearean quality of the narrative was what appealed to us. It was an opera.”

An Opera of Glass


HEAVEN KNOWS WHAT is stylistically distinguished by its formalist rigor; the camerawork is almost always conducted from a tripod, and long lenses dominate the manner in which the film presents its characters. The Safdies and DP Sean Price Williams termed it an “Opera of Glass.” “It would have been too easy to do the film with handheld photography,” Benny explained. “It would have too easily conveyed the idea that the film is a street film. We felt that if we could achieve that atmosphere through the acting and the other nuances of the style, that would be much more powerful.” This opera-of-glass approach is exemplified by one of the first shots in the film, a stunning long take with a tight frame that pans with Harley as she moves through a library. Despite the absence of handheld photography in the shot, a sensation of manic energy is nevertheless produced by the speed and finesse with which the camera has to adjust in order to keep Harley in frame.

Josh was deeply impressed by Williams’ execution of it. “That opening shot in the library was technically, almost impossible to ask of a cameraman. It was on a 200mm lens. You know, the manic nature that comes with a lot of the shots is due to the fact that the street life is a manic life. Everything is do or die. These characters think in hours, they don’t think in days. Their view of time is so ridiculous and interesting. Film is a measurement of time, and when you have a wide frame, time stops. We used wide shots rarely in this film because time doesn’t really stop in their lives. So the shots stay tight.”

For Williams, the long lens decision was directly related to the characters’ places in society. “We wanted the longest lenses we could use with any practicality,” Williams explained. “The way I relate to this decision is pretty simple. The people and the city are almost fused by the telephoto impression. With HEAVEN KNOWS WHAT, we are watching people that are mostly unseen, though in front of everyone. Harley is a part of the sidewalk, as she is a part of the PC Richards window.”

The second component of the film’s deeply formalist stylization comes from the score, which is Isao Tomita’s rendition of various works by Debussy. The score’s manic energy derives from the fact that, while the compositions are entirely classical, their performance is provided through fuzzed-out synth-based production, one of the film’s boldest stylistic choices. “We were thinking of going classical with the film from the start,” Josh explained, “But we decided to do an electronic version of classical, of Debussy, like what Kubrick did with Beethoven in A CLOCKWORK ORANGE. We wanted the film to have an operatic atmosphere. We thought of the film as being of the German movement of Sturm und Drang: emotions are everything.”

This current of formal experimentation and boundary-pushing combines with the Safdies’ fascination with specificity and authenticity, to form, according to Josh, what makes for the twin strands of influence in the work. “After making this movie and thinking about where we want to keep going – I’m growing less interested in our own lives and more interested in the lives of other people. But I think of this movie as being influenced by Zulawski’s POSSESSION as much as I think of docs like LIFE OF CRIME and JUNIOR JUNKIE, portraits of people on the fringes of New York City life. But like POSSESSION, this film is an opera.”

HEAVEN KNOWS WHAT is available on DVD and Blu-ray through all good retailers. To watch the film on VOD please click here. Follow Heaven Knows What on Twitter.

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