Most music video directors aspire to one day move on to feature films, following in the footsteps of Spike Jonze, Michel Gondry, David Fincher, or even Michael Bay. It turns out, however, that this is a pretty difficult transition to make. This is why we were particularly excited when we heard that director Matt Amato had taken a break from directing music videos to focus on shooting his first feature film, The Makings Of You. Shot in St. Louis and produced by Jack Richardson and The Masses (who typically produce music videos), the film is a classic love story starring Sheryl Lee from Twin Peaks and is set to release in 2014. Having already talked to Matt in depth last year about his music video work, we were curious how working on a feature film compared to it, so we chatted with him to find out. (Photos by Jon Ramos)

Doug: I'm curious about the process of writing a feature film compared to a music video. Did the idea for this film still come from the same place a music video idea would come from?

Matt: I think it all comes from the same place. If it's coming from the right place, it's coming from your subconscious, and from your dream life, and your imagination. How all that relates to your day to day reality. Also, I really can't think without music. Right now I'm going through a catalog of 500gb of material I'm trying to choose from, from this record label called Now Again from Eagle Rock. Just tremendous amount of hard rock and psychedelic rock, vintage R&B. It's a really exciting catalog. Even in the editing process, it's all music inspiring me. Not just the old stuff I was dreaming about. It's all sound and image.

Doug: Obviously, when you're directing a music video, it's a very specific song that you're using for inspiration. Did you say you're working with a label on this project? Is music influential throughout the project?

Matt: Yeah. I have my songs I've been working with, for instance, The Rolling Stones "She Smiled Sweetly." I've had it played on a jukebox. Of course, we're not going to go after that. It's already been used in The Royal Tenenbaums and it's The Rolling Stones. Do we really want to deal with that? I found this band called Witch. They're from Nigeria, early 70's and have a song called, "Hometown." It's a whole lot better than "She Smiled Sweetly" and we can use it. We shot with it on set. Two actors danced to it. I'll be editing to it. I wanted to discover as many songs before I actually shot the scenes, so I can have music dictate camera movements. I try to do that as much as possible. When I'm out shooting B-roll, I have my headset on and I'm shooting with music I intend to have in the film. Miguel Atwood-Ferguson and Carlos Nino are old friends of mine from Los Angeles. They will be providing some of the more lushly orchestrated elements of the soundtrack. I DJ for the actors when we are filming without sound. I think those are their favorite moments on set. I can just DJ their performance with them. I remember this one moment Sheryl Lee was sitting there and I was able to play her Waylon Jennings' "Dreaming My Dreams With You." Then the camera's just filming her listening to music. Of course, you won't hear that when you see the movie. Or for the walking scenes I'll carry a boom box with me so the camera crew and the actors know the pacing of what I'm going for. The whole thing is musical. It's just when you think of a movie, you have to think up a hell of a lot more. It's like these music videos are little movies, basically. This is a big one and I was blessed with actors with great speaking voices, so that's a certain kind of music. Sheryl has the most beautiful cadence to her voice. Jay [R. Ferguson] has a really nice, resonant voice. I was able to work with the music of their voices, which is a wonderful element. The two boys I cast are musicians. They provided songs for the soundtrack. Michael, the youngest one, actually came up with the theme to the film, which is beautiful. We already recorded that in these great studios here in St. Louis. It's wall to wall music. It's a love story, so the music has got to be memorable. We're aiming to have one of the most interesting and dynamic soundtracks that anyone's ever heard.

Doug: Have you had the narrative of this film with you for a while? Has it been something that you've been working on for an extended period of time?

Matt: The story's been with me for years. I used to live in Chicago. It all originated from seeing this woman on a bus. I started thinking about her. I didn't know her, so I was left with thoughts of her. All of a sudden, here I am with Sheryl Lee, riding a bus all these years later. It's something that's been with me for a long time. I really feel like the whole process has been about these characters that somehow came to life. I was always interested in them. It was really fun to see a whole crew and actors become interested in them as well. I hope the audience becomes interested in them. It's really about their life. They are living the life that we're telling. They always seemed independent of me. I received the vision, but it always seemed like it was more about them, than me. It's a love story, so it's philosophical about love, but that changes, too, over time.

Doug: A lot of your recent music video work had been with a small crew, some even just you with a tiny camera and an actress. How did the crew on this film compare to most of your music video work? Was it a much bigger crew than you're used to working with?

Matt: It was a crew of about thirty people every day. Depending on extras and stuff, sometimes that ballooned up to fifty people a day. It was a lot of people to worry about, and to feed, and communicate with. But there was a real joy. Everybody that worked on this was so passionate and committed and worked so hard. It was a very humbling experience for me to be at the center of all these people working in such a dedicated way to fulfill this vision. It was especially humbling.

Doug: I know that the film was produced by The Masses. Was the crew largely built with people with music video experience and people that you've worked with on music videos?

Matt: We only brought two Masses colleagues from Los Angeles: Chris Coats was our script supervisor and and there was Captain Jack was at the helm. Alex Pelly stayed back in our LA office and Judy Craig ran operations while we were gone. I missed them every day. It was mainly a local crew. I came here in June to discover what St. Louis had to offer and it's been great every day. You should see the little editing room they set up for me here is absolutely deluxe. It's just great. I love working here. I can't say enough about it. It was all new people, even my cinematographer. That was a hard decision, to figure out who to give the reins to on that. I knew that I couldn't DP this whole movie. I found a local guy, Chris Benson, who really did us proud. It was a local crew. I think our AD came from LA, but I hadn't met him before. It was all pretty fresh.

Doug: You mention music videos are a lot smaller and obviously take a lot less time. Do you find that you prefer living in the project for as long as you have now?

Matt: It's been great! We've created an imaginary reality that you can exist in. That's the beauty of making movies. You have to step outside of the rest of time in order to create this time. It's very bizarre, actually. I love reality, but making movies definitely takes you away from it as you create a new one. One that you absolutely tend to believe. It seems like the only thing that matters while you're doing it. I don't think anybody wanted it to be over. I know there is a lot of tears at the end. Smiles and tears. A lot of tears on the way to the airport. It was rough. It was rough coming back to the rest of the world. It settles back into itself and it's what we must do, but I can't wait to do it again.

Doug: Have you ever experienced that type of feeling on a music video project? Even the larger, bigger budget projects? Is that something that you find has been unique to something that is feature length? Something you only get by working with people for weeks on end?

Matt: It's about connecting with people. I've had some great opportunities to connect in a very personal way with some of the artists I worked with on music videos. There is that sense of nostalgia, even while you're there, on some music videos. I'm thinking particularly of the family I stayed with in Scotland when I did the "Withered Hand" video. Or working with Justin out in the woods during the Bon Iver video. Those are very powerful memories for me. But saying goodbye to Sheryl - who worked every day of our schedule and played our main character, Judy - that was tough. That was really, really tough to say goodbye. I knew that the next time I would see Sheryl, she wouldn't be Judy anymore. We all really did fall in love with Judy. If you create something imaginary, yet you commit to it and it becomes real for everybody. There is this character living amongst us named Judy and she's gone now. We can see her in the movie. Hopefully that will be fun for everybody, to check in with Judy. It was really hard to say goodbye. And Jay, too. And then Grace. Hell, everybody. These actors were very beautiful.

Doug: Do you find that your career in music videos, and your time spent so far in music videos, was able to prepare you for this project?

Matt: Oh, absolutely. I had the confidence to take chances. I've been experimenting with the camera for years. I really know how to whip that thing around. I'm bold, I make some bold choices. I don't think I would have the guts to make bold choices in terms of camera placement, or framing, or stuff that's very unconscious for me now. I don't have to sit there and think about it. I also move fast. Yeah, I absolutely think my style in directing parlays beautifully with feature filmmaking.

Doug Klinger is the co-founder/content director of IMVDb and watches more music videos than anyone on earth. You can find him on twitter at @doug_klinger.