The 13th Floor

Saar Hendelman on the set of ALLELUIA! THE DEVIL’S CARNIVAL

To make a carnival work, it takes a lot of people. But hell, to make a musical, it takes a solid musician! And thankfully, when it comes to THE DEVIL’S CARNIVAL movies, director Darren Lynn Bousman and writer/creator Terrance Zdunich turned to Saar Hendelman as their collaborator.

Having a long personal friendship and history with Terrance has helped the two compose a series of intricate and dense songs that make THE DEVIL’S CARNIVAL a truly unique entity. And as a music lover and writer myself, I’m always fascinated by the creative process, especially when it comes to something as elaborate as a musical.

At the time of this interview, the crew is about half way through the shoot of their sequel ALLELUIA! THE DEVIL’S CARNIVAL and I’ve just spent the morning walking through the “heaven” set. Saar and I decide to find a solitary spot to chat, and so we retreated into one of the jail cell sets, now dressed up as a law office. We immediately jumped into our conversation in awe of the craftsmanship of the crew on this production.

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Saar Hendelman: It’s amazing the dressing they put in these rooms, because they totally change the room. This looks like an actual law office. They hung up all these pictures to make it look like an old school 1920’s noir detective thing and it was just bad-ass. It’s magical how quickly they set these up and then change them out, huh?

SH: Yeah and then the next day, they take everything out and this room looks nothing like it did. It’s just normal.

BH: How did you initially come into the fold and end up collaborating with Terrance and Darren? Did you work on REPO! THE GENETIC OPERA?

SH: I didn’t. I just did some piano work on it, but I didn’t really work on it. I’ve known Terrance now for over a decade. We’ve been close friends for a very long time and we’ve both always been doing our own projects. And when him and Darren got together to get the first DEVIL’S CARNIVAL going, Terrance had written the script and a basic outline of songs. So originally, he asked me to come on board and help with musical arranging. We worked a couple of things, but basically I said I can do the arrangements, but we can also just work on the songs together. I didn’t want to overstep my bounds. But he was great and said, yeah let’s try it. We worked all the songs and came up with new ones. We had a really good writing relationship.

BH: Let’s talk about the music process. The collaborative process in general is always fascinating to me because it’s usually different for every musician. What’s it like with you and Terrance?

SH: Terrance doesn’t play any instrument, but he sings and is very musical. We both do lyrics and we both do the melodies. So we work on both together. I’ve been playing piano since I was a kid. So, basically, with the first one, he had rough songs and lyrics and melodies. Most of those things survived the process. Some of them only parts of the songs survived, but we have a very unusual working relationship. Usually, as I’m sure you’ve done yourself with music, you get in a room, you start writing, you throw out ideas, and it starts to take shape. We do it a little backwards. We sit down and talk about what the song is, who the character is and where the song should go, and we both write our own songs and bring that together to see what we both just did. Because we have very different approaches.

BH: So you discuss a character together, and then you write something separately about that character?

SH: Yes. Each one of us writes a song. Lyrics and music for a whole song for the character. Or sometimes part of a song and we say, “OK, this would be my idea of how we should approach this song.” There’s nothing similar about the two but then we’ll present them to each other and discuss. Why did you have these ideas? What about that works?  We’ll figure out which ideas work from each person’s interpretation and put them together. We’ll go back and do it all over again and just keep writing song after song after song. We’ll say, OK, this one, there’s this idea, this melody and part of this melody, that all makes sense together. In reality, it’s close to the process of how you work on a musical. We just start writing the songs and as the process goes, they start influencing each other so at some point, it gets closer and closer to the starting point. Even with this, the second DEVIL’S CARNIVAL, we probably wrote close to between 10 and 20 songs per character. We have 100-150 songs, something like that that are totally different melodies and ideas. The good thing about that which is great for this kind of project is everything has to function in a way that promotes the story and fits the character and adds layers and is necessary. We can’t have a song just because we need a song here. Or because it’s been 5 minutes so we need a song. They all have to function. It takes a lot to come to the point where we figure out what’s important as opposed to what would be fun to hear. How does it shape the story?

BH: It sounds a lot like the screenwriting process, like if you were to take the music element out. You ask yourself “who are the characters?” “What progresses us further?” “What’s important to the story?”

SH: Exactly. It’s exactly how it is.

BH: So what comes first? The script or the music?

SH: They shape each other. There’s a rough outline of what the story should be. And then the educated guess on where each song would be and which character should be doing it. And then, as we get into the songs, the script starts reshaping. And sometimes it can reshape things pretty drastically. For example, characters can change. On the first one, The Twin character (Nivek Ogre) was supposed to be 2 different people. Because of the process of the songwriting, it made more sense to have it be one character. It’s a real back and forth between what the script is doing and what the music is doing.

BH: When I write songs, they all mean something to me. They’re all my babies. And I’m sure it’s the same for you guys. You put a lot of work and effort into crafting each song. But for example, on the first one, my favorite track was “In All My Dreams I Drown,” which ended up being cut out, but resurfaced in the end credits. How do you feel about that? Working on all these ideas and then maybe for whatever reason some of your favorites don’t make it into the final film? How hard is that as the author?

SH: It depends, it depends. In the first one, for me it was a new experience for me to write something and then someone else takes over and sings it and performs it. For me that was really cool. Somebody doing something that’s bringing out the best of the song and putting things in there that you wouldn’t even imagine, and think of the songs in a way I wouldn’t think of them. On the first one, even in the recording sessions, we didn’t have time, so we were running through things. It was a pretty good crash course on how to handle that! It was a big lesson learned. You look at the final product and it may have changed what you initially had in mind, but it’s still pretty cool! On this one, I came into it expecting that, but have been pleasantly surprised by everything. Stuff will always end up on the cutting room floor. We’re shooting now and we’ve already ended up cutting 3 songs. Just because we need to change stuff and some of the story-lines change, and sometimes actors bring something to the role that you didn’t think about that you want to change to work better for them.

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BH: What about the evolution of this story as a series? Were you thinking of the 2nd one while making the first? And because there were a few false starts between the first DEVIL’S CARNIVAL and the second, has much changed from those initial discussions on what the sequel would be? I know for myself as a songwriter, sometimes getting extra time is a blessing in disguise! The more time, the better.

SH: I think the extra time has been good for us. Because of the way we write, we’re kind of slow. So yes, the more time, the better! The good aspect of it is it gives us time to really build in layers into the songs. We do a lot of research for this stuff. We have songs that we’ll have 5 drafts of and we’ll realize, that’s not it. But one line will survive. So the time allows us that. Funny enough, “In All My Dreams I Drown” was probably one of the quickest songs we wrote. That wasn’t a part of the movie. At the last minute, we had a week to write 2 more songs, and that was one of them. And that worked really well, but then got cut and moved to the credits. (Laughs) There is something to the time delay that allows us to delve in more. We worked for a year on these new songs. That’s a long time!

BH: On the first one, you’re writing songs for characters not knowing who they’ll be just yet. And Darren (Bousman) goes and gets this amazing cast. People like Paul Sorvino as God. So for the second one, did you have some of these actors in mind? Because you’re bringing in a lot of new characters too and bringing characters back.

SH: The characters we brought back, we knew what we could do with them and we really tailored the songs to those actor’s strengths. On the first one, we had that with Emilie (Autumn) and Paul. Now we know exactly what their voices can do.

BH: Any actors that surprised you when they came in? In terms of their abilities or how they played a character?

SH: On this one, I came into the process knowing we were going to do something different. But everybody across the board has been a pleasant surprise. Jimmy (Urine from ‘Mindless Self Indulgence‘) and Chantel (Claret from ‘Morningwood‘) were amazing. After the first take, we loved them. Everybody brought their game. Even the character pieces with Barry Bostwick and David Hasselhoff, they’re singers. They came in and made it different and musical and awesome. Everybody’s been great on this, and my guess is that’s unusual. Because everyone either comes in and does what we wanted them to do, or makes it even better. A lot of the characters change in the studio, and you adjust but they made it all work.

BH: What are some of the influences when it comes to the themes you guys are approaching in both DEVIL’S CARNIVAL films?

SH: I don’t think we ever talked much about influences, in terms of other films and things like that. The decision was to have heaven and hell, and it be past and present for both. We really geeked out over that in the sense that we wanted to create differences in what musically would be happening here. (In heaven.) Look-wise and story-wise. Early on, we decided to make heaven feel like this 20’s-30’s style thing. Like a hudsucker proxy reference. Beyond that general idea, of figuring out different songs for heaven, we didn’t talk movies or influences. On the first one, every song was a performance. Every song was a carnie act. And heaven just doesn’t work like that. Our loose reference was the 20’s-30’s-40’s for heaven, and push the carnival side of it forward in hell present. And pull it back when it’s hell past. We really wanted to see musically and storywise an arc between the two places.

BH: Had you ever written stage shows?

SH: In high school. I’m more a songwriter. Stand alone songs. I have an eclectic rock sensibility. I have my own one man band which is nice because I can be a tyrant! That’s the good thing about this, we have a good collaborative relationship.

For tour dates on when and where you can see ALLELUIA! THE DEVIL’S CARNIVAL, visit the official website:

*All photos by Paula Burr