All Eyez On Me

We talk to Peter Menzies Jr. ACS about filming the much-anticipated All Eyez on Methe true and untold story of prolific rapper, actor, poet and activist Tupac Shakur. 

By James Cunningham.


All Eyez on Me is the highly-anticipated biographical film about hip-hop artist Tupac Shakur, also known as 2Pac, directed by Benny Boom (S.W.A.T). The film chronicles the life and legacy of Shakur, including his rise to superstardom as well as his imprisonment and prolific, controversial time at Death Row Records. Comprehensive and richly atmospheric, Shakur’s life is wonderfully dramatised and perfectly performed by newcomer Demetrius Shipp Jr. in the lead role and Shakur’s contradictory life of activism and thuggery, artistry and celebrity is closely examined.

Australian cinematographer Peter Menzies Jr. ACS (Die Hard with a Vengeance, The Incredible Hulk, Clash of the Titans) had been interested in the project for many years as it journeyed through various directors over the years. Shakur was only 25-years-old when he was gunned down in a drive-by shooting in Las Vegas in 1996, and since then this project has seen many captains try to steer it to the screen. When it finally landed with Boom at the helm, Menzies was in the final two weeks of filming the miniseries Roots (2016) in New Orleans.

Tupac Shakur (Demetrius Shipp Jr) in the recording studio in 'All Eyez on Me' - DOP Peter Menzies Jr.jpg
Tupac Shakur, played by Demetrius Shipp Jr., in the recording studio in ‘All Eyez on Me’ – DOP Peter Menzies Jr. ACS, PHOTO Quantrell Colbert

My agent, Devin Mann at William Morris Agency was a friend of Boom’s. By the time he signed on, the production had a very tight window of just a few weeks before they had to roll,” Menzies explains. Boom reached out to Mann for suggestions on cinematographers, and Mann pitched Menzies for the project. The award-winning cinematographer had crossed paths with Boom many years earlier when he was shooting Die Hard with a Vengeance (1995) and Boom had been working in the production department.

Menzies had also worked on his first feature film, White Sands (1992), with All Eyez on Me  Producer James G. Robinson. “Coincidentally we made that film in 1991, during the period we were trying to recreate for this film,” he says. “I did not know the other producers on the project. I only interviewed with Boom.

Due to Menzies’ filming schedule, the two were only able to interview by phone. “During our one conversation we found that we were in-sync very quickly regarding the look of the film and the need to accurately recreate the feel of the 1980s and 1990s,” says Menzies, who explains that while it would seem to be a contemporary film, All Eyez on Me would actually be a ‘period piece’. And Menzies is right. The film also cleverly portrays Shakur as a monumental talent who transcended music to become a cultural icon.

Shakur (Demetrius Shipp Jr.) was raised by his mother, Afeni (Danai Gurira), a Black Panther and political activist turned crack addict. As a child, the rapper was held at gunpoint as the FBI arrested his step-father. With his mother often absent, Shakur grew up on the streets, living with strangers and raising his younger sister. He would later drop out of high school and pursue a career in music that would make him, arguably, the most influential and talented rapper in music history.

Together, Menzies and Boom agreed on a filmic look, although we would be shooting digitally. They didn’t have the luxury of time, meaning that from the first initial interview the two delved into equipment logistics. “I suggested we could use the same package I was using on Roots,” says Menzies, “made up of the 1.3 Anamorphic Vantage lenses and Arri Alexa studio cameras with mechanical mirror shutters.

Tupac Shakur (Demetrius Shipp Jr) in 'All Eyez on Me' - DOP Peter Menzies Jr.jpg
Tupac Shakur, played by Demetrius Shipp Jr., in the film ‘All Eyez on Me’ – DOP Peter Menzies Jr. ACS, PHOTO Quantrell Colbert

Production Designer Derek R. Hill (Into The Wild, Olympus Has Fallen) had been on the project for many months, with another director. When Boom signed on he asked Hill to stay. Menzies’ interview with Boom had been during a filming week on Roots and Menzies was booked to shoot All Eyez on Me within twenty-four hours of that interview. “Sunday was my only day off each week, I did a night shoot on Saturday and went straight to the airport to fly to Atlanta where Hill met me for a whirlwind four or five hours of location scouting;  reviewing the locations he and Boom had signed off on.” Menzies then had to catch an evening flight back to New Orleans to be back on the Roots set the next morning.

Hill already had his colour palette, and Menzies was happy with the choices he and the Director had selected. “I would say we were all on the same page from the beginning,” says Menzies. He says that it would not have worked any other way, as the team behind the film simply did not have much time to make any major changes to the look of the film.

“Our shared vision and the work that Hill and his team had already done made it possible to pull it together in such a short time. It was a crazy four days with lots of ideas being floated, quick decision making and execution of design changes. Creative collaboration at its best!”

Their first filming location was a closed down prison outside Atlanta. It is a crucial part of the story; an interview between Shakur (Shipp) and a reporter (Hill Harper) that serves as the narrative thread throughout All Eyez on Me. The crew only had four days of pre-production together.

There was no time for storyboarding on those initial four days of filming at the prison, which had to be completed before a Christmas hiatus. Storyboarding for the film’s major sequences, and for the rest of the project, was done during the Christmas hiatus and on weekends. “We did have them as reference for the rest of the shoot, but they were by no means a bible,” says Menzies.

There is a lot of footage of Shakur available online for reference,” says Menzies. “We weren’t trying to make a documentary, but we used these clips as visual guides to make the film as authentic to the period as possible, all the while keeping to our creative visions and enriching the storytelling with colours and moods we had created.

Tupac (Demetrius Shipp Jr), Daz (Azad Arnaud) and Snoop Dogg (Jarrett Ellis) in 'All Eyez on Me' - DOP Peter Menzies Jr.jpg
Tupac Shakur, played by Demetrius Shipp Jr., in the recording studio in ‘All Eyez on Me’ – DOP Peter Menzies Jr. ACS, PHOTO Quantrell Colbert

Fortunately for Menzies, he was able to take some of his Los Angeles based crew with him; Steven Cueva as First Assistant Camera, Jason Bauer as the film’s Digital Imaging Technician, and Eric Wycoff as their Second Unit, B Camera Operator. All from Roots directly onto All Eyez on Me. “I’ve worked with all three for many years on various projects, Wycoff was even in the electrical department on my first feature back in 1991,” he says.

Menzies hired Atlanta local David McLean as Gaffer, whom he had worked with previously on the action/thriller Killing Season (2013). “Atlanta has a great depth of talent in their crew base, so our team was very strong with top local technicians.

For their A Camera and Steadicam Operator, the Director introduced Menzies to George Bianchini out of New York City. Bianchini had worked on many music videos with Boom. “Bianchini and I shared very similar philosophies on camera movement and framing, and it was also beneficial that he had an established relationship with the Director.” For Menzies, working with familiar and trusted crew is a great shorthand to running a streamlined and productive set.

All Eyez on Me was originally slated for a much earlier release and Boom insisted on doing as little green screen or visual effects as possible to help meet the film’s original release date. Digital Colourist at EFilm, Mitch Paulson, who is a hardcore Shakur fan, was also constantly juggling his schedule to ensure he would remain the only Colourist on the project.

When asked about his favourite scene in All Eyez On Me, Menzies brings up the ‘House of Blues’ concert scene that he shot in sequence as a live concert in just one day. “We recreated the House of Blues venue in an empty warehouse in Atlanta. I was determined to use theatre lighting from the period and not new LED concert lighting. Although I am fan of the modern lighting, I wanted the authenticity of the theatre lighting,” he says.

Alongside Menzies, Gaffer David McLean came up with different lighting ‘looks’ for each song.  “Each musical number had its own colour palette and gobos which McLean rigged to change on cue. This included changing the entire auditorium lighting to red for the song ‘Hail Mary’.

The crew shot the House of Blues with seven cameras, including one on a high-speed track across the front of the stage, a fifty-foot Technocrane and a drone. Following one complete concert run through, they repositioned some of the cameras and placed Bianchini in his Steadicam on the stage, capturing key performance elements of the songs. “The House of Blues scene is memorable not only for the technical accomplishments of the day, but also for the emotional experience it was for the cast, crew and thousands of extras,” says Menzies.

The performance by Demetrius Shipp Jr. as Tupac Shakur is already gaining awards-season buzz. “It is truly outstanding throughout the film; particularly considering this was his first acting gig,” says Menzies. “Filming that concert, his performance was transformational. For a few hours we all had the chance to re-live the magic of a Shakur concert. He ignited a palpable energy in the room, turning thousands of extras and crew into adoring fans.”

Tupac Shakur (Demetrius Shipp Jr) holds a press conference in 'All Eyez on Me' - DOP Peter Menzies Jr
Tupac Shakur, played by Demetrius Shipp Jr., in the film ‘All Eyez on Me’ – DOP Peter Menzies Jr. ACS, PHOTO Quantrell Colbert

Shipp looks remarkably like the rap star, but you can immediately tell he wasn’t cast on his looks alone. He emotionally fills out the role too; showing us the smiley high-school student and neglected adolescent, to the megastar he became.

Menzies is not usually involved in the post-production process until colour-timing. “I saw several rough cuts of the film and Boom asked for my input after each viewing. When it came time for colour timing I was there with Paulson every day at EFilm, and Boom would divide his time between colour correction and sound mixing,” he explains.

The legacy of Tupac Shakur has been kept alive for more than twenty years since his death, and the long-awaited biopic All Eyez on Me succeeds in separating the controversy from the contradictions in a movie that gets better and better over its lengthy 139-minute runtime.

This movie was a labor of love for many, including for Producer L.T. Hutton and the other producers. I feel that Benny and I stayed true to the vision we set in our initial discussions. I believe we succeeded in doing honour to Shakur’s legacy, not just the musician, but the man.

Menzies has recently finished filming Peter Rabbit in Sydney, a feature adaptation of Beatrix Potter’s classic tale, for Director Will Gluck. “Having grown up in Sydney, it was fun to transform part of Centennial Park into the charming world of Beatrix Potter.”   Currently, he’s enjoying the end of the American summer with his family at his US home in Lake Tahoe, Nevada.

James Cunningham is the Editor of Australian Cinematographer Magazine.

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