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Clerks 3 DP Learan Kahanov on Reuniting With Kevin Smith Due to a Mandalorian Scheduling Conflict


Clerks III
Brian O’Halloran, Rosario Dawson, and Jeff Anderson in Clerks III/Lionsgate

For fans of Kevin Smith, a group I proudly include myself among, the fact that Clerks III is currently in theaters is a pretty big deal.

It’s likely an even bigger deal for DP Learan Kahanov, who completed a cyclical career arc with the Lionsgate sequel, having gone from serving as Smith’s gaffer on Chasing Amy to working alongside the director as his cinematographer on the trilogy capper, which brings back beloved characters Dante (Brian O’Halloran) and Randall (Jeff Anderson).

Clerks III finds the duo forced to grapple with the big questions including the very meaning of life when one of them gets a frightening wake-up call, putting his priorities into perspective. It’s a film about friendship and making the most of the time we have left — something Smith has been doing ever since he suffered a near-fatal heart attack in 2018.

Below the Line recently chatted with Kahanov, who talked about how he tried to bring something fresh to the visual look of the franchise while still honoring the core values of its low-budget aesthetic. After all, the original film was shot in black-and-white for just $27,000.

Kahanov also discussed how a hard-partying college roommate inadvertently helped launch his career, why he has just begun to develop his own projects, the misperception that Smith’s films aren’t much to look at, and how it felt to be part of the director’s inner circle of collaborators this time around, as well as how another DP’s scheduling conflict with The Mandalorian landed him the job in the first place.

Learan Kahanov image via Lionsgate

Below the Line: How did you first get into cinematography? Tell me about your journey behind the camera, if you will.

Learan Kahanov: I am first-generation [born] to Israeli parents, and one of the reasons my mother came to the States was to do what she wanted to do, which was be an artist. So when I was actually in middle school, she got her degree in fine art, [and] I would basically come and hang out and do homework while she was in the photography lab of many places. That kind of sparked my love of photography and I learned how to print my own stuff, and I really got into photography, and then soon got into some videography and that kind of thing, so I just knew where I wanted to go and I knew I wanted to make movies. I wasn’t a big cinephile kid or any of that, I just really liked creating imagery, and I just pushed it. I went to Indiana University for two years as a photojournalism major to get all my core credits out of the way so I could come to NYU, which I did, and basically, within a month of landing in New York, I was on a set.

My roommate partied a little too hard and had a PA job he couldn’t go to and he was like, ‘you gotta cover me!’ And I went and I met some of the electricians as a PA and befriended them, and they were at NYU also, ironically enough, and I basically started working as a grip and as an electrician within a month of coming to New York.

I had some experience in my hometown where I grew up, doing some film with a gentleman who was a bit of a mentor when I was young, so I kind of already knew what was going on. So I would cut classes to work as an electrician and a grip, and I’d shoot everything that I could, and as they say, the rest is history and I’ve been loving it ever since. So I kind of used film school as a way of getting my hands on a camera early, and then worked my way up the ranks as an electrician and then a gaffer, and then I had a bit of a mini break in the indie world, as I ended up being the gaffer on Chasing Amy for Kevin Smith.

BTL: You took my next question because I was going to ask about that and working with Kevin again basically 25 years later

Kahanov: So yeah, I was the gaffer on Chasing Amy, which to this day, despite the lack of financial benefit — it was minuscule what we got paid — but to this day, it’s one of the best filmmaking experiences I’ve ever had. And part of that, you have to give credit to Kevin and his team, but we just, for whatever reason, it was just a really tight-knit crew and we were all invested and we all believed in what we were doing. We were so low-budget that half of our crew were interns, basically. So I was gaffing and my good friend Peter was the key grip, and we were interns, but it was such a good experience.

Clerks III
Jason Mewes and Kevin Smith in Clerks III/Lionsgate

I kept in touch with Kevin to a certain degree, and he was just getting bigger and bigger, and then, of course, Ben [Affleck] won the Oscar for Good Will Hunting and so everything kind of exploded for Ben and it kind of trickled down, and then in 2001, I got a call about shooting a little short film for Kevin. This was post-9/11, and it was a short film called The Flying Car, with Dante and Randall stuck in traffic. You can definitely find it on Kevin’s website but I think you can find it on YouTube as well. And it’s basically a typical Dante-Randall exchange sitting in a car about how it’s 2001 and we should have flying cars by now because that’s what The Jetsons said. It was super witty and super fun, and it was the first short film ever commissioned by The Tonight Show With Jay Leno. So we did that and I bring that up because I was actually DPing for Kevin, and we had a good time, and I learned a huge lesson on that job, which I retold Kevin 20-plus years later.

When I got called to do Clerks III and I went down and met Kevin, I reminded him that I shot that short, and in true Kevin fashion, he was like, ‘you were the DP on that?’ And I was like, ‘yeah, of course.’ And he was like, ‘I vaguely remember that, but then again, I don’t remember much.’ And yet the joke is, that man remembers every story, ever. So technically I have shot for him before back in 2001, but his memory of me was clearly from Chasing Amy.

I hadn’t been working for a year and a half because of Covid, and my first job back was down in Atlanta. I was doing the final two episodes of Stargirl for the CW, and I got a text from David Klein, ASC, who is Kevin’s original DP and who has shot many of his films. We got close because of Chasing Amy, as he was the DP back then, and we’ve followed each other’s careers. It’s funny how you don’t talk to someone for 10 years and then you run into them and you connect again, and what have you, and that was the case with us.

And so I got a text from him saying, ‘hey man, I need a favor… I can’t do Clerks III, I’m on The Mandalorian.’ And I joked, ‘well, there’s a hard choice to make!’ And he’s like, ‘Would you do me the favor?’ And I was like, ‘What favor?’ He says, ‘Would you shoot Clerks III for me and cover me?’ And I was like, ‘I would love to,’ so he said, ‘Okay, I’m going to talk to Kev.’ So then I get a text from Dave saying that he mentioned my name to Kevin and Kevin said, ‘Excellent idea.’ And then I didn’t hear anything for, like, a couple weeks. The next thing I know, they’re telling me that I need to come down to Red Bank to meet Kevin because he’s going to be doing some press at Secret Stash.

So I get back from Atlanta, and the next day I drive down to Red Bank from New York City, and we have an amazing chat for, like, an hour and a half, just catching each other up on our lives because we hadn’t seen each other in so long, and talking about the movie a little bit. So we were wrapping up and I say, ‘it was awesome to hang out with you, let me know what you guys decide because I would love to be a part of the show.’ And Kevin just looks at me and goes, ‘What are you talking about? This isn’t an interview. You had the job the moment Dave Klein said your name. I just wanted to hang and catch up!’ And I was like, ‘awesome. Wish I would’ve known that beforehand, but awesome!’ And then we headed off, and the show got pushed a couple times for logistic reasons — instead of shooting in June, we ended up shooting in August — our first day of production was actually on Kevin’s 51st birthday, and away we went. It was about a month of prep and then we had a 23-day shoot.

BTL: How did it feel to be in Kevin’s inner circle this time around while making this movie?

Kahanov: The best. Kevin is his own creature in many ways. He’s not a perfect human like the rest of us but he is a joy to work with. Sometimes it’s a double-edged sword, but it’s mostly positive [how] he’s set in his ways and he knows what he wants and he does what he does. He knows his brand. So on one hand, it was awesome, because yes, as you say, I’m in the inner circle, much more than I ever had been, and it was also just a great experience to be a part of it, but it obviously raised some anxiety. You don’t wanna mess up, and I wanted to do Dave Klein right because he’s a great cinematographer and a great friend.

So I wanted to make sure that I was hanging hang onto some core Clerks/View Askew Universe values and imagery, and while plenty of people give Kevin shit for the lack of visuals, for lack of a better description, in his movies, he knows how he likes to shoot. He knows what he wants. It’s about the words, it’s about the acting. It’s not so much about the visuals, and if you embrace that, there is actually more to do and more to worry about as a cinematographer than one would think to kind of uphold that look.

And some of this look, and you can talk to Dave Klein about it, was born out of necessity — why they shot black and white in the first place. When they shot it, they didn’t have a lot of gear or any dollies. So it inherently became a very kind of stylized look, out of necessity. And now that we could’ve gotten any toy we wanted, it was up to me to maintain that look and be true to the craft, but also the product. Kevin knows what he’s putting out there.

Clerks III
Jeff Anderson and Brian O’Halloran in Clerks III/Lionsgate

BTL: I’m glad you put it like that because it’s a tricky question to ask, but there is a knock on Kevin’s movies that they don’t look all that great and that he’s a better writer than he is a director, and I wanted to know if you thought that criticism was fair and how Clerks III combats that?

Kahanov: I can address that. First, I think Kevin admits to pretty much all of his shortcomings and his amazing talent… he often says to me, ‘I’m a director last. I’m a writer and I’m an editor, and directing is a way for me to get the words onscreen to edit them together the way I want.’ So it’s part of his design, and like you said, he’s very specific with things. The beautiful thing about Clerks III is there’s this movie within the movie, and that movie is essentially the original Clerks. So the challenge there became, ‘how do we make a movie that’s set in 2021 reminiscent of the original Clerks,’ when we’re shooting on digital cameras and full frame and highly technical, and they were shooting on regular 16 in black-and-white in ’93. So how do you update what they did without losing the core essence of what it was?

And some of that was just as simple as, we recreated all those original scenes in the movie for our movie within a movie, everything from having our VTR guy throw up reference frames on the monitors, to me and my camera operators having every reference clip on our phones, and we’d literally line up the imagery from the original movie and match it with our updated cameras, which isn’t as easy to do knowing that you’re going from super 16 lenses and footage and now we’re shooting them on these Red 8K full-frame cameras. It’s not like you could, like, they used the X-lens. I texted Dave one day, ‘do you remember what your lens package was?’ And he said, ‘we had some shitty Zoom. That’s what we had.’

So it wasn’t like I could say, ‘let’s match a 25mm from super 16 to what it is now.’ So that was an interesting challenge where you were using all of your skill sets, both technically and creatively, to recreate something in a new way but still have the gestalt of the old imagery.

And Kevin was very specific about how certain scenes needed to be shot but most of those pertained to what we did inside the Quick Stop. We basically created… and this is where Kevin let me kind of run with it because he doesn’t care what lens it is, he just cares that the image on the screen is what he wants. If that’s a 50 mil then so be it, if it’s a 40 mil, so be it. That’s not part of his working thing. He happily hands that off to his DP.

But it was interesting in that in the Quick Stop, we really held true to that original Clerks style, but then once we left the Quick Stop, Kevin had no problem with camera movement. He was even like, ‘oh, should we put a crane in here? How do we lift this? How do we elevate this moment?’ So it was a really nice collaboration, and I was trying to actually make a little bit of a juxtaposition about how their life felt in the Quick Stop and how then how their life felt outside of that store. So while it wasn’t totally conceived in prep, it kind of happened as we were doing it, but this notion of the Quick Stop being a little bit more stagnant, but the moment you step outside, it’s a different life and a different world. Being that we were shooting Clerks in the actual Quick Stop, and now in color, and inevitably in black and white for the movie within the movie, it kind of opened up a whole new world from a filmmaking perspective. Kevin, I’m sure, always felt it was bright and vibrant, but this was a way of showing it. And I was actually impressed with Kevin.

I’d put the camera somewhere and say, ‘what do you think of this shot?’ And he’d be like, ‘Make it lower. Make it more extreme.’ It was really nice when Kevin would be like, ‘push the image even more.’ I was like, ‘oh, I was a little nervous because I thought it might be too low for you,’ and he was like ‘ah, screw it, let’s go!’ So in that sense, it was good and I can’t be happier with how it turned out because I think that we did hold true to what people expect, but we were able to mature the look, and I think the content is a little bit more mature as well, from over the years.

BTL: Do you have a favorite Kevin Smith movie?

Kahanov: I am a little biased towards Chasing Amy, because I was there, and obviously, I’m even more biased about Clerks III, but I do think that whether it’s critically acclaimed or not — I mean, I don’t care — but I think there’s a lot of heart in this movie, and Kevin has retained his wit and his elements of inappropriate jokes to lots of heart, and this might be my favorite one. But I’ve got a big soft spot for Chasing Amy as well.

Clerks III
Jason Mewes and Kevin Smith in Clerks III/Lionsgate

BTL: Do you have any aspirations to direct yourself?

Kahanov: No, I do not. I know that I would be a good director, and I think a lot of DPs go that route, because often, especially for someone like me, who — I go between feature films and television, however, I’ve been in the television world, primarily, for the last 10 years, so we work [with] and see a lot of directors and some directors teach us amazing new things, and some directors, we need to hold their hands as DPs. We’re the keepers of the look in television, and when I was working on Madam Secretary, I was the only DP, and we were doing 20-23 episodes a season, and I was the only guy there, it wasn’t alternating. So every eight days, I had a new director.

That being said, I don’t have a huge drive to direct, myself. I think that if my career takes a turn in any direction outside of cinematography, I’d probably be more of a creative producer-type. I like creating these worlds but I like doing it in a holistic way, [combining] all those elements and trying to bring something [new]. And mainly because of Covid, I’ve started trying to develop my own show and my own projects, and we’ll see where that takes us. So if someone asked me to direct, I would probably say “yes,” but it’s not something I’m pursuing.

Clerks III
Brian O’Halloran and Jeff Anderson in Clerks III/Lionsgate

BTL: Any inspirations or influences, be it in general or specifically for Clerks III?

Kahanov: I am one of those guys, who — I started playing drums when I was 10 and started doing photography when I was probably 12 or 13, and in both arenas, everyone’s always like, ‘what’s your favorite movie? Who’s your favorite drummer?’ And I have to say that I’m never the kind of person who has a favorite something.

But I do draw a lot of inspiration from DPs like Conrad Hall and more currently, Matty Libatique, and obviously, Dave Klein has taught me a lot, and [Roger] Deakins, obviously, is huge for most of us. And for me, I’m drawn to other DPs that also have a naturalistic approach yet still have a way of [adjusting] reality a little bit. I know there’s a current trend in cinematography to kind of keep things a little bit more muddy and a little bit more dirty and raw, and maybe I’m just a little older or old school, but I kind of want to enhance things.

Even in Clerks, I tried to make these characters look as attractive in their own environments as possible without creating a huge amount of artifice. So I tend to look at cinematographers who do that as well. I think Wally Pfister does that really well and Phaedon Papamichael does that really well, so that’s what I’m drawn to, that kind of an elevated, naturalistic feel. And when it’s supposed to be dark, then let’s make it dark, but when it’s not supposed to be dark, like, for instance, the Quick Stop convenience store, then let’s make that brightly lit and almost garish lighting as attractive as it can be for the story without distracting from it, but rather, enhancing it. I’m a big fan of any DP who says, ‘it comes from the page first. Story first.’ And that’s my approach — ‘What’s on the page and how do I bring that to life and enhance it?’

BTL: What’s next for you, Learan?

Kahanov: I just wrapped the third season of the Starz show Power: Book 2 – Ghost, so I’m kind of taking a breather at the moment. I’m getting my kids back in school and working on that development project, and I’m just waiting for the next thing. I’m stoked to head out to L.A. for the premiere of Clerks and I might stop by a couple of Kevin’s tours, at least on the East Coast, just to see how it is. We’ll see if Kevin calls me up on stage or not. I just want to support it. I’m really proud of the project so if I have the time and I’m able to help the tour then I will.

Clerks III is now playing in select theaters, and it will be available for digital purchase on Oct. 14 before arriving on Blu-ray, DVD and VOD on Dec. 6.

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