When you’re trying to capture the feel of a specific place on film, it makes sense to go on location and soak up the atmosphere. But when Memoirs of a Geisha director Rob Marshall headed to Japan in search of some early 20th Century flavor, he found the region just felt too modern to work in more than a few exterior shots. Back in Ventura, CA, recreating old Japan meant going to extremes – it took four months to build a town to stand in for Kyoto, and 78,000 square feet of silk overhead to soften the harsh Southern California sunlight.

"There was no place in Japan untouched by the modern world, so we realized we’d have to build an entire Japanese village ourselves," says Marshall, who shot most of the film on a Ventura horse farm. To ensure their creation would meet their needs, however, Marshall first had a model of the town created, and staged the entire film inside the model using a lipstick camera. "We reworked and reworked and reworked the model," says Marshall, "and had the camera inside the model so we could get a sense of how it would look, how high and low things should be. We were very thorough. I basically staged the entire movie in this village before even breaking ground."

Production Designer John Myhre then had the town built almost 30 houses deep with cobblestone roads and a stream flowing through the center using materials imported from Japan, right down to the ceilings and walls.

Marshall’s big screen debut, Chicago, a more claustrophobic and fast-paced effort than the contemplative Geisha, won Best Picture and secured him a Best Director nomination. Marshall reunited the key members of his Chicago team for Geisha, including Director of Photography Dion Beebe ( Chicago, Collateral). Marshall, a choreographer by trade, is making his mark as a director with vision, but openly acknowledges that the technical aspects of the craft are not his forte. Beebe says that as far as camera decisions go, that’s just fine with him, as Marshall does a masterful job of conveying his vision in creative terms.

"When characters and actors move through a set, when the camera moves against them or with them or around them or travels toward them, so much of that equates to a dance, and you have to understand a spatial relationship in order to achieve that," says Beebe. "Otherwise, you can end up with two people sitting on a chair and wide shots and two close-ups. That’s not Rob’s style. He looks for opportunities to create movement, and I think it makes for a very interesting film language."

"The whole movie has a sense of lyricism and almost dance to it," says Marshall. "In terms of how we moved in and out of things, it was very important to me to keep moving the camera and giving it a sense of flow and elegance, because that’s a very important part of this world."

To imbue their Ventura set with the flavor of the "floating world" of old Japan, Beebe used a Panavision anamorphic package with Millennium and Platinum cameras and Primo lenses, working with Panavision on modifications to devise a lens that would shoot close to a T2. Most of the film was shot on 5218 Kodak stock at 400 ASA, although Beebe did occasionally push it to 800 ASA when low lighting required it.

"Usually the anamorphic lenses are slow, and it’s hard to shoot below f/4," says Beebe, "so that was a technical challenge – getting a lens that could shoot high speed. We even had a lens that could shoot f/1.8 or f/1.3, and some were lenses that dated back to modifications from Barry Lyndon or something."

Beebe ran numerous tests for shooting in low light, and says he put his focus pullers through hell. "You shoot anamorphic and you’re already shooting with a narrow depth. You shoot anamorphic wide open, and it’s almost suicidal."

The film provided numerous challenges for creating exactly the right vibe, and the solutions were as often piecemeal as high tech. To convey the sense of peeking into a forbidden world, many scenes were shot through bamboo or hanging beads. Beebe didn’t use filters in front of the cameras, but used a mixture of straw and orange gel for lighting to create a fire effect. And since much of Japanese culture involves people kneeling or sitting, the Geisha crew would often dig holes in the floor to capture low shots.

"We constantly had our buzz saws out," says Marshall, who notes that cutting happened above as well as below. One shot of a young girl cleaning sandals needed a crane to start behind the character and then come around her, requiring the camera to be lifted through the ceiling. So Marshall’s crew cut a hole in the ceiling.

Another pivotal scene featured a theatrical dance number staged in an abandoned theater in Los Angeles. To convey the sense of the old world, Beebe rigged it with 25 varilights across the stage augmented by 50 red Japanese lanterns, practicals, and even the type of old-fashioned, gas-burning footlights that were used to light actors in the 1800s.

But perhaps the greatest challenge, since the film’s action takes place over many years, was creating the effect of different seasons under the harsh Southern California light.

"We had to achieve all four seasons in our town, and we knew that the Southern California light was not going to help us with winter- or even summer, in an odd way- so we needed to take control of the light to give it a softness and a mystery," says Marshall. "The whole movie has this quality to it in terms of light that feels very mysterious or other worldly, and that doesn’t happen with the harsh sun of Southern California. So, we silked in the entire village."

Marshall had his crew create a series of silk panels, totalling 260 by 300 feet. Erected in 10 days by a crew of 25, the apparatus that held the silk required 2.5 acres of light grid, two miles of truss, and four miles of kevlar rope. Over one million pounds of water in large white tanks provided a counterweight for the truss frame.

Stationed 50 feet off the ground, the silk was large enough to cover the entire town in order to filter out the light, and was controlled via a pulley system that allowed the crew to filter in smaller amounts of sunlight, if needed, by manipulating the panels.

When the time came for an outdoor winter scene to be filmed on a sunny autumn day, the crew pulled the silk over the entire town, filtering out the sunlight, and brought in a massive snow machine. The snow blanketed the town, which Beebe then shot with a Technocrane using a tungsten stock with no filtration, giving the image a cooler feel. "It was amazing to think that 15 feet to your left there was sun, hitting hard on these green hills in Ventura," recalls Beebe, who calls the shot "a wonderful sense of the illusion of filmmaking."

And with their combination of poetic vision and technically enhanced creativity, this is exactly why the Marshall and Beebe pairing works so well to create such stark cinematic beauty.

"What made Chicago successful, and what will make Geisha successful, is that he [Marshall] is a storyteller," says Beebe. "He has a very strong sense of how to tell that story, and that’s ultimately what the director needs, to be able to drive that story in the direction it needs to go and have that clear vision. Rob has that clear vision of what he wants. And that, in the end, is always going to be more important than saying,‘I want a specific lens on a specific camera.’"