The Flix List: Four Best Film ‘Making-Of’ Documentaries

As a film lover and also a filmmaker wannabe, I love watching behind scenes stuff. It’s probably the closest thing for anyone to see what’s it like to be part of a film crew. Spike Lee once said in an interview, ‘had DVD existed when he was younger, he probably would never attended film school.’ He said you can learn so much from these behind the scenes documentaries that he recommended any film students to watch as much of them as possible.

My list contains the most in-depth look at how films were made and they’re at least 2 hours long, so you need to set some free time aside if you want to watch them. I’ll highlight the best part of each documentary.

1. The Making of Alien 3

This is probably the Holy Grail of behind the scenes docs, for years Fox kept it secret from the public because they didn’t want anyone to know what went on behind the scenes while Alien 3 was being filmed. The film was a box office disaster for them back in the early 90s and it almost destroyed David Fincher’s career.

You can find this documentary on the DVD version of Alien 3 or Blu-ray. I recommend you get the Blu-ray version because on the DVD, Fox edited out some of the segments where Fincher was bad mouthing their executives, while the Blu-ray version was uncut. It’s probably my favorite behind the scenes docs I’ve ever seen. They interviewed everyone who was involved in the project except Fincher, he disowned the film. Fox even invited him to come back and tell his side of the story but he refused since he didn’t want to re-live those ugly moments of his career.

Now if don’t have time to watch this documentary, you can read my earlier article of what went on behind the scenes of Alien 3.

2. The Making of Star Wars (Episode 4-6)

I assume if you’re a big Star Wars fan you’ve probably already seen the making of these films. Again I thought this was one of the best behind the scenes docs ever made, some of the highlights include:

  • Believe it or not, most of the Fox executives wanted to shut down the film because George Lucas was behind schedule. The film was set to come out in Christmas of 1976 but Lucas and his crew couldn’t finish it on time. Luckily for Lucas and film lovers everywhere, the president of Fox studios at the time was on Lucas’ side and told him to keep going and finish the film. Of course the rest is history but just think about how we came that close to never have seen a Star Wars film.
  • George Lucas had a heart attack during the shoot and he was only about 32 or 33 years old! He was so stressed out that Harrison Ford and the rest of the cast members tried to cheer him up every time they’re done shooting a scene. Lucas was constantly being pressured by the studio to finish the film and also had to deal with the harsh conditions of shooting in the desert.

    You can see some more behind-the-scenes pictures here.
  • The special effects team had to come up with new ways to shoot the space ships battle sequences. One of them said since there didn’t have stores like Best Buy, Dell or Apple back in those days, they had to build their own computers. Lucas hired a lot people right out of college, many of them graduated from MIT or Cal Tech.

Those are some of the good stuff you’ll see in the documentary, so if you have some free time I highly recommend you watch it.

3. The Making of The Lord of The Rings Trilogy

Another great in-depth look at how these mega budget films were made. You can find these documentaries on the DVD Extended Editions or Blu-ray. Some of the highlights were:

  • You get to see how Peter Jackson and his crew working together on the script and finding the cast for each roles in the films.

    Peter Jackson directing Viggo Mortensen
  • Jackson directed hundreds of people during the big battle in The Return of The King.
  • You can see how Gollum was created by the geniuses at Weta Digital.
  • My favorite part of the doc is when they showed Howard Shores score the films. I love the music of The Lord of the Rings films so to have seen how they created the music was so amazing. Below is one of the five-part video of the scoring process you can find on YouTube:

4. The Making of The Social Network

Another of David Fincher’s film made the list, only this time he was a willing participant. The Social Network was my favorite movie of last year and I thought for sure Fincher would finally win an Oscar for directing but he didn’t. Hopefully he’ll get the golden statue someday. This is probably the shortest documentary on the list but it was still an in dept look at how the film was made. Film students everywhere, I urge you to watch it. Here are some of the highlights you’ll see on the disc:

  • Fincher and screenwriter Aaron Sorkin had a couple of heated discussions about the motivations of certain characters in the film. They mostly fought about the relationship of Zuckerberg and his former best friend Eduardo Severin.

  • You’ll see Fincher directing his cast, it’s quite amazing to see how he listened to his actors and didn’t act like a dictator on the movie set. Usually a director of his status tends to be quite a mad man on the set and would tell his actors to do what he says or they’re fired.
  • The special effects crew showed how they placed Armie Hammer’s face over Josh Pence’s so they could be appear to be twins in the film.
  • Justin Timberlake talked about how he prepared to play the role of Sean Parker, even though he’d never met Sean Parker in person.

Well those are what I considered the best making of documentaries, have you seen any of them? Feel free to add any other documentaries that you have seen.

40 thoughts on “The Flix List: Four Best Film ‘Making-Of’ Documentaries

  1. PrairieGirl

    Hey Ted, for a guy who doesn’t like documentaries, you sure like a lot of documentaries! Just joshing, I know these are all docs about films, so they are the exception for you, of course ;-D

  2. Ted, have you heard of a documentary called Zombie Girl? Its about a ( year old who makes a zombie movie…i personally think any aspiring filmmaker would be able to relate to it. I certainly did anyway

  3. Here’s some full length docs that I heartily recommend. Hearts Of Darkness (Apocalypse Now – As epic as the movie itself), Burden Of Dreams (Fitzcarraldo – About how Werner Herzog tried to haul a steamboat, using only manpower, over a mountain in the Amazon jungle), Swimming To Cambodia (Spalding Gray’s monologue about the making of The Killing Fields), Overnight (The Boondock Saints – A writer/directors ego fueled, self destruction as he goes up against Harvey Weinstein), Best Worst Movie (Troll 2 – the making of one of the IMDB’s lowest ranked movies), Lost In La Mancha (Gilliam’s document of the never made The Man Who Killed Don Quixote film with Johnny Depp) and the brilliant American Movie (Coven).


    1. Ted S.

      Good call on Hearts of Darkness Dave, I love that one. I should’ve include it on the list. I want to see Overnight but keep forgetting to rent it.

      I’ll have to check out the other ones on your list.

      1. I gotta throw this out there. The doc included on the Criterion Collection
        3-disc release of Brazil: “The Battle of Brazil: A Video History”. Battle of “Brazil” author Jack Mathews reassembled the players in the famous battle of “Brazil”‘s US Release in this original 1996 Criterion documentary. Terry Gilliam, producer Arnon Milchan, and several studio executives close the book on one of the noisiest, most unusual, and most instructive controversies in Hollywood history. It’s probably one of my favorite movies ever partly because it has a backstory where the artist actually wins over the studio. The story behind it is quite remarkable. I originally read the book by Jack Mathews called The Battle of Brazil back in college way back in 1987. It’s a great companion piece.

    2. Gotta join the chorus on Hearts of Darkness. Informative while being funny and chilling. It’s been years since I saw it but I still vividly remember John Milius shuffling and re-shuffling the index cards with plot points written on them, trying to figure out how to get them all in the movie. Oh yeah, and “Marty’s not dead until I say he’s dead.”

        1. No, i didn’t know that. Glad he’s still writing. I am diametrically opposed to him politically but i have enjoyed several of his pictures. Sometimes when i’ve got writer’s block, i use the index cards. It works! for me anyway.

          Video games, along with TV, books, and music, are all areas where a lot of stuff gets by me. The description kind of reminds of Red Dawn though, didn’t he write or direct or both?

          1. Yeah he wrote Red Dawn although not the new 2011 updated one that was shelved a little while ago by the studio. He did however write and direct the original Conan the Barbarian but again wasn’t involved in the remake.

  4. I was working in video retail when the DVD revolution took off with DVDs of films like ‘Austin Powers’ and ‘Fight Club.’ I still remember how amazing it felt to be able to have so much additional information about a given film at your fingertips. I remember that the making-of docs interested me, but not as much as deleted scenes. After we started getting DVDs on a regular basis, sometimes we’d fool around with the menus on some of them just to look at the special features.

    1. Ted S.

      Yeah I know, when DVD came out I was so excited because I get to see deleted scenes and behind the scenes stuff. I remember the only way you’ll get to see either deleted scenes or any other extras, you have to get a laserdisc player and the movie disc cost something like $80 or higher. It was crazy. I knew a guy who paid $100 for the Director’s cut version of Robocop on laserdisc. Even though I love the film, I would never ever pay that kind of money to own it.

  5. Ted, these are all great choices, though I haven’t seen the Social Network doc yet. I’ve only seen the DVD version of Alien 3, and it’s nearly worth the price of the box set. Add that to the excellent look at James Cameron’s battles with his British crew on Aliens, and you’ve got hours of fascinating material.

    Speaking of Cameron, the one-hour documentary about The Abyss on that DVD is a classic. Cameron again comes off poorly once again, and the obstacles they faced while making this movie are legendary.

    1. Ted S.

      Thanks Dan, I love The Social Network and I’m one of the few who actually enjoyed Alien 3.

      I think I remember watching the making of The Abyss. I also remember watching the making of Titanic where Cameron made Kate Winslet cried a few times on the set. She said she’ll never work with him again. Ha ha.

  6. I have only watched the making of the Social Network and it’s great. It’s fascinating to see how he made the opening scene which Eisenberg said it took many takes. Talking about a perfectionist director! But I’m a slave for David Fincher, I love him.

  7. i really enjoyed the hamster factor on the twelve monkeys disc.

    i’ve not heard about the making of on alen 3, but from your post and the comment from dan i think i might need to check out more than one making of from my boxset.

    1. Ted S.

      I never seen the making of 12 Monkeys, I might have to check it out.

      If you have a few hours of free time, I highly recommend you watch the making of Alien 3, it’s amazing what went on behind the scenes of that film.

      1. I couldn’t sleep one night and ended up watching it all followed by the movie. I do love 12 monkeys. I guess there must be something about gilliam that makes ‘making of’ features entertaining.

        I’ve heard lots of things about alien 3 (quite often I consider it my fave of the 4) so to see the making of I’m sure will enlightening.

  8. I’ve only seen the LOTR docs, LOVE ’em, I could watch those repeatedly. It’s fascinating to see how much weight PJ has lost since shooting those films. I’m curious to see the Social Network one, might have to rent the BD.

    1. Ted S.

      I know, Peter Jackson looks so different now. I wonder if he’ll gain all that weight back now that he’s shooting The Hobbit back to back. I don’t even want to imagine what kind of stress he was on during the shoot of The Lord of the Rings films, now he’s working on another mega budget films.

  9. I haven’t seen any of these but I love watching the behind-the-scene stuff as well. Usually, if there is anything on the DVD and I enjoyed the movie, I will check it out (doesn’t happen too often anymore as Netflix now has more and more of DVD made specifically for rentals that have the bare minimum on them. Oh well…

    1. Ted S.

      If you have a couple of hours to waste, I highly recommend you start with Alien 3 doc and like a couple of people mentioned here already, Hearts of Darkness the behind the scenes of Apocalypse Now. I’m ashamed to have left it off my list.

  10. I’ve seen a few great behind the scenes documentaries (especially on Criterion Collection DVDs) but it’s absolutely cruel to forget Hearts of Darkness for this list; it’s undoubtedly the most interesting B-T-S doco I have ever seen.

    Good list though. Definitely gonna watch that SOCIAL NETWORK one.

    1. Tyler,

      In case you didn’t know the recently released deluxe blu-ray of Apocalypse Now includes the Hearts Of Darkness doc on one of the discs. Nice… seeing as I waited forever for it to come out on DVD.


  11. I’ve only seen the LotR docs. That was a ritual of mine, when I would be home sick from school. Watch one disc of LotR docs. Well spent days!

    I can’t recall the name of the ‘Jaws’ doc, but a friend of mine swears by how good this one is. I want to watch it.

    1. Hi Beth, the LOTR docs are indeed awesome, after I’m done w/ ’em all it makes me want to re-watch the trilogy all over again!

      Haven’t seen the Jaws one but I’d think it’d be a good one, I might rent it just to watch the doc.

      1. I’m not sure which doc it is–there was one on my DVD of the film, but it wasn’t the one my friend had raved about. I know it was instant on netflix back in the winter, not sure if it still is…

  12. I don’t know if I could find ‘the making of’ documentary here, but if there’s a copy of BTS ‘Social Network’ and ‘LOTR’ would surely want to buy that!

  13. I didn’t realise the Alien 3 doc was cut on the DVD. But it just happens I have just purchased Alien Anthology on blu-ray so the first thing I’m going to do is watch that documentary. Thank you for the heads up.

    1. Ted S.

      No problem Dan, yeah on the DVD they cut out some segments where Fincher was pretty dissing all of the Fox executives. Pretty great stuff, you can see how stressful Fincher was during the shoot of that film.

  14. I am glad The Social Network made the list! (today actually marks the 1 yr anniversary of its theatrical release) I didn’t know there was a behind the scenes doc for it! Fincher did a great job with that one!

  15. This is a neat list idea. Thanks for telling me about Alien 3, not a film I would have thought would have a good “making of-“. Now I will have to check it out.

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