Cover Story: WHAT the heck?

At WHAT Films, Judson Vaughn thinks he can change the film industry — and maybe the world

In 1993, Judson Vaughn had left the family farm in Alabama and settled in Atlanta, where he leased an old bakery on Northside Drive. He swept out the flour, cleaned out the cookie dough and hung a shingle that read “WHAT Films.”

WHAT is a convenient if somewhat grammatically unwieldy acronym for Warehouse Actors Theater. It isn’t a theater, though. There are no plays staged here, no season tickets to sell, no reviews to fret about. There is just Vaughn — a retired character actor who still gets residual checks from movies he’s appeared in — and his students.

Vaughn’s years in Hollywood convinced him that the modern way of making movies was ludicrous. A studio invests $100 million in a film based on nothing more than a flimsy script and the promise of a few stars, then sits back and prays for a big opening weekend. And Hollywood was supposed to be a business? Where was the market analysis? Where was the product testing? Art, shmart. To Vaughn, a movie was first and foremost an investment.

“Anyone who makes art and forgets that art is ultimately commerce cheats the audience,” he says. Not to mention the investor.

Vaughn had taken other lessons from Hollywood. First, that word-of-mouth means more than any positive review ever will. Second, that saying no to a role only makes the director want you more. Vaughn decided he wouldn’t advertise WHAT but rely on buzz alone. And when prospective customers dropped by, he wouldn’t take their money unless they first went through an intensive one-on-one interview with him. He’d ask them not about acting, but about their relationships, about what brings them joy in life, about the best decision they ever made. Their answers helped him decide who to accept and who to reject. Recalls Dan Estes, a long-time WHAT member, of the interview process: “It kind of overwhelmed me.”

Vaughn’s approach ensured two things: a talent pool of remarkable homogeneity and an air of mystery that attracted the curious. Actually, there was a third effect, one not anticipated by Vaughn — the perception that WHAT was some kind of cult, and he was the leader. The rumors angered him at first. Then he thought about it.

“If you look up every definition of a cult, we are that. There’s a charismatic leader, and there’s a precise formula of moralistic principles. ... You know what else is a cult? Apple Computer is a cult. Microsoft is a cult. Home Depot is a cult. You know what the biggest cult in the world is? Wal-Mart. And I’ll take Sam Walton’s success. We have a precise system of creativity [at WHAT] where people work together without conflict. That’s a big deal, and if the label we take away from that is cult, that’s absolutely fine.”

For nine years, Vaughn seemed content to labor in relative anonymity at WHAT. Occasionally, he landed bit parts in movies like The Truman Show or on TV miniseries such as Andersonville. All along, he stuck with the formula at WHAT, and a few scenes that were developed there actually did become movies. One he directed himself, a well-meaning if over-earnest romantic comedy called The Real Reason, filmed entirely in Atlanta. Other than a screening at the Peachtree International Film Festival five years ago and a forgettable stint on Pay-Per-View, the movie went nowhere, still stuck in ownership limbo. But one WHAT alumnus has enjoyed remarkable success in film. That would be Nagesh Kukunoor, whose films Hyderabad Blues and Bollywood Calling both began as single scenes tested at WHAT, and both have been big moneymakers in India. And just this past week, Vaughn says, two short films that grew out of WHAT were accepted to the Atlanta Film & Video Festival.

To Vaughn, the successes at WHAT are a validation. They also got him thinking. Suppose he applied his formula to more than just movies. Why wouldn’t it work? Why shouldn’t it? Is it crazy to think that a preacher’s son could change the world from a former cookie factory?

Judson Vaughn’s scene in Kalifornia is brief but memorable. He plays Brad Pitt’s parole officer — slimy white trash outfitted with rotting teeth, a hook for a hand and a phlegm-filled cough. The cough was his own idea. “An old third-grade trick,” Vaughn says, and, with a quick snort, re-creates the effect. The sound of expectorating snot reverberates throughout WHAT’s staging room. A few players, on break between scenes, turn to look. His fiancee, whom he first met just three weeks before, recoils. Vaughn smiles; like any actor, he lives for his audience’s reaction.

He wasn’t always so automatic. When he first began studying acting back at Jacksonville University in the mid-1970s, he was a student of method acting developed by Constantin Stanislavsky, the early 20th-century Russian theater director who believed actors should mine their own emotions to better identify with the characters they were portraying. His methods became a tenet of the late Lee Strasberg, who trained such actors as Marlon Brando and Robert De Niro.

Method acting, Vaughn finally decided, is “garbage. [The] Stanislavsky [method] is based on changing the emotion of the actor. Everything at WHAT is based on changing the emotion of the audience. ... If you rely on emotions, and you have to say the same line 60 times in a movie, by the time you get to the end, your emotions are not real anymore. It’s a myth that your emotions are real. I don’t mind bucking the myth. It doesn’t matter to me. I don’t think myths support good drama. I think good drama supports itself.”

It’s not that method acting doesn’t produce good actors. But those same actors, Vaughn says, often became inefficient actors, self-indulgent egomaniacs whose efforts to “get into character” routinely hold up a film’s production. At WHAT, Vaughn would prefer his students be acting novices; after all, the more training they have, the more unlearning they have to do.

The process works like this: Every Tuesday evening, about 30 WHAT players take their seats on white plastic chairs that overlook an empty corner that serves as the stage. The room goes dark, until all that is visible is the glow tape that leads to the stage. Music is piped in through the speakers, and as the lights come up, the stage is set — maybe a couch in the corner or a table beneath a bare light bulb. Because WHAT is a full-service studio, each actor doesn’t just act; they also write. From one scene to the next, there is no thematic consistency; one may be absurd slapstick, the next a tearjerker about a dying parent.

Whether the scene is sublime or sucky, the response of the audience is invariably the same: applause. And not just a smattering but sustained clapping that lasts 10 or 15 seconds, with maybe a hoot or whistle thrown in. As the players in the scene whip out notebooks and pens, Vaughn takes his spot atop a stool at stage right.

“OK,” he says, “what did we think?”

Hands shoot up in the audience. This is where the Vaughn method — for lack of a better term — becomes evident.

“Nice emotional danger, Ralph.” “Michael, your consumption was so good in that scene.” “That was terrific loss on that scene.” “I loved the poison dart.” “Wonderful sacks!”

The lingo is Vaughn’s creation — acting shorthand that economizes communication. It is part of his formula to quantify that which many would presume is not quantifiable.

Vaughn then asks for suggestions on how the scene can improve. No one is allowed to say what didn’t work. Instead, they offer up tips on what they’d like to see. The idea is to take egos out of the equation.

“If I say I don’t like this [part] in a scene, someone else would say, ‘I loved that.’ And that sets up a competitive atmosphere,” Vaughn says.

With each tip proffered, the players in the scene scribble on their notepads. No suggestion seems too trivial to warrant a notation.

To Vaughn, all aspects of an actor’s performance — his movements, his posture, his expression, his delivery — are like tuning knobs on a radio, easily adjusted to ensure the clearest reception. He believes his method guarantees continuity in an actor, so that whether it’s the first take or the 50th, the WHAT actor will not falter. The method also takes the guesswork out of auditions, he says. “I teach the actors here to be so precise and so planned before they go in there that they no longer have to think about it. It becomes unconscious competence.”

Vaughn envisions a movie set full of WHAT actors, where a director doesn’t have to coddle an actress or coax her into a mood by asking her to remember the day her dog died. Instead, the director can say simply: “This is the poison dart, so I need a bit more with your SPMs. That’ll help the sacks.”

(FYI, a poison dart is the point in the scene where the relationship changes forever. SPMs refer to “specific physical movements” that indicate attraction, repulsion or connection. Sacks [named for an actor Vaughn once knew] is a powerful, silent moment, full of urgency.)

Meanwhile, on a scale of 1 to 10, each audience member ranks the scene — by plot, by dialogue, in overall quality. Only those scenes that score the highest will come back for an encore presentation; only the highest of those will actually be shot. In the course of one year, hundreds of scenes will be written and staged. Periodically, outsiders — friends, family, industry insiders — are invited in to render their opinions. Scenes that score the highest are purchased by WHAT from the writer, in either equity or cash. It’s not unlike the old Hollywood system, where actors, directors and writers all worked for the same studio. Except at WHAT, each person is expected to do all three himself.

The idea is to come up with enough good scenes that potential investors will find something they like. Think of a chef giving you a forkful of his pan-seared salmon; it’s delicious, but is it delicious enough to convince you the rest of the meal will be just as good?

Judson Vaughn’s film debut was less than auspicious: a campy 1982 movie called The Beach Girls, in which he was “atrocious,” he recalls.

Over the years, though, Vaughn got better. Throughout the ’80s and into the ’90s, he appeared in dozens of TV commercials, made-for-TV movies, and big budget pictures for such directors as Alan Pakula, Jon Avnet and Peter Weir.

So that he could be closer to his ailing father, Vaughn left L.A. in 1988 to return to the 155-acre family farm just northeast of Dothan, Ala. A year later, after his father’s death, Vaughn moved to Atlanta. That was when he met Kathy Hardegree. “When I first saw his resume and his head shot, his red hair attracted me because we just didn’t have a lot of redheads,” recalls Hardegree, the owner of Atlanta Models & Talent.

“His credentials were wonderful,” she says. “I knew I could trust him.”

Indeed, trust is one corner of what Vaughn calls the “triangular foundation” of his philosophy. Another is honesty. The last is putting other people first. Together, these make up what Vaughn calls “consumption.” If it’s sounding more like Tony Robbins than Lee Strasberg, it’s no accident.

“These are moralistic terms,” Vaughn says. “And so there are people who think, ‘What are they — teaching morals over there?’ But those things are key to success in any business.”

In WHAT, Vaughn has found a place to put his theories into practice. It’s no wonder, then, that the interview process is so rigid. If he thinks an applicant lives his life by those principles, they’re invited in. If not, Vaughn thinks twice.

Applicants, he says, get in for one of two reasons: “Because I think they will be good for the company, or they get in because the company can help them.”

Jesse Garcia moved here in May 2000 from the University of Nebraska after a 45-minute phone conversation with Vaughn. When he first pulled into the parking lot, he wondered if he’d done the right thing. But when development sessions began, “I said, ‘Wow.’

“Everyone is real positive. Everyone took me in right away.”

Like Garcia, Dennis Coburn heard about WHAT through a friend. Although he was taken aback by the personal nature of the interview, Coburn, who owns Art Farm in Cabbagetown, soon found himself energized by the place. “The thing that’s fascinating about this is the intense focus on writing and generating your own projects. It’s hard to find a place where you can really do that and get the acting experience as well.”

Coburn says his acting has improved at WHAT, because it’s allowed him to get into a role quickly. “It’s anti-method acting, for sure,” he says.

Asked how long she plans on going to WHAT, 25-year-old Melanie Bugg is unequivocal.

“Forever and ever, amen,” says Bugg, whose day job is post-production manager at Artisan PictureWorks. “I have no reason to ever want to leave. That place is like family. We are friends; we love one another. We agree, we disagree, but why would you want to leave your family?”

WHAT members have done more than bought into Vaughn’s philosophy; they’ve also bought into the company itself. Early this year, Vaughn sold shares in the company to long-time members.

Besides sharing in any profits WHAT stands to make from future development deals, equity holders pay only $50 a month for the development sessions, instead of $100. (New students pay $250 for two introductory classes and six development sessions.) After nine years, decisions are now made not just by Vaughn but by a board of directors. One thing hasn’t changed, though. “I don’t take any salary,” Vaughn says. “It was designed economically that if there was a certain number of people there, the place supports itself.”

Several times a year, WHAT invites in local talent agents, such as Hardegree from Atlanta Models & Talent and Rebecca Shrager from The People Store. Shrager says her company represents about 10 WHAT players.

“They’re very well-rounded,” Shrager says. “They have to write and get really involved. They don’t just take a script and learn it; they’re really involved in the creative process.”

Vaughn is grooming four of his actors to star in two related TV series — one an hour-long drama, the other a half-hour sitcom — that he’s pitching to network executives. And in typical WHAT fashion, episodes are being written, staged and reviewed according to Vaughn’s formula. “I took 30 creative people and they took five months to work on that idea. All of that creativity didn’t cost a dime.”

Vaughn has grand hopes: that the shows will air this fall, that they’ll be shot in Atlanta, that they’ll attract local investors so that he won’t be beholden to the network. It’s an uphill battle, he knows. But he holds true to his formula, believing that in the imperfect world of TV and film, it is the best system so far to indicate a project’s economic potential. “Careers die in films that are only artistically successful.”

Two years ago, Vaughn quit acting. His energy, he realized, was consumed by his studio, not to mention his other projects. Writing, for one. “I’m writing a book on charisma,” he says, then produces a half-inch thick manuscript, with a working title of Charisma in 10 Seconds or Less.

Then there’s the matter of changing the world. Nine years into applying his formula to movies, Vaughn thinks he can transport it to commerce. Could this system work with other products, he wondered. Why should companies invest money in products before they know if the public will buy them? Why should companies take so much risk in developing a copier, or a vacuum cleaner, or a movie? Get the end consumer to buy into the idea first, and then that person can share in the product’s risk — and success. The possibilities fill his thoughts, and they compel him forward. He’s talked to economists, including Paul Irvine, professor of finance at Emory’s Goizueta business school.

“This is what I tell people,” Irvine says. “The way to get rich in the United States is to own a car dealership. The way to get really rich is to invent a financial security and hang on for a piece.”

Vaughn has proposed just that. “Financing is a huge industry — even a small bite out of that,” says Irvine, who brings up as an example Michael Milken. Milken, who essentially invented the junk bond market, in one year made $550 million. “Milken has kind of a dirty name, but really, he also created a going market. ... Or look at the people who invented mortgage-backed securities. Now every mortgage you buy is sold to someone else as a package.”

If Vaughn created a different way of exchanging money and overcame the inevitable obstacles, the rewards are “potentially enormous,” Irvine says.

“What you’re doing is essentially taking the salesman out of the process. Look at Priceline, Travelocity or Expedia,” he says. The consumer does his own background work.

Vaughn recalls when he was about 10, growing up in Greenville, Ala. He and a friend blew off some fireworks in an alley, sparking a fire. As the sirens came closer, instead of being scared, he recalls thinking: “This will make a great story.”

“I realized that it’s probably not the really great things that make good stories. It’s the really awful things that happen that make a great story. And so from that point on, I had the ultimate safety net for anything that ever happened.

“To have this poor independent filmmaker change the global economy? That’s a good story. Or it’s even a good story if it doesn’t work. Know how I went bankrupt? I went bankrupt trying to change the economy of the world.”??