What’s It Like to Shack Up With Elizabeth Holmes? Just Ask Lance Oppenheim

The interview below contains spoilers for You Can See Everything.

The last few years of Lance Oppenheim’s life have been defined, in part, by two men: Nathan Fielder, Hollywood’s resident agent of chaos, and Robert Pattinson, its box office powerhouse. When Oppenheim and I spoke earlier this month, he was flanked by a life-sized poster of the Batman and Odyssey actor, who starred in (and produced) the director’s just-released debut feature, Primetime. That film was followed, three weeks later, by You Can See Everything, the momentous and at times unwieldy documentary Oppenheim co-directed with Fielder. “It’s all extremely dizzying,” says the 30-year-old filmmaker. “I kind of feel like I’m in a simulation or something…”

That’s sort of what it feels like to watch You Can See Everything, in which Oppenheim and Fielder embed themselves in the Del Mar, California home of Elizabeth Holmes, the infamous founder of Theranos, in the month leading up to her 11-year prison sentence. That experience, which unfolds over three invasive and inviting hours, was a far cry from the work he’d done on Primetime, a quasi-biopic of another outsized 21st century figure: To Catch a Predator host Chris Hansen. It wasn’t just that the movie was Oppenheim’s first scripted feature. The scale of the production also dwarfed the eight-person documentary crew he and Fielder brought into Holmes’s California rental. Until Primetime, he says, he hadn’t made a movie with a crew of more than a dozen people.

But regardless of their size or scope, Oppenheim’s movies are exercises in profound intimacy. In his 2020 documentary, Some Kind of Heaven, he explored the world’s largest retirement community and all its colorful characters; in 2024’s Ren Faire, 80-year-old George Coulam, the founder of the Texas Renaissance festival, tells Oppenheim of his struggles with erectile dysfunction medication and his affinity for sugar babies. It’s no wonder Elizabeth Holmes let Oppenheim get so close; people tend to open up to him, even against their better judgment.

Though Oppenheim prefers to let his films do the talking ("I can't do anything, unfortunately, except make films to express my emotions and feelings," he insists), he got candid with us earlier this month about filming with Pattinson, Fielder, Holmes, and her husband Billy Evans. From ingratiating himself with a convicted criminal to welcoming his first child just five days before shooting his debut feature, Oppenheim is having a moment, personally and professionally. But making films, he maintains, is his most reliable form of catharsis.

GQ: I saw Primetime and You Can See Everything only a few days apart. I'm sure that's not how you expected people to see these two movies.

Lance Oppenheim: It's really crazy. It was not what I expected. It's all extremely dizzying, all of this. I've tried to process it by sneaking into movie theaters to see how audiences are reacting to Primetime. Because I'd never done this before. I'm obviously used to making documentaries, and I would show them so many times to friends just to make sure things made sense. And with Primetime, we had to test the movie to make sure that A24 was going to recoup their investment and it wasn't just going to be a thing that was for me.

And I actually really enjoyed that process, weirdly. But maybe it also broke my brain because now I don't feel like it's done. And same with You Can See Everything. I'm still living with them and with Primetime, I feel like I'm witnessing another movie play out, which is Chris Hansen's reaction to Primetime, which feels exactly like the thesis of Primetime in real time. And then suddenly it enters this kind of spiritual battle between good and evil and “what's Hollywood's intention?” and all this stuff. It turns into more of a moral register. [Hansen has] flipped it into something about good versus evil and how the movie makes him into a villain, which I definitely don't think it does. That wasn't my intention. I love Chris Hansen and I love his show. And I got Batman to play him. I tried to make the closest thing to a superhero movie starring the guy who's literally in Batman right now. So I'm a little bit confused, but it's interesting. There's this weird “life imitates art, art imitates life” thing going on. I kind of feel like I'm in a simulation or something.

I read that you had a baby five days before principal photography for Primetime.

There was a lot of weird kismet, destiny-type things going on with this project. I befriended the filmmaker, Romain Gavras, and him and Rob were working on a project that sort of stalled out, and they were thinking of revisiting it as a documentary. And he connected me to Rob, and next thing I knew I was at Rob's house and we were talking about that thing. And four days before that, I had my film Spermworld come out, and my wife got me a Cameo from Chris Hansen. The Cameo, [which] I've talked about a bunch of times now, kind of crystallized an interest for me. And I showed it to Rob and Rob was like, "Oh, weird. I was obsessed with that show and with him." And then two weeks later, I was at his birthday party and his producing partner, Brighton McCloskey, was like, "Someone at a party gave me this script and it's amazing and really mysterious." And I was like, "What is it?" She showed me the cover page, with To Catch a Predator, and I was like, "Holy fuck." And I grabbed it and I ran in my car and I read it. And then the next night, literally the day after I got the script for Primetime, I was in Joshua Tree and we got pregnant completely accidentally.

There were a lot of amazing things that happened while this was coming together. And there were a lot of really tough, horrible things that happened too. I lost a really close friend of mine, Jeff Baena, the director. The movie's dedicated to him. And I lost a lot of other friends too. It felt like there was so much darkness surrounding me, but then there's these things in my life that felt very precious and I was really trying to hold onto and protect my son and the idea of this film.

Are you the kind of person that gets overwhelmed easily? Or do you respond to hard stuff by working more?

I'm a pretty emotional person, but I like really burying myself in work and ideas. Man, making films is the best. All the people I make movies with are all my best friends. My cinematographer, I've known him since I was 17. And my producer, Christian Vasquez, I went to film school with. My wife, Abby [Rowe], I met her making Ren Faire. That's how we fell in love.

I find it very cathartic and I'm not good at writing things down or just externalizing my feelings in the written word. Even cognitive behavioral therapy, I've struggled with, and I've tried transcendental meditation. I've tried everything. I feel like the only way I can really make sense of my emotions is [by] making films out of them, I guess, just trying to put as much of my heart and head into the movie.

I’m thinking about Chris, and about Billy in You Can See Everything, I'm thinking about George in Ren Faire too. Do you think about masculinity?

I don't think about it in a monolithic sense, because I think every person's different from each other. I mean, I'm definitely drawn to subjects and settings in which a person can self-isolate inside of a kind of fantasy or a world or a worldview or a set of principles they believe to be true.

And I can speak for myself: I don't feel like a masculine man. And even having a son, I was very nervous. I grew up with two older sisters, and I'm very close with them, and I'm close with my dad and my mom, but I'm really uncoordinated. I don't know how to throw a baseball. I feel like Decoy Dan in Primetime when he’s throwing the ball the wrong way. I don't know how to do anything that would be traditionally or conventionally masculine. Sometimes I feel insecure about that, but it's not really on my mind as much.

I mean, Nathan [Fielder] is interesting as a separate form of masculinity. I feel like he's at his most masculine in You Can See Everything. I'd always tell him, "You look so handsome in this." And I was just like, "I love being this close on your face. I'm so tight on your face right now and you look amazing." And he'd be like, "Dude, you could see my blackheads and my zits and stuff." I'd be like, "You look great. I actually think it makes you look better." He's a very unconventionally hyper-masculine man. That's a compliment, I guess.

I want to talk more about your collaboration with Nathan.

Nathan is my co-director and someone who eventually appeared on camera, even though essentially that wasn't the goal at first. You Can See Everything was all about: we have to forget about the ways in which we've made things before. I had to forget about largely shooting things with one camera on anamorphic lenses. I had to embrace a different style of working, which was more reportage, almost—capturing moments, making sure that no moment goes undocumented.

It's funny, and it's really nice, [how] people are talking about You Can See Everything as this boundary-pushing thing, which is cool. Thank you. That's awesome. But I'm also like, maybe the thing that is boundary-pushing about it is having Elizabeth Holmes as a subject. She's endlessly fascinating. The actual form of the movie is closer to the oldest form of documentary filmmaking, the observational vérité movie, a movie also where one of the directors becomes an on-screen presence, like a Michael Moore or Ross McElwee movie. The use of reenactments later in the film, Errol Morris did that in The Thin Blue Line. So actually it feels like we've made a jumbo purely out of responding to what was in front of us, with all of the basic tenets of documentary cinema.

I didn't need to create something that felt like an adornment or some sort of embellishment or artistic commentary with the sort of film grain. That's what I've done on my other projects. I wanted to create something that just really transported the audience into the room, really made them feel what we felt when we were there, this really intense cognitive dissonance where Nathan and I could not agree on any given moment.

Nathan wasn't on camera yet, but Elizabeth and Billy kept asking Nathan questions and almost seemed like they were drawing him from behind the camera, in front of the camera. And at the end of the first day, I was like, "Nathan, I'm sorry. I failed you, man. This doesn't work. You're right. We’ve got to do something new." So then we brought in two cameras, both on 25 to 250 lenses. We would identify parts of the house that could essentially give David Bolen, my DP, and Jonathan Mitchell, our camera operator who's worked with Nathan on everything, a full range of possibilities of seeing and being able to capture almost everything. And we would shoot for 16 hours a day. And I kept saying to David and Jonathan, "Listen, we're in a confined space. I think we’ve got to change the aspect ratio from something wider screen to something smaller, like a 4:3.” Because the whole movie, the things that interest me are the micro expressions, these moments where you're just trying to decipher what is going on between two people." So we started doing that. But then I realized, “Fuck, I’m missing more stuff, because when you're that tight on someone's face, you're not seeing everything around them.” So then, maybe at the end of the first week or a little bit sooner, we brought in a wide camera, basically a 12-millimeter lens on a third camera body, which is what I operated. That was the camera that I was behind for the majority of the movie, but especially in those first 34-ish days. And I really feel like we broke new ground, Nathan and I. It feels unlike anything either of us have ever made before, but somehow also the perfect fusion of his aesthetic and thematic sensibilities and my own, with my team.

To me, it's almost not even a movie. It is a documentary, but it also feels like an experience. I've seen it over 200 times these past few years and I still feel like I'm in the perfume shop. I've lost a little bit of my sense of smell, but every time I see it, especially with an audience, I catch eucalyptus, I catch new hints of smells that I hadn't smelled before.

Does anything about it finally coming out make you nervous or anxious?

I feel like the movie is a Rorschach test in a lot of ways, and it's fun. Look, you could probably tell… I have mental problems, I guess, or something. I'm sure we all do. But I've been making films for a very long time now, almost my entire life, and all I've ever wanted to do is to get people to see them. And with this project, this is the first time I've made something where the more I give away of this experience, the more I'm robbing people of an opportunity to really be on the ride, to experience what Nathan and myself and our crew of six or seven experienced as we made this movie, which was totally organic. It was totally in response to what was unfolding in front of us. And part of the journey of the movie is that you don't know where it's going, you don't know what's happening. So I don't want to deprive people of that.

One burning question I have about both You Can See Everything and Primetime is, I really want to understand your relationship with A24 in both these movies. I can imagine with the second half of You Can See Everything that there were and are legal concerns. Tell me about that.

Well, it's funny. I don't know if you know my full history, but I was an intern at A24 when I was 18 years old, and I was a script reader. I hate to admit this because I worked with Josh [Safdie] and Ronnie [Bronstein] and Benny [Safdie], and I love them to death. [While I was interning at A24] I was 18 and a dumb kid and I read a version of Uncut Gems. I think it was circa 2013. It was before they made Good Time, and the cover page had Benicio Del Toro on it instead of Adam Sandler, and Amare Stoudemire was in it and it was a whole different thing. I'd never seen any of their movies. I didn't know who they were. I remember reading it and just being like, "Man, I really like this, but I'm so confused." I put “Consider” instead of “Highly Recommend,” and I feel guilty about it to this day. I've told them about it, and I feel like, even though I was just a dumb kid, they probably don't appreciate it. But I have a history with A24 that goes way back, and I've known a lot of the people that I've now worked really intimately with on both projects for a really long time.

And yeah, I mean, you can't make these types of movies without a legal team. I had truly incredible attorneys that worked on these movies that were not just giving me legal opinions or telling me what I could do and not do. One person became an extremely close friend of mine that I trust creatively as well. I talk to her all the time. I mean, look, I think they're very brave for taking on these kinds of projects that are pretty unorthodox in certain respects, and I think my hope is that people haven't encountered films like these two before.

In either or both of these films, did you feel a bit like you were putting on a journalist hat?

With Primetime, it's a very different artistic project that I was after than You Can See Everything. With Primetime, I felt like the only way to make something that felt spiritually true to me about Chris Hansen was, again, to essentially adapt the idea of him that came from the Cameos of him, a person who is both a crusader and an entertainer, a person who is a man, but also a meme, and he has embraced the meme—a person that has become a persona, effectively. So the only way to do that is essentially to create something out of all the after images of him that exist in culture, like the parodies of him on South Park or the self-parodies that he engaged with. I feel like what we did is closer to some of those things than a form of journalism.

You Can See Everything, it's a very different exercise. It was more about entering into something with no plan, [something] we thought could have just just been an interesting life experience—meeting these people and knowing that they wanted their life documented for some reason and that they had reached out to A24, which was sort of strange. With A24, we worked out the ability so that we had a kill switch: if we could enter into this experience of documenting Elizabeth Holmes and Billy Evans' life together in Elizabeth Holmes' last days before she went to prison, and we didn't feel like we found a compelling way to document it or that this could be more than just a strange experience we'd have, that we could kill it at any time, which allowed us to operate in a way where neither of us are without a net in the middle of the ocean.

Every day felt like we were fishing for something. Every day we were just seeing what would happen and organically responding to the things in front of us. So look, I still wouldn't call myself a journalist. I definitely am interested in the subject of it. I'm not a writer, but I definitely think You Can See Everything is as close to an experience of just attempting to capture life as we saw it and as we felt it as possible.

I'm thinking about the scene at the end of the movie, where Billy asks Elizabeth something like, "Is he making you laugh?" It felt like such a clear moment of Billy admitting that he knows exactly who he's welcomed into his home. Is Nathan playing a character? Is he being himself? How do you see it?

Well, I'd be curious how Nathan would describe it. The Nathan I know really well, who’s become an extremely close friend of mine through the process of all this stuff, I feel like that's the Nathan I see in the film. I think this is as close to the real him as possible. I don't see a character. I see a person who's in real time trying to figure out why these people wanted him to be there to document their lives. I also see a person who's just very confused and trying to make sense of everything. Initially, this whole thing came about through such random means. I've known Nathan for a long time. We were trying to do a different project together. We tried out a few different subjects.

I went to the Toastmasters Club in New York with Nathan. We were interested in poking around there, and Nathan and I even participated in this group, but that didn't really stick. And I had another thing that didn't really stick. So I went to the Magic Castle with Nathan on a whim when I was in LA for a few days, and this person in the closeup magic room, this magician, asked for a celebrity name. Someone said “Elizabeth Holmes.” I had just heard that day from somebody that Elizabeth had approached A24 about wanting to have her life documented, and I thought that was strange for many reasons. I was like, "Is she an A24 fan or something?" At first, I thought that was such an odd thing. And then I also started thinking about how she hasn't been on camera in a really long time.

From what I had gathered, she hadn't even participated in The Dropout podcast series or the television show or John Carreyrou's book, Bad Blood. So I was like, "Why now? What does she have to say?" I told Nathan about it and he was like, "That's really interesting, but I feel like the story's been done before. She's been the subject of so many different things." I was like, "Well, she hasn't been on camera. It might be interesting to poke around." So Nathan gave A24 a call, and then there was a meeting, and then we basically started filming really soon after that without really having any plan.

Initially, he was going to just produce it. Then he was like, "Let's direct it together." I was like, "Great, that'd be amazing." Then as we were directing it in the early days, they kept asking questions of him and he was sort of drawn in front of the camera, which was really interesting. I think he was resistant to it at first, but then we realized, actually, it might be good. It might be good for someone who was as skeptical as we were to enter that place and ask questions and not beat around the bush, to be honest about what they were seeing and the confusion that they were experiencing. So it sort of adapted and grew and evolved. But what I know of Nathan is that he almost became this accidental investigator of these everyday mundane moments and that, in the house of Elizabeth Holmes, it felt like being in a reality distortion field.

There's a moment when Nathan is trying to get ahold of Elizabeth. Nathan misses her return call, and then she calls you. You're not on camera for the most part. But can you talk about your personal relationship with her?

I mean, I feel like it's in the movie. It's like, even though I'm not on camera, I really try to create experiences that reflect my own emotions and my own point of view on a subject. It's not just with this film, but virtually every film I made. It’s portraiture of somebody else but also, in a way, a form of self-portraiture, because I've chosen a way to present somebody and I've tried to create something that feels entirely reflective of my experience. And in the case of You Can See Everything, all of my feelings about the story, what happened in real life and how it all goes down, it's in the film. And if I was better with my words and good at writing stuff, or if I could make music or something… I can't do anything, unfortunately, except make films to express my emotions and feelings. I'm sorry, I can't articulate it better, but I feel like it's in the film and I want people to grapple with that. Because I feel very complicated about it. I feel complicated about everything regarding this film.

I was curious about Amanda Seyfried, too. Is she being authentic? Is she playing it up for the camera?

Everything that happens in this movie is a reaction in real time, so there's no moment in this that's scripted or anything like that. There are reenactments later in the film. I don't want to get too deep into it, but as you see in the movie, we've taken notes from our memories and there is a script for those specific scenes which you see. But in terms of the actual real-life events, that's real-time, real reactions, even with the person you're referring to. That's one of the reasons why it's so amazing, I think, how she functions in this film. We weren't expecting that she was going to bring us down that rabbit hole. When she volunteered and said what she says—that she had a past she didn't feel finished with, and that Elizabeth still lives inside her mind, and there was an interest to do something again—that was really exciting to Nathan and I. That was one of those amazing documentary gold moments where it was like, "Holy shit, that could lead us into a whole new direction, which takes us on a whole different path."

I feel like every person in [You Can See Everything] is given the same treatment of real moments in real time that we're seeing. There's an authenticity to these things, and there's people in this that you probably would've never thought you'd be able to see in this sort of way. I think what gives it the feeling that you're watching a Hollywood drama is a testament to David Bolen and Jonathan Mitchell, our camera guys.

I also have to ask about the shower scene. You literally can see everything! How and why did Billy agree to be naked in this movie?

I don't know. I honestly don't know. It's beyond me, but I've heard interesting theories that people have when they see it. I mean, in terms of the way the moment was captured, it's sort of how you see it. There's a camera in the bathroom, there's a camera that was on Nathan, there's a camera outside the bathroom, and there's an interaction that we see after Billy leaves where he sort of looks at the camera and smiles. So I don't know what that means, but I feel like there's enough stuff in there that gives me the impression that maybe he was excited that people could see everything and that there was full access, I guess. But it really beats me, honestly. We were in the car ride on the way back from the gym and I said to Billy, “We will give you some time to shower.” And Billy responded, “Want to film me showering?” I offered to film him in a way that could avoid seeing his genitals, but Billy said he didn’t care about being seen naked.

Do you think Billy regrets doing this film?

[Billy] hasn't seen the film. Elizabeth hasn't seen the film. We haven't talked with Billy in a bit now. You sort of see it in the film. Billy can be intense, and there were a lot of conversations he had about the future of the film and the release of the film that made us uncomfortable. So contact broke down for a bit, but I don't know. I'm no longer on Twitter. I got off of Twitter recently just because all of the Primetime stuff was making me go a little crazy, so I haven't been able to see what is going on on X, and what is going on on Billy's X, or what's going on on Elizabeth's X. I guess we'll find out.

Will you be waiting outside of the prison when she gets released?

The situation there is also extremely confusing. We wanted to get in there with cameras, and it was really difficult, and we had to go about the second half of the movie in an entirely different way as a result. I read recently that Elizabeth’s being transitioned to this sort of transitionary housing place and that she will still be incarcerated, but that she will be leaving federal prison camp in Bryan, Texas, I think, 11 months from now, almost a year from now. I don't know what that will look like. I didn't even know it was happening until I read about it.

You’re on this press tour, and you’re now more of a public figure than you’ve ever been. Has that all changed your perception of or your relationship to people like Chris Hansen or Elizabeth Holmes?

Honestly, it's so hard to process anything going on, and I feel like the only thing I have that can ground my life is the fact that I am a father and I have the friends that I made these films with. I'm not alone in experiencing how crazy it is that these two movies are coming out at the same time and that there is this great appetite for it.

I'm trying to just keep myself tethered to the reality that I've been existing in for several years now with my friends who I've made these films with and with my family. And I hope I can make more. I'm excited about the future and hopefully I don't fuck everything up somehow. I just want to be able to just keep making more movies that hopefully engender interesting conversations and questions.

Production can be really stressful, but I find it very rewarding when I start to feel like there's this collaborative spirit that starts running its course through something. I feel like a kid in a candy store and I feel like if I get the right people there and there's a certain alchemy, it almost feels like throwing a great party and that no one wants to leave.