Upgrade Poster
The poster for writer-director Leigh Whannell’s action-sci-fi-thriller, ‘Upgrade,’ which features actor Logan Marshall-Green.

The progression of society has largely been reliant on the advancement of computers and technology over the past couple of decades. But that growth hasn’t provided an advantageous improvement in all areas of life, especially in terms of people maintaining their humanity. The exploration into how technology is both positively and negatively influencing society is highlighted in the new sci-fi thriller, ‘Upgrade.’

The action drama’s exploration into the morals of technology was crafted by writer-director Leigh Whannell, who has made a name for himself in genre films over the past decade-and-a-half. He once again showcases how people’s past appreciation of life influences their present and future, after penning, helming, producing and starring in several entries in the hit horror franchises, ‘Saw’ and ‘Insidious.’

‘Upgrade’ had its World Premiere at this year’s SXSW, where it won the Audience Award in the Midnighters section. The action film is set to be released in theaters this Friday by BH Tilt.

‘Upgrade’ follows Grey Trace (Logan Marshall-Green), a vintage car mechanic who lives with his wife, Asha (Melanie Vallejo), whose company produces new-age advancements, in the near-future. But Grey is more wary of the accelerated way that technology is advancing than his spouse, whose work thrives on humanity’s growing dependence on robots and similar devices. The couple’s world changes when one of Grey’s clients, technological genius Eron Vessel (Harrison Gilbertson), introduces them to his newest project, the Stem chip implant. On their way home from Eron’s house, the spouses’ car is hit, and Asha is brutally killed by assassins for unknown reasons.

Grey barely survives the attack, and when he wakes up in the hospital, he’s told by his doctors that he has been rendered a quadriplegic. Eron then visits Grey, and informs him that his medical team can perform a secret operation on him that will restore his mobility, through the help of Stem.

However, the technological mastermind failed to inform Grey that his new creation has a mind and voice of its own (provided by Simon Maiden). Stem not only gives Grey full movement of his limbs again, but also super strength, speed and intelligence through his robotic programs. Grey initially relishes his newfound capabilities as he searches for the men who killed his wife. But over time, he begins to realize that Eron and Stem both may not have the best of intentions, which leads Grey to fight to maintain his humanity in his new body and identity.

Whannell and Marshall-Green generously took the time recently to talk about writing, directing and starring in ‘Upgrade’ during an exclusive interview at New York City’s The Crosby Street Hotel. Among other things, the filmmaker and actor discussed how Whannell writing the script for ‘Upgrade,’ and making his feature film directorial debut on ‘Insidious: Chapter 3,’ gave him the confidence to then approach helming such an action-driven sci-fi thriller as ‘Upgrade.’ Marshall-Green also shared that he was drawn to play Grey in the drama because he liked the balance Whannell found in the emotional and physical arcs of the struggling protagonist.

The conversation began with Whannell explaining what inspired him to pen the screenplay for ‘Upgrade,’ and what the writing process was like. “I actually wrote this script before I directed the third ‘Insidious’ film, so I didn’t have any intention of directing this when I wrote it. The idea just popped into my head one day-I had an image of a paraplegic whose body was essentially being controlled by a computer chip. That chip would serve as a paralysis cure. That opened up Pandora’s Box of story possibilities,” the scribe revealed.

“I started really thinking about it. That’s actually my favorite period of screenwriting, because you’re just thinking about the script, and you don’t actually have to write. So I spend as long as possible in that period,” Whannell shared with a laugh. “I stretch that process out as long as I can, because when you have to actually sit down and type, then it actually becomes work.”

“I think that’s actually called procrastination! I, too, love it,” Marshall-Green jokingly chimed in. Whannell then added that “I actually procrastinated about it for a long time. But once I actually started writing it, I thought, this would be an interesting throw back to ‘The Terminator.’ Then years later, when I decided to direct it, I thought, how are we going to pull this off with this (smaller) budget?”

Marshall-Green then delved into what attracted him to the lead character, as well as the overall script, and what influenced him to take on the role of Grey. “I read the script a few hours of talking to you,” the performer revealed as he gestured to Whannell. “After reading it, I immediately wanted to know more. The next question was who was going to direct it. We have mutual friends…and Leigh already had the best reputation as a filmmaker,” so the performer appreciated that Whannell decided to also helm the movie.

“It’s pretty easy. When you read a role like this one, and you get the opportunity to reach an emotional storyline that’s set on top of a very physical one, you jump on it,” Marshall-Green explained. “I don’t know many actors who would have said no to this role, so I feel very fortunate to have gotten it. I also feel fortunate that I was able to work on the dialogue with Leigh.”

Like Whannell previously mentioned, in addition to writing the script, he also directed ‘Upgrade.’ He described what his overall helming approach to the sci-fi movie was, especially after directing ‘Insidious: Chapter 3.’ “I think directing ‘Insidious 3’ definitely made me ready to direct this film. This wouldn’t have been a good movie” for a first-time helmer, the filmmaker admitted, because “there’s a lot of ambition in the script. There were a lot of scenes that were written on paper that didn’t feel as though we could achieve on the set. But somehow, we got it done.

“Directing ‘Insidious 3’ really took the first-time jitters away. When I decided to direct ‘Insidious 3,’ I thought it was going to be a nightmare,” Whannell admitted. “I thought directing a film was going to be a constant headache, and there was going to be constant stress. I almost feel guilty about thinking that. Of course, making a film is stressful, but it’s a kind of a fun stress!,” the director also acknowledged with a laugh.

“But directing ‘Insidious 3’ meant going into this film with the attitude that this can not only be done, but we could also make it fun. Of course, there were tense moments on the set, as everyone was tired when we were running into overtime. To me, that can’t be avoided on a movie set. So you still have to have fun within the borders of all the stress,” Whannell added.

With ‘Upgrade’ being an sci-fi-driven thriller, Marshall-Green appreciated the process of creating the action sequences, particularly the physicality for Grey after his surgery. “I always enjoy that process, which is why I’ve stuck around the theater. Leigh put the pressure on me pretty early. I was his CGI budget!,” the actor exclaimed, which drew a laugh from Whannell.

“So it was up to us to understand that silhouette, in all of its phases-from Grey as a man to him as a paraplegic and a higher entity. We didn’t want to sit in anything robotic; we wanted to make everything fresh and new, and lived-in in an emotional way. That way, the audience is experiencing the same thing that Grey is experiencing, as long as we did our jobs right,” Marshall-Green added.

Further discussing the balance of using practical effects and CGI, Whannell confessed that the cast and crew mainly used practical effects on the movie. Marshall-Green added that “There isn’t any CGI, which was the most surprising thing for me. You just assume that (the crew is going to add the effects) in post (production). But day after day on the set, I kept realizing that Leigh was going after the real thing.”

The director then chimed in that “The car crash is the one scene where we used a green screen with you and Mel. We had a car on a rig that could flip over, because there was no other way to do it. That was the one time we busted out a green screen.”

Marshall-Green quickly jumped in and divulged that “That was for safety. If we could have done it for real, we would have.” Whannell then admitted with a laugh that “Yes, if we could have found a way to crash the car with these guys in it for real, we would have.”

While Marshall-Green portrays the protagonist in ‘Upgrade,’ Whannell then explained what the casting process was like for the film’s supporting actors. “It was an interesting process. Except for Logan, everyone else auditioned. I was watching audition tapes” for some of the characters, the director shared. He also revealed that casting the voice of Stem “was interesting, because I instructed the camera people to point the camera at the floor. I didn’t want to see the actors’ faces, so there were all of these audition tapes of people’s shoes.”

“Really?” Marshall-Green asked Whannell in a surprised tone. With a laugh, the actor added, “So Simon’s audition tape is of his shoes? I wonder what shoes he wore!”

“Yes,” the helmer responded to his actor, and added that “all you hear is his voice. I didn’t want to associate his audition with a face. So it was interesting to just go by people’s voices.

“Everyone else in the cast, including Betty and Harrison, really blew me away with their auditions. Having been on the other side myself, and auditioned for other people before as an actor myself, I now see how difficult casting can be from the directing side,” Whannell confessed.

“It’s now just a nerve-racking experience for the actor; it’s also nerve-racking for the directors. You want every person who comes into the room to be good,” the filmmaker admitted. “As an actor, I think I made the mistake of walking into casting rooms, and thinking the casting department was on the offensive, and sat back and thought, impress us. I thought every person who auditioned was just the next thespian to come along. But for me as a director, I’m rooting for everybody. I think, let this be the best audition I’ve ever seen.”

Casting Marshall-Green as Grey “was amazing. I spoke to him on the phone, and thought we may be taking a chance. Once Logan then committed to the role, he came over to my house, and we sat in my dining room. During that meeting, he gave me his thoughts. Every actor, especially in a lead role, is going to have thoughts on the script. Logan’s thoughts were all so good that they made the script better!,” the helmer admitted with a laugh. “It was such a good day, because I thought, these are such great ideas that I get to take credit for, as if I wrote them! He was none the wiser, and didn’t even ask for a co-writing credit! So I thought, this is going to be great. Not only does he get it, but he can even make things better.”

Marshall-Green then chimed in that “Even though I didn’t ‘audition,’ Leigh and I still tested what Grey’s movements would be like. I quickly threw ideas at Leigh. I think you always knew what you wanted,” the actor said to his director, “but you didn’t realize it until you saw it. So it was about finding things before we started shooting, so we wouldn’t have to find them on the day” they filmed each scene, since they had limited time on the set.

Once all of the actors were cast, there was some time set aside for rehearsals, Whannell also shared. “That’s not always a given on independent films. We found rooms to sit with each actor and talk about the characters. Logan sat with Simon, who voiced Stem, as well as with Mel and Harrison. We made a lot of notes, which was really invaluable,” the filmmaker divulged.

“I don’t know if it’s a hidden secret, but it should be known that actors do some of the writing on movies. They bring so much to the projects. It’s one thing to write something down. But once it filters through someone’s voicebox, a line that you initially thought would be great when you wrote it can actually sound terrible. Often times, a good actor would say, ‘I don’t think I need to say this; I can just say it with a movement,'” Whannell divulged.

“It’s phenomenal what actors do to a screenplay, and how much they improve it. It’s humbling to watch other people take what you’ve written down and lift it up. The actors, especially Logan, definitely did that on this film,” the helmer added.

Like the duo previously mentioned, ‘Upgrade’ was made independently, and they both valued the experience, which Whannell described as being “good. I like the creative freedom on independent films. I really don’t like making things by committee.

“I dipped a toe in that world, as I made a film with Universal many years ago that shall remain nameless. It was definitely that experience of lots of micromanaging” that really changed the writer-director’s perception of studio and independent filmmaking. “You would get notes on the dailies, and phone calls, during which (the studio executives) would ask, ‘What’s this person doing in that scene? That needs to be changed. I don’t like that outfit, so let’s re-shoot that scene.’ I find it really restrictive to film that way,” the director admitted.

“So what I’m saying is that I like the creative freedom on independent movies. I feel like we got away with a lot for our budget. We pushed it as far as it could go,” Whannell stated. “We had to sacrifice some things, but I feel like we held onto enough. It’s the movie I wrote, but it’s a scaled down version of the original script.”

“There weren’t a lot of ‘ducks on the pond,’ because that’s not how Blumhouse works. There isn’t a lot of money, but there’s a lot of trust in the indie model,” Marshall-Green agreed.

“Did you even have a trailer? You did, right?,” Whannell asked his actor, who stated that he did, but was never really in it. “I did have one, and started my days in it, but that was it,” Marshall-Green revealed. “I can’t even remember that aspect of the filmmaking,” the director then admitted.

Further speaking of collaborating with Blumhouse and its division company, BH Tilt, Whannell expressed his love of working with the company on ‘Upgrade.’ “I really like working with them because they let you make the film you want to make. But the caveat is that it’s your movie, and you have to stand by it. They sort of let you fall on your own sword a bit. But I like that process.

“Some actors can’t handle the restrictions, and need the frills and perks of making a big movie, but Logan’s not like that,” the director revealed.

“For me as an actor, going into this model is dreamy. The idea is that if a movie’s good, you win, no matter what the circumstances are,” Marshall-Green explained.

“If you’re doing a Marvel movie, are there times that you think, I’m really being taken care of, or does that stuff not even occur to you?,” Whannell asked the actor.

“On all the Marvel movies I’ve done (including last year’s ‘Spider-Man: Homecoming’), I was too far down the cast list” to really enjoy the perks, Marshall-Green admitted. “I had just been number one on a cast list, so when I did a Marvel movie, I was like number 16. So it was so refreshing to just be hurried along and then told to wait for hours. I was then pulled back, and acted at 4 in the morning. I was like, fine, tell me what to do, let me help you find your vision and I’ll be number 16. It was great, actually,” the actor shared.

The conversation then turned to what the experience of filming ‘Upgrade’ on location in Victoria, Australia was like. Whannell explained that “We didn’t have a ton of money to build a lot of locations in a studio, as it’s obviously expensive to build from scratch. So we only tried to build locations when we felt the real-world locations we saw couldn’t provide exactly what we were looking for.”

The filmmaker added that he mainly wanted to shoot on location anyway, and “we found a lot of great places. We actually used an old school in Melbourne, which served as a mini backlot for us. We did about five or six different locations inside this old building that was falling down. They were about to renovate it and turn it into an art space, but we got in there pre-rennovation. I think we built a dive bar, a morgue and the hacker’s loft, among other tings, there. It was a beautiful space,” Whannell shared.

“What’s funny is that the building is right next store to the pub where I shot my student film, which was a terrible film! I remember when I was shooting that film, everything went wrong, and I thought, I’m not cut out for this,” the director admitted.

“Then one day, I got to the set (for ‘Upgrade’) early, I went over to The Tote, which is the name of the pub, and had a beer. It was one of those goosebumps moments in life. I thought, this is where I was when I was 19. Now I’m shooting next door with a crew of 150 people and cranes and lights. I told the story to the bartender, and the beer was on the house. It was great to be back in Melbourne, which is my hometown,” Whannell also shared.

“We shoot at your old school, too, right?,” Marshall-Green asked the helmer, who responded, “Yes, we were at RMIT (University), which is where I went to film school. So there was a nice kismet, full circle moment to being back there and making this movie. Even though it’s a low-budget movie, to me, it felt huge.”

Since ‘Upgrade’ is a futuristic sci-fi action movie, Whannell also worked closely with the production designer, Felicity Abbott, to create the innovative look of Grey’s home and the other places where he visited on his mission to claim vengeance against the men who killed his wife. The filmmaker described Abbott as being “great. She did an amazing job. Grey and Asha’s house was a set.” The filmmaker then asked the actor, “It felt really great being in there, didn’t it?”

“It did,” Marshall-Green admitted. “There’s this technology that’s never talked about, but there’s little companies that you see (throughout the house) that have monopolies in this society…Leigh was smart enough to start a shoot on them, and instead just let them be where they are. But you’re fully picking up on this fully realized universe. Leigh and Felicity treated the audience as intelligently as possible.”

“What was your favorite set?,” Whannell asked the actor, who responded, “I think Eron’s house, both above and below the surface. I liked the (above ground) rocks.” The helmer then admitted that “We had to do a little bit of work on it in post (production) to make it feel bigger.” Marshall-Green added that he likes the fact that Eron is the type of character who decided to live “underground, near this cliffside. The combination of the soundstage that the house was built on and the beautiful real location on this cliff that overlooks the ocean was a great marriage.”

Whannell then describe the experience of having ‘Upgrade’ premiere at SXSW in March as being “great, but it was also nerve-racking. When you’re first showing your movie to the world, there’s so much anticipation about it. You’ve lived in this private little world for a year or more while you shoot it. You then sit in a dark room with just the editor for months on end, and cut it together.

“So that moment when you then rip the curtain open and say, ‘Hey world, here’s what I’ve been working on for the past year,’ is nerve-racking. I was well drunk before we got to the theater!,” the filmmaker admitted with a laugh, which also garnered a laugh from Marshall-Green. “But it was a really great experience overall. We received the Audience Award, which felt like a vindication that our year wasn’t wasted.”

The actor added he was happy that the sci-fi film did receive “a great response. It’s a very beautiful thing when an audience comes together in a collective emotion. I haven’t experience that in any of the other films I’ve been a part of.

“I actually hadn’t seen the film before the premiere, and I’m glad Leigh didn’t show me first. That way, I was able to experience it with an audience for the first time. Usually as an actor, you usually do this,” Marshall-Green revealed as he slumped down in his chair and covered his face, which garnered a laugh from Whannell. “But during our screening, I was looking at everyone, and thought, is this (positive) response really happening? From what I’ve heard, we’ve continued to get that response” since the premiere.

“Genre films are hard to resist, especially when you get such a vocal response,” Whannell pointed out. “I can’t image what it’s like to make a straight drama. You just sit and watch the audience do this,” he added as his face turned into a solemn expression. “You’re like, what are they thinking? Horror movies are the best, because you have a very audible barometer of how you’re doing,” he explained, to which Marshall-Green agreed, “This movie’s very audible!”

Photo ofLeigh Whannell and Logan Marshall-Green
Leigh Whannell and Logan Marshall-Green
Job Title
Writer-director and actor in the action-sci-fi-thriller, 'Upgrade'

By Karen Benardello

As a graduate of LIU Post with a B.F.A in Journalism, Print and Electronic, Karen Benardello serves as ShockYa's Senior Movies & Television Editor. Her duties include interviewing filmmakers and musicians, and scribing movie, television and music reviews and news articles. As a New York City-area based journalist, she's a member of the guilds, New York Film Critics Online and the Women Film Critics Circle.

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