Nicolas Winding Refn’s movies always have a special sort of spontaneity to them. Whether it be Drive, Pusher, Valhalla Rising, or Only God Forgives, all of Refn’s films are usually the product of a rough outline and impulsive, day-of decision making. This is why it comes as no surprise that when it came time to make his latest endeavor, The Neon Demon, the popular genre filmmaker spoke about his project in broad brush strokes, as if he were a modern day Jackson Pollock slapping paint at the screen and seeing what sticks. Frequent on set discussions with his cast usually determines what should come next in the story, as they decide together, as a team, what is best for the feature. Be it music that’s playing in the background, an event that happened that morning that altered Refn’s perspective, or a suggestion from one of his actors, Neon Demon is definitely the product of collaborations by all involved and risks made on a whim that will hopefully pay off in the end.

Last year I was lucky enough to visit the set of The Neon Demon on behalf of Bloody-Disgusting to get a glimpse of the world in which Refn is setting his latest story. We gathered at a rundown motel in Pasadena, California to chat with Refn and star Keanu Reeves and watch a scene from the upcoming flick. This motel will serve as the home of his lead character, sixteen year-old Jesse, as she weaves her way through the cutthroat world of high fashion in the most demanding of all places, Los Angeles. The motel itself is a simple two story roadside inn with a parking garage inside of the structure where a pool would normally be. This motel prides itself on its low rates and color TVs, which helps take away from the fact that the stairways are warped from rain damage and soured from years of little maintenance. It’s the perfect place to pit a fresh California newcomer in a movie about a young adult with little money and big dreams.

In the movie, Jesse (Elle Fanning) wants to be a star, and although there are hundreds of young beautiful girls who travel out to LA every year in the hopes of achieving success in the industry, she seems to stand out in the crowd. There’s just something magical about her, and whether it be her long golden locks or her naïve doe-eyed complexion, she’s turning heads wherever she goes. It may seem like a dream come true at first, but when the veteran models around her begin to take notice of how much attention she’s been getting, they’ll do anything to steal whatever it is that makes her so special, even if it means resorting to ugly tactics.

Of course, this is all subject to change, based on whatever Refn and his crew are feeling day-to-day as they go about filming their tale. “I like uncertainty even though it fucking freaks me out” says Refn when asked about his movie making method. “It’s very instinctual in a way. But I like fear of what it can essentially lead to because it just keeps you on your toes”.

It’s a hot and sunny day when we sit down to talk to Reeves and Refn about their process. Reeves will be playing Hank, the manager of the motel, although his relationship with Jesse, the up and coming model staying at his hotel, isn’t entirely clear. “I’m a motel manager. Elle’s character, Jesse, stays in a motel, and I am the lord – I mean, the manager” Reeves states mysteriously. “I’m a gatekeeper, I’m someone to get past. I’m someone who has his own way of doing things. Almost in a weird way, Jesse kind of sharpens herself – her character is revealed by being challenged, I think to a certain extent, by my character”. When asked if his character was a kind of mentor to Elle’s character, Reeves responded, “It depends on how deeply you want to take that. If your greatest enemy is your greatest teacher, then I’m probably ninth grade”.

Director Refn has a habit of shooting his films in order, which might seem like it makes sense to the casual observer, but any cinephile knows that this is a very different way of making movies. Usually, all movies are filmed out of order to fit with the actors’ busy schedules and because certain locations are only available to shoot at during certain times. However, as per usual, Refn goes against the grain, and because of his unusual method, can only take on actors who are willing to shoot with this style of filmmaking.

“I’m shooting chronologically, in chronological order, which drives certain people insane” Refn explains, going on to describe how frustrating that can be for some actors. “’Why do I have to spend three months of my life for ‘x’ amount of scenes?’ But what it does, is that it allows complete control to morph. Because the film will essentially change radically. I don’t know where it’s going. Yesterday morning, I woke up and I was like, ‘Where are we going to end it from there?’ And that gives me that freedom. So, it’s not so much a rehearsal, it’s more of a process. It’s very much meeting with actors, that process. Do they get the vibe? Do they see the benefits? Because we get there and we go, ‘What would you like to do? What do you want to do?’”

Although this approach to shooting a film can be understandably wearisome for certain actors who find it difficult to dedicate several weeks of their lives to one project when they might only be needed for a few scenes, Reeves seems to revel in Refn’s unique style. “I’ve always been a fan of Nicolas’ films” states Reeves. “I’ve really enjoyed it. For me, I don’t know what it’s like for other actors, but for me to be able to meet with the director and have a sense of the whole project, to just talk about tone, speak a bit about the role. And then on the floor, on the day, it’s really creative just to figure out, what are we doing? Experimenting, playing. Nicolas is very collaborative to a certain extent, he’s always the director. Even though he says, ‘I don’t know, what do you want to do?’ There’s discernment and there’s a ‘yes’ and a ‘no’ or an ‘I don’t like that.’ And then also what’s really fun is the questioning. He has a lot of like, ‘so, what is this? What are you doing?’ And there’s always a kind of take but it’s – he shares the take, and you kind of do that. And even though he speaks about having not a lot of means to do it, you don’t feel rushed in terms of, there’s an energy like, ‘okay, let’s shoot.’ But there is a protection for ‘we can’t fucking shoot until we have some idea of what,’ and that’s what’s fun with that. You’re in the moment”.

According to Reeves, the only real way to prepare for your scene the night before on Refn film is to work on your character, but not necessarily what that character will say or do in the scene you’re about to film the following day. “[Working on The Neon Demon] basically taught me like, be internally ready, have an opinion, work on your character but not necessarily… Don’t fucking make your performance the night before, or come in with that. Which, on certain projects, you can do”. Refn seems just as pleased about working with Reeves as Reeves is about their collaboration. “He gave me eight weeks of his life” says Refn about his leading man. “Come on, how cool is that?”

The scene in particular that we sat down to watch is just as doused in secrecy as our curious conversations. As we watched the monitor, it appeared that Jesse (Fanning) was asleep on the floor of her hotel room. Aside from the fact that it is probably an uncomfortable spot to take a nap, it seems like she must have passed out or fallen asleep accidentally because she’s still done up from head to toe. Her pretty blonde hair is curled to perfection, her face is still bearing glittery makeup, and she’s wearing a sparkly gold halter top and black leather pants. As she lies on the floor sleeping soundly, she is suddenly startled by something that jolts her awake. Something off camera has scared her out of her wits. What it is exactly is unclear, but by the look on Jesse’s face, it must be absolutely terrifying. As she furrows her brows in fear, she quickly backs away from the frame, on all fours, to her bed, hoping to survive whatever demon is after her.

There’s much still left up in the air to decide about the future of the film by the time we leave the set, but one thing’s for sure: this is a very female-centric movie, featuring an almost entirely all female cast, and run behind the scenes by a plethora of women. Director Refn is usually known for having movies that center around a male protagonist, with the rest of the characters mostly being made up of men as well. So why is it that Refn has changed his ways, and chosen this time to make a movie that’s all about women? “It was the one thing I hadn’t done yet” Refns muses. “I usually make movies about violent men, and I felt that it was time, I needed to do something different. Especially after Only God Forgives because you know, what’s the one thing that no one would expect? Well, to do a movie with a sixteen-year-old girl. And even though it’s very conceptual, it’s a bit like setting up an obstacle for one’s self, but taking it as a challenge”. Refn goes on to say that with his newest film, he’s hoping to personally explore some uncharted territory. “I’m exploring the female anatomy”.

Not only is this a movie that’s identified by its many female characters, but it also has Natasha Braier on board, a female director of photography, as well as a female screenwriter, Mary Laws, a young playwright fresh out of Yale University. “I found Mary [Laws] because originally I went to the UK with kind of a structure. With a start, middle and an end. But since it was going to be about young women, I knew that I would benefit greatly from working with a young woman to write with” explains Refn. “And my agent said, ‘Well, we also represent this young playwright out of Yale.’ And I said, ‘Oh, great, a playwright is what I was looking for in the UK and couldn’t find, that suited the movie.’ And so I read some of her stuff and she had a good sense for dialogue, and we called her up and we had a few meetings over the phone and she was super enthusiastic and willing to give it everything she had. She had never written a script before, which I liked. Because not knowing can be a benefit. So I hired her”. Clearly, having as many women as possible onboard for this film was extremely crucial to Refn. “We got three women plus Elle, my producing partner is a woman, Rachel [Dik, EP] sits over there, who works on everything I do, is a woman” says the director. “My publicist is a woman. Natasha [Braier] is a woman, you know. And of course in the end, it all leads back to the uber-woman, who is the wife, who in the end says her strong verdict, what’s right and wrong”.

Refn’s inspiration doesn’t just come from having myriad ladies around him at all times, however. According to the director, a strange and horrific event that apparently occurred during their shooting schedule influenced his work in the oddest way possible, involving what he refers to as his “power blanket”, a.k.a. the blanket he wears around his belly whenever he’s on set.

“I had a very weird incident a few days ago at Musso and Frank’s that I went to see because we had to see the morning locations and I came ten minutes late from dropping my daughter off at school” remembers Refn, “And there was a guy lying in the parking lot, bleeding from a stab wound in the chest. And another man was holding on, putting pressure on it. It was really weird because the man had no shoes on, but white socks and a tie. And this man who was bleeding, there was no one else there. And I got out of the car, and went over and said, ‘Do you need any help?’ And he said, ‘They already called 911, but they need something to hold the blood in.’ And so I gave him my blanket, it was the only thing I had. I didn’t think my shirt was going to work. So I gave him my blanket. And then the guy died. So that was pretty weird. Right in front of me. And then it became a homicide. So then I was locked in and I had to go shoot. And I was like, if we didn’t make the day I wasn’t going to get it back. So they were able to get me out, the police, through Musso and Frank’s, to the set. But as I was waiting to go, and seeing them covering his dead body now, they took my blanket away. And I felt the urge to hear ‘Homicide’ by 999, which used to be one of my favorite songs. And listening to that in that moment gave me a whole perspective on how I was going to shoot the rest of the day”.

It seems like it’s been a crazy shoot, to say the least. As our press group gathers our belongings and begins to head back to our cars, Keanu Reeves tells us that he’s actually been driving his motorcycle to set everyday. When we ask if he’s allowed to do that while he’s working on a movie, since filmmakers usually don’t permit such things while shooting for fear that their actors will get injured, he responds coolly, “I’m allowed to do it when I’m working on The Neon Demon, man”.

The Neon Demon hits theaters everywhere on June 24th, 2016.