if you love something, set it FREE

Once again available on Amazon video, “All the Others Were Practice” is now available FREE to Amazon Prime members. And, if you don’t have a Prime membership, it’s available for just 99¢ to RENT or BUY.

Plus, “All the Others Were Practice” is still available to RENT or BUY for as low as 99¢ on iTunes and vimeo.

Join Jôrge on his quest for the one guy who doesn’t want to set him free. Now on your favorite streaming platforms.

reflections, three years on

Nearly three years since “All the Others Were Practice” was finished, I have had some distance, and time to reflect on the process of making the film, what went right, what went not right.

It is the fault of the director and the casting director, if an actor is mis-cast. An actor is hired for a job like anyone else. They show up when scheduled and ply their craft to the best of their ability given the circumstances.

On “All the Others Were Practice” I cast all of the main roles through a series of auditions nearly two years before we filmed. I knew the filming was going to be very bare-bones and I was going to be spread thin just making the movie. I needed actors who could have their own resources to draw on as they craft their performances.

All of the actors participated in a staged reading, the audio was recorded like a radio play. The actors all got along well, and had chemistry. It seemed like the perfect cast, and I moved forward with fundraising.

And then I second-guessed myself. I re-cast the main role. I didn’t audition him with anyone, no screen test. I saw him do comedy live a few times. He has a great energy and timing, he’s funny and charismatic on stage, and self-effacing and sweet in person. But he had zero acting experience and had never been on a film set, or in front of a camera in a film setting.

I was so caught up in the making of the movie that I ignored the fact that he had zero acting experience and had never been on a film set. It was a selfish decision. It was the main role in the film. He would be on set nearly every day. He had more than half of the lines in the script, was on screen in every scene.

He did an admirable job, but he had to hold up the entire film, interacting with nearly every actor. He had never filmed a scene before, never had to memorize lines before, he didn’t have a sense of the repetitiveness and boredom on set. And I did a poor job of helping him prepare for it. But he showed up every day and gave it his all. Even thought the performance is not what I imagined going into the filming, it has a charm and honesty that works in the role.

Early in the production, I had a dream. I was balancing on plates that were spinning on the tops of long poles that disappeared far below me in a mist. As I jumped from one plate to another they would disappear below me, so I was jumping endlessly from one to the next to avoid the void below.

That is how the production went. We jumped from day to day, running around town and crossing off setups. I was in charge of the entire production from catering to camerawork. There was some help from the producer, but he’d never been on a set before and was on his own learning curve. It was like a top who’s string was pulled, or a string of firecrackers. Once it was started, the only way it was going to end was either an orderly wind down, or total immolation.

When we wrapped, I had no idea what we had just filmed. I was able to review the day’s takes every evening, but only for exposure and the presence of audio. I knew there were tensions on set, but I hoped that we’d be able to edit around them. I knew there were audio issues, but “we can fix it in post”.

As I began the edit, it became clear that the film we had in the can was not going to be the bubbly silly romp I had intended. Having a live baby on set ended up being too expensive at the last minute. There were scenes of Glen and the baby that were some of my favorite in the film, but they didn’t work because they had to be hastily re-written.

Some other scenes couldn’t be used because of lighting. Half of Glen’s written scenes didn’t work as filmed, which puts it off balance Glen is a balance to Jôrge in the script, his ‘straight’ man. But because of technical reasons, most of the meaningful scenes with Glen are not he cutting room floor.

And then, there is the sound. An actual person dedicated to sound was only on set for a few days. Every other day, I would set levels on the lavaliers, and set up some microphones just out of frame. I hadn’t reviewed the audio well enough in dailies and missed that clothing rustling made most of the lav sound unusable . Most scenes had multiple audio recorders, but in nearly every take there is at least at least one channel that was unusable. Yikes.

In the first pass os editing, I tried to mold the footage to the script. It was off kilter because of the missing Glen, Pam and baby scenes. I decided to let the footage tell it’s story.

There are some conversations that, after they were edited, seemed to have the opposite meaning they had on paper. I just went with it.

The final film came together into a reasonable approximation of the story from the script. The music helps tremendously, smoothing the awkward pacing and covering the garbled audio.

I do really like the look of the film, I think it is pretty.

When I wrote this film, I was looking to make a kind of parody of a gay film by following the conventions of a heterosexual romantic comedy, but with all male actors. In the end it turned into a movie about a guy who sleeps with a lot of guys, which is exactly the kind of film I didn’t want to make. Sigh.

I am proud of the film, but not for any of the reasons that I thought I would be. I am proud of it because I think there are some very funny and touching performances in the film, and I think that there are glimmers of what I set out to do. And I finished it. It was an amazing learning experience, not just in filmmaking, but in communicating with people, and organizing a project from start to finish, in trusting my instincts, and in humility.

Thank you to everyone who worked on this film, who donated your time or money to help make it happen. I hope you can enjoy this tiny film as it is, flaws and all.

One Year On

One year ago today, we were settling into our comfy seats at the Embarcadero Cinema in San Francisco for the first public screening of “All the Others Were Practice”.

In the past year, we had a Valentine’s screening in Indianapolis, and every month viewers from all over the world are watching the film on demand through iTunes, Google Play and YouTube, Vimeo On Demand, and Amazon On Demand and DVD.

“All the Others Were Practice” is now available on Amazon Prime, so if you’re a Prime member you can watch this truly independent comedy as part of your subscription.

Thank you for your support over the past year, and I look forward to seeing what the future holds for this little film.

We ❄ Indianapolis

On Valentine’s Day at The Irving Theater in Indianapolis, we had a great screening of “All the Others Were Practice”, but as Tony would say, “Brr.”

Thank You everyone who braved the snow and ice to join us. What a great crowd!

We kept warm with Beer from Black Acre, Delicious Cupcakes from Simply Divine, and popcorn from our amazing volunteer Laken from IYG. The snow kept T-baby away, and we missed the warmth of their Caribbean.

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I was so busy during the show that I didn’t remember to take any photos, but I got a few of the space after we’d finished setting up. Thank you Dale and everyone at the Irving Theater for all of your help to put on a great evening.

If you missed the show, remember that “All the Others Were Practice” is available On Demand.

And, thank you Red Nose Studio for letting us show your great short film “Creosote” before the screening.

We ♡ Indianapolis

Get ready Indianapolis!

“All the Others Were Practice” will be screening at The Irving Theater on Sunday, February 14 at 6 PM.
That’s Valentine’s Day!

We’ve got a great evening lined up for you.
From 4-6 PM meet your friends and neighbors – and the film makers – for a Bite to Eat and a Beer inside the Irving Theater.

• Food Truck – T Baby’s Caribbean
• Cupcakes and Treats – Simply Divine
• Coffee, Tea, and Gluten-Free – 10 Johnson Ave.

At 6 PM, it’s time for “All the Others Were Practice” – the sweet, truly independent romantic comedy of how, with the help of his friends and colleagues, Jôrge navigates setups, hookups, and the guy who works upstairs to find his Mr. Right. The screening will be preceded by Red Nose Studio’s short animated film “Creosote”.

Film Tickets are $8, available at the door and Online at:

We’ll see you there!



From April to June in 2013 our rag-tag group of filmmakers and actors traversed the cities of San Francisco and Guerneville, California to film “All the Others Were Practice”. We stole quick scenes on the streets and in shops, and spent entire days taking over apartments.

Here is a peek Behind the Scenes of “All the Others Were Practice”.

day 1

The first day of filming took place at the apartment of writer/director Brian Tolle. The familiar environment helped us ease into filming with some b-roll.

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As Charlie Ballard gets familiar with his new phone prop, Arthur (the cat) investigates.

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Storyboards for day 1 of filming. Shots included laying on the sofa and washing dishes.

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Three lights, one camera and an audio recorder.

day 2

After a few days off, the main characters all convened at Travis’s apartment, the location of Pam and Glen’s house. We had to schedule all of Chantelle’s scenes in the first week – she was actually pregnant, and very close to due.

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Kathleen Antonia and Chantelle Tibbs prepare for filming at the Haight Apartment location.

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Story boards for day 2. Filming included Pam and Meghan chatting in the kitchen.

day 5

We finished out our first full week of filming with a mad dash across San Francisco, picking up random shots all day – Jôrge walking around the city, taking transit, and eating ice cream in the park. We ended the day at the beauty store, thank you Peninsula Beauty!

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Charlie Ballard suits up as we get ready to steal a shot on a Muni bus.

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Charlie Ballard waits to steal a shot on a muni bus. (These bus shots didn’t make the final cut of the film.)

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Charlie Ballard visiting Pink Triangle Park in San Francisco.

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Charlie Ballard and Brian Tolle in Golden Gate Park on an unusual hot May day.

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Ben Johnson and Charlie Ballard wait for Peninsula Beauty to close up for the day before we film.

day 6

We took over a small office on our sixth day of filming. We covered anything that happened at work that wasn’t in the cubicle or the cafeteria, including all the elevator rides.

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Tim Ehhalt simulates the elevator door opening, with light, as Brian Tolle operates the camera.

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Charlie Ballard and Liam Vincent (as Jôrge and Terry) await a take.

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Terry runs into Jôrge in the copy room (Charlie Ballard and Liam Vincent).

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Liam Vincent and Bennie Bell prepare for a day of filming on location.

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Scene 66, 67, 68 cover the elevator ride after Jôrge and Terry’s bad date.

day 7

This was George day, with us at back at our first location of Jôrge’s apartment, down to the St. Francis Fountain for their date, then over to the Oakland hills for George’s house location. We had to push the scenes of them meeting, because this was one of the few days where we didn’t make our shot list for the day.

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George and Jôrge (Lawrence Radecker and Charlie Ballard) at the St. Francis Fountain.

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A quick lunch at the George house location, before filming.

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Boards covering their television discussion, and after-movie date.

day 10

Back at Pam and Glen’s house, we filmed a party with no extras, then headed to The Lookout to film Jôrge and Ivan get to know each other. We filmed while the bar was open to the public.

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Even though we never had a baby Pearl on set, the crew felt Pam needed an eye line to play to.

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Brian waits for props to be set, while looking casual next to a camera in a bar.

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Joe Castiglione, Kimberly Maclean, and Charlie Ballard between takes at the Lookout in San Francisco, CA.

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day 14

“All the Others Were Practice” is a very small film. There were no equipment trucks, practically no crew, and absolutely no rules. With a lot of planning and dedication we were able to work within our limitations.

Every day Director Brian Tolle brought all of the camera, light, and sound equipment to set, in his Smart car

day 15

We kicked off our fifth week of filming by catching up with Mr. Abbot. We started at his apartment in the Haight and ended up in Civic Center.

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With our tiny production footprint, we were able to film in front of Davies Symphony Hall without a permit. (We don’t recommend filming without a permit.)

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Charlie Ballard and Monterey Morrissey rehearse, as Travis Valentine and Brian Tolle prepare to film on the corner of Van Ness and Grove St. in San Francisco, CA.

We had the next day off, but it was all about preparation for our trip to Guerneville for filming days 16, 17 & 18.

Day sixteen was a make-up for missing Jôrge and George Meet at lunch downtown, then we met Gus and Becky and headed north.

days 17 &18

In Guerneville we filmed for two full days. We got in the evening of the 16th. We had hoped to get the scene at the fruit stand, but the stand we were going use closed early that day. We didn’t make up that scene, but we had a a pretty good dinner from the veg.

The first full day we covered all of the vacation interiors and exteriors around the house, plus the driving sequence. The second day was all about the hike and picnic, then we packed up and drove back to SF to film George driving away. We made that day without any overtime.

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Our first day in Guerneville, we filmed all of the interiors for the vacation.

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Ow. Leigh Wolf (Becky) would need to go to the hospital if that wasn’t make-up. It is a quick reaction shot, and her sunburn needed to read very quickly.

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Becky and Gus (Leigh Wolf and John Lennon Harrison) prepare to celebrate with “The (J)Georges”.

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In Guerneville, CA Leigh Wolf (Becky) hangs out in the shade, to make sure her sunburn is only a make-up effect.


And then, we took two weeks off.

We had filmed for five weeks and we had covered all of the connective tissue of the story. But we didn’t have any of the muscle. We had not filmed any of the office interiors or cafeteria scenes. And we were having trouble securing locations.

So we took two weeks off and focused on pulling something together. We ended up building a set for the office cubicle at the Boxcar Theater studio space. It is the only set used in the filming, but it allowed us to remove the walls and get close in with the characters in a way we would not have been able to on location.

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Joe McGovern and Brian Tolle paint flats for the office cubicle set, the only set built for the film.

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Kerry Bitner helps to paint the flats that will become the office set.

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Some rented flats, a few cans of paint, and lots of faith.

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When we finally secured the Academy of Art cafe, we could not get in before we filmed. We had to scout if from outside.

days 19 & 20

On our office set, we packed four days of filming into two. We never would have made these days days without all of the help we had with sound, camera and grip.

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The office set, nestled in the black-box theater.

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Dressed for the final scene, bankers boxes ready to go.

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Kimberly MacLean (as Tina), with Gloria Suarez between setups.

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Removing this wall allowed us to get close-ups of Jôrge as he looks at his computer.

day 21

The cafeteria sequences were originally scheduled over nearly three days. We had a long one day, and we got a version of every scene on the schedule. As written the cafeteria was intended to be a bustling place full of employees. We could only rustle up two extras. But we made it through the day.

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Molly Goode and Susan Monson jumped into the fray, bringing a much needed boost of energy to out final day.

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Eve helps fill out our frame as one of our two background actors for the day, she had many different outfits during the day.

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Careful framing of shots helps the geography of the location fit the needs of the script a bit more.

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The servers don’t take crap from anyone, you’ve been warned.

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We should have changed the line where Glen says the table is “in the sun”.

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If you can’t find an appropriate location for a scene, find a white wall and dark doorway.

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Filming boards helped communicate the angles that we would be filming for each sequence.

After twenty-one days of filming, spread over eight weeks, we were finished, filming.

 We strived to keep the actor’s filming days to 8 hours, and most days we did. We filmed all of the pages we intended to most days. The only scene we missed outright was the Jôrge and Larry at the bbq, but we missed it on the second day and it seemed we would have time to make it up, but we did not.

It was crazy and hectic and impossible, but we made it through with something resembling the film we had set out to make.

Worth the Wait

Well, I didn’t expect that to take five months.

At the end of March, I started exploring self-distribution options. I knew that I wanted to make the film available as easily and as widely as possible, but I had no idea how to go about that.

What I thought would be a few web searches and phone calls turned into an expanding list of film print variations, a new 5.1 mix, new artwork in a array of sizes, hundreds of gigabytes of uploads and downloads, and weeks of waiting.

And all of the pieces are nearly in place, resulting in a DCP – a digital final print of the film.
It’s almost time to meet Jôrge.

Time to cross the bridge

When All the Others Were Practice was finished, the plan was to submit it to as many festivals as we could and see what happened. We chose festivals that seemed a good fit for the film. Some were queer, some smaller or local or specifically for very low budget films. If the film was accepted to a festival, it might have a little visibility. If it didn’t get accepted anywhere, well, we’d have to cross that bridge when we got to it – we only have festival rights for some of the music so we couldn’t have our own screenings.

Festival submissions can be expensive. We wanted to submit to as many as possible in a first wave. Then, if there was any interest, we’d invest in the second wave of submissions. By September 2014 we’d submitted to thirty-six festivals around the world, spending a couple thousand dollars on entry fees, screener discs, and mail.

As I’d think about updating the blog, there was always another festival about to announce their slates. Maybe I should wait until there was news of a screening? A post about not screening at a festival seemed like sour grapes.

AtOWP digital postcard

Now, I have no illusions of the odds that any film has of getting into any festival. There are thousands of films of every stripe produced every year. The competition is fierce for every film. Festivals are looking for films that align with their mission, and will get butts into seats. I know I shouldn’t be surprised that we haven’t gotten accepted in a festival, yet there is a hubris in expectation. Why couldn’t this little film find a little festival?

Over the fall and winter the polite “thank you for your submission” letters stacked up and it became apparent that every festival was ‘receiving an unprecedented number of submissions this year’. The letters were all encouragingly worded – some seemed like they had actually watched the film and enjoyed it – but no one was programming All the Others Were Practice.

It’s now the end of March and there are just two submissions that haven’t announced their slates. It’s time to figure out the plan to make the film available for you to view.

While you wait, here’s a peek at the poster:

In the Can

In 2009 I decided to take some story ideas that Jon and I had been playing with, and use them as the basis for a script. I wanted to write a script that I could film on a small budget but one that didn’t feel like the typical three-people-in-a-room independent film. My other goal was to write a queer film that didn’t rely on the standard tropes of queer cinema. I wanted a film that wouldn’t have a picture of shirtless guys on the poster.

The first draft was finished in about two months, and over the next year and a half, it was revised and workshopped and polished into the filming script. I kept trying to reduce the number of roles, but every character seemed to be justifying their place, even if they were only in one scene. A few characters got combined and some single lines turned into glances, but the final filming script had twenty-five speaking roles.

By early 2011 we held auditions to find the core actors for the ensemble and started to plan a fall filming schedule. We vastly underestimated how hard it would be to raise the budget for filming. Our savings were small, crowd-funding is over saturated and wealthy investors didn’t seem to be clamoring at the chance to spend their cash reserves on an unknown director with an unknown cast. Fall 2011 came and went and we were still trying to figure out how to raise a bit more than a hundred-thousand dollars to film with a small crew. We had calculated the bare minimum crew would be about five people on set every day.

2012 found us following a series of promising but ultimately fruitless leads. There were grants and donors and investors, and none of them panned out. So we were faced with a question – can we film for less money? We needed the actors, the equipment, the locations. We scaled back props and wardrobe, made sequences less complicated. The only place left we might cut was the crew. If we couldn’t afford them, did that mean we couldn’t film? Even the most enthusiastic supporter would be pressed to carve out six weeks to volunteer on a film.

So we asked a different question – what would filming look like if we didn’t have a crew?

I had filmed short films before with me as the only crew member. It was a juggle, and it was only for a few days. Could I do it for a feature? Having no crew would put certain limitations on what we could film. There could be no camera moves, no focus pulls, no lighting of large rooms — because we wouldn’t have any crew to physically operate the equipment. We couldn’t get just a single crew member – a cinematographer needs gaffers to move the lights. Having less crew also meant that we would have less gear, because there would be no crew to move it. If we had no crew members we could cut all the production costs associated with them. We didn’t have to organize parking or trailers or transportation, and food costs were slashed for every filming day. But could we actually make a movie with no crew?

What we came up with was a filming budget that was very similar to the one we’d tried for two years to produce, except it had no paid crew positions. The other main difference was that we could afford to produce it. The budget was whittled down to cover only what was in front of the camera.

By the spring of 2013 we had found two adventurous small investors and a few credit cards and there was a plan in place for filming. It worked out cheaper to buy our equipment, so we bought a camera and as many lights as we could carry in two trips. Remarkably nearly all of the original cast remained intact from the 2011 auditions, Travis came on board to Produce the production phase, and we were off.

The production was scheduled for six weeks starting April 25, 2013. For most of our locations, I would see them for the first time on the day of filming, so I couldn’t plan too much blocking. I sketched a series of storyboards before each filming day and we would use those to communicate to the cast what were filming. We also used these sketches to plan the day, and as we X’d out each panel, we would know what was filmed and what was missed. It was a very stressful filming period, but with determination and sheer will we pulled it off. The busiest days we had a few extra crew members to help keep things moving, but for at least half of the filming it was just myself, Travis and the actors.

There were a few schedule shuffles because our office and cafeteria locations kept falling through. We ended up taking two weeks off and coming back to film for three days. We couldn’t find a suitable (cheap) office, so we built our own cubicle on a stage. All of the cubicle scenes were filmed in two days. The cafeteria scenes almost didn’t happen, we ended up filming them all in a single long day – our last day of filming – on June 15.

We went directly into post production. At eleven months, the post period was longer than I’d hoped, but there was much to do. We had a few hiccups, but overall the post phase has gone smoothly. We had a lot of in-progress screenings and the edit was locked at the end of January 2014. The sound and picture have been cleaned up, and the All the Others Were Practice is finished.

This afternoon, we have a cast and crew screening to kick off the next phase of the film – getting it out into the world so you can watch it!

– Brian Tolle