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The Straight Dope on the Crooked E: Glossy Images, Black Humor and the Music of Tom Waits Inform Enron Doc

By Alex Gibney

A handcuffed Jeffrey Skilling (right), former president of Enron, is escorted from FBI headquarters in Houston by an unidentified agent on Thursday, February 19, 2004 after surrendering to face criminal charges related to the company's collapse. From Alex Gibney's 'Enron: The Smartest Guys in the Room.' Photo: Pat Sullivan/AP

Editor’s Note: On September 28 at the Linwood Dunn Theater in Los Angeles, IDA will present Alex Gibney in conversation with Turner Classic Movies host Ben Mankiewicz. Catch this blazing documentary star while you can, when he slows down just long enough for a special evening of electrifying clips and engrossing conversation. Learn more and purchase tickets

Like most people, I was a distant observer of the Enron scandal. I had heard about "Kenny Boy" Lay, special purpose entities, stock option—seven mark-to-market accounting. But I never imagined that the story would make a good film. Then I read The Smartest Guys in the Room, by Peter Elkind and Bethany McLean.

Through Bethany and Peter's writing I could see the story of Enron as a human drama with the emotional power of a Greek tragedy, and the irony and the moral outrage of a black comedy. This book was funny: Imagine a world where executives are addicted to strippers, accountants make up profits and a former weight-lifter/action hero takes control of the world's seventh largest economy. At the same time, the book was a devastatingly sad vivisection of greed, the cruelty of our economic system and the way it can be too easily rigged for the benefit of the high and mighty, at a bitter cost to everyone else.

So I optioned the book. Then I set about throwing it all out and starting from scratch.

In making a documentary from a book, the authors and the filmmaker have to accept that the film and the book are going to have to be completely different. The process is different too. The authors of a book, while attentive to what their sources tell them, can, in the end, impose their structure on the material. But the structure of a documentary emerges—sometime between the assembly and the rough cut--when the film mysteriously imposes its will on the filmmaker.

Bethany and Peter were generous enough to accept this idea. And so we agreed to trust one another and move forward. From the start, they were always helpful with sources, contacts, tips, analysis and, during the editing, gentle, constructive criticism. Even better, they were great storytellers on camera, and Bethany was a character in the drama: She was one of the first to question the Enron myth. Yet even as my producer, Susan Motamed, and I leaned on their knowledge, we had to "see" the story through our own eyes.

As expected, Enron did not give us any access to its archive of company videotapes. That forced us to find "unofficial" archival materials (company skits, depositions, audiotapes of the Enron traders shutting down the California economy, company meetings, secret videotapes of illegal deals) from unexpected sources, including ex-employees, investigators from the US House and Senate, and amateur sleuths employed by the Snohomish (WA) Public Utility, which was fighting a lawsuit by Enron.

Filming former Enron employees was not easy. Despite the fact that many ex-Enronites had a desperate need to talk, very few wanted to do so on camera. Many, innocent or not, were afraid of the Department of Justice, while some feared that an appearance on camera would provoke lawyers to depose them for one of the many civil lawsuits brought by angry shareholders.

The visual style of the film followed the themes of the story. My cinematographer—the incomparable Maryse Alberti—and I used Sony's 24P HD camera to create a look as glossy as the image Enron had sought to create. And because the film was about the illusory nature of a fraud, we made an aesthetic out of reflections—whether in the way we shot the gaudy facades of the Enron buildings or the way we emphasized the mirror images of our interview subjects in the reflective surfaces of the tables around them.

There were two layers to everything at Enron—what it looked like and what it really was—and the style had to echo that idea.

No one exemplified this dichotomy more than Jeff Skilling, the McKinsey consultant who became Enron's CEO. He was torn between the grandiose image of the Enron he created and the shabby reality that it had become. Skilling had willed himself to undergo a physical and psychological transformation from nerdy consultant to macho leader.

My editor, Alison Ellwood, explored a wonderfully intuitive, metaphorical approach to archival footage. We included images of mad scientists, sky jumpers, even ICBM missiles—because they seemed to express the emotional mood of the characters and the mythic quality of the story. The surreal quality of the archive was also important to this film because, in a fundamental way, the story of a fraud is a story of fiction-making.

From the moment I first read the book, I was fascinated by the degree to which the executives at Enron were like filmmakers working on a science fiction movie. One of the most remarkable things about the company is how much money, time and energy it invested in staging its corporate productions. Enron actually used cranes and jibs to shoot its company meetings. And the commercials Enron commissioned—I include two in the film—by the madly talented director Tony Kaye, evoke a gaudy, corporate phantasmagoria complete with floating executive heads as targets in a carny shooting range, competitors dressed up in puffy costumes as the three blind mice, and a tin woodsman gliding down the canals of Venice in a gondola.

But for pure theater the most interesting materials at Enron were the company skits that each division spent months preparing. They included real elephants, toga-clad Romans on palanquins throwing, yes, dollar bills, and female executives, dressed entirely in black leather, making grand entrances on motorcycles. But more important, many of the skits actually revolved around the various frauds at the heart of the company.

Given that so many analysts and reporters missed the fraud at Enron, I was fascinated by the few people who did see it. In dramatic terms, they were like private eyes, truth-seekers who saw through the phony cover story. Ultimately, we found a structure for the film that alternated between a detective story and a heist film.

Once in the cutting room, I returned to Peter and Bethany's book to check both my facts and my tone. In the film I wanted to capture the black humor of the book. And for a black comedy to succeed, it had to be full of laughs and moral outrage. The fact that no one figured out that America's seventh largest company was a fraud is ridiculous. But the comedy of errors at Enron also had dark consequences for employees, investors and retirees who believed that their security was guaranteed by Enron's stock. In the search for that tone in the cutting room, the very first thing I did was listen to music.

From the start, I wanted the music to play an important role, to be a toe-tapping Greek chorus that commented on the action in a way that would be both funny and emotionally compelling. So I collected songs about greed, illusion, temptation and ambition. But I wasn't just interested in lyrics or themes; I was looking for songs that seemed to convey a certain mood and, sometimes, what I perceived to be the essence of the characters in the film.

Nothing came closer to the mood of the film than the songs of Tom Waits. He winks at ambition, sneers at pomposity and embraces the world-weary contradictions of the human condition. While he can wail with anguish or howl with moral outrage, he's also one of the funniest songwriters alive. The film starts with his song, "What's He Building in There?"—a kind of monologue from a neighbor next door who's wondering, as he hears muffled hammer blows, the whirring of machines and weird phasing tones, just what's going on in a basement across the street. I couldn't resist putting it over the images of the gleaming Enron building, as if to wonder about chief financial officer Andrew Fastow, cooking up hundreds of special-purpose entities.

Some songs I picked for the way they embodied certain characters. Traffic's "Dear Mr. Fantasy" was the theme song for Fastow, who delivered magical earnings for all the division heads. Marilyn Manson's dark, growling version of "Sweet Dreams" seemed to embody the contradictions of Skilling; chairman Lay was, in fact, as Dusty Springfield sings, the "Son of a Preacher Man."

In the section on the California energy crisis, in which Enron's energy traders help to create rolling blackouts and soaring energy prices, it seemed more important for the music to get inside the heads of these traders, who revel like frat boys, making cruel jokes about the victims of their predatory behavior. So we used Waits' "Temptation," in which the narrator of the song just moans "temptation" over and over again, as if helpless to resist the desire to skewer California.

Over the end credits, we use a song suggested by Waits and his wife/collaborator Kathleen Brennan: "God's Away on Business." The arrangement has a savagely funny Brecht-Weill feel, but the lyric is just plain angry. It even evokes the Titanic metaphor used throughout the film. And the reference to the man upstairs recalls Lay's invocation of his Baptist preacher father, even as it suggests that, when it comes to business, ethics can be as flighty as a traveling salesman.

That's the lesson of the Enron story: When it comes to economics, according to our most esteemed financial minds—from Alan Greenspan to Jack Welch--decency, generosity and morality just don't apply. It's just business.


An Emmy and Grammy Award-winning writer, director and producer, Alex Gibney wrote and produced The Trials of Henry Kissinger and produced Martin Scorsese Presents The Blues. He is currently developing a fiction film based on David Halberstam's book The Best and the Brightest, and is in pre-production on a new feature documentary.