Joanne Kelly in "Runoff"

Given her background in biochemistry, Kimberly Levin had been testing the water in her native Kentucky out of curiosity about how the runoff was affecting life downstream, a cycle she would come to realize not only encapsulated the general health of the agriculturally-driven region currently on the wane, but of the individuals that lived inside of it.

“When we are making decisions for ourselves, who do we prioritize?” Levin says she wondered to herself while she was collecting water samples. “Why do we draw the circle around us? When I make a decision, who’s inside of that circle? Is it just me? Is it my family? Is it my community? How far does that extend?”

Levin’s conclusions to those questions manifested themselves into her feature debut, “Runoff,” about the beekeeping matriarch of a struggling family farm (Joanne Kelly) who reaches a turning point when faced with the encroachment of a corporate agronomist looking to take advantage of her hard times just as her teenage son (Alex Shaffer) needs money to go to college and leave his small-town roots behind and her husband’s (Neal Huff) use of chemicals in the fields is beginning to take its toll on his well-being. Of course, the decision to sell can’t be made that easy when it’s the only life any of them have ever known, and when a plan is set in motion to keep the farm running by illegally making use of the nearby water supply to make some extra cash, it puts the entire community at risk.

With a scientist’s attention to detail and a dramatist’s flair for compelling twists and turns, Levin’s debut is at once provocative and satisfying in the grand tradition of rich Southern storytelling, letting audiences soak up the sights and sounds of farm life before plunging them deep into a family drama where the issues are as complex as they are common. While the transition from working in a lab to being behind the camera is an unusual one, what’s less surprising about Levin once you see “Runoff” is to learn of her time spent honing her skills in the theater, undaunted in allowing tension to simmer and finding the crispness in time-old moral conflicts. Shortly before the film hits theaters and video-on-demand, Levin spoke about her curious path to the filmmaking and her embrace of all the creative opportunities it has to offer, as well as her personal connection to the material and the importance of filming on a live farm.

Joanne Kelly in "Runoff"Is it a natural path from scientist to filmmaker?

I was a geek with gloves and goggles and a lab coat and the whole thing. For a lot of people when they think about science, they think of it as this really wonky thing that’s hard to understand. But for me, there’s a lot of synergy between science and art, especially if you’re doing research science. The common thread is that in both pursuits you’re uncovering something that nobody has seen before and discovering the connections that people have not been able to put together yet. The kind of creative impulse that an artist of any stripe has is very similar to that of a scientist when they set out to do research. The left and right hand are the same kind of impulse inside of me at least.

This may be ignorant, but still I wonder whether a pursuit like science where perhaps there’s not as much human interaction lends itself to directing where you’re working with actors.

I should mention I had a pit stop in the theater between science and filmmaking. I was fortunate to do a year-long mentorship with Jon Jory, a very well-known theater director, which was really grounding for me and [in terms of] the things that are shared with filmmaking, including acting. Working with the actors, writing script, analyzing scripts, dramaturgical work – that was my real introduction. That moved for me to New York [where] I worked on and off Broadway as an associate director on bigger plays like “Closer,” but I almost predominately worked on new plays. A lot of the work of new plays is doing really intense structural work to make sure the thing is working so that you can mount it. So when I arrived at filmmaking, I had a lot of experience already working with actors and on scripts.

Joanne Kelly in "Runoff"I was really impressed with the framing throughout the film, which may get back a little to your experience in the theater since it may have had to do with how you blocked the scenes with the actors – I’m thinking in particular of how isolating some of those shots of the kitchen and the windows can be to the characters. Was there much of a connection there for you?

It was funny, we had an advanced private screening last night and Philippe de Montebello who was the longest running director of the Metropolitan Museum of Art was talking a lot about that, the framing within framing. I don’t know how much of that was influenced by the theater, but there are two influences I can think of.

When I was in grad school for film, we were learning about story boarding. And for me, until you have the location, the geography and the geometry of the space, and the moving parts, the people, the vehicle – the actual things that you use on film – it seemed like such an abstract thing to think about, to impose a shot on a space that I’d never even found. It wasn’t until Sidney Lumet came in and spoke to us and described the shooting process, which was all about entering the space and then working from there, that it made a lot more sense to work from the concrete and build from there, taking the theoretical concept of, “What is the metaphoric shape of this theme and how can I translate that into the physical geometry of the space that I have to work with?” That was definitely very helpful for me.

Another influence was Anne Bogart, a very famous theater director who had some really cool concepts on directing. She talks a lot about geography and architecture, so I was strongly influenced by her work as well, in terms of thinking about bodies and constructing visual, luscious architecture and framing inside of framing.

Joanne Kelly and Tom Bower in "Runoff"In terms of working with my director of photography, we actually did something a little bit different. We would storyboard and shot list, but we also had these two day-player actors who were on the ground in Kentucky where we shot who donated their time to work with us in the weeks leading up to actually shooting. Sometimes if we had access to the location, we would go there and physically work with them. We also took still photographs, we shot video and we created these moving storyboards that we took with us out into the field, so it wasn’t shotlisting or storyboarding in a way that was detached from what the physical reality is.

Because of that, [the DP] and I had a real vocabulary about how we wanted the framing to look and how depth and different planes in the frame are used. There’s that one shot in the film with Betty, when she’s contemplating Scratch’s offer and trying to figure out what she’s going to do – she’s sitting in the car and the windshield wiper’s slowly going back and forth – and there’s so many layers there that are visual metaphors for different motifs in the story and the conflict that she’s facing. With the windshield and the water, you have the reflection on the windshield of all of the trees and nature. You have her in the mid-ground [of the shot] contemplating what she’s going to do. In the back, you see the barrel in the truck and behind her there’s more nature. Working in the way we did really prepared us to be able to find and deepen our vocabulary when we were out in the field.

Tom Bower in "Runoff"Another scene where I felt there were that many layers was the opening sequence that establishes your setting by gradually pulling back from nature to show the family’s place in it and man in general, but you really get an immersive feel for where you are. Was it difficult to construct?

A lot of that has to do with the detail of the sound work that we did. In the initial edits of this film, I was feeling like the farm scenes were not working in the way that I wanted them to – the same kind of impact that you feel when you’re actually in those spaces. When you’re in a big farming situation like that, you are packed in there with these massive animals. Especially in the hog scene [in the film], you can sense the fear, the claustrophobia, the heat, and my god, the smell – it’s so intense. It never comes out of your clothes.

I realized that photographically, the scene was really working, but all of those things that I just mentioned [in the hog pen] had to be represented by sound. After we had an initial edit of the film, the producer and I went back down to all of the locations with these gorgeous vintage mics that our sound designer lent us to do this additional sound recording. We methodically recorded one of the turkeys pecking on a piece of plastic, the hogs’ grain flowing through PVC piping, a cow’s hoof hitting concrete, and a cow’s hoof stepping in shit because I knew that sound was going to have to make up and tell the rest of the story.

[In the initial edit] I think if you watched the first two minutes of the film with your eyes closed, you would still know what the story, or at least the world you’re about to enter, would be, but the sound work and sound editing that we did was crucial to dropping the viewer into the visuals of those opening sequences. The first few moments of the film you hear the sounds of the nature. You hear crickets, you can tell you are in some kind of field, you hear the children’s laughter. You hear the water, then the crop duster circling in, getting closer and closer. The sound is almost like a blanket that pulls you in and drops you into this world.

Tom Bower and Joanne Kelly in "Runoff"You’re from Kentucky, but growing up did you actually have a connection to the farms?

No, I grew up on the east end of Louisville, which when I was growing up was like a combination of farms and suburbs that were just starting to pop up. But even then, they had the milkman and the egg lady – there was a real sense of connection to getting one’s sustenance from not just the Earth, but the local people in the area who were providing your milk and eggs and all these things.

I knew that getting these large farming locations was going to be tough, but it was going to be a really important part of making sure that the film worked. On a small budget, we weren’t going to be able to buy our way into the location nor were we going to [create] massive CGI scenes of animals later, so there was a lot of time spent on the ground doing good old-fashioned outreach, driving around to different communities, talking to farmers personally. Of course, a lot of them were cautious about opening their doors. They don’t know who I am and what kind of film that I’m making. I was very upfront with them about the film. In fact, I shared the script pages with the farmers who were showing interest in letting us use their farms as locations. It was a really great opportunity to really strengthen my relationship with those people and also deepen the script. I asked them to give me script notes to try and make them seem more authentic and accurate. They were just so incredibly generous in terms of opening their homes and their farms to us.

All of those scenes that we shot on the farms, the work of the farm is taking place as we’re shooting these really intense dramatic scenes. We couldn’t stop the work of the farm, nor did we want to. For instance, in the dairy, the cows that are being brought through that space and the other people who are in that scene are truly milking the cows. Shooting on a live farm [meant] there was a lot of stuff that we couldn’t control, but I felt it really brought a special energy and certainly an authenticity to those scenes that we wouldn’t have had otherwise.

When dealing with a subject like this that’s been politicized, have you appreciated personally becoming a part of that conversation or do you feel like the film should speak for itself?

My interest and my approach to making this film was to create and interesting dramatic story and realistic characters who are all compromised in some way, whose backs are against the wall and facing really difficult decisions first and foremost. I’m less interested in the agenda and polemic, because I feel like films that occupy that space have less of an ability to actually engage viewers in conversation. A lot of times those are rallying cries, and I’m not passing judgment on them, but they’re for people who are already allied with that cause. It only leads to more conflict. My real interest is in creating conversation between people and not reinforcing agenda or polemic.

My hope is for the film is that it’s a realistic representation of a way of life that is passing, that is being threatened. In a metaphoric sense, the use of the water cycle is karma. You can’t dump anything and think that it’s going to flow downstream and not come back on us at some point. We can’t divorce ourselves from our own actions. But the cool thing about art is that if you create enough space inside of the narrative, there’s room for nuance. There is a refractory relationship that happens with the audience, in which the narrative of the film becomes deeply personal to each viewer. That’s what I’m interested in.

“Runoff” opens in New York at the Village East Cinemas on June 26th and on July 24th in St. Matthews, Kentucky and Claremont, California. Dates and theaters are here.