Elliot Davis could have been an architect, but he caught the filmmaking bug. He also could have been a career cinematographer for Jacques Cousteau's undersea world, only water was not his element. Instead, Davis has become one of the more inventive directors of photography working in American film today. He doesn't, as a rule, work on the hugely hyped studio projects, although his upcoming movie, Out of Sight, stars George Clooney and is being released by Universal Pictures. Nor does he confine himself to the indie world--though the term independent fits him better than it does much of what comes out of that cinematic arena. The DP has worked repeatedly with such maverick directors as Alan Rudolph, Steven Soderbergh, and Charles Burnett, but he's not just a trusted collaborator. At the end of the day, he simply works on what interests him.

Although Davis decided against a career in architecture after receiving his masters'degree from the University of Virginia, he continually calls on the field for analogies to what he does in film. "Architects are rigorously trained in the creative process, in terms of how you get from A to B, how you conceptualize something and then get it built," he says. "Film is very much like that. Conceptualization happens in prep, and construction--the brick-building--happens in shooting. Of course, the director and editor take those bricks and continue building. But I think the discipline of weeding out what's extraneous to what you're trying to do, and finding what's important, is inherent in the process.

"Also, in architecture," Davis continues, "you're very rigorous about systems, about what fits in your system and what doesn't. And you set up a system, or theory of grids, in architecture basically to violate it. That's one of the bases of Western design, going back to Le Corbusier, Mies van der Rohe, Gropius, and all those Bauhaus people: violating structure. That turns out to fit very nicely into film--at least, Western film."

This may be why Davis is attracted to scripts that call for an "edgy" approach. "I think of myself as a person who is experimental, and traditional projects don't allow for that very much," says the DP. "They tend to be genre-set pieces: by that, I mean it's set what they're supposed to look like, what they're supposed to say. So you can't violate that with much experimentation, because then you get thrown out of it. The people making the film say, 'This is not the kind of film we're making.' So you have to be on a project that's the kind of film you also want to make; otherwise you have to toe the line."

He adds that Rudolph and Soderbergh are exceptions to the rule. "Alan and Steven are good even within a genre. They have ideas about how they're going to shoot things, but they don't storyboard or anything like that. They are very extemporaneous, and it takes a certain skill level and mindset to accommodate that. Things aren't all planned out, and you don't always know what you're going to need. They are both very creative people--filmmakers, not product-makers."

For Rudolph, Davis just finished shooting a relatively quick and cheap adaptation of Kurt Vonnegut's Breakfast of Champions, starring Bruce Willis as Kilgore Trout. His other collaborations with the director include Love at Large, Mortal Thoughts, and Equinox, for which he received an Independent Spirit Award nomination. "Alan has two or three cameramen he uses, and I'm probably his more edgy cameraman," the DP says with a laugh. "On Breakfast of Champions, he was not able to be the lyrical Alan Rudolph that he has been in past movies. The subject matter is sharp, so you need the sharp cuts and look."

For Soderbergh, Davis has photographed King of the Hill, a period coming-of-age picture; The Underneath, a moody, color-saturated thriller which garnered the DP another Independent Spirit nomination; Gray's Anatomy, the film version of one of Spalding Gray's solo performances; and Out of Sight, a "sly and sexy crime caper" (according to Universal press notes) based on an Elmore Leonard novel, which will be released this month. "If you look at Steven's films, they're all distinctly different," says the cinematographer. "He doesn't want to make the same movie over and over again. Maybe his films aren't always successful on a commercial level, but as an artist they push him forward."

Out of Sight is certainly the most logistically complex of Soderbergh's movies. The story of an escaped bank robber who flees from Miami to Detroit with a federal marshal/ beautiful love interest (Jennifer Lopez) on his tail, the film's locations included not only those two cities, but also two prisons, Mira Loma in Lancaster, CA, and Louisiana State Penitentiary in Angola, LA, with stage work completed at Universal Studios in Los Angeles. The schedule was a brisk 70 days. "It was complicated; we couldn't fall behind one day at any place because it would throw off the whole schedule," says Davis. "You could see people biting their nails and gritting their teeth. But it all worked out, and the film even came in under budget."

Soderbergh wanted to avoid an overly unified visual style; he thought each place the film visits should have a distinct look and feeling, particularly Miami and Detroit. He also said the movie should have a "caught feel," Davis recalls, with the emphasis on pan and zoom rather than crane shots. "We purposely did not want it to be perfect-looking or studio-looking."

On The Underneath, the high-contrast blue-green palette was achieved by cross-processing the film with black-and-white Ektachrome 5239 stock, an experiment director Spike Lee adopted for Clockers, and to some extent later, for the Lee-Davis Super 16 collaboration Get on the Bus. For Out of Sight, the DP says, "We wanted something like that, without the hassle of doing it, because Ektachrome stock is unstable, and it's hard to get people to sign off on it." At the time Davis was interviewed, the film was in the midst of post, but various processing methods were being tested at Deluxe Labs, including ENR and negative duping. "I don't know if that's going to happen or not, but there were things we did in the actual shooting to accomplish the look we wanted."

Drawing inspiration from Alex Webb's book From the Sunshine State: Photographs of Florida, Davis wanted to avoid the "typical light pastel tropical stuff" found in many movies set in Florida. "We went with deep saturated colors in the production design," the DP says. "And on the sets, we overexposed the outside four or five stops; we just blasted it out. We had our tungsten package onstage and HMIs for big lights outside. We purposely made mistakes, like we weren't able to bring everything into balance. It's a feeling of being out of control, of hyperreality. It's like in older stocks where the latitude isn't as great, and you can't really adjust your eyes to the hot outside and dark inside. And we pushed the stock, because we wanted the little bit of grit and plugging up of shadows that you get from that. The blacks are very deep, and the 'negative' shadows become as much a player as the actual 'positive' subject. When we pushed it, we weren't trying to make it look as if it weren't pushed. It's a film about textures."

When the production moved to Detroit, Davis continues, "We wanted it to look like it was part of the same movie," but chose to do so through the use of contrast. "If Miami was going to be saturated and on the warm side, we wanted Detroit to still have texture, but we went to the cold side." Most of the Detroit sequences take place at night, and were shot on the streets during the dead of winter. "We went toward a more monochromatic, colder, blue-gray palette. Filming in Detroit involved a lot of black people, and we wanted to keep it within a narrow range where the skin tones aren't in high contrast to the backgrounds. We actually shot without any color correction, to help the coldness."

The cinematographer also used a different film stock for the Detroit sequences, even though he says, "I don't like to use 30 different film stocks in a movie. To me it's a production nightmare, not only for the film company but for myself." Most of Out of Sight was shot on Kodak's 500ASA Vision series stock 5279, which has been upgraded to 5298 since shooting ended. In Detroit, "I had 5293 for exteriors because I was trying to hold in the colors, hold in the saturation in the blue areas, which are easy to overexpose. And there's no use overexposing in the winter. But we kept printing the Detroit scenes colder and colder until we got the look we wanted."

A third major component of the film is the flashback prison sequences, both at Mira Loma and Angola. "Those we also pushed," says Davis. "I exposed for shadow areas, and kept my foreground areas darker so I could overexpose for them and then the backgrounds would blow out. So you'll see things on the prison yard where hot backgrounds blow out, but the people in the foreground are just on the hotter side but not overexposed." In the prison, the cinematographer used a lot of sodium vapor, which he says is "the light of the late 20th century. It's replaced mercury vapor. So we tried to incorporate that. There are boxing sequences in the prison, and we set that up as an outdoor ring, all lit with sodium vapor. We experimented with different lights, and got a gel pack for HMI and tungsten that would match the sodium vapor whenever we used it. We lit in prison at night that way, and we also lit highway scenes that way."

On Soderbergh's King of the Hill, Davis had shot Super 35, and on The Underneath, he used anamorphic lenses. But Out of Sight is standard format, 1:1.85. "Steven felt that in a film like this, widescreen would jump out and call attention to itself, and it's already theatrical enough," the DP explains. He shot the film on Moviecam, citing the director's desire for a lightweight, mobile camera like the new SL. "Especially in the prisons, we wanted to be low-profile. I'd say it worked out 90%. The SLs weren't as quiet as they needed to be for sound filming, so often we had to switch. But we still went with a lot of handheld subjective camera, to be cut against the more steady camera. We'd have one in a studio mode and one in a handheld mode side by side."

The DP has a reputation for bold use of color that he has no wish to dispel. In Out of Sight, the heavily saturated greens, yellows, and coral reds of the Miami sequences throw the overall blue, monochromatic tone of the Detroit night scenes into startling relief. "I'm a heavy gel user for color, I hardly ever use a light as a straight color," says Davis. "Usually in my films, I use color as emotional content; I don't use it as decoration. I experiment a lot with volumes, and I have a theory that color has to pass a certain threshold, like a Mark Rothko painting. When you have enough color, that's when you feel something. Whereas if you use too little color, it just becomes kitsch. That's why you'll see in my films vast expanses of color versus little pieces here and there."

Yellow remains a favorite hue of the DP's. "On Miles From Home, I started experimenting with yellow shades," Davis says, referring to an early film he shot. "I put yellow gel behind the shades to get them the right density. Then there was a small film I did, Signs of Life, that was shot in Maine, at a big boathouse in a harbor. I dyed canvas shades yellow, and when the sun hit those shades through the big windows, they went really yellow." On King of the Hill, the cinematographer steered away from the "amber, sepia-type stuff" most commonly used for representing the past. "It wasn't a nostalgic-looking movie," he says. "Instead, I keyed yellow. And of course, I've seen a lot of films since that have done that."

Davis attributes his interest in volumes of color to his architectural background. He points out that many of the artists working in German Expressionist film, a form he feels an affinity to, were trained in architecture. He was actually drawn to film while still studying the other discipline. "I did a film as part of my thesis, which was on an urban energy recycling system," says the DP, a New York native who now makes his home with his family in Berkeley, CA. "I stayed in architecture school, but then I did a dramatic film that won at a lot of film festivals. And I think that's when I first caught the bug: I saw my name in print. That's what brought me to California, to graduate school at UCLA."

His first job was with Jacques Cousteau, working on a series of episodes on the environment, on the island of St. Philippe. "They wanted to train me to become an underwater cameraman," says Davis, "which I really wasn't interested in doing. They wanted to put me under contract, things like that, so I would be stuck there. And I never liked to go in the water when I didn't have to. Then the unions opened up in Hollywood, and that's when I got into dramatic film, which is where I wanted to be."

Davis moved up through the ranks as camera assistant and operator. He shot an obscure film called Broken English in 1980, but didn't act as director of photography on a feature again until Vamp, with Grace Jones, in 1986. Summer Heat, with Anthony Edwards and Lori Singer, followed, and then he got an agent and the job on Miles From Home, a farm drama directed by Gary Sinise.

His association with Rudolph started on the 1986 Trouble in Mind, which he operated for DP Toyomichi Kurita. Davis graduated to director of photography for Rudolph on the quirky gumshoe mystery Love at Large, in 1990. The following year, Rudolph's Mortal Thoughts, a thriller teaming Demi Moore and Bruce Willis, presented the cinematographer with a more complicated visual blend of videotaped interrogation scenes and flashbacks, and the 1992 Equinox introduced the challenge of capturing a dual role by Matthew Modine. King of the Hill and the collaboration with Soderbergh came about in 1993. Since then, Davis has alternated studio projects like The Cutting Edge, Father of the Bride Part II, and Larger Than Life with such independent films as Things to Do in Denver When You're Dead and John Duigan's Lawn Dogs, which will also be released this summer.

Besides Rudolph and Soderbergh, Davis has worked on more than one occasion with filmmakers Yves Simoneau and Charles Burnett. When asked if he likes working repeatedly with directors, he replies, "I do if I like the director. If not, I try to avoid it, even if they like me. I don't know how people do it with directors they don't like or that are screamers. Life is too short, especially now that I have kids."

It is with Burnett, a gifted African-American filmmaker whose projects are chronically underbudgeted, that Davis has accomplished some of his most resourceful work. "Charles and I had gone to school together at UCLA," says the DP. "He called and asked me to do To Sleep With Anger, but I couldn't, because I was doing Mortal Thoughts at the time. So when he called me for The Glass Shield, I said, yeah, I would do it. Not without guilt--it was maybe $3 million, which was his biggest movie, but for me it was minuscule." A stark drama about racial tensions on a southern California police force, The Glass Shield was given a "very urban, minimalist look" by Davis, who says, "the police station set was just a big box with windows. It had that police blue palette, and I went with very cold light in there." To help save on costly detail in some sets, the DP "let the walls just go, and lit around a table with fill lights, so they would bounce up and light the actors' faces. I tried to bring them forward and let the background recede."

His next film for Burnett, Nightjohn, was a slavery drama which aired on the Disney Channel last year. Shot in 24 days, the movie's principal set was a slave cabin built under a tent for shooting purposes. "I had the production designer do things like leave spaces between the clapboard that makes up the cabin, and then lit between the boards, so light is always leaking in. You never have just a dank cabin, you always have a cabin that's defined by what's outside it, too. I did it for day and night; I just changed the color to blue at night, and warm during the day."

Davis confesses his relationship with production designers can become rather "touch-and-go." He worked well with Gary Frutkoff on Out of Sight, but he says, "Sometimes they wonder, 'Why are you in my business so much?' But I don't look it at as anybody's particular business on the film. I welcome a production designer to get into my business if they have the knowledge, because it just makes my stuff better. The same thing goes for the director. If the director knows enough to say we should make something more intense or less bright, that's good. That means they have a visual sense, which a lot of directors don't have now; or else that's all they have, which is not good either. You're looking for a director that knows the impact of the visuals on content--and the same with the production designer."

Whatever the scale he's working in, Davis claims to care about "three things in terms of the graphics of shooting. I care about format; I care about windows and their treatments,and what element they play in the frame; and I care about color and color density. If you have those things, then I think you can make anything look good. It's about the light, and what the light falls on. It's about what's in front of the actor, which is the light, and then what's behind them, which are the walls. Once you've got that, you're 99% there."

But there's something else Davis wants to say. "Shooting has never been just a job for me; it's part of my life. That's why I'm selective about what projects I do, and why I refuse to do anything that's racist, sexist, or politically offensive." Some projects may work out better than others, and some may be more obviously commercial. But the bottom line for Davis is something akin to his legacy: "I want to do films that I won't be embarrassed for my children to grow up and see."

1988 Miles From Home Gary Sinise, director

1989 Signs of Life John David Coles, director

1990 Love at Large Alan Rudolph, director

1991 Mortal Thoughts Alan Rudolph, director

1992 Cruel Doubt (TV) Yves Simoneau, director

The Cutting Edge Paul Michael Glaser, director

1993 King of the Hill Steven Soderbergh, director

Equinox (Independent Spirit Award nomination) Alan Rudolph, director

1994 Mother's Boys Yves Simoneau, director

1995 The Glass Shield Charles Burnett, director

The Underneath (Independent Spirit Award nomination) Steven Soderbergh, director

Father of the Bride Part II Charles Shyer, director

1996 Things to Do in Denver When You're Dead Gary Fleder, director

Gray's Anatomy Steven Soderbergh, director

Get on the Bus Spike Lee, director

Larger Than Life Howard Franklin, director

1997 Nightjohn Charles Burnett, director

1998 Lawn Dogs John Duigan, director

Out of Sight Steven Soderbergh, director

Breakfast of Champions Alan Rudolph, director