Movie review: You Can See Everything

Spoilers, obviously. I really strongly recommend that you avoid spoilers until you see the movie.

In order to make “You Can See Everything” Lance Oppenheim and Nathan Fielder filmed on site in San Diego for 16 hours a day, every day for just over a month. They had 2 cameras on the main characters — Elizabeth and Billy — as well as a wide angle camera that was capturing the room. All three were constantly rolling for the full duration of the shoot. That is just over 1600 hours of film.

When you sit down in the movie theater, you are not sitting down to watch 1600 hours of film. You get under three hours. And in fact, half of the film takes place after Holmes has gone to prison, so really you only get like an hour and a half of the 1600 hours that were filmed. That is 0.0935% of the full footage.

The object level story about Holmes and her machiavellianism, or Billy and how much of a dick he is, is the least interesting part of the movie. What makes this movie work, and what cements Fielder and Oppenheim as generational talents, is how perfectly the film captures the incoherence of searching for truth in a post truth society.

Rough sketch of the plot.

Elizabeth Holmes, founder of disgraced company Theranos, is getting ready to go to prison. It’s been about a year since the release of the Hulu series “The Drop Out,” a show that paints Holmes as a cheat and a fraud. Theranos is scorched earth, the brand permanently associated with scams and cheats. In order to get a different perspective into the public sphere, Holmes and her partner Billy invite a documentary crew to film them 24/7 until Holmes has to leave. They bring in Fielder, Lance, and A24. Fielder, in his characteristic style, is incredibly awkward; he uses that awkwardness to push boundaries, and the next hour and a half are a series of increasingly confusing moments that arguably reaches a peak with Fielder showing Holmes a clip of “Who’s on First,” a clip that she claims to not understand.

The movie ends with Holmes going to prison, and it’s very sad and we all feel a little sympathetic to this woman who is being torn away from her kids and no wait a second that’s not what happens at all.

Fielder can’t get a grasp on Holmes and the story that she and Billy are pushing. So he goes to Amanda Seyfried, the actress who played Holmes in Drop Out. He reviews the film that he just shot that the audience just watched with Seyfried. He takes her to San Diego, where they shot the film. And then he has her recreate scenes as Holmes with Fielder, while she simultaneously critiques Holmes, the documentary, and herself as a Holmes impersonator. Through one of these reenactments with Seyfried, Fielder reveals that Billy had negotiated a profit share for the film without Holmes necessarily knowing. This mystery — did Holmes know about the profit share? — consumes the second half of the movie.

Fielder and Amanda continue to follow up with Billy. Billy, for his part, becomes increasingly hostile. He starts doing strange things with Holmes’s likeness, like running her Twitter, creating a weird AI version of her, and working with some scammer who puts on an Elizabeth Holmes themed show at a strip club. Fielder eventually manages to get in touch with Elizabeth while Billy isn’t there to ask whether she knew about the profit share agreement. And he’s left with…more confusion. It seems like Holmes does know about the profit share. Kinda? She doesn’t divulge details, it’s very unclear, the whole thing is left on an open thread. But at this point, it doesn’t matter. The actual story isn’t really about Holmes anymore. It’s about Fielder, and this whole project, and in some sense the entire premise of being able to see everything. Seyfried doubts Fielder’s own impartiality, and the audience is left with more questions than when they started.

Buckle up, I have a lot of thoughts.

One of the scenes that absolutely floored me came close to the end of the film. Seyfried and Fielder are sitting by a fire. They just finished discussing their reenactment of Fielder’s visit to Holmes’s prison. Out of nowhere, Seyfried begins to accuse Fielder of being biased.

Seyfried: I’m just curious.Fielder: Yeah.S: There were moments, or was a moment when you guys were alone…in the prison. And I’m just wondering if there was maybe a moment where she was being deceitful or manipulative, and you’re not including it because you’re being protective of her.F: Why would you think I was doing that?S: …I don’t know.F: Well, whatdya mean?S: I don’t know!F: That’s coming from nowhere?S: I’m, no, I just feel like maybe you’re…just don’t want to portray something that might hurt her. F: Why would I not want to portray something that might hurt her?S: Because you care about her.F: …I’m not putting, I’m not really putting my feelings… into this or I’m trying not to. I’m just trying to be accurate. You know.

The camera holds a close up of Fielder’s face, characteristically unexpressive. And then the film smash cuts to San Diego, to two people playing and swimming in the water, with a soft tinkling piano soundtrack.

This isn’t the first time we’ve seen this shot. It comes up earlier in the film, when Fielder revisits San Diego alongside Seyfried. The first time we see it, it’s wide angle, and we can’t quite make out who is in the water.

The shot is cut with Fielder looking out the window on either side. My first instinct was that Fielder was just seeing some other people playing on the beach. But…no, that’s not right.

The camera slowly zooms in, just far enough to see that it’s Holmes in the water. But right before the camera gets close enough to show who is in the water, we cut back to Fielder looking through the window. So the other person in the water must be Billy, right?

I think I gasped when I realized it was actually Fielder.

As Amanda takes Nathan to task for going easy on Holmes, we snap to a close up of the shot from earlier, Nathan and Elizabeth splashing, swimming, and playing in the water. They look happy. In fact, it’s the most normal that we see either of them. It is as if, in that moment, they both drop the character that they live in 24/7 and have a moment of real authentic connection. And that exact moment is what forces the audience to immediately question every other part of the movie.

Earlier in the movie, Elizabeth asks Fielder if he wants to go in the water, and he passes it off, saying that he is scared of the cold. “I could break the rule, but, yeah.” There’s a sense that Fielder recognizes that going into the water is too close, too intimate. And the way the movie is cut, we’re led to believe for nearly 2 more hours that he didn’t cross that line. Except, he did.

Is Fielder going easy on Holmes? There was a weird tension between Fielder and Holmes for most of the movie, was it because he liked her? Why did Fielder mention that he broke up with his partner in his letter? What does this say about Billy? Does Fielder purposely make Billy look terrible because Fielder is ‘the other guy’? Etc etc etc.

The ground shifts. In a story of liars, Fielder is the one steady rock, the incorrigible detective who is bringing the audience along to find the truth. This shot is like discovering Atticus Finch is secretly racist. Just completely destabilizes everything you thought you knew before.

Remember, we have over 1600 hours of film, of which we see a fraction of a percent. Fielder and Oppenheim decided that this shot was so important, they put it in the movie twice, and it’s the last shot of Fielder and the second to last shot of the movie (showing up at 2:49:50 in a 2:52:10 movie).

There is a sense in which “You Can See Everything” is about Elizabeth Holmes, and Theranos, and the rise and fall of an industry darling, and getting an unvarnished look at one of the most covered and talked about failures of the last two decades. But there’s a much deeper sense in which “You Can See Everything” is actually about how you can’t see everything. It’s about narrative. It’s about the overwhelming importance of narrative, even here, in a documentary, a genre that is ostensibly supposed to be about neutrally documenting. It’s about how everyone is looking at the world through layers and layers of warped glass, so much so that it’s a miracle they don’t bang their head into every wall and corner. It’s about how everyone thinks they can see clearly.

I think Fielder is trying to take apart as many of those layers as possible, even while acknowledging that this is an impossible task. He wants to show the audience how narratives are made, so they can get a sense of what it is like to be behind the camera.

Here’s an example.

Early in the movie, we see Holmes and Evans frustrated about a NYT quote.

Billy [quoting the Times]: “She replied almost reflexively, ‘You’re not playing me, you’re playing a character I created’.” That seems like another thing that you would never say in a million years. You would never say ‘character I created.’ You probably said ‘character they created.’…The way in which they use words, I mean we need to go back on a few of these things because it’s just like factually inaccurate.

The provenance of this line is one of the drivers of the movie. Fielder isn’t here to relitigate the trial or the Theranos tech. He’s not a molecular biologist, he’s not qualified to do that. If anything, based on his history, Fielder is a student of people. He wants to understand Holmes as a person. So, the thought goes, if he can just identify who is actually right about this quote, we can get a sense of the broader Elizabeth Holmes character. Maybe she misremembered; maybe she lied; or maybe she really is the victim of an overzealous media environment.

Fielder: I want to ask, just because the thing that, I know it’s such a small thing, the New York Times thing, but the reason I’m so interested is because if you didn’t say this, it really the narrative of people trying to turn you into that. But if you did say it, it speaks to the fact that maybe you don’t recall some things you’ve said or done.

We never get an answer. Fielder never gets an answer. He tries and tries but no one has the relevant video or transcript and everyone sticks to their guns. The last scene of the movie is a text overlay that the Times sticks to their reporting. It’s a mystery.

Except, not quite. Fielder tips his hat on what he thinks happened.

Close to the end of the movie, as Fielder and Seyfried are discussing the script and their reenactments, there is a moment where they have to analyze a certain word.

Fielder [reenactment]: Well, he negotiated a contract to get paid a portion of the profits of the film. Seyfried [reenactment, as Holmes]: I mean, I’m not, I’m not really involved in, in that, because it’s just not really my thing. F: Billy told me you knew some of the details of the deal he made. What details did you know?Seyfried [as herself, reading the script]: And Liz says, ‘well I knew he was talking to you about it.’ … ‘Well I knew he was talking to you about it.’ So she knew that, when she went upstairs to check on the kids, that the money stuff was going to be discussed because she’s telling you she knew. And that clarifies the fact that she had knowledge of the deal, which is very strange. Um, and it does start to feel like she is just trying to keep her hands clean. Fielder [out of the reenactment]: Cause it’s interesting, because when she said that to me…S: How’d you feel?F: …I didn’t instantly receive it as, ‘o she must be deceiving me.’ So maybe she didn’t actually say it like this. I’m wondering, maybe she said, ‘Well I knew he was talking to you about something,’ not ‘it’. S: Those are two different parts for sure. F: And, yea, I feel confident about that. So um, can you change that in your script actually? Will you change ‘it’ to ‘something’?

In the narrative of the movie, this is the most important line. Did Liz know or did she not? The entire second half of the film is about this one question! And instead we get single word swap of something Holmes says that completely changes how you interpret the scene, made because the interviewer is retroactively justifying their emotional response.

In some sense, this is a small, tiny detail, “such a small thing.” But the whole movie is made of small tiny details. Part of why it is so important to understand Nathan’s emotional state and incentive structure is because it colors how we view editing decisions like this one. Is Fielder being objective? Or is his editing colored by the fact that he emotionally bonded with Elizabeth in San Diego?

But if you are asking those questions of Fielder, you have to turn around and wonder about the Times reporter too!

Or consider when Fielder and Seyfried watch Fielder and Holmes watch Seyfried in “The Drop Out” as Holmes (a person whose life is basically one long performance piece). Another incredible moment of just being like what the fuck is happening.

Not forty minutes ago, the audience saw Holmes on screen, tearing up at the depiction of her relationship to her much older ex partner Sunny Balwani. And although the more skeptical audience members may think Holmes has figured out how to cry on command, it’s easy to empathize with her. Sunny is obviously a weird dude, it makes sense that Liz would feel weird watching actors portray Sunny sexualizing her when she was 19.

Then Fielder yanks the audience to a different vantage point. Now we’re watching other people’s reactions to the same content. What was originally a moment of empathy is now a moment of voyeuristic gossip as Fielder and Seyfried deconstruct what they’re seeing.

And Amanda is so immediatelyskeptical of the Sunny narrative.

I think it takes somebody. I think it takes something else. And I’m sorry but she did the things that were frustrating, there’s a lot of things that were frustrating. And one of them being that like Sunny is the bad guy and she was just a victim of Sunny and now she’s going to prison. It’s like, that’s not, I mean, is that possible? That Sunny just is the reason, Sunny was the guy lying to people?

Do we change our own understanding of the originally scene, based on Amanda’s reaction to it? Or maybe the better question is, how much? There’s a really visceral cognitive dissonance where you sorta recognize your own perspective shifting in real time because of this ‘authoritative’ statement from someone else. The audience reaction to San Diego is as much a part of the movie as the actual shot film.

All of this is not to say that Holmes herself is unimportant. She’s vital to the whole thing. This movie is what it is because Holmes is who she is. In a movie about layers and layers of narrative, one of the most important questions is how much Holmes herself is playing a character. Is there a foundation to this movie? Or is it spin all the way down?

A lot of people get lost in the movie because they don’t get Holmes, but I suspect anyone who has spent any time in the Valley recognizes the Elizabeth archetype instantly. She’s a changeling, a mimic, a shoggoth. She is whatever she needs to be, completely and totally. Holmes believes everything she says, the moment she says it, and those beliefs are instantly and immediately replaced the moment she needs to believe something else.

The most interesting thing about the discourse surrounding this movie is the feverish desire to fit Holmes into a box. Either she’s a mastermind, or she’s a victim. Both of these are fundamentally human. A mastermind is manipulative, yes, evil, perhaps, but with an end that can justify their actions, even if it’s not visible to the rest of us. A victim, well, that’s even easier. That’s just someone like us. Sure, maybe with slightly worse circumstances, but still intimately familiar. The key word is ‘legibility.’ Everyone is looking for some handhold to make sense of this bizarre person.

But there are people out there who are beyond comprehension because they do not act in rational ways, who are really completely illegible. San Francisco acts as a sort of magnet and containment shield for the most high-functioning of these kinds of people. In order to be a founder you need to be a little bit crazy. In fact, you are actively rewarded for being a little bit crazy. The more outlandish your backstory, the better.

Every changeling I’ve met — and I know many — has been incredibly charismatic. They have a reality distortion field around them. It took me a while to figure out why, but I think I did eventually figure it out. It’s because when they say things, they won’t have a hint of doubt. To pull a term from AI, they ‘hallucinate’ just like the early chat models.

Most people are calibrated to some amount of humility. “Um, excuse me, sorry I didn’t mean to interrupt, I just heard you say that gravity was created in the 1930s to stop the aliens, and I feel like that’s not fully accurate.” Hedge hedge hedge. And the average person looks for the hedge and adjusts accordingly. So when you meet someone who just has no tether to reality, your calibration gets thrown totally off. Especially when you don’t feel confident in your own ability to contradict what the changeling is saying.

So someone comes up to you and says, with all the confidence in the world, “I built a machine that can do blood tests with just a pinprick.” Well, I’m not a molecular biologist. And surely an average person would hedge unless they had a royal flush in hand? Throw in the cards man, you’re done. This is why I totally buy that scene in the first half, where they are calling up investors to try and do Theranos 2. As Matt Levine likes to say, “the best person to be on Wall St. is the guy who made billions of dollars, but the second best person to be is the guy who lost billions of dollars.”

It’s also why, through the movie, I found myself wondering and doubting myself. She’s so confident. She doesn’t say Theranos was kinda working, or that it just needed a bit more time to bake. She says it works. No hesitation, no equivocation. What if she was right? Did we just destroy this revolutionary technology and this woman’s life for no reason? No no, the tech definitely didn’t work, it’s all definitely fraud. But Holmes is just a sweet young woman who is clearly easily manipulated. Look at how poorly Billy treats her! Except…could she really not know what’s happening? Can she even be trusted? Holy shit am I being sucked in, am I a mark?!

Masterful.

I want to be clear though that Holmes was definitely lying. She just didn’t think she was. Isn’t that a mind fuck? In her mind, she really truly did believe that their device worked, even though she also knew that it did not. In order to understand someone like this, you have to kinda become like them, at least a bit. Any of the rationalization we see in the movie is what happens when a changeling has to confront reality (or, more often, when reality abruptly confronts the channeling).

There’s a point in the movie where Fielder tells Seyfried-acting-as-Holmes an extended metaphor about magician David Blaine. It’s supposedly one of the first things they talk about, before the cameras are rolling (which is why Seyfried is doing the reenactment).

Fielder [reenactment]: Do you know who David Blaine is, the magician?Seyfried [as Holmes]: I do.Seyfried [out of reenactment]: And that just came to your mind?Fielder [out of reenactment]: Yeah, in the moment. And I wrote, this is basically verbatim what I tolder her.Fielder [reenactment]: Alright so David Blaine does this thing where he sticks an ice pick right through the palm of his hand. But I actually think he’s really sticking the ice pick through his hand. Like I saw in an interview, he said he, like, dug a tiny hole through his hand so it, like, actually is going through. But it always just looks like a trick because of how he presents it. And what I find so interesting about you is in the aftermath of everything that’s happened to you, with the reputation you have, no offense, but I don’t think anyone will ever believe you, ever again. Like you can be telling the truth as much as you want, and no one’s going to believe you.

I think here, too, Fielder is winking at the camera a bit. On the surface this is obviously a boy who cried wolf analogy for Holmes. No one will believe Holmes, the same way no one believes Blaine. It’s a trick, it has to be a trick.

But one level deeper, it’s an analogy for the audience. We look at Holmes and we think, “there must be a trick. There must be something there.” We want there to be a trick. We could comprehend faking driving an ice pick into your hand. But actually doing it? That’s monstrous.

But maybe that’s the thing. There is no human underneath the mask of Elizabeth Holmes. There is just cosmic horror.

But, wait, did you see what I just did? Did you see how quickly and easily I started playing the game? Those other people simply don’t understand. Holmes isn’t a mastermind or a victim. Those are one dimensional caricatures. Instead she’s a changeling, which is...also a one dimensional caricature! I’ve never met this woman. In fact, I provided no evidence whatsoever that I’ve ever met anyone who could be called a “changeling,” whatever that even is. So who am I to sit here and judge based on my recollections of a movie about a person?

The ancients used mythology to make sense of the world. The hero. The mother. The king. The trickster. The same characters may appear in different stories, but they always behave in the same way. The repetition flattens complexity, gives us ground to stand on. Gods were not tied to a single form. Our ancestors knew that Loki could appear as the gleaming eye of a mischievous child or the stormy winds that let the herds loose.

Much has changed, much stays the same. The genius wunderkind and the fraudulentrepreneur and the battered spouse are gods of their own. All of these characters are one dimensional. They’re intentionally one dimensional, that’s what makes them memetic. O, Elizabeth Holmes is a 19yo tech genius? Great, I can fill in the rest of the gaps of her story, she went to Stanford, she dropped out, she wears turtlenecks. No, I don’t need to get much deeper thank you though.

I think there is still cosmic horror here, but it’s not hiding behind Holmes. It’s deeper. We need the narrative, because you can’t see everything, no matter how much you try. It’s a premise that is visible from the first shots of the movie. You can’t even even see the entire damn title of the movie in the opening shot, it hangs just below the edge of the horizon.

If you are generous with your interpretation of artistic borders, if you don’t draw a strong line around where art begins and ends, then I think you could make a strong case that “You Can See Everything” is still happening. The first act was San Diego, the second act was the prison reenactments. And now we’re in the third act, which is people like me, writing takes about the first two halves of the movie and takes about other people’s takes to the first two halves of the movie, even as we all get live updates from Billy and Fielder and Holmes and Amanda and the NYT. On and on in a never ending cycle to reach truth, or maybe to make the most popular tiktok.

This isn’t the first documentary to do the “documentary on making documentaries” bit. There’s Close Up (1990)and Symbiopsychotaxiplasm (1971)and any of the episodes of Community where Abed makes a documentary.

But there’s something about the timing of this one.

We’ve never been so separated from the truth. We consume everything through these digital portals. We build up all this knowledge of things and places and events and we think we know the truth…but it’s all intermediated. “I know how you feel” “No you don’t!”

All in all, an incredible film. 10/10, go watch it, and then have an epistemological break down.

A few other things I wanted to comment on that I couldn’t work into the review:

• There’s this really interesting thing about Holmes not wanting to have others speak for her. It’s kinda a recurring motif in the movie. Fielder seems to put a lot of stake in this, going so far as to question Billy for ‘speaking’ on behalf of Holmes on Twitter. But then Fielder has Amanda literally do the same thing as Holmes, talking about how she doesn’t like other people speaking for her. So there’s this kinda simple principle — let people speak for themselves and you will find truth — but then we find that no one really wants this to happen or cares all that much.
• Speaking of Amanda, what an incredible choice to bring her into the movie. All of the other main characters are these locked down awkward people. By contrast Amanda is a beam of light. She’s expressive, she makes faces, she sighs, she gasps. She is so so normal compared to the rest of these weirdos, and it works great.
• I really love that Amanda also does not come out unscathed. She insists that ‘The Drop Out’ is “fiction, in fiction land” when it really does seem like a lot of people thought it was based on true events. She gets defensive when Holmes criticizes her work. And she does not take even a bit of responsibility for her role in how the media played the Holmes narrative. I don’t think you need to be particularly sympathetic to Holmes to recognize that Amanda’s justifications feel pretty hollow.
• These guys (Lance, Fielder, A24) got so fantastically lucky. Like, there’s a version of this movie where nothing interesting happens at all, and Billy and Holmes are just super buttoned up the whole time. But they have so many examples of the main subjects putting their foot in their mouth. Billy in particular is just a well of fantastic content, who will just say the most out of pocket things directly on camera. What do you mean you are ‘well resourced and strategic’? What do you mean you are carrying a gun right now in this we work???
• Also, Billy’s whole arc was really emblematic of a certain kind of guy wasn’t it? This was very much a period piece, and I wouldn’t be surprised if future generations looked on it as an example of “COVID media” because of how much it/its subject matter was turbo charged by COVID.

• I really loved that they made you hate Billy, and then dropped the news that he was getting profit share. There was a certain tension that added to the movie, like “o am I complicit in making this guy rich?”
• Ok last thing on Billy. He met Holmes when he was 25 and she was 33/34. There’s nothing inherently wrong with that but I think it really changes some of the narrative around Holmes being a helpless victim. Very curious that Fielder and crew left that out. They must’ve known, it must’ve come up.
• I am so glad it succeeded at the box office, because I think it will give a lot of people a lot of creative license to go create magic.

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it’s still pretty interesting! But on its own, nothing special. This is not the first time we’ve seen a tech entrepreneur person with a god complex and a screwed up personal life, and it’s just not that unique that this time she’s a woman. I’m disappointed that so much of the commentary and people’s dismissal of the movie is on the grounds that Fielder went too easy on her, when it seemed pretty obvious that 1) this movie is basically incomprehensible if you don’t have some familiarity with the subject matter and 2) both Lance and Fielder already know she’s guilty and are more interested in figuring out how and why she continues to maintain innocence.

This is about where I started to lose my mind at the audacity of what was happening on screen

sorry, not a strip club. Eleven. Eleven’s just a club. That sometimes has strippers.

made a good point that she may have been prompted to pursue this line of questioning off screen, and we literally just don’t know.

A while back I met a charismatic founder through a chess buddy of mine, who was looking for help on an AI project. He was friendly and we took a liking to one another, and I stayed in touch for a while helping him in a bunch of ways. Every time I met him, he would talk about these crazy things that the startup was working on. And he’d always talk about this vision of the future, of hardware that seemed impossible powered by technology that simply didn’t exist. Except, he never framed it as ‘the future.’ It was always ‘dude, this is coming out next month, we’re literally already working on it, we literally already have a prototype.’ And I believed him every time. It took me a long time to realize there wasn’t a there there. My founder friend was just manic. But that edge made him great at raising money. He could talk to anyone and sell a story, and as long as they weren’t experts he could find a way to get a coin out of them.