When words fail, Emerald Fennell uses her acting skills to demonstrate the typical audience reaction to her second feature, “Saltburn.” It’s a sharp, cartoonish gasp—hand over her mouth and everything—the type of noise you’d make after seeing something truly shocking onscreen.

It’s the exact response the writer-director is looking for. “I’m not interested in people being comfortable at all. I’m interested in showing a feeling,” she explains. “It’s not about being provocative; it’s about getting into why some things make us feel uncomfortable. People don’t like certain moments [in the film]. A lot of the time, when you probe it, it’s because they’re turned on.”

“Saltburn,” which hits select theaters on Nov. 17, is Fennell’s follow-up to her feature directorial debut, 2020’s “Promising Young Woman,” an incendiary revenge thriller that earned her an Oscar for best original screenplay. She was no newcomer to the industry, however. She has an acting résumé that includes roles in Joe Wright’s “Anna Karenina” (2012) and Tom Hooper’s “The Danish Girl” (2015), plus two seasons playing Camilla Parker Bowles on Netflix’s “The Crown.” She also served as showrunner on Season 2 of BBC America’s “Killing Eve,” which notched her two Emmy nominations. But “Promising Young Woman” launched her into new territory, inviting the type of top-level offers that are tough to turn down.

“As a movie nerd, you feel crazy to say no to half of these things,” Fennell says. But she recognizes that “Promising Young Woman” put her in a position that allowed her to keep telling original stories. “Early on, I said to my guys…‘Look, it’s better if I don’t know about these [offers].’ If I know, then it’ll be impossible to say no. Because how could I?” Instead, she decided: “I’m going to go away and write this thing.”

Fennell returned with a psychosexual drama set in a sprawling mansion in the English countryside. “Saltburn” follows reserved Oxford student Oliver Quick (Barry Keoghan) as he’s pulled into the orbit of his wealthy, enigmatic classmate Felix Catton (Jacob Elordi)—as well as Felix’s mother, Elspeth (Rosamund Pike), his father, James (Richard E. Grant), and his sister, Venetia (Alison Oliver). When Oliver accepts an invitation to spend the summer at the family estate, he finds himself navigating a twisty hedge maze of horniness and hedonism.

Emerald Fennell

Fennell, proving again that she’s a remarkably sure-handed storyteller, never quite lets on who is seducing whom, or for what purpose, until the explosive climax. “This is a film about watching and being watched,” she says. “There’s always this sense of everyone watching everyone. The extent to which they’re enjoying it—and inviting it—is always the question.”

Working alongside Oscar-winning cinematographer Linus Sandgren (“La La Land,” “No Time to Die”), Fennell shot “Saltburn” in a 1.33:1 aspect ratio, confining the characters to a beautiful box. The movie often finds people peeping through windows or reflected in mirrors; these frames within frames only add to the illicit atmosphere the writer-director is cultivating.

“The very nature of the film meant that the way we shot it had to have a voyeuristic feel. It’s never just about who you’re photographing; it’s about whose eyes you’re watching through,” she explains. “We, as an audience, are asked to be voyeurs a lot of the time. We’re asked to feel the sorts of things that Oliver feels. We’re asked to desire the thing that is not good for us.”

“You can shoot Jacob [Elordi] like a Greek god because he looks like one, but you also need to go in super, super close and see pores and see sweat. A lot of the time I was shouting, ‘Armpit hair!’ ”

Shooting on location at a medieval mansion in Lowick, Northamptonshire, Fennell wanted to capture a genuine Baroque feel in a way that subverted the beauty of the setting. She points to a party scene whose imagery was inspired by the 17th century painter Caravaggio—all deep shadows and sharp shafts of light. “But it’s all front-lit by this really shit, cheap karaoke machine,” she says. “We’ve seen that arrangement a thousand times, but then you introduce the uncanny. The uncanny, generally, with this film, is something a bit shit.

“You need to have the marquetry walls and the velvet drapes, and you need to be obsessive about every little thing. But also, where are the crisps? Where’s the shit magazine? Where [are] the boxes on the floor? Where’s the shampoo? Where are these people living, actually, in this perfect place?”

That desire to show the grime beneath the glamor extends to the way Fennell frames her cast. “You can shoot Jacob like a Greek god because he looks like one, but you also need to go in super, super close and see pores and see sweat,” she says. “A lot of the time I was shouting, ‘Armpit hair!’ I want to see under the stuff, is the thing.”

Indeed, actors’ bodies are a vital part of her filmmaking toolkit—how they’re arranged, how they’re revealed or concealed at any given moment. “We’re talking about power, always, in this film, and who has it,” she says. “Often, you’ll see it’s quite a clear thing. Whoever is higher in the frame has the power in that moment. Or the person with the power is diminishing themself on purpose, kneeling to make [themself] unthreatening.”

At other times, it’s a subtler distinction. “Saltburn” emphasizes significant height differences, a technique that Fennell also used in “Promising Young Woman.” In that movie, she played with power dynamics by positioning her shorter lead, Carey Mulligan, beside her character’s towering love interest, played by Bo Burnham. In “Saltburn,” the filmmaker emphasizes the otherworldliness of her setting by having the 5'8" Keoghan quite literally looking up to the 6'5" Elordi and the 6'4" Archie Madekwe, who plays Farleigh Start, Felix’s hanger-on of a cousin.

Emerald Fennell

“Any visual metaphor is important—the space between people, the height between people, whether they are choosing to use it or not,” Fennell says.

She speaks, specifically, of the moment when Farleigh tells Oliver he’ll never belong in the Cattons’ world, Madekwe bending at the hip to emphasize his point. However, the filmmaker says that “the power is actually in the stillness.”

“Archie is using his height, very clearly, in a territorial way. But he’s also the person approaching; he’s the person moving in, whereas Oliver is still. [Oliver] doesn’t concede any ground…. I think so much of the stillness is what makes all of it so sexy and interesting and complicated, because there is a certain amount of game playing that everyone does here. Everyone knows how to use their beauty and how to use their bodies.” That physicality is what she finds “so fucking endlessly wonderful about watching actors.”

Keoghan has been on her casting wish list ever since she saw the Oscar-nominated Irish actor in Yorgos Lanthimos’ 2017 psychological thriller “The Killing of a Sacred Deer.” “Barry [and I] are like brother and sister, fighting in the back of the car a lot of the time. And I mean that in an extremely loving way,” Fennell says with a laugh. “We’re both incredibly different in that I’m the super, super, super [prepared] nerd, and he’s just naturally gifted, like lightning in a bottle.”

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But she and her lead also shared an intense commitment to the material. “We really jumped off the cliff [together],” she says. “He feels what I feel, which is that we have an opportunity to do something that nobody else has done before, to show a feeling that nobody else has shown, to go to places that are devastating and uncomfortable and funny.”

Audiences who experience “Saltburn” will see that Keoghan certainly gets to all those places—and then some. But those bold, soul-baring moments could only have happened on a set designed with safety in mind. “It’s really interesting that it’s often framed as, ‘How did you get X to do Y?’ ” Fennell says. “Firstly, I’m just like, I would never ‘get’ or make anybody do anything. It’s really important to me that we’re all in it together.”

With an assist from intimacy coordinator Miriam Lucia, the filmmaker strove to create an environment where actors felt secure. “Consent is absolutely crucial, and not just because I’m a goody-goody, but because that’s what makes things real—if people are comfortable,” she says.

That combination of preparedness and protection is Fennell’s way into coaxing memorable performances out of her actors. “If you do your homework and everything is there, then you can break it. And it needs to be broken a little bit, because otherwise, it’s not interesting,” she explains.

Emerald Fennell

Her go-to note for actors is to “do the boring” take first. “Let’s do the one we know is going to be in the movie—beautiful, subtle, audition acting,” Fennell says. “And then let’s do some really bad acting. Let’s do the worst acting we can do.”

That approach doesn’t work for everything, of course. “So much of the time, what you want is subtlety; you want [actors’] incredibly brilliant instinct, because they are geniuses,” Fennell says. But some moments call for the truly unexpected, because that puts life on the screen. “I’m obsessed with this idea we have of character inconsistencies. I’m not a consistent character in my life,” she says. “Nobody I know is consistent. That’s the trouble, often, when you’re making something: You have to always remember that the more subtle it is and the more painstakingly true to life it is, the less real it feels.”

That means giving actors the space to throw their well-honed instincts out the window. “Sometimes, you need to let people be obvious or react to news in a really shocking way,” she explains. “It’s constantly letting everyone [on set] know that we’re super, super prepared, we know where we are, and we trust each other. Everything’s perfect; now, let’s fuck it up.”

“Saltburn,” in all its off-kilter glory, arrives at an interesting inflection point for Hollywood. IP juggernauts are taking a slight dip at the box office, and theaters are still reflecting on the massive success of Greta Gerwig’s “Barbie” and Christopher Nolan’s “Oppenheimer.” (Fennell herself played a small role in the Barbenheimer madness, portraying the pregnant doll Midge in “Barbie.”)

While the writer-director says that it “feels sort of very grandiose of me, with my two films, to be pontificating about” the state of the industry, she’s excited by the current cinema landscape. Among 2023’s offerings, she cites Ari Aster’s surreal epic “Beau is Afraid”—“my favorite film of maybe the last five years,” she gushes—as well as Celine Song’s melancholy romance “Past Lives.”

“It feels like now, people want to zone in on stuff that’s a little bit more intimate. They’re wanting to be more challenged. They’re wanting to watch movies together again,” she says. It’s that third point she particularly latches onto, especially considering “Promising Young Woman” debuted during the pandemic.

Emerald Fennell cover “That was so much a movie made to be seen in a theater,” Fennell says. “The few times we got to see [‘Promising Young Woman’] in a theater before lockdown, it was so exciting, because you could feel the thumbscrews tightening on people—that wonderful feeling of pressure and release that I hope we have in ‘Saltburn,’ too.”

Remember, Fennell filled “Saltburn” with mirrors for a reason; it is, as she says, a movie that reflects back on the viewer. And no matter how you react to it—even if it’s that sharp, cartoonish gasp, hand over your mouth and everything—she wants you to explore that response.

“What you want is for people to get rowdy,” she says. “You want them to go and argue and find it hot—or think it’s not hot and be fucking furious about it, and go on a date and be like, ‘Ew, this is definitely not someone I want to go out with, because they loved, hated, or [were] indifferent to it.’ ”

For Fennell, that’s what the next phase of cinema is all about. “If everything before was about scale and a level of emotional distance,” she says, “when you look at all
the movies this year, they’re very much about how we relate to each other and what we’ve done to each other—and how we fix that, or don’t.”

This story originally appeared in the Nov. 16 issue of Backstage Magazine.