10 Best “Making Of” Documentaries You Need To Watch

best making of documentaries

If you’re reading this post chances are you like film. And if you like film, there is a distinct possibility you enjoy a good documentary too. So it doesn’t get much better than a documentary about film, right?

Here’s a list of ten of the best documentaries ever made about the making of a movie. Some of them are about cinematic masterpieces. Some of them are near masterpieces in their own right. Some of them are about films, which really aren’t all that great but every single one of them is well worth spending your time on if you have a passion for movies.

From silent Russian experimental origins to extensive dissections of modern effects-filled science fiction spectacles and everything in between, here are ten documentaries every real film fan has to see.


10. Lost In La Mancha (2002)


Plagued film productions seem to make excellent fodder for “making of” documentaries and this film is the first of the three examples of that on this list with one major difference: the actual movie never got made and all we have is this documentary on the film that might have been.

Terry Gilliam, a highly intelligent but also obsessive film maker, planned for years to make The Man Who Killed Don Quixote but some problems grind the production to a halt and investors backed out completely. The lead character suffered health issues, floods and storms destroyed parts of the set and this time the Spanish Air Force messed up various takes as bad planning had put the shooting location too close to a local air force base.

The film makers draw clear parallels between Gilliam and Don Quixote as men on a mission and provide us with wonderful animated storyboards, which tease us with the movie that could have been. Lost in La Mancha is maybe not as good a documentary as the other ones here and its problems seem to have more to do with overall bad planning from the outset but seeing that the film ultimately never was made, it’s an insightful and rare look into a movie which could have been. Recently there has been word that Gilliam has once again started work on Don Quixote. Fingers crossed.


9. Overnight (2003)


Not all movies on this list were plagued with various external production issues. Overnight documents what went on behind the scenes of the making of The Boondock Saints. Here’s a word of advice for those that haven’t seen Boondock Saints. Don’t watch it and watch this documentary instead or at the very least watch this first so that you can get some sort of enjoyment from the movie, which is flawed to say the least.

Troy Duffy, a bartender with aspirations to be a film maker as well as rock star, shot to short-lived stardom when his script for Boondock Saints was bought by Miramax and when he was hired to direct the movie himself. The problem however, apart from the fact that the guy basically had no film experience whatsoever, was that Troy Duffy turned out to be giant douche.

As success goes straight to his head Troy alienates everybody around him, including his close friends and family and ultimately even the backers of his own movie. An immensely arrogant egomaniac, Duffy of course requested that a documentary on him and his movie would be made by his friends at the time.

Ironically by the time the documentary was finished, they were no longer his friends and the documentary turned out to be far more entertaining than his disastrous movie, which somehow has found some sort of cult status over years and even had a sequel made to it (directed by Duffy of course).


8. American Movie (1999)

American Movie (1999)

In a way the opposite of Overnight, American Movie follows wannabe film maker Mark Borchardt as he tries to make a horror film in his native Wisconsin. A long haired heavy metal and horror fan, Mark and his surroundings and oddball friends and family members in their trailer park setting almost make you feel like you are watching a mockumentary.

What sets him apart from Troy Duffy in Overnight is that in all his ineptitude, you really want him to succeed as he’s basically a good guy who is chasing his dreams against all odds. Mark however was not discovered by Miramax and when it becomes clear that he can never shoot his feature film on the $3000 he has managed to raise, he decides to work on a horror short called Coven instead.

Unfortunately making a short does not make much of a difference as his lack of talent, means and experience still shine through in all of their glory. American Movie was filmed over a two year period and when it finally premiered at the Sundance Film Festival, it took the Grand Jury Prize for documentaries whilst Coven screened at Sundance as well. Both have since become cult favourites.


7. Full Tilt Boogie (1997)


In contrast to the last two entries on this list, Full Tilt Boogie is a documentary on the making of a big budget horror flick, From Dusk Till Dawn, written by Quentin Tarantino and directed by Roberto Rodriguez no less, who would become frequent collaborators and also give us Sin City and Grindhouse later on in their careers.

Full Tilt Boogie basically has two things going for it. Firstly, it was lucky enough to be there early in the careers of both Rodriguez and Tarantino and gives a great snapshot of their early bonding. On top of that, this was also the feature film debut for George Clooney, who is still far more of a rogue here than the superstar persona he has become nowadays.

Secondly, it is also a documentary which really focuses on the film making process and what it’s like to be working on the set of a big movie for regular crew. It does not spent all its time with the bigger names exclusively but also puts a lot of other crew members in the spotlight and includes footage of the wind-down time spent after working on the set all day and union related work issues.


6. Best Worst Movie (2009)


Whilst Troll 2 already had a cult following as it is a fantastically bad piece of film making and therefore, for those who are into this kind of thing, a great movie to see with a bunch of friends (preferably not sober), Best Worst Movie makes that experience all the more enjoyable by giving us an insight in the incredible production process and the goofy crew involved.

Director Michael Stephenson, who was one of the stars of Troll 2 when he was a kid, takes us behind the scenes of that production and interviews most people involved 20 years later. A completely bizarre production in which an Italian speaking crew went to Utah and made a movie with a cast of non-professional local actors is in itself a great subject for a documentary.

Never mind that Troll 2 is a sequel in name only as it has absolutely nothing to do with the original Troll and that the film had already gathered a large cult audience over the years, even before this documentary came out. Add to that a completely eccentric director who still seems to believe he made a great movie and doesn’t understand why people mock his creation and a charismatic dentist who played the lead role in the movie and discovered his popularity purely by chance when his MySpace page blew up after Troll 2 fans found it, and you have one hell of a good ride.

If you have never seen Troll 2 this documentary is still absolutely worth watching and it’s probably better to watch this first and then the actual movie as it will double your enjoyment.