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The Making of Elizabeth Holmes

the dropout
Amanda Seyfried, Elizabeth Meriwether, and Rebecca Jarvis, interviewed by Matt Belloni at Metrograph. Photo: Kristina Bumphrey/PictureGroup
The Editors
August 12, 2022

On August 10th, Puck founding partner Matt Belloni hosted an evening reception for the creative talent behind The Dropout, which focuses on the rise and fall of Elizabeth Holmes and Theranos. During the candid conversation, starring actress Amanda Seyfried, creator/showrunner Liz Meriwether, and executive producer/journalist Rebecca Jarvis discussed various creative decisions and journalistic imperatives, among other topics. (This conversation was part of a partnership between Puck and Hulu.) The following has been lightly edited for length and clarity.

Matt Belloni: So let’s talk a little bit about how you chose to end this show.

Liz Meriwether: It’s interesting because it hasn’t ended in real life. So it was sort of like, how do I end the story? And I was putting off writing the final episode for a really, really long time to the point where Hulu was like, Okay, now for real, you have to turn in the final episode.

But in the writers room before Covid, we had broken the final episode to end at Burning Man with Holmes’s new boyfriend, Billy, and then we were hit with Covid. And then I was like, oh, no, our one idea.

So what was a Burning Man turned into a scene with Holmes breaking down, screaming, and then getting into an Uber. It was a moment, for me, as a writer, where I’d been working with Amanda, we’d been shooting, and I just so fully trusted her. I actually wrote into the script, just, you know, “Elizabeth feels everything that she’s been holding back.” And I didn’t know what Amanda was going to do. But I just fully trusted her. And, some could say, I was asking her to do my job for me.

Belloni: Amanda, how did you decide to do what you did in that scene?

Amanda Seyfried: I don’t know how I decided. My main question was: do I implode or explode? And then it came to me that it’s kind of the same thing, when you’re talking about a moment like that. And I think I was feeling the pressure of ending something for the audience, because I am such an avid TV watcher, that it really bothers me when something’s so unanswered that you’re grasping for more. I don’t want the audience to grasp for more. So it’s like, where do we go? How do we end this? It’s so much pressure. 

But you, Liz, were able to transpose something we could all watch from a different perspective, which is really the art of it. And why I wanted to do the scene. If you were going to tell me that “oh, the show ends with you getting into an Uber,” I’d be like, you wouldn’t have done this. It felt really scary but also really good because I knew that she would fix it in the edit.

Belloni: Amanda, let’s get a little bit into the mechanics of the performance, because it really is extraordinary. I think we’ll get to the voice in a moment. But I had heard that you studied movement and nonverbal communication. How did that work in the performance? How did you get to the essence of that character and how she looks around and moves and comports herself?

Seyfried: It really is just muscle memory after a while, when you watch something enough times.

Belloni: How much footage did you watch? 

Seyfried: Just so, so much, over and over and over again. The deposition footage is really interesting. If you watch somebody playing somebody who’s been through a deposition, 10 hours of it, and being able to own that footage, and watch it whenever you want—I mean, you can learn so much from just how they listen. Especially when you’re dealing with somebody as exquisite or complicated as Elizabeth Holmes.

You learn a lot from their nonverbal stuff. And I think that I just watched it to a point where it was part of me. It just feels like whenever you spend enough time with somebody, and you are observing somebody from an actor’s standpoint, it can become part of you, in a way. So that’s what I did. It was just a lot—a lot—of hours. I was just picturing Elizabeth Holmes and Sunny Balwani as Claire Danes and Leonardo DiCaprio in Romeo + Juliet.

Belloni: Liz, when you guys were going over the character at the beginning, the voice obviously is so key to this—and the transition and her adopting the voice. Take us through a little bit of that process of you guys landing on that. 

Meriwether: Well, I mean, the deposition footage that Amanda talked about is incredible, because I don’t know if you ever watched it—10 hours of a deposition—but the camera never cuts away, right? So it’s just one shot that never moves. So you really can absorb a person. But Holmes doesn’t do as much of the deep voice in those tapes.

Seyfried: I mean, the voice is sort of the thing that everybody knew about her. So I was really afraid of it, I was really afraid of it becoming a joke, and I didn’t want to sustain it for eight episodes. I just felt like it could never become a sketch, it could never become, you know, a perfect imitation or anything like that.

Meriwether: Honestly, it was one of my biggest fears about the show, like how we were going to handle it. And then Amanda just showed up at the first rehearsal, and was legitimately perfect. I think she had just done her work, and she just had this organic sense of, you know, the emotional situations where it would be more present. And that’s incredible, to be able to sort of go in and out of something like that. 

Seyfried: It’s so much about the shape of your mouth and not so much the depth. I will never be able to get that low. Physically, I’m limited, and Holmes speaks much lower organically and then when she puts it on—which I am 99 percent sure she does, deliberately, for many reasons, some of which I understand—I didn’t think I needed to really go that low to be effective. 

Belloni: I want to get to Rebecca here on the adaptation process. So obviously, this was a very successful podcast when it launched. And when it came time to adapt it, what role did you play as being the host and the researcher of the podcast in making sure that it was accurate and also theatrical and dramatic? 

Rebecca Jarvis: Well, it was one of those moments, I think, as a journalist, where you get that call that there’s interest, and you’re simultaneously thrilled, and also very anxious because you want this work. This time, this energy, people telling their stories—you want it to reflect the reality of the situation, so much trust is put in you, your audience. Amanda came in with so many questions and her process of getting there to Elizabeth Holmes was filled with questions. So really, those first couple of days and conversations were just like sitting in a room not far from here, in a hotel room, for hours, and having conversations like, tell me about the things that you saw, that you experienced, things that maybe you couldn’t put into writing that you couldn’t put into words in your podcast, take me inside of these vignettes. Talk to me about the people. And then a couple of questions that are like, what is a board?

Throughout the process, there were a lot of questions. And one of the crazy things about this project is that it was ongoing, the reality of the situation was ongoing. There’s a trial happening after everything has been written, essentially, after you’ve been shooting two thirds of the project at that point. We got these text messages, which became a really important portion of the trial of both Elizabeth Holmes as well as the Sunny Balwani trial. And going back and forth on these, I mean, crazy text messages, which are so intimate. They make you think twice about what you put in writing.

Meriwether: And the nicknames, Tiger, Tigress—so much got incorporated. There was a text about the two of them taking care of a baby bird together. And I found out about it too late. And I wrote a scene about it. And I called our line producer and I was like, Can we shoot this scene and he was like, we don’t have money for a C.G.I. baby bird. How do you feel about puppets? And that was the moment where I was like, it’s too late.

Belloni: You gotta exert some power there to get the bird! I think what really sets this show apart was the tone. It’s not a straight drama. It’s got comedic scenes, and you’re winking at the audience at times. That’s really difficult to do. So congratulations on that, first of all. And secondly, when you’re communicating to the actors, and Amanda, when you’re playing this, how do you capture that? How do you do something like the dance scene, and you’re 100 percent in this seriously, but you know, you’re also sort of winking.

Seyfried: You got to commit. I mean, that’s one of the beautiful things about playing somebody like Elizabeth Holmes. She does things that are just strikingly odd. And that’s what you capitalize on, right? Like the awkwardness of anybody alone in front of the mirror. I think there’s a piece of all of us that would never want to be caught dead that way, looking at themselves, in the mirror, by anybody. Because as odd as she was publicly, she is also very much like you and me, you know, privately. And we tapped into that.

Meriwether: I don’t think Amanda’s performance was ever winking, which was something I was afraid of when I was writing—the tone kind of being like, look at this crazy woman I’m playing! Because I felt like that had been the tone in the media. It was so important to me that you committed fully to the emotional honesty of whatever was going on, even if it was completely absurd. And also because I come from a comedy writing background—I wrote a sitcom for 10 years. So I was fighting my impulse to kind of put in a joke or, like, have people fall off a ladder or whatever. Early on, I told myself that the tone, the comedy, has to come from just a feeling of honesty, and we never should feel like we’re reaching for a joke. And I was, again, very worried that if the actress playing this role doesn’t fully understand that it’s not going to work. And Amanda, it’s so hard as an actor to play both comedy and drama at the same time. So I was just bowled over by her performance, because you’re laughing but I never feel like Amanda lets you off the hook with a laugh. Like, she never allows the audience to relax and point fingers. 

Seyfried: I learned very young that when a character truly believes what they’re feeling and saying, it’s funny. If they think it’s funny, then it’s not. There’s a character, Wade, the Walgreens guy, and it’s the funniest shit in the show. That actor, Josh Pais, he’s just a legend to me, and I love that I finally got to work with him. Incredible character actor, but also just like he was so angry and frustrated the whole time. And that was funny, because the shit that he would say was absurd. And also, just, it’s, you have to write it that way. 

Meriwether: I got so many notes from Hulu that were like, we just don’t believe that they would never look at Theranos’s blood-testing box—like, it’s not believable. And yet that’s exactly what Kevin Hunter, the real-life Walgreens lab consultant, told us. 

Belloni: I want to talk a little bit about the unicorn myth and some of the gender politics at work here, and how you approached the material. You mentioned earlier about how important it was for you to not caricature Elizabeth, and both of you, how did you approach that? What specific steps did you take to make sure that that didn’t happen?

Meriwether: Girls love unicorns. [Laughs.] I was so drawn to the story because I felt like gender was really complicated in the story. I loved that it was very hard to kind of pinpoint exactly how gender was being used, because Holmes was both using it and also, you know, the product of a pretty sexist environment. I felt like there was a lot of meat there to kind of chew on and I wanted the story to raise questions about gender. I didn’t have an agenda going into it.

Belloni: Did you worry, both with the podcast and with the show, that this might set the cause of female founders back? 

Meriwether: That’s my goal, actually. [Laughs.] No, but obviously, it’s a real life thing. And this is a very public dramatization of a very public flameout of a female-led company. I was interviewing a designer for a job on the show, and she asked me that exact question. I mean, I think the story is not just about Elizabeth, but also about Phyllis Gardner and Erika Cheung, who, for me, the story of Erika Cheung just hasn’t been told. It’s not as recognizable because she doesn’t, you know, wear a turtleneck. I mean, probably not at this point. [Laughs.] But I was really proud of that sixth episode, “Iron Sisters,” which was about Phyllis Gardner and Erika Cheung and Elizabeth and kind of put those stories side by side, because I felt like that was a way of addressing that question. You know, look at these different women in science, look at some of the struggles that they’ve each faced in different generations and different socioeconomic status. 

Jarvis: Phyllis and Erika were really pivotal to our reporting. Shortly after Erika filed her claims with regulators, I sat down with her in Los Angeles for an interview. But I was always attracted to the story, in part because of Elizabeth. And she’s a fascinating person, in part because of the stakes, that this was a technology that could have found its way into Walgreens stores throughout the country potentially. And then finally, because of the ecosystem, venture capital, the media attention. And I’ve reflected a lot on how to think about reporting, as a result of having seen this story play out. And I think that there is a lot of focus on her being a female. But I also think sometimes what’s missing is that Holmes also said she was going to create something that was going to make the world a better place. And to me, as a reporter, I think it’s very, very important that even if the person who’s sitting in front of you says, I’m going to change the world, they should still be able to answer very basic questions about how they’re going to do that. The best ideas should be interrogated and made better through that process. The best people who have created the biggest best ideas can withstand those tough questions. And I really see that as my job, as a journalist, and a big lesson that I take away from this story.. 

Belloni: I think that’s a great answer. It’s what makes it complicated and interesting is that, you know, so many people wanted to believe that it was true. But then there’s the other side where there’s all these people that wanted to jump on board with criticism when it turned out not to be true. And to try to extrapolate more than this just being an isolated case.

Amanda, when you are approaching something like the boat scene, there’s a risk of going too far, doing too much. How do you, as an actor, go there, but also don’t go over the line?

Seyfried: I think you have to be reeled in. Somebody told me a long time ago—another actor—that you can go all the way and be reeled in but, if you start from a really small place, if you’re too subtle, then you can’t grow. You can never go too far. Because they can fix it with editing. So I never felt like I ran the risk of that. The risk was basically just to not throw up. 

Meriwether: She’s really seasick.

Belloni: I want to get a little update on the case. Because there’s been developments in the real life case—the Sunny trial came to a verdict. So give us a little update on what that is. 

Jarvis: Sure. So Elizabeth’s verdict came out at the start of this year; she’s found guilty on four counts. Her trial was severed from Sunny Balwani’s trial when she raised the claims of abuse, which he denied. He was found guilty on all 12 counts. And there are conflicting perspectives about why that is—why he would be found guilty on more accounts than her, and one of them is that he was the lab director. So it ties him more closely to the patients. Elizabeth was found guilty only on investor charges. They’ll both be sentenced in the fall—October her sentence, November his.

And even though the two of them were found guilty on differing numbers of counts, most legal analysts believe that they’ll serve about the same amount of jail time because the judge, when he makes his determination, he doesn’t want to appear to be lenient on one and harsh on the other considering that juries found both of them guilty. 

Belloni: And we’ve now watched a whole show about how they allegedly conspired. 

Jarvis: And there’s the text message that was really the sort of smoking gun for the jury in Sunny’s trial, where he said something along the lines of, “every decision comes back to me” or, you know, “I will support you till the end here.” Because I know I was a big part of this. 

Belloni: What do you think of the guidelines on sentencing? 

Jarvis: So each count comes with up to 20 years; she’ll probably serve them concurrently. And legal experts are divided. I’ve talked to a lot, and they say anywhere from three to 10 years, but because of the size of the financial crimes sentencing guidelines, that could really push that number higher. So you could see something closer to 10 years. 

Belloni: Are there S.E.C. guidelines on whether she could ever start a public company?

Jarvis: Half the named investors who testified at this trial have said I wouldn’t put money with Elizabeth again. But I have spoken to investors who lost millions of dollars who have told me they might invest again—that they would consider it because they were impressed by her. 

Seyfried: Well, she’s not going to fail again

Jarvis: I should say her attorneys are trying to appeal.

Belloni: So Liz, having written all these words, if you could watch an episode with Elizabeth Holmes—

Meriwether: Oh my god. 

Belloni: —What would you guys talk about? Which episode would you want to show her?

Meriwether: That sounds so awful. Probably the Walgreens one because she’s, like, not in it as much? But I would be in the bathroom throwing up actively for most of it. I had to really make a distinction in my mind between the real person and the character, and I think the character that we have in the show is very much a dramatization. A part of her is like a part of me, and a part of her is Amanda, and it’s not just because I legally have to say that. [Laughs.] 

Belloni: Alright, so the most important question: why Lil’ Wayne in the office dance scene?

Meriwether: This is fun. It feels like DVD commentary. I felt like music was going to be the fastest way to kind of take the audience back to that particular year. I’d started listening to those kind of early 2000 songs and just digging through, and I would be working on a script and procrastinating and Google like, “Top hits of 2007.” I felt like the show covered so many years that I had to use music to quickly get the audience there. I was originally looking at using this song for a different episode, and then I remembered how much I love that. I can’t believe I’m publicly talking about this, but it was just like something about it resonated for the story for me, and like it was such an honor. It felt really right for the characters. 

Belloni: And Amanda, how many takes? 

Seyfried: I have no idea. I don’t think there are that many actually. Honestly I don’t remember it. There was rarely a moment—except on the boat—where I wasn’t having just a really great, full experience. Because there was so much we got to do—so much with so many incredible actors. And I don’t remember that but honestly, I think it’s one of the best things ever written. You can almost see Sunny feeling it, like he’s thinking, it’s romantic hour. And he’s watching his lady come in and seduce him. And he’s just so in love. And she’s like, I really like you, but also I need to get my power back, and this is the only way I know how to relate to you. It’s just like two vastly different experiences. Two very different people relating to the weirdest movements. And Lil’ Wayne at the same time. 

Meriwether: Well, it started out as a sex scene, actually. And legally, it came back that if I was going to have a sex scene in the show, they both had to be very good at sex.

Belloni: Wait, how is that illegal? [Laughs.] Like you’re disparaging someone?

Meriwether: Yeah! So I tried to write that scene, which turned out to be like Elizabeth and Sunny’s characters saying to each other, “you’re really good at having sex.” And I was like, this is so much weirder than the first thing that I wrote. [Laughs.] I mean, actually, like a lot of the dancing in the show is kind of because I couldn’t write sex scenes. But yeah, that was fun. 

Belloni: All right. On that note, I want to thank our panel, Amanda, Liz and Rebecca. Thank you to our sponsor tonight, Hulu, and 20th Television and Searchlight Pictures. We’re gonna have a little reception afterward. Thank you to everyone for coming. Really appreciate it. Thank you.