TELLURIDE – It’s been a long time since a secret screening gained this much attention at the Telluride Film Festival, but the scheduled “TBA” for Sunday night lived up to the hype. Long rumored, “You Can See Everything” is a documentary project shot over a three-year period by filmmakers Nathan Fielder (“The Rehearsal”) and Lance Oppenheim (“Some Kind of Heaven”) that centers on Elizabeth Holmes’ final days before she began an 11-year prison sentence in Federal prison. The fact that Fielder and Oppenheim had any access to the controversial Theranos founder is remarkable. What they chronicle after she enters prison is astounding.
A month before Holmes was scheduled to report to a Texas prison facility, the two directors camped out in San Diego as Holmes and her husband, William “Billy” Evans, prepared for her long departure. We eventually learn that while the couple was hunting for documentary filmmakers to chronicle this journey, they picked Fielder because they believed he was an unconventional thinker like themselves. Once “Everything” is released into the world, that choice may come back to bite them.
Initially, the Fielder and the camera’s POV make you somewhat sympathetic to Holmes. Living in a rented beachfront home, the former tech CEO appears focused on spending as much time as possible with her family, which includes a young boy and a newborn baby. But even with the cameras running for hours at a time, Holmes seems, well, off. It could be the anxiety of heading to prison, or it could be a protective facade she’s giving to the camera, or perhaps a combination of both. During this short window, Holmes has also conducted her first interview in almost a decade with The New York Times. Its publication frustrates Evans and Holmes over a quote they insist she didn’t say regarding projects that have attempted to tell her story, such as the Emmy Award-winning limited series, “The Dropout.” The quote: “They are not playing me. They are playing a character I created,” is decidedly apt, as Fielder, who is pushed on screen (during a Q&A following the premiere, Oppenheimer revealed that was never the plan), is continually perplexed by her personality.
Trying to determine if there is something else at play, Fielder plays her the legendary Abbott and Costello bit, “Who’s on first?” to see her reaction. The fact that Holmes claims to have never seen it isn’t surprising. That she can’t explain why it’s funny or comprehend the “who’s” on first “what’s” on second structure of the joke is eyebrow-raising. Fielder has to explain it to her, and she still looks at him like a deer in headlights. Is this a genuine reaction? Or, with the cameras rolling, is she playing a part she believes will elicit sympathy?
At that point, Evans – in front of Holmes, no less – says his wife is just “weird” and doesn’t compute things like other people. He quickly adds it’s one of the reasons he loves her and why he thinks she’s brilliant (thank heavens for that). Still, it’s one of the early signs that Evans, seemingly wealthy in his own right thanks to the high-end hotels his family owns in Southern California, may not be that great a dude. A shockingly, or not-so-shockingly, similar scenario Holmes signed up for during her Silicon Valley era alongside her Theranos business and romantic partner Ramesh “Sunny” Balwani. As with Holmes, he was found guilty of fraud, sentenced to a similar prison stay, and, jointly with Holmes, owes investors $425 million (something you wish the film explained a bit more clearly to its audience).
Felder also speaks with Holmes’ parents, on hand to see their daughter off, who still believe in her innocence. During this moment, the camera team does an excellent job of capturing the facial reactions from Holmes’ father to some of Evans’ more questionable comments as he attempts to dictate the conversation. Dad doesn’t seem to be a fan. Or wasn’t at that time, at least.
And, yes, after claiming she’d never seen it, Felder gets Holmes to sit down and watch scenes from the aforementioned “The Dropout.” This is both comical and telling. Holmes gets frustrated over one particular scene where her blood testing invention breaks in front of the staff, insisting it didn’t happen, and then becomes emotionally unsettled during another moment where Sunny is giving her a pep talk before meeting investors.
As she leaves her two kids and enters the Texas facility, the filmmakers clearly have some empathy for their subject, but should they? The fact that Evans and Holmes let the production film her up until that moment, with little privacy, is remarkable. But there is much more at play as the couple clearly see this film as part of a larger campaign. Throughout the six weeks their lives have been chronicled, Evans and Holmes continually reference and make calls to draw up investors for a new tech startup. A similar biotech venture they insist will use pre-existing technology to test for diseases quickly and safely. A product that sounds very similar to Theranos, and if it sounds like a scam, well, Holmes may have fallen in love with an ideal scammer in Evans.
In fact, one of the most striking moments in the film – and trust, there are many – is a conversation between Holmes and Fielder over whether her Theranos blood testing machine ever actually worked. In a game of semantics, she insists the patent for a machine to test for numerous diseases was sound, but that, effectively, and she refuses to say it out loud, that particular machine didn’t work. It’s an almost insane justification for everything she’s done, which makes you question her mental state, or whether she is just spouting all of this for the cameras. Fielder is utterly perplexed by all of it, but Holmes heads off to prison, with Evans now living nearby in Austin, working on the new business and raising their two young kids.
The film continues two years later, and for a good chunk of the 270-minute running time, becomes a portrait of an increasingly unhinged Evans. “Everything” will do Holmes no favors. It will likely infuriate her victims, but Evans? He may have walked right into his own self-made character assassination. Assuming that’s even possible in 2026.
Oh, and there is also the arrival of a familiar face from Holmes’ orbit that the filmmakers have requested remains spoiler-free. This revelation is jaw-dropping and so wild it’s almost criminal not to respect their wishes. But, again, this is one of those cinematic experiences where if you go in with a somewhat clean slate, the payoff will more than live up to the hype.
Overall, Fielder and Oppenheim have crafted a remarkable and at times brilliant piece of filmmaking. Yes, the pair do utilize the non-fiction reenactments Fielder has used on previous projects, but they work seamlessly to help convey an increasingly tense narrative. That being said, are the filmmakers somewhat precious? A bit, yes. Is this runtime absolutely necessary? No, but the second half is so enthralling, the twists and turns so entertaining, the questions the movie asks are so fascinating, the hypocrisy they uncover so deranged, you’ll forgive their indulgences.
Despite Evans’ willingness to hog the spotlight, “Everything” still circles back to Holmes. It has to. She may be limited to two-minute phone calls that can’t be recorded without affecting her sentence. The prison may not allow the filmmakers to conduct a taped interview in person. And her correspondence may be monitored by both the authorities and Evans, but she still has the last word. Whether you believe it is the question. We’re not even sure Fielder and Oppenheim know what to believe. [A-/B+]
“You Can See Everything” will open in theaters this fall
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Editor-at-Large Gregory Ellwood is one of the entertainment industry's most respected journalists and critics. Based in Los Angeles, he's the only current awards expert who previously worked on Oscar campaigns at a major movie studio. Over the years, he has written for the LA Times, Variety, The Hollywood Reporter, and Vox, among others. He also co-founded the entertainment news site HitFix, which spawned a legion of influential Emmy and WGA Award-winning alumni.
