News / 13 February 2023

Filmmaker Rhys Frake-Waterfield Talks WINNIE THE POOH: BLOOD AND HONEY

Rhys Frake-Waterfield‘s highly anticipated and ultra-violent WINNIE THE POOH: BLOOD AND HONEY opens in Australian Cinemas this Thursday 16th – Sunday 19th February (with Sneak Previews on Valentine’s Day February 14th) and Monster Fest’s Jarret Gahan caught up with Rhys for a chat about not only about the film itself but his passion of genre cinema and his approach to working within the horror genre.

Alongside WINNIE THE POOH: BLOOD AND HONEY, your other films credits are rooted in horror, sci-fi and fantasy. Has genre cinema always been a mainstay of your own personal viewing taste?

Yeah. Since I was younger, horror’s been the genre I’ve always gravitated towards the most. And I like absolutely love and whenever I go to the cinema, I’m basically exclusively watching horror. I was watching horror last night. I do it every single day. I’ve literally got a life size Chucky doll behind me somewhere that I bought recently.

Your friend to the end.

Yes [laughs]. It’s definitely what I love. Sci-Fi is also something I like. I’m a little bit of a geek, so I do look up space and all of that and I love watching documentaries on it and learning a bit about it. So I do dabble in that area, but there’s not many other genres I’m into. Like, I hate Romance, I hate it.

Kind of fitting then that WINNIE THE POOH: BLOOD AND HONEY will have advance screenings here in Australia & New Zealand on Valentine’s Day.

Exactly. I love that. I hope more horror films do that, as I’d love that personally.
Can you recall the film or films that ignited your love affair with genre cinema?

When I was younger, I remember two horror films, which really stood out. Both of them stand out because they terrified me. One of them was THE TEXAS CHAINSAW MASSACRE, it was the 2003 version though. I remember being so scared as a kid and I thought though completely illogical, that Leatherface was going to get on a plane from Texas in the States, fly over to the UK, come down my street, find my house, burst into my bedroom and I was going to get obliterated.

Well if  he flew out of Dallas, he might be able to get a direct flight. Though he would need get a new saw at the other end, on duty free perhaps.

Yes [laughs]. So that was one which is kind of like really deep-rooted, one of my favourites. And of course Chucky. I found Chucky really scary. Even though looking at him now, he’s more just fun but he actually has a really scary look to him. I remember that terrifying me as a kid and my mum had loads of these porcelain dolls all over the place and I remember having to go up the stairs and just seeing these little heads staring at me. I think I may have broken a few of them.

If you think back to the early-nineties, despite the odd wisecrack, Chucky was a menacing character. So far as CHILD’S PLAY 3 was used as the scapegoat to the horrific and tragic James Bulger case. Whereas now he’s so ingrained in pop-culture that he’s comical and beloved. It’s incredible what thirty-odd years and a never-ending franchise can do to something once feared.

What would you say has been a film or films that were key to influencing you to work within the genre? 

I think one of the main ones like would’ve been HALLOWEEN. I really liked HALLOWEEN and I’ve slowly kind of got introduced into this industry  from Scott Jeffrey. He was my co-producer on this film and initially I was in a completely separate industry. I always had this love of horror but doing another job and started to get really bored with that job. So I got slowly got more and more exposed to filmmaking, then eventually got to a point where I just quit my job, started doing it full-time and really embraced producing and then producing was almost like a masterclass in it. As when you are doing that, particularly on significantly lower budget films than what POOH was made on, you have to get so hands on in like every single aspect of it from the treatment and inception stage of an idea all the way through to delivery.

This ranges from being a sound recordist to clapper-loader to even scoring. I’ve done the sound mix on film even. Like I’ve had to just do everything on a film as almost always something goes wrong. One of the other jobs going wrong was directing too. So I’ve had to step in and ensure a death scene went well. I had this really broad overview of filmmaking and then it was my like, love of films like HALLOWEEN, particularly HALLOWEEN KILLS and I quite like Rob Zombie’s ones too. I know a lot of people don’t, but I like the brutal side to them. It kind of got me more and more tempted to give it a go, because you start to analyze it more and more, rather than just being a viewer and when you are actually looking at something from a directing perspective. You look at what made this scene work and what shot compositions have they used to make it work.

How long have they held onto a shot to build tension? And you start having all these questions. After doing that, like on a few different films, particularly the HALLOWEEN ones, I started to just analyze it. It started motivating me more and more, then I found the perfect concept to do and just went for it, I said this is my one [laughs], I’m not giving this to anyone else.
Now it’s common knowledge of how you were able to adapt AA Milne’s source material for your film with it entering the public domain but I had wondered what obstacles you faced in doing so, given the vast iconography and universe Disney has created of it over time? 

How I best describe my process is imagine from when that book was published that nothing else existed past it. All you can do is wipe your mind completely of what has been done by Disney or by anyone else, go and read that book and only elements in that book you are allowed to use and you are allowed to start extrapolating from and going off on tangents from that. As there are so many elements which you may not even realize have been kind of developed via Disney. For example the red shirt or even how he speaks like the tone of his voice, certain phrases like “oh bother“, other elements like Tigger, them playing Pooh sticks, all of that is still copyrighted and it’s like their IP and if you start to use any of that, that’s when you can get in serious trouble.

So I decided to make sure I completely ignored all of those elements and only look at what was there in the original source and then start going off on tangents. When I went off on these tangents and I had this other view of him, I thought this is perfect, this is how he’s going to look. I would then have to double-check because what I was concerned that I may have accidentally come up with an idea which they had used, as that’ll likely happen to people at some point where if you’re working off the same source material, a lot of people will come up with similar ideas from it. For example, if there was, I could have gone down the Chucky route with Winnie the Pooh, and then at the same time if someone else was doing it, they might too, in fact they might be doing it now, coming up with a Chucky version of Winnie the Pooh, then you’ve got two competing ideas one of them could get copyrighted in-front of the other.

So there’s this issue of like have you accidentally come up with something which is already protected via Disney? So I just had to do that double-check. One particular thing I remember was the mask I found, which I thought was perfect, was yellow. And then I remember having this like light bulb moment, I was like wait, was he actually yellow? Like, because the illustrations were in black and white in the book. So I had to quickly scour back through the pages and was thinking, have I accidentally used something that Disney have created but then it does say in the text, he’s called the “Little Yellow Bear“. And I was like Thank God [laughs]. So yeah, you have to be really careful with all of these elements.

And even though you can go down a route where you rely completely on parody laws, like THE GRINCH has done and what SOUTH PARK do to use the characters exactly as is. I didn’t really want to do that. Like my intention wasn’t to step as close to Disney as possible or tread on their toes , by just relying on parody laws to get out of it. I did want to create something which I thought was completely different and a unique interpretation of him, which would hopefully kind of excite people. There is no way if those two were standing next to one another that anyone would confuse one for the other, even if you didn’t know who or what they were.

The core idea of your film is almost what becomes of the neglected and abandoned. How did you land upon that concept?

Well abandonment is the central theme of the film and I remember likening it to a pet. I was kind of thinking, you know, we need a Pooh that is almost a pet to Christopher Robin. What if these creatures in the woods that he’s bringing food to, looking after, loving them, nurturing them and then he just left them. What would happen? And from there it was like well if their food’s dried up and they’re no longer being provided for, then it’s going to take them down a route where they need to become animals again and they need to become more animalistic and feral, kill other creatures to survive.

And that led me down an even darker route, what if there’s no other animals and no other food around? When it gets to winter, what would happen then? What if Eeyore gets eaten. I really liked this tangent. They need to survive and Eeyore is looking tasty [laughs]. So they eat him and then that creates this warped mentality. It’s changed them. I remember reading people who are forced into cannibalism, have this dramatic change in their mentality afterwards.

And I thought well that’s what has happened to these guys. Their minds are warped and changed, they don’t look at death the same way as they used to. Then who do they blame for that, they probably blame humanity and Christopher Robin in particular for it. Now that’s created this kind of hatred for everyone. So that’s why whenever they see humans now, they basically want to kill because they’ve just got this natural hatred of it, um, this instinctive hatred they’ve built up. And then with Christopher, I thought he’s the only one they’re kind of hesitant with particularly Pooh because I thought he’s going to be in this twisted state where at one point in his life he did love him and was nurtured by him. And then even though he knows he was left abandoned, he’s now conflicted. He’s got this side where he’s loved him and the other which hates him and they’re battling it every time he sees him.
The film features some very innovative kills, the car head-crush and subsequent eye-pop in particular, what was your process in developing these elaborate death scenes and was there anything you drew inspiration from?

Well there was the pool scene, there was inspiration from THE STRANGERS.


Yeah, yeah, I love that scene, I love the camera work and everything in that scene. I wanted to emulate some of that, I just didn’t have the budget. I didn’t want to just copy it, but the cinematic atmosphere of it and that struggle in the pool as you can’t move as much, I thought that’s happening. I came up with this detailed death scene, the character’s going to keep dodging him in the pool and it’s going to build up a lot of tension where he’s swinging for her and she’s ducking and just missing the hammer. Then when I got to the location, the pool was about a third of the size of what I had pictured. It was like a pool for hobbits. It just dramatically reduced everything and it has a massive impact on what you imagined for the blocking and look of what would happen in the scene. It was like a single lane pool. So I needed to twist the scene and much of it was improvised on the day of the shoot.

I thought, okay, it’d be cool if she basically has no way of dodging him now.  I wanted her to move around initially, but that can’t happen. So it needs to be that when she reaches the end of the single lane pool, she’s stuck. Then that’s where I really wanted it to go in slow motion and have an epic hit moment. So I initially inspired by THE STRANGERS but it became its own thing.

The other kills, to be honest, there wasn’t really much drawing inspiration from anywhere else. That car death scene you mentioned, I just thought it would be really weird and really strange. As I love horror, I’m always kind of brainstorming different ways of killing people, which sounds crazy, but like when when I see a location, it’s one of the first things I go to, someone’s getting killed and I’ll just look around me and I’ll just see what equipment I have around.

What’s available on our location and that can often lead to innovative ideas for me and deaths for the characters. The car death was pre-planned. I was like I know I’ve got a driveway, I’ve got a car. And I thought wouldn’t it be crazy if Winnie the Pooh because he’s a hybrid, he will know how to have some degree of like hand-eye coordination. So I was like, maybe he can drive and I thought that would create a really crazy death. It would also be a really fun wink at piglet being a hog and the character being hog tired. I tried to introduce those little elements where I could.

Another death, I did get inspiration from MISERY but unfortunately that fell apart. Often when you’re doing an independent production, issues arise and you get to a location, something’s different or something’s shut. And that happened for this particular death scene. I wanted the character to run into this barn and a hammer is thrown, the hammer was gonna smack the character’s ankle and break it, they fall on the floor and can only crawl away and then that can build a lot of tension. There’s a lot of sawdust around there so I was thinking it would be so amazing if the character were covered in blood and sawdust and they’re trying to like crawl away as Pooh’s behind them.

And then he’s like repeatedly stabbing them in the spine. It would have been quite brutal. But yeah we got to the location and realised we can’t do it. So I had to go into brainstorming mode. I just looked around me on site and I was started asking the owner, what’s that machine? What’s that machine? What’s that do? Then I saw one and said, what’s that? And he goes, it’s a woodchipper. And I was like, can I use it? And he was yeah. And I said can I move it? He was like yeah. And I was like I’ve got the death scene.

I was under a time constraint so that’s why all the blocking’s kind of around it. We got the prosthetic head made, we had the head getting caved in later added in the sound effects of her like gurgling and struggling to breathe as she gets put through this woodchipper. That was basically ended up being completely improved on the day. So we didn’t take inspiration from anything else directly with that scene.

Well you were very resourceful, inspired by both the environment and situation you were in. Also don’t give up on that dream of the aforementioned death scene with the sawdust floor, there’s a sequel in that, WINNIE THE POOH: BLOOD AND SAWDUST.

In terms of the major media frenzy the film received when the first stills for the film were released, were you surprised by the widespread attention?

Yeah, it was absolutely crazy. I always thought it was going be commercial and it would do well and I thought it would get a small theatrical run maybe in one or two territories. But then when this happened, I remember it was about 4:00 AM and I got woken up by Scott and he went have a look at your phone. I was in a bit of a daze and I remember sitting there and just like processing it for a second, being like oh my God, it’s everywhere. It’s gone completely viral. It’s in Variety, it’s on Twitter, with millions of views, all of these mainstream media just sharing it and it was just really surreal.

It was like storm for one or two days afterward as I didn’t really know how to process it. I’d never been in that kind of situation before. I started getting loads of interviewer requests. I was just accepting everything, doing as many interviews as I thought that’s the best thing for the film to do, to get as much exposure as we can because we don’t have loads of money for marketing. So we really tried to embrace that as much as we could. Then after about three days, when it got to like the weekend and they weren’t asking for interviews anymore, I remember sitting down and thinking, what the hell has just happened [laughs].

I’ll still look at some of the images and one in particular where I’ve got Natasha in the jacuzzi with Pooh and Piglet looming behind her and I look at that and I think firstly what the hell have I made and secondly why are so many people into it [laughs]. It’s been kind of a rollercoaster that we’ve been on, particularly when I hear people coming back to me on like Instagram and saying they enjoyed it and they’re really looking forward to the other ones.

It’s getting me more and more excited to make as much effort as I can into those. So when people go and see it in the cinema, please hit me up on Instagram and just tell me what your criticisms are, your feedback, what you liked and didn’t like. I’m just trying to take as much of it on board as I can, so that when I get to the point of fleshing out the story and the structure of number two, I can just make it as best as possible.

So you are planning to return to the Hundred Acre Wood down the track for a sequel?

Definitely. It’s already been successful enough in one territory to warrant it. So it’s going to happen now regardless. And to be honest, even if something does go wrong and it were to bomb everywhere else, for me I love the concept enough that I’m just going to do it anyway. If things go well, we may even have five to six times the budget of the first for the sequel. The more successful the film, the more budget we’ll have to work with and the cooler things I can do. My co-producer keeps saying to people, we’re going to have a hundred deaths in the movie now.

Go for the Guiness Book of Records for on-screen deaths I say, Blood and Sawdust all the way.

Yes [laughs], exactly!

So what’s next? I know that there’s talk of a Peter Pan film and also Bambi feature.

So the idea is to create a bit of like a retelling universe. As I love horror and I really want to see more strange weird concepts like this, which are just fun. We have BAMBI on our slate, that’s one which everyone is starting to gravitate towards as well. They’re like, that sounds crazy and sounds super fun. PETER PAN as well. It hasn’t got as much x-factor as the others, like this element which makes you go, that’s crazy. But I have a take on it which I think is very good. That’s one of the reasons which is motivating me to make sure that one gets made, as there’s something really cool to tell there and a very different interpretation from what you’ve seen in these other Peter Pan films to date. I want to see more and more of these type of films get made. I’m excited to see THE MEAN ONE and the FIVE NIGHTS AT FREDDY’S feature.

Absolutely. People have grown up with these characters and stories and so being able to subvert them to create something new is exciting, rather than retreading the same old tired rehashed or reboot of the far too familiar.

Exactly. There’s so many, like we love slasher and love horror films, but it does feel at points like the same things just getting done and done again over and over and things can be up to their 10th installment. I just wanna try and create new things. And some of them might not work, but some of them might work. And then if the ones which work then you know, there’s a whole new kind of franchise which can come out from it.

I’m with you, no more HALLOWEEN ENDS: A NEW BEGINNING.

Yes [laughs], not just another HALLOWEEN RESTARTS.

You can catch WINNIE THE POOH: BLOOD AND HONEY in Australian & New Zealand Cinemas from February 16-19.

Please note that cinema locations below with an * beside their name will be holding Valentine’s Day Advance Screenings on February 14.


Dendy Canberra
Hoyts Belconnen*
Hoyts Woden*
Limelight Tuggeranong*

Dendy Newtown
Event Burwood*
Event Campbelltown*
Event Castle Hill*
Event Cinemas Ed Square*
Event George Street Sydney*
Event Glendale*
Event Hurstville*
Event Liverpool*
Event Macquarie*
Event Miranda*
Event Top Ryde*
Event Tuggerah*
Hoyts Bankstown*
Hoyts Blacktown*
Hoyts Broadway*
Hoyts Charlestown
Hoyts Chatswood*
Hoyts Cronulla
Hoyts Eastgardens*
Hoyts Entertainment Quarter*
Hoyts Erina*
Hoyts Green Hills*
Hoyts Mandarin*
Hoyts Mt Druitt*
Hoyts Penrith*
Hoyts Tweed City*
Hoyts Warrawong*
Hoyts Warringah Mall*
Hoyts Wetherill Park*

Cineplex South Bank
Dendy Coorparoo
Dendy Southport
Event Chermside*
Event Coomera*
Event Indooroopilly*
Event Loganholme*
Event Mt Gravatt Garden City*
Event Myer Centre*
Event Pacific Fair*
Griffith City Cinema*
Hoyts Redcliffe*
Hoyts Stafford*
Hoyts Sunnybank*
Limelight Ipswich*
Limelight Morayfield*
New Farm Six Cinemas*

Event Marion*
Hoyts Arndale*
Hoyts Norwood*
Hoyts Salisbury*
Hoyts Tea Tree*
Wallis Mt Barker*
Wallis Noarlunga*
Wallis Mildura*

Village Cinemas Glenorchy*

Hoyts Broadmeadows*
Hoyts Chadstone*
Hoyts Docklands*
Hoyts Eastland*
Hoyts Forest Hill*
Hoyts Frankston*
Hoyts Greensborough*
Hoyts Highpoint*
Hoyts Melbourne Central*
Hoyts Northland*
Hoyts Victoria Gardens*
Hoyts Watergardens*
Lido Hawthorn*
Village Coburg Drive In*
Village Fountain Gate*
Village Jam Factory*
Village Knox*
Village M-City*
Village Southland*
Village Sunshine*
Village Werribee*

Event Innaloo*
Hoyts Carousel*
Hoyts Garden City*
Hoyts Karrinyup*
Hoyts Millennium*
Hoyts Southlands*


Hollywood Avondale (Auckland)
Event Queen St* (Auckland)
Metro Cinema* (Dunedin)

Visit Umbrella’s website for more details