During this exclusive interview, Upload production designer Rachel O’Toole talks season 3 details including the cow design and intentional glitches.
Upload season 3 takes viewers to some new places, including inside Freeyond and at a farm with a unique looking cow. Production Designer Rachel O’Toole, who has been with the series since the beginning, discusses coming up with these looks, as well as more about Upload in this exclusive interview.
Rachel reveals the biggest challenges of the season, the use of intentional glitches, and working with Greg Daniels to create his vision. She also talks about what drew her to want to be involved with Upload in the first place and what she is most excited for fans to see in season 3.
Production Designer Rachel O’Toole Talks Upload Season 3
Tessa Smith: What was it about Upload that made you want to be a part of it?
Rachel O’Toole: Well, Greg Daniels obviously. I mean, huge fan of The Office, and Parks and Rec. I was trying to be super cool on my Zoom interview, which is always super awkward anyway, especially back then, just trying to be chill. Also I am very excited about shows that allow us to have the thought experiment of what is happening in the future. I’ve always wanted to see what happens in the future, but to be able to dream it yourself, and then make it as real as you can, is really, really exciting.
Tessa Smith: This season we get to see Freeyond. What was it like coming up with that design, because it feels like Minecraft?
Rachel O’Toole: Actually, I saw it recently to see how the end result is, because sometimes you just don’t know how the end result is going to be. As much as you might illustrate it. I thought it turned out beautifully. The reference from Greg was Minecraft-ish, but not. At first it was just sky and grass, but then like how do you build in this world? What do you do? So the idea was like, oh, it’s shapes, it’s building blocks that are like pixels so that they can move, but then you could actually take them and sculpt them like a sandcastle and turn it into another object. It’s like an evolved version of Minecraft, in a way that it’s not just stacking things. You could use this as material. It was just meant to be a happy paradise, but completely like homesteading. There’s nothing there yet. It’s all for you to to build your own world.
Tessa Smith: One thing I love about Lakeview is that it feels like the real world, but then you have things like angels popping in and out, and glitches happening. Can you talk about that?
Rachel O’Toole: Oh, the glitches are really scripted actually. Like Greg is very yes, they are glitches. They’re absolutely intentional. It’s all perfect, but it’s a little bit old man. It’s Ralph Lauren. It’s meant to be beautiful, but maybe it’s not where Nathan would have chosen to be. He got stuck there. So we try to make that as real world looking as possible, but it’s very much in the thought process of Greg and the writers to remind people that they are in a digital world and that’s their danger. They could be glitchy, it could break, or be decoded, or spied on, things like that. You could be cyber hacked. But their scripted and there’s a lot of talk about what does that look like? Is it a fractured thing? Is it a pixelated thing? Do you turn into gloop? Then, as always, budget when it comes to visual effects starts to drive the bus as well.
Tessa Smith: Can we talk about the cow in episode two? Because that was so crazy looking.
Rachel O’Toole: Yes, I would love to talk about that. So obviously the big extended cow with no limbs was in the script, and Greg’s reference was a queen termite. So this giant gelatinous body that kind of just pulsed and just kept squirting out, which is clean term. It has babies constantly, but with cow udders, so it’s bioengineered. It’s cut and paste cow. They’ve taken all the stuff that’s efficient, and just made it really really long. So we had to build, I think, 16 feet long by 12 feet high, the entire part of the cow that the actors would interact with. So everything that you see from here to the udders are made out of silicone. That was very challenging because silicone is a very tricky product. You can’t paint it. The color has to be dye baked into it beforehand, and it has to set. Obviously, the shape can be very inappropriate for TV. Everything the actors are in front of is real. The body is a hard shell, but the silicone parts are real and tangible. And there’s basically a syringe behind the udder that the cheese actually comes out. So all that is interactive. Then it gets cut and pasted. We filmed an element of a real cow head with VR goggles on it, or like light foam goggles, it was completely chill. They do this in real life already. It’s a real thing. They’re experimenting with VR goggles for cows for their mental health. So the cow is having a pastoral experience, but its body is being exploited. So it was a combination of special effects, visual effects, Art Department construction, and a real cow.
Tessa Smith: Was that the biggest challenge of the season?
Rachel O’Toole: Oh yes. It was. You just don’t know. Because of the schedule for TV you don’t really have like a ton of time to build a full prototype and then experiment with it. You can do it in pieces, but sometimes, you’re gonna sweat it until it’s done. Especially when you only have a section, you don’t have the full 100 feet of the cow. You have to make sure that you’re accommodating the space and the environment and working with visual effects to make sure on set all of these the concept, the drawing, even though it’s only in 2d, can come to life in 3d, and then be in 2d again on your television.
Tessa Smith: Were there any other challenges you had to deal with for Upload season 3?
Rachel O’Toole: Making TV is always very challenging because you’re trying to do your best and make it all look as realistic as possible. The products, like the head scanner and the hologram table, we want to make those look real and like real products that probably Apple would take 20 years developing, and you’ve got like five weeks. Technically those are challenging things to do in the art department. To deliver something that looks really nice, high end, beautiful, and well designed. Because Lakeview is an idyllic environment, this is technical grunt work kind of challenge. But when we’re outside, we prefer it not to be raining in Lakeview because raining is a choice online, but in the real world it’s not. So you struggle with going to locations where the greenery is not all robust, and the flowers are dying, and the lawn is long and, and you have to polish it all up, and then it rains and it turns muddy. But in order to get the contrast between the worlds, because the real world, like the co-living in Brooklyn and LA, they’re all meant to be much more painful to live in, and Lakeview is meant to be the salvation to all of this. So keeping that a pristine environment so that we can actually tell the story of both sides can be challenging.
Tessa Smith: What are you most excited for Upload fans to see this season?
Rachel O’Toole: Oh, I’m really excited for them to see the two Nathans. Aside from our work, I’m excited for them to see all of it come together. When I read the script, I was like, oh, there’s two Nathans and they both have girlfriends. This is the weirdest love triangle, non-triangle, that I’ve ever read. I thought that were so brilliant. And the way that the Nathans sort of become buds I think is cute as well.
Tessa Smith: They’re like brothers. It’s so cute.
Rachel O’Toole: They’re not rivals. This world doesn’t need more anger and hate.
Tessa Smith: Can you talk about the hand phone design? I imagine it was something that was in the script, or was it something you workshopped?
Rachel O’Toole: It was in the script that they always use handphones. From the pilot they were wearing a little device, like a Fitbit, which is the tech that would do this. But how that screen integrates with the hand, and what that looks like, that we had to workshop and try a few things. But eventually, that really sleek little curve following the silhouette of the hand came out of our graphic designer Jenny, working back and forth with Greg and us. That one was like, of course, that makes sense. It’s simple, and it’s clean, and elegant, and doesn’t look like we’re trying too hard. We’re not trying to make something flashy.
Tessa Smith: It feels like something that we would eventually have.
Rachel O’Toole: Funny. I’m always looking at stuff about the future, so it naturally comes up on my social media feeds now. But last night, I saw a video of a guy wearing what’s called the new AI button. It was in a fashion show and the models are walking around with this beautiful, tiny little techie thing, and he was showing how it works. It’s the beginning stages of a handphone, so it projected a text message, or a phone call was coming up, on his hand. It’s the beginning of what this is going to be for sure. I have no doubt about it, that 15 years in the future, we will have this.
Tessa Smith: Well congratulations on Upload season 3. I hope we get many more seasons.
Rachel O’Toole: Me too.
NEXT: Simulant Star Robbie Amell Talks New Sci-Fi Film
About Upload Season 3
Upload is a sci-fi comedy series from Emmy-winning writer Greg Daniels (The Office, Parks and Recreation, King of the Hill), set in a technologically advanced future where holographic phones, self-driving vehicles, AI assistance, and 3D food printers are the norm. And, forget about dying – instead, you’ll be “uploaded” to a virtual reality afterlife, and enjoy all the comforts of a world-class resort. Provided you can afford it.
In Upload Season Three, Nathan has been duplicated. While “download” Nathan is reuniting with Nora, a Horizen customer service rep realizes he is missing from Lakeview and restores a backup “upload” of him. Now more than ever, Nathan, Nora, Ingrid, Luke, Aleesha … and even A.I. Guy, struggle to find a balance in their careers, technology, and love between the real world and the virtual reality “after-life.”
Upload Season 3 comes to Prime Video October 20th.
Tessa Smith is a Rotten Tomatoes Tomatometer-approved Film and TV Critic. On Camera personality and TV / Film Critic with 10+ years of experience in video editing, writing, editing, moderating, and hosting.