I generally use my Leica MP for street photography.  It’s small and quiet with lenses that do a fabulous job.  But even so, it’s not the only camera in my stable and since street photography is about capturing moments on the street, I decided to try out my Fujifilm GF670.  Sure, it’s a folding medium format but it has a very quiet shutter . . .

The working process of most street photographers is stealth: capture the subject unawares.  If you are using a Leica with a 35mm lens, you have to get in close – unobtrusively – to capture that moment.  With its small size and quiet shutter, the camera doesn’t draw attention.  Only you the photographer can draw attention.  So for many of us, “shooting street” is a bit like hunting: approach the prey quietly, capture the moment, and then fade to black.

A Fujifilm GF670 is big.  And because it’s a folder, it doesn’t look like most cameras.  That means it draws attention to itself, which would seem to defeat the key strategy of street photography.  How can you be stealthy if your camera is getting attention?

My experience is that the size of the GF670 isn’t what gets people’s attention but the fact that it’s a folder.  I mean how many people see a camera with baffles?  And so what happens when I bring out the GF670 is this: people start asking questions: “What kind of camera is that?” “How old is that camera?” “Is it digital or film?”

And here’s a wonderful thing about human behavior: when people start asking questions, they have lowered the barrier to interaction and ultimately, being photographed.  Their curiosity piqued, people move from being silent citizens on the street to fellow humans interested in a novel object.  As the conversation flows and they learn more about this odd camera, they never fail to express surprise and sometimes wonder.  Then it is a simple and natural progression for me to ask this simple question of them, “Do you mind if I take your picture?”

Now we have turned the street photography strategy on its head: we’ve gone from stealth to obvious, from covert to overt, from hidden to declared.  And in the process we’ve engaged the subjects.

Street photography purists might object: “But, if the subject knows your photographing them, that’s not real street photography?”  To which I respond, “Really? Do you mean that you can’t capture an authentic human moment of a person on the street if they are engaged in a conversation with you?”

The Carytown Painters

We were walking down W. Cary Street in Richmond last weekend and I had my GF670 out ready for action.  From across the street I saw two men, easels unfolded, painting a scene at a local restaurant.  There was nothing stealth about their work to “capture the moment.”  So when the light turned green, I crossed the street, approached them, and asked what they were painting.  They smiled, pointed to two young ladies sipping a glass of wine, and said: “Them.”

I brought my camera into view and it caught their attention (naturally).  After a few comments about the camera I asked, “Hey, can I take your picture?”  I mean, I simply wanted to “draw with light” these two painters who were drawing with paint.  How could they say no?  They smiled and agreed.  Here they are:

Painters on Cary Street_Snapseed

As I frequently comment to others who ask how I get certain pictures, I tell them “get close!”  Don’t be bashful.  This image is taken with an 80mm f 3.5 lens on a medium format camera.  That’s roughly equivalent to a 50mm lens on a 35mm camera.  I was standing only a few feet away from them and they barely noticed.

Each painter took their time; there was no rush.  I moved in closer to capture one of them working the canvas:

Painter up close on Cary Street_Snapseed

Since I was shooting Ilford PanF Plus (ISO 50), I could shoot wide open (f3.5 on this camera-lens combo) so there’s some nice out of focus in the background.  Not as nice as my Summicrons but pleasing nonetheless.  I added some vignetting in post: too many lines across the street.

I mentioned earlier that the painters were working on a scene that included two young ladies.  Well, one of them noticed the extra attention these two gents were paying them and after paying their bill, one of the young ladies walked over to see their work.  She was flattered that she and her friend were the subject of the art work.  Here’s her reaction to the paintings:

Girl talking to painters_Snapseed

One of the things I like about this image is how the young lady is cradling her cell phone.  If there is a feature of first world life that is now a constant it is the presence of a cell phone or smart phone in our hands or pockets .  Over time I believe we’ll be able to date our images based on the model cell phone a subject is holding!

I should point out that she ignored me, not in a rude way but in a way that signaled that her real interest was the painters 😉  So I was able to capture this moment without any attention being paid to me.  You can tell I was shooting wide open and I added a vignette to help focus the viewer’s attention to the young lady and the painter.

What was amusing was this: when the painters disclosed that she and her friend were the subject of the paintings — and that their departure was a bit soon (for the painters), she offered to take her seat at the table again and continue eating and drinking . . . and posing.  The two painters were delighted and my curiosity was piqued: just who was this young lady’s companion?

I turned towards the restaurant’s outdoor eating area and looked for the young lady’s companion.  I didn’t have to look hard or long to find what had so captured the attention of the two painters.  Here she is:

Girl on Cary Street_Snapseed

She did her best to act like she didn’t see my camera . . . but she did and clearly enjoyed the attention 🙂  I stopped the lens down a bit for this exposure and added some vignette in post.

So there you have it: ten minutes of street photography with a medium format folder.  Small?  No.  Stealthy?  No.  But the GF670’s size and uniqueness can be virtues.


We were invited to meet some friends for a drink at the Roosevelt,  a bar and restaurant located in the Church Hill area of Richmond, VA, our new home town.  I grabbed my Leica MP, loaded with T-Max 400, and a couple of Summicron lenses.  Knowing that we’d be inside and it would likely be subdued lighting, I set my MP meter to ISO 800.  I can count on an additional stop of light without too much loss of shadow detail.  Of course, in my dreams I shoot with a Summiux :-), push the film one stop, and life is even better.  But that’s in my dreams.

We made our way to the bar and I sat down near the end where I could look across the bar into the faces of our fellow patrons.  To my left was a friend (whose photo I’ll show in another post) and next to him was an older gentleman . . . exceedingly friendly . . . shooting with a Nikon D90.  He was frustrated with the meter because he was shooting into a backlit scene and the subjects in the frames were consistently underexposed.  I showed him a different was to meter (expose on the body of the subject, hold down the AE lock button, reframe, and shoot) and all was fine.

But he was quite the character and after introducing myself, I said, “Hey Tony, can I take a couple of pics?”  Being a photog himself, he readily agreed.  So, I lifted the MP to my eye, framed, and looked at the meter . . . damn!  I’d be shooting wide open at 1/30th of a second.  I can do that but if the subject is moving (or animated like Tony), well the results can be “interesting.”

But what can you do?  You shoot with the camera you’re holding.  So, I fired away a few frames over the next thirty minutes.


In this first frame, you can get a sense of how animated Tony is.  Of course, that’s one of the things that makes him such a delight.  LOTS of character and expression.  The light was coming from my left (and Tony’s right) and fell across his face almost perfectly.  I’ve only adjusted these scans for contrast . . . no dodging or burning.  You can see the detail on the left (my right) side of Tony’s face.

But Tony was just getting going . . .


As he talked, he moved.  And when he moved he occasionally moved outside the plane of focus.  But because of the wonderful contrasting tones and the expression on his face, I’m still happy with the image.

Did I say Tony was expressive?


Remember, I’m trying to keep his face in focus but his hands are not only moving but they moved outside the plane of focus.  But IMHO, the motion blur and out of focus appearance of his hands only adds to the image . . . you can “feel” the animated discussion.

Tony has this marvelous way of tilting his head down and to the left.  He then glances over his glasses and concludes his statements with this question, “You see?”  I watched him do this several times and learned when he would conclude a sentence that way.  Why?  Because I was shooting at such a slow speed that I had to capture him at the “apex of the arc of movement,” that moment when he asked the question and then paused.  Here’s that moment:


After a while, I learned the cadence of Tony’s actions and could anticipate when I could capture him in focus and at a slow shutter speed. And when I did, it was a “sweet” image: sharp, contrasty, fully of human expression and character, with a sense of movement.


Who says you need a DSLR and a fill flash to capture these moments in a low-light situation? 🙂

The advent of digital photography has caused an explosion of photography of all kinds. I like to do things a little differently and put my own mark on the images I produce. When it comes to landscape photography, I have turned my hand to stitched film panoramas. It is a little more involved than pointing and shooting, but done well, it can produce stunning results.

(Click on image for larger view)

The technique I use is commonly done automatically in-camera by many modern digital cameras, but this provides little control and I love the look of film, so this write-up applies to the stitching of scanned film images. If all you have is a digital camera, then that will do.

Why Do It This Way

I like to use a 28mm rectilinear lens in portrait orientation. I use a prime lens, but most walk-about zoom lenses can be zoomed this wide. 28mm (or equivalent) gives approximately an X-Pan-like 1:3 aspect ratio when shot over a 180 degree horizontal arc, but with some significant pros and cons:


  • 21mm effective focal length (30mm is widest X-Pan lens)
  • Unlimited horizontal panning
  • Reduced vignetting
  • 1.33x more resolution
  • Potentially much cheaper equipment cost


  • Stitching errors possible
  • Photoshop doesn’t give a rectilinear image
  • Labour intensive and requires greater technical competence
  • Subject movement can cause problems

Whether you use film or digital, I recommend stitching in post processing, rather than letting the camera do the work. This is precise work and camera panoramas don’t cut the mustard. The picture below is from a FujiFilm X10 on a tripod.

(Click on the picture for a larger view)

Despite being executed with consummate care, it is filled with artefacts, such as blotches and stitching errors. Very few of my in-camera panoramas shot on any of my cameras turn out to be usable.

(Click on the picture for a larger view)

The one below is shot with a Nikon FM3A plus a Nikkor 28mm f/2.0 lens on FujiFilm Reala 100 film. The colours are deliberately muted because my lab uses a high contrast, vivid colour printer profile and they refuse to change it just for my prints. Please ignore that. The main difference is the errors are not present. Photoshop does a lot better than in-camera processing and provides for correction before the component layers are finally merged.

(Click on the picture for a larger view)


The beauty of this process is that relatively simple optical equipment can be used, as long as you have decent post-processing software. You don’t need to correct for perspective and shoot precise angular increments, as a full-darkroom process would require.

A longer or shorter lens can be used. I prefer the 28mm focal length because I want to create a wide panorama with significant vertical dimension. Longer lenses have less vertical dimension. Wider lenses have a greater vertical dimension, but can cause difficulties with distortion, vignette and softness. A 12mm lens will even capture the tripod in the image. In practice, the practical limit is about 21mm.

I always shoot on a tripod when I can. It can be done without, but using a tripod results in a less wasteful, taller image and allows slower exposures, so I can stop down for greater depth of field. Using a tripod also helps to keep the camera on the level throughout the panorama. If the camera is not kept level, areas of the top or bottom of the image will be missed and the image may have to be cropped, giving an image that is less tall. It is also important to level the tripod (and camera ideally the camera as well) before shooting using a spirit level. A pan-head tripod head is much better than a ball-head as I want to constrain all but horizontal swivel. Once I start, I am careful not to allow the tripod to be knocked!

I understand that technically speaking; on-camera flash and fixed position strobes could be used. I have not done so, but artfully done, this might make for a memorable image.


Theoretically, using a 28mm lens, you can shoot a 360 degree panorama in 8 shots, as the angle of view is 46 degrees, but film is cheap if you think rationally about it, so I over-shoot, expending up to one roll of film per 360 panorama. The main advantage is that I only use the central slice of each frame. Another advantage is if one frame is unusable due to camera shake, or subject movement, I can skip the frame. I sometimes, re-shoot a frame if I realise I have made a mistake.

It is technically possible to shoot multiple passes to capture a greater vertical dimension. Due to the distortion it causes, I rarely resort to doing so. If I need a little more, I reach for a wider lens.

I always pay attention to the depth of field. If a part of the image is too close or far to in focus, I adjust the focus and/or stop down for that segment (but make sure the exposure is kept constant by adjusting the shutter speed). With a wide lens, it’s usually only necessary when shooting in tight indoor spaces where the tripod is positioned off-centre in the room.

When shooting, it’s important not to allow the exposure to change. I use manual exposure mode and adjust exposures from image to image using reference points in each image. It’s not critical to take images at precisely spaced intervals of the same rotation, but the closer they are to a regular interval, the better. Sometimes I may take an extra shot where there is a vertical line in the picture to avoid aliasing problems later in stitching.

Once I have developed (and if necessary, exposure balanced) my images, I import them into Photoshop as an automated stitch panorama. If the intended print resolution requires less than the scan provides, I may reduce the image size of the entire photoset using a sharpening resampling algorithm.

(Click on the picture for a larger view)

I use the most automatic, perspective-correcting option for the stitched panorama. This produces a composite image in layers that are aligned but not square.

I then crop the image to a rectangle. If necessary, I do a little filling of peripheral gaps using the stamp tool and adjust layer overlap using the layer mask. This part of the process requires the most finesse.

(Click on the picture for a larger view)

The result is a beautiful wide panorama. There is some perspective distortion caused by perspective that could be partly corrected in Photoshop, but I leave that in. It’s only really noticeable in indoor images with pronounced horizontal elements such as long shelves. Vertical elements remain rectilinear.

Only at this point, do I do any global or local levels adjustment, if required.

Perspective Tweaking

Up till now, it’s all pretty straightforward, but you’re likely to encounter a few problems specific to panoramas so I should tell you how to fix them.

In the image below, I was unable to use a tripod, as I was forced to position the camera over a wall. The images therefore were not perfectly level. This resulted in a chunk missing from the image in the top right corner and a honking big patch of missing in the bottom left corner of the image. The appropriate repair techniques were different in both cases. For the top right corner, I patched in the missing sky using the stamp tool, because blue sky is relatively simple and uniform. In the bottom corner, there is textured concrete with a checked pattern and a metal barrier that would be hard to fix convincingly. I could have cropped the bottom out of the picture, but that would affect the final dimensions and I would lose the composition with the shoreline in the lower centre-right. I fixed this by sending the image to a layer and using Free Transform to drag the lower left hand side down. The absence of the horizon line and the wide perspective hid this nicely. You will notice that I also took the opportunity to clone out the wall and double image of the person walking down the steps at the left.

(Click on the picture for a larger view)

(Click on the picture for a larger view)

The image below was shot on a tripod and is much cleaner. However sometimes it’s hard to pre-visualise the scene and I had shot with far too much foreground in the picture.

(Click on the picture for a larger view)

Again, I considered cropping and decided against it for the same reason as the image above. Using the Transform tool, I was able to bring the centre of the image down and out of the shot.

(Click on the picture for a larger view)

Pay attention to the position of the sun. Wide lenses are prone to flare and it doesn’t help when you’ve got the lens in portrait orientation and the sun’s low in the sky. It’s sometimes difficult to notice in the finder. The image below is shot through with a fan of repeating lens flares and usable. You may like this as a kind of ‘lomo’ special effect, but it’s not what I’m looking for.

(Click on the picture for a larger view)


Although, for the purposes of the article, I have only provided images at resolution of 2,560 pixels on the longest side, my working files can be as large as 20,600 by 3,600 or about 70 mega-pixels. Such a long, high-resolution image is best viewed in print, rather than on a monitor.

I print the panorama in a commercial lab. 1×3 format is the cheapest and most commonly available panoramic format to print and still offers advantages over taking a single exposure with an X-Pan, but wider panoramas are the main application of this technique, so I often end up with an image that is 1×5.5 to 1×7, depending on the vertical crop. To avoid waste, I could print on larger 1×3 paper and save money by vertically stacking the image in two strips so I get two panoramas in one print.

However, I have been lucky to find a lab that will print to 8’x36’ and am working on finding a commercial bubble jet printer or banner printer that will print to the full resolution that my images will afford without interpolation. A 360 degree panorama shot on 35mm film and scanned at a modest 2000 dpi gives me a resolution sufficient for 36” x 200” banner printed at 300dpi. Shot on 120 format Kodak Ektar and scanned at 4800 dpi, I could theoretically go six times higher, but neither my computer nor my lab’s printer could handle an image that large and it would go beyond what the viewer’s eye could resolve and would be impractical to display. The point is, you’ll end up with more than enough resolution for any print you could reasonably care to produce.


These images display well flat, but they look fantastic with some curve in them. A 360 degree display is impractical, but I am working on a plywood and card-based 120 degree elliptical arc display that will exhibit a 3’ x 15’ picture.

Artistry and Aesthetics

Although this is a technical article, I mustn’t forget that photography is an art and not just an imaging exercise. I believe that there are few landscape images that would not be enhanced with a human element and I am keen to include people in the photograph. If people are to be included and if they are relatively close to the camera where distortion is greatest, they should be ideally photographed toward the centre of the frame of a segment photo. I am careful not to include them in the periphery, is it can confuse the software. There are ways to get around this, but they are too involved to discuss here. I also once shot a panorama where the model moved around the room and was seen interacting in different parts of the scene; injecting humour to the picture. Done by accident, this can be downright freaky. I am especially careful when reviewing the image before printing. The automated stitching process makes it easy to digitally cut someone off at the wrist, or give him or her three arms. Such a mistake may not be noticed on an inanimate object, but can ruin a print if it’s a person that is badly stitched.

Break the Rules!

Remember that being a composite of several images, you can incorporate component images of different focal lengths and shutter speeds. I like to maximise depth of field, because the viewer of a panorama has a tendency to look around the image, eyes wandering over the detail, but it need not be so. Pre-visualising the intended effect, the photographer can set out to apply many of the various techniques of photography, such as selective focus and even varying shutter speeds. It just has to hand together properly. At the same time, while I like to crop to a rectangle, it need not be done so. Nor is it an absolute requirement that the stitching be corrected for perspective; David Hockney’s memorable photo-collages are a case in point. The image does not have to be contiguous, nor printed on one sheet of paper and it does not have to be flat; it could be a wrap-around panorama, if printed large enough. In art, we can make the rules but shouldn’t be afraid to break them.

For follow-up help and more photography inspiration, follow me on twitter as ZDP189 and for an eclectic collection of my images, find me on tumblr as ZDP-189.   Author maintains copyright; all rights reserved.

Update 1  (12:00 pm EST, 26 August 2012) – I have been contacted by #believeinfilm’s Gordon Boddington and he has stated that he is not a part of the @SaveKodakFilm team, though he supports their efforts.  Gordon, I apologize for my error.

While @SaveKodakFilms has tweeted to me that my information about who is on the team is incorrect, with one exception, the identities of the team remain a secret.  The only person who has an identity that can be publicly verified is Nadia Duchemin.  Here’s Nadia’s LinkedIn profile.

In my experience, when an entity solicits funds, it is incumbent upon them to practice transparency regarding fundamental issues such as founders/executive team, sources and proposed use of funds, and accountability.  This is not just ethical; it is required by US law.


On 24 August, this new Twitter handle appeared on my Twitter stream.  And today, less than 48 hours later, 13,362 people are “following” @SaveKodakFilms.

There is one publicly verifiable person associated with this handle.  That person is Nadia Duchemin, “a general advisor at a Manhattan art gallery” and a passionate photographer who describes herself as a “French Canadian girl living in New Jersey and working in NYC.”  Nadia’s previous professional experience was working as a data entry operator in New Jersey.

As described on their page of the  Indiegogo.com website, their mission is to raise enough money to “save the Kodak film division” as a way of preserving the manufacturing and sale of Kodak still film products.  Their initial funding target is $150,000 but as Ms. Duchamin acknowledges on the indiegogo.com page, “We need money. I don’t know how much yet. I entered a number to get us started. We probably need a lot, but a small amount is better than nothing. What’s important is to start and get to work.”  Their belief is that by using what is now known as “crowd funding,” they can raise sufficient capital to rescue the film division.

One of my Twitter acquaintances is Dan K (@ZDP189).  Dan lives and works in Hong Kong and he tweeted me, “Mark, what do you think of @SaveKodakFilms?  Is it a scam?”  My response was “My read is that at this point @SaveKodakFilms are well intentioned but inexperienced and uninformed.”  He asked me for more information and I said, “I can’t say in 140 characters so stay tuned for a blog post.”  This is my response to Dan’s question.  I doubt he’ll mind if you read it too.

Since that brief exchange, the @SaveKodakFilm team has put up a blog site and provided some answers to the many questions they’ve been asked.  While helpful in articulating their goals and providing some answers to the many question, my opinion and conclusion is this: the @SaveKodakFilm team doesn’t have the requisite skills, experience, or resources to achieve their stated objectives.  And I don’t believe they will get even close.  But, I would love to be proven wrong.

Reality Check

Before you start angrily pelting me with boxes of film (and actually, that would be nice) and screaming “You don’t #believeinfilm!,” let me take you through what’s involved in achieving @SaveKodakFilm’s goals: “We want to buy what is related to films.  We also want to make sure Kodak films won’t end up in greedy hands with people who are going to ask 50$ for a roll of film or 200$ to get it developed. We want to keep the labs alive.”

Let’s begin with a little reality check here.  The entire reason Kodak has decided to shop for a buyer of their film division is because Kodak is running out of cash.  The ship is sinking.  It is leaking money like a sieve.  And they are starting to throw overboard (via asset sales) everything they can to maintain liquidity and solvency as a going concern so that they can follow through on their CEO’s vision and business plan.  So this entire exercise is about one thing and one thing only: money.  Cash.  Green stuff.  It is not about film, it is not about analog vs digital, it is not about good versus evil, it is not a threat of nuclear war.  It is an effort by a likely dying company to raise money.  That’s it.

Second, though I #believeinfilm, the film industry is in its sunset years.  Kodak’s own engineers recognized this in the late 1990s which is why a group of chemical scientists did the unimaginable: they filed and were awarded nearly 700 fundamental patents in the area of — dare I say it — digital photography.

Third, though I don’t know this for a fact, I will bet you my Leica MP that Kodak has retained investment banking advisors to shop the film division.  These guys from Wall Street are packaging that division, putting a nice orange and yellow bow around it, and they are dialing for dollars.  Their hit list includes Fujifilm, Ilford, Efke, and anyone else in the film industry.  They have a second list that includes private equity funds, hedge funds, sovereign investment funds, high net worth investors,turnaround specialists, and anyone else that has a pulse and a big pile of cash.  And guess what?  This may shock you I know but none of these players is going to tweet, blog, publicly opine, or utter a single word to anyone who doesn’t have an absolute need to know what is going on.  The bankers will have a “war room” in midtown Manhattan and at corporate headquarters in Rochester.  They will coordinate every move with the bankruptcy trustee and their legal staff.  And as the saying goes, they are going to “put lipstick on that pig” and sell it to the highest bidder they can find.

The “Cliff Notes” version of “Mergers, Acquisitions, and Divestitures for Dummies”

So, @SaveKodakFilms, you want to get in the game?  You want to save the Kodak films division from those greedy bastards you fear are waiting in the wings?  Well, I’ve looked at your backgrounds, resumes, and read your blog post.  I think you would probably (though privately) welcome some guidance.  What follows is a playbook.  Think of it as a checklist for achieving your goals.

Job One: Due Diligence

Before you, me, or anyone would spend a nickel on anything for sale, we want to check it out.  At least two of you are photographers.  You’d never buy a camera sight unseen, particularly not one that might cost millions of dollars.  So, you’re going to need to “look under the covers.”  In the finance industry this is called due diligence.  Doing this in this case will require the following people:

  1. A securities attorney familiar with bankruptcy law
  2. A contracts attorney familiar with commercial law
  3. A labor relations attorney familiar with union agreements and labor law
  4. An intellectual property attorney familiar with copyright and patent law
  5. An EPA regulations attorney familiar with hazardous material regulations in the US and worldwide
  6. An experienced manufacturing consultant who understands the details of high volume product manufacturing
  7. An experienced film chemist with a thorough understanding of the theory and practice of film manufacturing
  8. An expert in high volume product distribution
  9. A business consultant with a deep understanding of global product sales, marketing, and product support
  10. A team of financial analysts to process all of the internal revenue and cost data

And what will this cost?  Well, the going rate for a good securities attorney in mid-town Manhattan in 1999 was $500 per hour (that’s the last time I had to hire one).  And remember, this is a transaction that will take place in the state of New York so you have to hire attorneys licensed to practice before the New York state bar.  IF you could get this due diligence done in one calendar month with a full time level of effort of a team of 15 people, the price would be $1.3 million.  (Calculation: 15 people working 172 hours in one month at the rate of $500 per hour).  But let’s assume that the entire team of due diligence experts #believeinfilm and would offer you a discount.  Let’s bring the price down to $1 million.  That would be one hell of a bargain.

But there’s one more thing: Kodak doesn’t have to answer your call for one simple reason.  If they don’t believe you have the financial capacity to execute a multi-million dollar transaction, they will simply say: “Sorry.  Not interested.”  So before you can even get in the door, you have to have money.  Lots of it.  As in millions of dollars of cash.  So how do you get that?

Job Two: Business Plan and Executive Management Team

Let’s deal with your crowd funding strategy first and quickly: it won’t work for two reasons.  First, even though Congress just passed legislation that allows a certain level of crowd funding, the maximum amount of money you can raise is $1 million.  That’s it.  But let’s say that each of your 13,000 followers wrote you a check for $76 and you got your $1 million.  Cool.  Here’s the second problem: you’d never raise another dollar from any institutional investor because they hate, as in loathe, despise, spit-on-the-ground-in-disgust-hate small investors.  Why?  Because small investors complicate corporate governance, shareholder meetings, and corporate management.  Especially in a transaction like this.  The very last thing they want is 13,000 small shareholders who #beleiveinfilm.  They only want a few really deep pocketed institutional investors who #believeinmoney.

Now, you could transform @SaveKodakFilm into a 501c3 non-profit corporation and simply solicit donations.  As a non-profit, you are not raising money for an investment; you are soliciting donations for a charity.  And if you follow the US tax code, you can probably pull it off.  But you’d still be in a corner because the big money you need to actually buy the film division is motivated only by profit.  So while you could donate your due diligence work product, that would be as far as you get.  At that point, the recipient of the due diligence would say “thank you very much,” determine whether to do a deal or not, and move on.  You might be able to finagle some sort of “donation” for the work but you couldn’t profit from it nor could you return the donations.

Crowd funding?  Not on this deal.  Dead on arrival.

That means you have to do it the old fashioned way: you have to raise the money from big dollar sources and you need two things to do that: first, you need a business plan and second you need a seasoned, experienced executive management team.  Now I know you #beleiveinfilm and I #beleiveinfilm.  But the investors you need #believeinmoney and here’s the first objection you’ll encounter: why in heaven’s name should we buy a dying business from Kodak?  Because you like Tri-X’s grain?  Because the dynamic range of T-Max approaches that of human vision?  Because shooting analog is hip?  Those are not full credit answers.

Let’s travel back in time to 1915 and visit Detroit, Michigan.  Henry Ford has introduced the Model-T automobile, worked out the manufacturing problems, and is producing a reliable form of transportation that doesn’t require an animal.  His cars are loud, smelly, and cantankerous.  But they are selling like crazy.  In Detroit there is another manufacturer who makes horse drawn buggies.  They are works of art: gorgeous bodies, beautiful leather trim, optional silver handles, and a suspension to die for.  And, these buggies are drawn through the streets of Detroit behind the most beautiful steeds imaginable.  Watching a horse drawn buggy is pure eye candy.  And the photographers who take pictures of them . . . well, their photos are called “buggy porn.”

But this buggy manufacturer has discovered that the sale of Model T’s has really impacted his buggy sales.  So, he decides to sell his buggy division.  He needs the cash because he has another division that manufacturers steam engines; that’s his survival business plan.

A group of buggy owners hears his announcement and is in deep despair: no more buggies.  So, they form a group and begin putting up signs all over town that say #believeinbuggies.  Then they form a coalition called @SaveBuggies.  And they approach citizens in the town with a plan: let’s raise enough money to purchase the buggy plant so we can still buy buggies.

I think you get my point.  If you frame your investment proposition as one that is based on saving film, you won’t raise the needed funds.  You will have to reframe the investment opportunity so that saving the film division is a second order effect of the transaction.  I think I know how to do that but explaining that strategy is best done to a different audience.

After you’ve figured out a business plan and model that will work, you then need to identify a team of seasoned executives that can run the division.  You may get lucky: the current managers may want to go with the new venture and that might satisfy the criteria of the investors.  But they may not.  Or, your investors may demand “their guys” be in charge.  However you get there, you’ll need deep bench strength on the management team.  And with all due respect, that’s not the team of @SaveKodakFilm.

But with a credible business plan and a seasoned executive team, now you are ready for the fun part: raise the investment capital.  How much?  My back of the envelope assessment says the total sum will be north of $30 million.  Maybe a lot more.  It will be a blend of equity and debit.  It’s complicated because of the bankruptcy, the trailing labor issues (retirement benefits), the likely need to move the manufacturing plant, the environmental impact issues, Kodak’s rapidly worsening cash shortfall, and the brand licensing issues.  And while the first set of complications are just those that readily come to my mind, the last one is the big one: you won’t raise a nickel if you can’t be confident that you can license the use of Kodak’s brand.  Saving the film division only to market it under a new brand is extraordinarily risky.  But what’s Kodak’s brand worth?  Well, a year ago one analyst placed its value at $1 billion. Nuts you say?  Ok, make them an offer.  But I guarantee that licensing that brand will likely cost a whole lot more than a few million dollars.

Job Three: Successfully Negotiate with Kodak

So, you’ve got a commitment from a deep pocketed investor (probably a group of institutional investors), a rock solid business plan, a seasoned executive team and you’re ready to rumble.  But remember: it’s likely not just your team and Kodak.  It’s your team, other investment teams, and Kodak.  And if Kodak’s advisors on this transaction are smarter than the patent team that advised them (and that is not a high bar to cross), then get ready for some fun.

Bear this in mind: Kodak’s CFO has one imperative: get as much cash as fast as possible from the sale of that division.  His team of advisors are going to be ready to deal with every objection I’ve listed (and a whole lot of others that each due diligence team will uncover).  But his perfect deal is all cash.  He probably won’t get that but he’ll sure as hell try.

Your investors are going to want to pay as little cash as possible.  They’ll want Kodak to “tote the note” for a while, accept huge liabilities such as current payables to raw materials suppliers, make a nearly endless list of representations and warrantees regarding intellectual property, hold harmless clauses on outstanding litigation, provide all kinds of legal safety nets in terms of environmental hazards, retirement benefits, and a zillion other contingencies that are floating around.  And so this hugely popular and noble effort to @SaveKodakFilm will actually involve a mind-bendingly complex negotiation that itself will cost a small fortune.  And, even after all the negotiations, you may still not reach an agreement!  You might lose to another investment team.

Or, you can just wait . . . 

A number of analysts on Wall Street don’t think Kodak’s going to make it.  If you’ve ever piloted an aircraft there are at least two conditions you want to avoid: you never want to run out of airspeed and altitude.  And you want to avoid a “flat spin.”  I think Kodak is running out of airspeed and altitude and maybe be getting ready to enter a flat spin.  The end state of both of these aeronautical crises is very ugly.  Depending on the altitude of the aircraft and the velocity of impact, all that’s left are pieces on the ground.

If Kodak runs out of cash, the bankruptcy trustee will seize control of the assets and put them on the auction block.  The proceeds will go to the secured creditors first.  That’s when the bottom feeders arrive.  The financial vultures will perch on the buildings in Rochester and feed on the carcass that once was Kodak.

And the film division?  Pennies on the dollar.

But even if you had the money to buy it for pennies on the dollar, you still have all of the trailing liabilities, you still have to run the manufacturing operation, and you still need working capital to keep the business going.  It’s not pretty but my beloved T-Max would still roll off the assembly line — somewhere in some city on this planet.

So what do I know?

One of the limitations to social media is the lack of transparency about who people really are.  Some people prefer to remain anonymous while others adopt multiple identities so that they can compartmentalize their lives.  This is not evil or wrong.  But it is a limitation.  It’s one of the reasons I don’t refer to the people I interact with in the world of social media as “friends.”  If I don’t know them in real life then I don’t really know them.

To the world of Flickr, I’m “LeicaMark.”  On my photographic Twitter feed I’m “goodeviriginian”  If you follow me on my photo Twitter feed, you know that I have a preference for Kodak’s T-Max film, that I shoot principally with a Leica MP, that I develop my film myself, scan it myself, and post it on Flickr.  If you study my images closely, you’ll learn that I am part of a loving community of people whose portraits I enjoy taking, that I enjoy shooting complex architectural structures, and that when I capture an image, it often “means” something more than the patterns on the negative might indicate.  In fact, I think images are often symbolic and point to larger truths.  But that’s another post topic . . .

I’ve never earned a nickel as a photographer.  I am not a professional photographer.  My son is and he’s quite good. (Just as I have a preference for the Kodak brand and I have a preference for my children.  Bias acknowledged.)  But I have huge admiration for anyone that can make an honest living producing “family safe” images for a living.  My hat is off to you.  It is hard and it’s gotten a lot harder since digital capture technology showed up.

The way I’ve earned a living for nearly thirty five years is being a technologist, entrepreneur, and management consultant.  In my career I have raised $80M in equity and debt, founded and grown three companies, and advised senior executives in business and government.  The professional achievement I’m most proud of is a company you’ve probably never heard of: MobileStar Networks.  My partner and I founded the company, formed the executive management team, raised nearly $60M in equity and debt, and created the industry you know today as “public WiFi.”  If you believe some Internet lore, I am credited with inventing the term “hotspot” as it applies to public access network locations.  I honestly don’t remember 🙂  I led the team that closed the first contracts with Starbucks, American Airlines, and Hilton Hotels to deploy WiFi infrastructure in their coffee shops, in American Airline’s terminals and Admiral’s Clubs, and in Hilton’s high properties.  I sealed each contract with a personal meeting and a handshake: with Howard Shultz, the founder of Starbucks, with Donald Carty, then CEO of American Airlines, and with Dieter Huckstein, the President of Hilton Hotels.  MobileStar was then sold to Deutsche Telecom and today operates as T-Mobile Hotspot.  So, the next time you connect to a public WiFi hotspot, you can say, “I know who made this possible.”

But that experience was grueling and far from simple.  It took over four years to raise the money in multiple rounds.  My financing sources came from Dallas (where we were based), NYC (midtown Manhattan private equity) and San Jose (Sandhill Road venture capitalists).  I estimate that I briefed (presented) our business case to 400+ separate funding sources.  The vast majority said “no”, “hell no,” “you’ve got to be kidding me,” and my favorite line of all from a then know-it-all Wall Street analyst, “No one will ever need that kind of bandwidth!”  I learned how to write a business plan, present it persuasively, hire an executive team, sell a still nascent technology as the basis for an untested value proposition, successfully negotiate complex business and securities agreements, work within the SEC guidelines regarding private equity transactions, and deal with multiple competing stakeholders ranging from customers, to employees, to business partners, to shareholders, and to the media.  My life was filled with attorneys, investment bankers, private equity managers, analysts, and venture capitalists.

Sometimes life is really good to you and one of the best things that ever happened to me was meeting my wife Pam.  Not only does she have a heart as big as the sky and looks that will set you back a few feet, she is smarter than any woman I’ve ever met.  Wicked smart.  Crazy smart.  You are now thinking: another bias.  I got it.  No, this time I’m being objective.  A bit about her career: she earned a double degree from Northwestern University (economics and materials science) and paid her way through school modeling for the Ford Agency in NYC.  For those of you old enough to remember, she was one of the “Velvet Girls” in the Canadian Whiskey campaigns.  After she graduated from Northwestern, she landed a job at Young and Rubicam (Y&R) and “on the side” earned her masters in business administration from Harvard.  One of her accounts at Y&R was Kodak where her team created the now memorable print and TV ads about “capturing the moments in your life.”

When a colleague  of hers at Y&R accepted a job in the Reagan Administration, Pam was invited to join the White House as a special assistant to the Chief of Staff, James Baker.  She worked for Baker for six years as he moved from Chief of Staff, to Secretary of the Treasury, and then to Secretary of State.  Pam advised the White House speechwriters on Reagan’s speeches, was a key member of the “Morning in America” media team, coached the Gipper himself on how to deliver key lines, helped the press corps manage some communications crises, and is the only person I’ve ever met who was sung “Happy Birthday” to by the President of the United States and close staff members while sitting in the President’s chair at his desk on Air Force One as it flew across the country.  And how many people do you know have a letter of recommendation from the President of the United States?  Pam does.

But there’s more to her story.  She left the White House and took a job doing mergers and acquisition work for the senior executives at Bell Atlantic (now Verizon).  As her mother commented at the time, “Finally, my daughter has a real job!” <roll eyes>  While at Bell Atlantic she did the analysis and wrote the business plan for Bell Atlantic to enter a new market: cell phone communications.  She presented the business plan to the Board of Directors and they agreed to enter that market.  If you use a Verizon cell phone today, well, now you know who wrote the business case and “made the sale.”

Pam left Bell Atlantic, moved to Dallas, and worked for one of the world’s largest advertising agencies (Hakuhodo) and then several high technology companies.  While at Cisco, she was a part of the deal team that reviewed every proposal made to Cisco regarding an acquisition or investment.  She reported to the SVP of M&A and had frequent meetings with John Chambers who is still Cisco’s CEO.  While at Ericsson, she advised the CEO of that global firm on M&A transactions and strategic investments.  You may recall that Ericsson and Sony used to jointly manufacture cell phones.  They don’t anymore.  While Sony uses Ericsson’s name under license, Ericsson doesn’t manufacture cell phones.  You know why?  Pam did the analysis and found that given the rapid commoditization of the handset business and Ericsson’s business model and profit margin targets, they needed to exit the market.  So, she advised the CEO to “divest itself of the handset division” and he followed through.  Even after she left the company, he contacted her to say “thank you.  That was a really good piece of advice.”  Smart.  Wicked Smart. Crazy Smart.

Every once in a while I look at her and say, “You know.  I married a female Forrest Gump.  Your life has been amazing.”

If Pam and I were attending a financial conference, they’d take one look at me and say “he’s on the sell side” and one (or more) looks at her and say “she’s on the buy side.”  I try to persuade people to do something new (sell) and she’s always been a part of the team that says: “Not good enough.  Or no.  Or you haven’t done your homework.  Or here’s what’s wrong with your proposal.” 🙂  That’s the way the world of finance works.  It’s all about selling and buying.

So, in the past year after we’ve opened a bottle of wine for dinner and the conversation veered towards the latest news about Kodak, it’s always a lively discussion.  We shoot film on the weekends.  And when we do, Pam’s is often my subject.  She’s my “photographic muse.” Pam’s a T-Max shooter like me (and uses her Leica M6).  But I’m the “family developer and film scanner.”  And like me, she loves to shoot film and loves the look of film.  But when the conversation turns to Kodak, it’s all business.  The sentimentality ends and her sharp business mind engages.  Whether its a comment on Kodak’s latest SEC filings, her analysis of a press announcement, her views on how Kodak is handling both the traditional and social media, or her opinions about their future strategic challenges and choices, we engage in a discussion as two seasoned business professionals, each with a unique perspective, our own set of experiences, and our views of Kodak’s problems.  And what I’ve just shared with you is a short summary of about 30 minutes of one of those conversations — sans wine 🙂

So what about @SaveKodakFilm?

I won’t be investing in @SaveKodakFilm.  But I wish them well.

For me, I’m taking my money and buying Kodak film.  Boxes of it.  I’m putting it in my freezer.  I hope the panic most film shooters feel now will spike the sales of film to a degree that not only will Kodak’s CFO get some much needed cash but that it will become a proof point in the business models of prospective investors that there really is a market for film.  Maybe a small one.  Certainly a niche.  But it’s there and it’s real.

You want to save the film division?  Buy the hell out of their product. Generate so much demand that they have to add another shift.  Buy so much that on-line stores like B&H say “Out of stock.  Waiting for delivery.”

From a business perspective, the most valuable thing individual film shooters can do who #believeinfilm is #buyfilm.

So, Dan K (@ZDP189) – that’s my answer to your question.

And if you’re an investment banker, hedge fund manager, private equity investor, or venture capitalist who wants to get in the game: reach out to Pam or myself.  This deal could be great fun and you could make a whole lot of money.

Today’s announcement by Kodak that they have a plan to emerge from bankruptcy has frightened a lot of film shooters because buried in the announcement is the fact that Kodak’s management team plans to sell off its still camera film assets.  There’s a lot I don’t know about the company’s precise financial situation.  However, a close look at Kodak’s public SEC filings is educational.  That and paying attention to some sharp analysts has helped me see the picture more clearly (pun intended).  And for that reason, I’m not convinced that the end is near for Kodak film.  Not yet anyway.
Let me explain my reasoning.  In my view, in the past dozen years, Kodak’s senior management team made two key decisions.  One of them turned out to be a huge mistake.  The other?  The jury is still out.  Let’s look at each decision.
The first decision was to be a follower in the digital capture market.  As I pointed out to a friend recently, the very fact that Kodak HAS a patent portfolio relating to digital imaging and capture is amazing.  It is a testimony to the bright Kodak engineers in the 1990s who saw the “end of chemistry” as a the medium of capture.  The US patent office awards patents based on date of invention and the fact that Kodak has 700 fundamental digital imaging patents that pre-date most of the work of other companies (Nikon, Canon, Apple, etc.) speaks to the forward thinking of its scientists.  But tragically, like Xerox in the late 70’s, Kodak’s management team “fumbled the future.”  Though it had the innovation pole position in the new marketplace race, Kodak continued to milk its film cash cow until it was too late.  And when it did enter the digital capture market, its brand equity did not transfer.  When people think digital, they think “Nikon or Canon.”  They simple don’t think “Kodak.”
The second big decision was made by the current CEO who concluded that Kodak’s future rested in being the manufacturer of low cost consumer printers.  He decided to take on HP.  If the consumer inkjet market was nascent when Kodak entered, that would have been a potentially smart move.  But by the time his team decided to enter the market, the fundamental shakeout in the market had already occurred.  The market leader had been defined (HP) and the business model solidified.  So the Kodak CEO raided HP’s management team thinking, I’m sure, “I’ll bet we can still out innovate them.”  (If you think I’m exaggerating here, go read the bios of the executives in charge of Kodak.  It’s like a Hewlett Packard Alumni Party, only in Rochester, NY.)
But that strategy had, IMHO, two flaws.  The first is that inkjet printing is an office function and HP quite cleverly leveraged in the 1990s its presence in the business environment into the exploding home and small office environment.  Kodak had a presence in high end printing in the niche business graphics printer market but had no presence in the low end small business or home market.  Kodak simply could not bridge from a niche to a general purpose office market.
The second flaw was trying to leverage the brand name of Kodak in inkjet printing in a digital era.  As much as I love film, the rest of the world wants to “shoot and post” NOT shoot, develop, and print.  Every month, over 80 billion digital images are uploaded to Facebook, 80% of which feature a person/human as the subject.  Who prints any more?  So, in my view, entering the consumer inkjet market with a vision of getting people to print pictures (“hey, we’re Kodak and we’ve got a great printer!”) was as they say down South “shooting behind the duck.”  Way behind the duck.
So, what now?
Kodak’s brand equity (good will) has a book value north of $200M.  But almost any analyst will tell you that the good will is tied to people’s experiences with Kodak film and not Kodak’s printers or other businesses.  My wife worked on the Kodak account for Young and Rubicam and helped create some of the “Kodak moment” ads (print and TV) that ran in the late 70s and early 80s.  When you say “Kodak” to her, that’s what she thinks because in part, she helped shape that message.  But I don’t think her perception is biased. I’ll bet her view of the company’s brand represents what most people still feel and think of to this day.
Ilford, Fujifilm, Efke, Foma, and others manufacture and sell film.  And I’ve shot some of their products . . . they’re not bad but they’re not Kodak (IMHO – not trying to start a brand war here; just stating an opinion).  However, if Kodak tries to sell its still film operations (plants, distribution, etc.) WITHOUT licensing the use of the Kodak brand name, they probably won’t find a buyer.  My belief is that any buyer of the film group will want use of the brand name.  It’s also important to consider the cost of capital.  There’s a lot of private equity out there but no one wants to build a film plant from the ground up (except for maybe the Chinese and I kind of doubt they’d do that).  So, the buyer will want to purchase the capital equipment: plants, equipment, etc..  And s/he’ll need people to run the place, a marketing department to drive up revenue, and sales channels to distribute the product.
It’s always possible that no buyer will show up.  But the current executive management team is in quite a pickle.  They overstated the imputed value of their IP (patent) portfolio, borrowed $950M against that overstated value to bridge the company operations until the patents were sold, and are now playing “hide the ball” with a pep talk announcement of their emergence from bankruptcy.  Know what I think?  I think the bankers who “tote the note” (Citigroup) said, “Time’s up.  Start selling your assets and pay us back.”
Kodak management needs to show that they can manage the company out of the box they have put it in — or lose their jobs.  So, I suspect that they’ll be highly motivated to come up with a creative set of solutions for a potential buyer and demonstrate some real “deal flexibility” as well.
All of this is to say that I don’t think the fat lady has sung yet.  There’s still lots of twists and turns this story can take.
So, I’m not jumping out of a window nor am I buying another freezer for Kodak film.  I’m going to watch this story with great interest, not just because I love the products, but because as the Chinese ideogram for “crisis” means, this really is an intersection of both danger and opportunity.  And the final picture hasn’t come into focus, not just yet.