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Learning to Lead with Empathy: Max Borenstein on Worth

Sara Colangelo’s “Worth” tells the heartrending and uplifting story behind the September 11th Victim Compensation Fund, which was allocated by the likes of mediator Kenneth Feinberg (Michael Keaton) and the head of his firm Camille Biros (Amy Ryan). Their firm was mandated by law to figure out how much each family or loved one should be paid for financial support, which included navigating ugly issues of class discrepancy, while listening to harrowing testimonies from people who lost their loved ones. Based on Feinberg’s own book about the experience, the drama charts an empathetic journey of learning to see people less for dollar signs than their own experiences, ignited by one outspoken widower who initially leads a protest against the fund, Charles Wolf (Stanley Tucci). 

Adapted from a book by Feinberg, “Worth” is a script by Max Borenstein that dates back to 2008, when it was put on the Hollywood Black List. Since then, Borenstein has grown an impressive resume as a writer and showrunner, having worked on each of the films in the Godzilla and King Kong Monsterverse franchise, while helping create shows like AMC's “The Terror” and the upcoming untitled HBO project about the 1980s Los Angeles Lakers. 

Borenstein spoke to about the challenges in adapting this story with no easy villains and heroes, how films from the Monsterverse help us grapple with 9/11, and more. 

What were some rules you set for yourself when adapting this story? 

Our rule was to be faith to the capital-t Truth of the story, and to be respectful and sensitive to the facts with the people involved. Sometimes, to do those things, it means compositing characters so as to not be exploitive of people, and that was how we made our choices. The members of the team can be composited, and Ken and Camille Biros are real people. But underneath them there was a staff of dozens, and in order to efficiently tell the story we wouldn’t have time to invest in dozens of characters, so we made a few composite characters are prominent. With the families, we were oftentimes using people who were carefully adapted, and adjusted stories from people. But we wanted to be sensitive to not exploit true stories in a way that would be too close to home for people who had gone through this kind of trauma. 

When you saw “we,” are you talking about as the film was being made? 

Partly, the royal we usually. The script was written for the first time in 2007, 2008, and Sean Sorensen had brought me the book and remained a producer on the film. But basically it was years passed and it was just more or less that it nearly got made and one thing led to another. And then when I partnered up with this other team of crack producers and we got Michael Keaton involved, and Sara Colangelo, we were in discussion. 

What did you learn about Hollywood after "Worth" got on the Black List? 

I had been a working screenwriter for a year, a year and a half, with another script I had written that was also a drama. It got me work doing rewrites for thrillers and action pieces and whatnot, and for a while I was doing that, I kind of was aware to some extent how the business was working. But I was mainly aware of, that while I was happy to be getting paid to write them, they weren’t especially fulfilling or exciting or interesting in the way that I wanted to be writing things that I cared about. So when the story came along and was brought to my attention, I first read it during the Writers Strike of 2008, and I was really looking for something I could invest in and sink my teeth into, and the best ways to do that was something I wasn’t going to get paid for, that I was going to be writing on spec. So this was kind of the perfect thing for me, and it’s not a movie that ever felt like, “Oh, this is an obvious, easy movie to get made.” So, it was kind of a perfect thing that requires that sort of passion and willingness to dive in, speculatively. 

Did you have any nightmares or bad dreams in this process of immersing yourself of this story? 

I don’t know of any nightmares or bad dreams, but it was an incredibly haunting thing to be immersed in. And when I was getting into it, all of these people’s stories, there’s a whole New York Times book that has obits from the victims, and I read through all of that and got more and more immersed. It certainly not the kind of thing that doesn’t impact you. But 9/11 was something that certainly I was deeply impacted by prior to this experience, I knew that going in. But it’s definitely not the kind of fun you have when you’re doing a show about basketball. 

What was the biggest challenge in creating the character of Priya Kundhi (played by Shunori Ramanathan), a character who survived the attack on the World Trade Center and then works for Ken? 

We wanted to composite a character to represent the many junior associates who were involved with this, and that was something that, her ethnicity and background was something that we conceived, Sara and I, when figuring out casting. It felt like an interesting opportunity to have a character who had brown skin, and who would experience what we all remember at the time, one of the negative aftermaths of 9/11 of racial profiling that people experienced. It felt like a really nice opportunity for us, in the compositing of that character, to remind people of that moment in time, not that that’s gone away. But this heightened thing that was part of that, in addition to the patriotism and the rally around the flag, there was also these darker threads. 

Was Ken an easier character to figure out tone-wise because of the source material? Or did it make him more challenging? I'm fascinated by his tricky growth, and his imperfections.

I think it’s a daunting character for a few reasons. It would have made my life easier as a writer had Ken been a heroic figure, who was saving the day in an Erin Brockovich like way. That’s the story that I think if you watch a trailer or read a logline, that’s what you imagine the story would be. And obviously that’s not the truth. He’s not a villain, but at the same time, the situation is not one that required an Erin Brockovich, it was a complicated situation with no easy villains and no easy heroes. Certainly, the villains, it all happens on camera, it happens before the story starts. But Ken and his team, are doing their work to come in out of a patriotic civic duty, trying to do what they are capable of to help, and in this case because of their expertise, that’s helping to administer this particular law. And whether the law was a good thing or bad thing or somewhere in between, it was flawed but necessary and certainly well-intentioned by Congress. It’s a messy, complicated, nuanced thing. And for the families dealing with the aftermath of 9/11, their problems with Ken and the funds of 9/11 were never as simple as them being evil. It was always a subtler thing. 

As a character, what I latched onto about Ken, and what I think Ken would tell you, is that the most significant spark of change that he underwent during the fund was a matter of learning to lead with empathy. He was a kind of lawyer who by temperament and training was relatively calculating and capable of hiding his emotions from the efficacy and pragmatism of what he was doing. But in this particular case the moment was so raw and recent, and these families had barely, they had no chance to grieve and mourn before they went to pragmatics about how much money and to whom etc., because it was happening weeks after, before the fires were cold and bodies were found, in certain cases. And so, Ken discovered as I think Camille seemed to know it from the get-go, that in order to succeed in his administration of the fund, it wouldn’t be a matter of the practicality but rather connecting it with empathy, and that the bedside manner that he never had was going to be the most essential component to make these people feel heard. 

Class pays an important part of it. 

Class is an enormous part of this, and in America in general. We have this mandated law that the money be divvied by differently for each survivor. And you had a situation where it was the most variation between some of the highest incomes ever in the world on Wall Street and window washers and janitorial staff. The discrepancy in class between the wealthiest and the poorest was extraordinary, but Ken couldn’t say “we’re gonna give the same amount to everybody,” because that was what the law mandated. It was essentially an impossible scenario where he had to go tell people that this is what you are getting, this is what the other person getting. It was a matter of what that would feel like that your spouse, child, or loved one was worth less in the eyes of the government than someone else. Which is horrific. Ken had to employ some kind of calculus and not alienate or add insult to injury. 

There seems to be no coincidence about how you’ve written this script, understanding 9/11 and tragedy, and now you’re creating the Monsterverse, which are films about mass destruction with grounded human elements. Do you see those movies in relation to how we grapple with 9/11?

Yeah, I think. 9/11 had such a profound impact on all of us, in the aftermath of 9/11. I think someone should do a study on how it resonated with and impacted popular entertainment, whether it be superhero films or disaster films. There’s a reason why when I started on “Godzilla” with Gareth Edwards in 2014, we were drawing upon imagery and feelings that we all had after 9/11. Those feelings of civility that we have as a civilization, that break down in giant events. In “Godzilla” it’s monsters, but with 9/11 it’s about the buildings that came tumbling down and I think it shook us all to our core. I think climate change and the pandemic have done the same, it seems much bigger than individuals. And beyond the actual impact they have, the psychological impact they have on us, in shaking us and makes us realize our vulnerability and our connectivity, that there by the grace of God go we. 

I wrote "Worth" for that, but the same thing with the Godzilla movies, which are fanciful. But there’s a core emotion value that we hope to access with the audience, and 9/11 is an idea of an apocalyptic idea that we’ve all witnessed in real time. I think it’s impossible to make a disaster movie post-9/11 without being in conversation with the reality of 9/11. 

Given your own expertise, and your rise—what’s the best Hollywood screenwriting advice you’ve received? 

I don’t know about the Hollywood side of it, but I do think in terms of screenwriting and any story, there’s the classic “write what you know,” which I always bristled at, because when I was starting as a kid, you literally don’t know anything. You haven’t had the experiences. But I think if you take it a little more figuratively, it’s the best advice you could ever take. Which is that, it’s not about writing stories that you’ve literally gone through or characters that you literally know, but that if you can’t find within the story that you’re telling, something that you can connect to in a specific, personal way, even if it’s through the lens of you’re writing a monster movie and you’ve never experienced monsters, but you’re grounding that some way in the reality that you’ve experienced. 

Or with “Worth,” fortunately I didn’t lose anyone in 9/11, I wasn’t directly involved. I lived through it as we all did. And one of the experience of working on the film was drawing on those emotions that one felt in the aftermath. I can connect with Ken’s desire to jump in and do something to help. I understand that emotional pull, and that frustration and helplessness and anger and desire to intervene. And I understand ... we’ve all experienced lost and moments of grief, so being able to access that while thinking through the characters’ loss and grief, is the only way to do it. It opens up the idea that anyone can write anything, as long as they can access it emotionally, personally, and sensitively. 

"Worth" will be available on Netflix on September 3.

Nick Allen

Nick Allen is the former Senior Editor at and a member of the Chicago Film Critics Association.

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