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Why Elizabeth Holmes Fascinates Us

Review of You Can See Everything

Zoe Bernard (X) is a journalist working on a book on prediction markets. I had her on the podcast to talk about the new Nathan Fielder movie, You Can See Everything, which follows Elizabeth Holmes as she gets ready to report to prison.

Links from the discussion:

The Deep Left take

John Carreyrou’s Bad Blood

John Carreyrou in 2015 breaking the story

My ChatGPT query about federal prison rules

Billy Evans on the All-In podcast

Wired on “Theranos 2.0”

Podcast on The Curse with Rob Henderson

This podcast is sponsored by Mechanize. AI alignment is perhaps the most important issue of our time, and if you’re interested in being part of that effort, Mechanize is hiring software engineers at a base salary of $300K-$400K/year, plus substantial bonuses. They also have openings for other positions, including Recruiter ($200K). Here is their website, and you can apply here. If you apply, make sure to use the links provided here so I can receive credit, and name me as a reference in the process.

Below is a cleaned-up version of the transcript.


Coming to the Elizabeth Holmes Story

Richard Hanania: Hi everyone, welcome to the podcast. I’m here today with Zoe Bernard. We’re going to talk about the Nathan Fielder movie about Elizabeth Holmes, You Can See Everything, which is in theaters right now. Zoe, can you introduce yourself to the audience before we begin?

Zoe Bernard: I’m a journalist, mostly covering tech, culture, and the world of business. I’m currently working on a book about prediction markets that should hopefully come out next year. And I have a lot of thoughts on the movie.

Richard: Awesome. You’ve written for Vanity Fair, right?

Zoe: I’ve written for Vanity Fair in the past, and also for The Information, Rolling Stone, Esquire, and Business Insider.

Richard: Got it. It looks like you came into this having read a lot about Elizabeth Holmes.

Zoe: I was a reporter when John Carreyrou initially broke the story, and it was the coolest story on the tech beat at the time. I avidly consumed everything he was writing. I read Bad Blood when it came out, and I watched The Dropout only fairly recently, maybe a couple of months ago. So I came into this with a ton of cultural baggage and an understanding of the reporting background of what had happened at Theranos.

Richard: I’d read some stories about Elizabeth Holmes, probably eight years ago, but I didn’t remember much or follow it closely. I knew the basic outline: She wanted to be like Steve Jobs; it was all fake; she had Henry Kissinger, George Shultz, and these other people on her board. I knew the sexy details, but I never got into the evidence of what she did or how strong the case was.

Zoe: You knew about the voice? The fake voice?

Richard: I remember that, too. I watched the movie yesterday in the theater. Then today, in preparation for this conversation, I read a bunch of old New York Times and Wall Street Journal reporting and made it through most of Carreyrou’s book.

Zoe: Oh my God, you read fast.

Richard: I skimmed it. I skipped the parts about where an employee majored in computer science and went to Stanford. I don’t need to know that. I tried to get as much of it as possible. And I talked to ChatGPT, of course, to ask about some of the details. I sent you a comparison I had it make between Elizabeth Holmes’s exaggerations and lies and Elon Musk’s. That was interesting. I love that you can just have it spit out a report for yourself.

Did the Movie Make Elizabeth Holmes Seem Innocent?

Richard: Here’s my impression of the movie, and then you can tell me yours. I watched it and thought, There’s a chance Elizabeth Holmes was innocent. From the film alone, I mean.

Zoe: Wait, really? Whoa. That’s wild.

Richard: Yes, just from the film. And a spoiler warning to the audience: There’s a sense in which there are no spoilers because we know she goes to jail, but there are spoilers in how the story plays out. If you want to experience the movie without knowing any of that, consider yourself warned.

By the end, you’re led to think about this guy Billy Evans—her partner, although I found out they’re not legally married.

Zoe: Are you convinced by that? I wasn’t convinced.

Richard: No, I’m not convinced anymore. I’m talking about what I thought when I had no context beyond the movie. She seems—people use the word autistic too easily these days, but she seems almost like that. There’s the big scene where Nathan shows her Abbott and Costello, and he asks why it’s funny. She says, “I don’t know.” It’s very strange.

I sent you a screenshot from Carreyrou’s book about something similar: Somebody made a parody advertisement or poster, she didn’t get the joke, and she basically locked down the company. That seems consistent with the film’s portrayal.

I knew she had this old boyfriend, Sunny, and now she has Billy. One interpretation you could take away, just from watching the film, is that she’s a woman who’s socially unaware, gets taken in by men who aren’t good for her, and is manipulated by them. Maybe that happened with Billy, and maybe it happened with Sunny when she was running Theranos.

But then I read all day, and the evidence is much stronger that she was on top of everything. She created an entire culture of denying reality. She had this reality-distortion field. You can compare her with Musk or Jobs: These people can be bullshitters, but they actually built great products. Theranos got as far as Walgreens, where its testing services were offered before they were pulled. And the technology just didn’t work as promised. The company had about a decade to get it right.

At some point, you have to deliver. Maybe if she’d managed it by 2012, everything would have been forgiven. But she didn’t. She was lying the whole time. So I think she was guilty. That’s my way of saying the film was good to her: It fooled me into thinking that maybe she was innocent. What was your impression?

Zoe: That’s interesting, because I’ve seen that take online a lot: People whose only entry point into Elizabeth Holmes is this movie walk away thinking maybe she’s innocent. I knew so much about her already that I didn’t experience it that way.

One of the central questions the film asks is: Did she knowingly lie, or did she believe her own lies? My assumption walking in was that, of course, she believed her own lies. I think most founders have to believe what they’re selling. She’s obviously the hero in her own story, and she had to justify what she was doing again and again. But it’s fascinating that you were able to walk out thinking maybe she was innocent.

Richard: Everyone knows there’s a spectrum of how much entrepreneurs get away with, how much they bullshit. Just watching the film, I didn’t know where she fell on that spectrum. I sent you that Deep Left article, which we’ll probably talk about. The author seemed to have the impression that entrepreneurs all bullshit, and from the article I wasn’t sure he’d read much beyond what was in the movie. I thought maybe Elizabeth Holmes was within the normal range.

But she’s not. She wasn’t just exaggerating that a product would be ready in a year. She told bald-faced lies. She claimed the devices were being used in Iraq or Afghanistan, carried around in Humvees by our troops. It’s presented as this patriotic product. There were fake reports with pharmaceutical-company logos, making it look as though those companies had verified Theranos’s techniques. These were things made up out of thin air.

She’s obviously guilty. Whatever the exact legal standard is—knowledge, reckless indifference to the truth, whatever—she has to meet it. But you said you had a contrarian take on the movie.

Was It All Fake?

Zoe: My contrarian take is that everyone seems obsessed with this movie, and I thought it was fine. I didn’t totally love it. That surprised me because I love Nathan Fielder and have watched just about everything he’s done.

Richard: Did you see The Curse?

Zoe: Oh my God, I loved The Curse. I thought it was excellent. Brilliant.

Richard: It was great. I did a podcast on it. It was one of my favorite shows, although—no spoilers—I didn’t like the ending. We won’t get into that here.

Zoe: The ending was weird. But I also loved The Rehearsal. So to be fair, my expectations couldn’t have been higher. I thought I was about to see the best movie I’d ever seen.

One of my biggest issues involves the scene where Elizabeth says to Nathan, almost offhandedly, “I’m not benefiting economically from this project whatsoever.” He makes a little face, and then roughly an hour of the movie is devoted to investigating whether she knew that Billy had asked to be compensated. That small question stands in for the larger question about her time at Theranos: Did she know Sunny was doing all these things on her behalf?

My problem was: Why didn’t Nathan just ask her when she was sitting right there? I actually think he did ask her and didn’t include it. The only time we hear her answer to some degree is when he’s effectively writing lines for Amanda Seyfried to read.

Richard: Those lines were supposed to be based on his notes. He didn’t have transcripts, but they were supposedly based on his notes—unless he’s lying.

Zoe: In theory. I’ve seen people online suggest he just wrote the dialogue, and I’ve come around to thinking he made it up.

Richard: I have no idea. He’s the director; it’s his movie. I’d like to hope people don’t do that. As for why he didn’t confront Elizabeth in the moment, it didn’t strike me as so strange. They were filming only days before she had to report to prison. Suppose Nathan suspects Billy is manipulating her. If he starts a fight about money, Billy might say, “What the hell? Why did you mention that to her?” Then Nathan gets kicked out of the house, loses the scene where she goes to prison, and they stop talking to him. His movie is screwed. Billy had already leveraged the production to secure a cut of the money. Nathan may just have been careful.

Zoe: But Nathan confronted them in so many uncomfortable ways! There’s the Abbott and Costello video, and the moment when Billy says he can’t understand why Elizabeth would be into him, and Nathan asks, “Isn’t your family rich?” He’s willing to bring up very awkward things. It seemed like he’d ask about the money in that same offhand way. Maybe he wouldn’t, though.

Richard: I liked the film. Three hours is a long time to sit in a theater these days, but it kept my attention. I liked the buildup. In the beginning, Billy seems like the victim and Elizabeth the manipulator. Nathan implies she might be with him for his money. Over time, that switches around.

I was invested in whether she knew about the money because it really does tell you something. It’s strange, though. At one point she goes upstairs and leaves the men alone to talk. They say the baby is crying, and then they go upstairs. Was that contrived? She didn’t know the baby would cry, presumably.

What held my attention was that Elizabeth Holmes is interesting. You spend three hours with her, and I still can’t arrive at a definitive conclusion about her character. I can make a case that she’s a complete manipulator, in on everything, telling Nathan that she didn’t know about the money when she actually did. But I can also construct a story in which she’s a sucker for Sunny and Billy. Not an airhead—she must have a high IQ—but socially unaware, susceptible to men who are ambitious and find a use for her. I can believe almost anything between those extremes.

Zoe: Totally. She is fascinating. This is the first time we’ve really seen her so close up—maybe almost too close up. I was amazed by how hypnotic I found her. I’ve always thought she looked a little strange, but by the end of the film I found her extremely beautiful. I don’t know what happened. I’ve met some odd but very successful and powerful people, and her draw reminded me of what those people possess. She’s instantly magnetic.

Richard: She gets better-looking over time. That’s what happens with charismatic people: The way you perceive them changes. At first I thought Amanda Seyfried was too beautiful to play Elizabeth Holmes. I also only just realized she’s the actress from Mean Girls.

Zoe: Yes!

Richard: By the end, though, I thought the two of them had sort of converged.

The Deep Left Interpretation

Zoe: They did. Speaking of Amanda Seyfried, you sent me that Substack piece where she’s almost the villain and Billy Evans is the person we’re supposed to aspire to be more like. Was that the general take?

Richard: That’s Deep Left Analysis. People who read my blog often know who he is. He has an interesting take. And I think he’s right about the filmmakers’ intentions: We’re supposed to dislike Billy. By the end it seemed almost personal, as if Nathan had a financial motive, because he kept pressing Billy to give up the money.

Zoe: But that’s an interesting question. If Elizabeth and Billy get a cut of the film, it changes the whole way you perceive it. When it was revealed halfway through that they might have a financial stake, I thought, Wow, maybe they don’t care what the movie says about them as long as it’s a massive success.

Richard: I agree. That’s why documentarians generally don’t pay their subjects. But once that was established, I thought it was strange for Nathan to keep badgering Billy to give up his share. By that point the movie was nearly over, so why was that so important to him? And then at the end, Billy gives the money back. That made him look like an idiot. He’s already been cast as the villain, and now a line at the end says he gave up the money. He just looks weak and villainous at the same time. It doesn’t help him.

The Deep Left take is basically that these people are doers. Think about Elon Musk, the most extreme version of this. He does amazing things. From what I hear, Tesla now actually has self-driving cars. You can buy a Tesla, and you’re officially supposed to pay attention to the road, but you don’t have to. That’s one of the coolest technologies ever. I’ve taken a Waymo, and I hope to buy a self-driving car someday.

Then you look at Musk’s posts on Twitter, and he can seem like the dumbest person alive. If Twitter were all you knew about him, you’d think he had the IQ of a rodent. I don’t think he’s just pretending to be stupid. I think he’s probably genuinely stupid when it comes to politics. He exaggerates and lies about his own businesses, too.

In the Deep Left interpretation, Elizabeth Holmes and Billy Evans are versions of this entrepreneurial type. They aren’t as competent as Musk, so they fail. Nathan Fielder, meanwhile, is a guy who whines about them. And Seyfried’s role is more about gossip and stirring the pot.

Zoe: The criticism of Amanda was that she’s a little fake. Behind Elizabeth’s back she’s saying how much she dislikes her, and then to her face she’s saying, “You’re so amazing; you have a beautiful family.” That’s fair.

Richard: Exactly. What’s her intention in being involved? It seems like she’s in it for the gossip. Maybe that’s unfair; Nathan approached her, and she got an opportunity to appear in this movie. But why is she there? She played Elizabeth Holmes, yet it’s not as though she has unique insight into her. It was funny and enjoyable watching the reenactments, though.

The problem with the overall Deep Left take is that Holmes and Evans weren’t especially competent. Reading Carreyrou’s book and other reporting, Elizabeth doesn’t seem to have known much about biology. It’s not as though she was a scientific genius with a bold idea that almost worked. She seems to have been completely out of her depth and somehow coasted along for a decade, scamming people. A little bit of scam mixed with competence might get you somewhere. But if you’re just a scammer, there’s nothing to celebrate.

Zoe: And the big issue is that they had tests out in Walgreens. They were using these tests on the American public. You can lie about your SaaS product, but if you’re testing a healthcare product on actual people, that’s a huge liability.

Richard: Right. I read the original Wall Street Journal piece, and I wondered whether someone could make a pro–Elizabeth Holmes case. I doubt it, but I’d like to know how often the tests worked versus didn’t work. With any product, there’s a tradeoff. Maybe something is cheap and convenient, though not very good. You have that in healthcare, too. Not every test is the highest-end test. Maybe a test that’s merely good enough could be useful at a lower price.

Zoe: It’s healthcare, though. If they’d openly said, “This test is so much cheaper, but it’s only 15 or 20 percent accurate,” or whatever the actual figure was, then at least consumers would know.

Richard: They certainly presented it as far more accurate than some rough-and-ready alternative. And you have to put that in the context of the company trying to bully people and silence criticism. It’s not as though one regulator came along and made trouble for an otherwise honest company. Almost everyone working there seems to have developed suspicions about what they were doing at some point.

I came out of the movie loving the possibility of a revisionist pro–Elizabeth Holmes take. I love that sort of thing. But I don’t think there’s actually a good case to make. I’d be surprised if someone managed it.

Zoe: I definitely didn’t leave the theater thinking she was innocent. But it offered a fascinating possible insight into her relationship with Sunny. Maybe he really was controlling. At the end of the day, was she the puppeteer, or was he the mastermind? Does she just find herself in these roles? I think she’s pretty kooky.

A Two-Person Cult

Richard: Once might be chance. Twice is a pattern. She seems to have a type. Did you end up disliking Billy? Did you find him sympathetic at all?

Zoe: No. I didn’t like Billy. Did you?

Richard: Nathan actually stands up for him at the end. Amanda Seyfried is much more negative, and Nathan says it’s a love story. Billy does seem to genuinely love her and care about his kids. He talks about not having sex for 900 days. I love these awkward moments because Nathan doesn’t let them pass as quick jokes; he keeps probing.

Billy seems to care about his family. He has a company now, and I read a Wired piece about it. As far as we know, serious people are involved, and it’s not just Theranos all over again. We shouldn’t assume that it is.

But let me ask you this: Were you surprised when you found out he was a Charlie Kirk fan?

Zoe: Not at all. Were you?

Richard: Not really. I didn’t expect it to come up in the movie, but when it did, it made sense.

Zoe: It made so much sense. The day I saw the movie, I was talking to someone who knows Billy, who said he sees him all the time in Austin and Billy always shows up with his gun. According to this person, nobody really likes him. I didn’t find him likable from the beginning. He seemed like an oddball. But I do think Elizabeth and Billy have some kind of love.

Richard: I don’t even know if it’s weird love. It just looks like love. Everyone’s relationship seems strange if you examine it closely. Given how weird Elizabeth is, the relationship with Billy and the kids might be the least weird aspect of her life.

Zoe: When they talk about it, though, it’s too much. She wants to build “monuments of love.” They say they never argue and get along all the time. He has an AI version of her hanging out in the kitchen. It’s strange.

Richard: That AI thing was weird. That’s something a Charlie Kirk fan would do.

Zoe: Their relationship felt like high-school first love, something not entirely grounded in reality, even though their reality is very real and he’s visiting her in prison.

Richard: Maybe that’s what love is.

Zoe: It’s definitely a form of love. The best analysis I read on Twitter called them a “two-person cult.” That’s what it feels like.

Richard: That’s very good. She draws people in, and the most cult-like relationship might be the one she has with her lover. And they have kids. Will this be some multigenerational cult? I don’t know.

Zoe: I wonder what will happen to those children. Imagine being a child who’s featured so prominently in this documentary, and then having Elizabeth Holmes as your mother.

Richard: It’s not just the kids. Her parents believe in her, too. When did you learn her dad had worked for Enron?

Zoe: I watched The Dropout recently, and it comes up there. What did you make of her parents and their relationship with her?

Richard: We don’t see much of the mother, but we see the father. He seemed like a nice, normal guy, acting the way a normal person might if his daughter were in that situation. He didn’t seem crazy. He even said this was different from Enron because she’s innocent. At least he isn’t a conspiracy theorist about every criminal conviction.

He seemed willing to talk to Nathan, whereas Billy would rush in and try to control the conversation or stop them talking. I find it difficult to say much bad about the father.

Zoe: The parents looked very nervous when Billy and Elizabeth were talking about starting a new company. They looked stressed out, and for good reason.

The Swimming Scenes

Richard: What did you make of the swimming scene?

Zoe: I couldn’t recognize the man. Could you see who it was?

Richard: I was pretty sure it was Nathan. I couldn’t positively identify the woman, but it had to be Elizabeth, right?

Zoe: That’s funny because I recognized Elizabeth, not Nathan. I’ve read that different viewers can’t tell who it is. I think there were two versions of the scene. Wasn’t there one where Nathan swims with Amanda Seyfried, impersonating Elizabeth?

Richard: Maybe. I don’t know.

Zoe: I think it comes up twice. The interpretation I’ve seen is that this is a moment when Nathan and Elizabeth connect. He might be suggesting that he develops some kind of feeling for her—not necessarily romantic—that affects how he edits the movie.

Richard: I thought he might be falling for her. There’s the long, almost electric hug. He’s also trying to drive a wedge between her and Billy, so the movie starts to look a little like a love triangle. I half expected Nathan and Elizabeth to hook up at the end. I wondered if that’s where it was going.

The swimming scene itself is strange because they never explain it. Earlier she offers to go into the water with him, and he says he’s scared of cold water. Then suddenly they’re swimming together, and we never learn how it happened. Something feels missing. They’re telling us something in that scene, but I’m not sure what.

Zoe: Maybe that’s because the point is simply their genuine connection. They’re laughing and having fun. Nathan has a moment when he sees beyond the possibly sociopathic person he’s been investigating and actually connects with her. I initially thought the man was Billy, but now that you say it, it must have been Nathan.

Richard: Who else could it be? I could tell it wasn’t Billy. Nathan looked different because his hair was wet and combed over, but it looked like him. And Billy was in better shape.

Zoe: I believe you. One other thing: I kept reading that there was an insane twist in the middle. What do you think the twist was?

Richard: Maybe the money revelation. It didn’t feel like one enormous twist to me. It felt like a gradual buildup toward making Billy the villain.

Scam Culture

Richard: The gun thing was interesting. It suggests a very paranoid mentality. Billy’s almost a prototype of a certain type: He likes Charlie Kirk, he’s on Twitter all day, he’s got what I’d call right-wing Twitter brain. We should talk about the Elizabeth Holmes Twitter account because I’ve had some experiences with it. In a small way, I’m a character in this movie.

There’s also the AI version of Elizabeth. I don’t know why, but there’s something psychologically interesting about Trump supporters and Charlie Kirk fans. They seem especially drawn to this kind of thing. I can’t imagine a liberal making an AI version of his partner and putting it in the kitchen. It all seems to fit together.

Elizabeth herself doesn’t come across as particularly political. She wears a cross; I don’t know how important religion is to her.

Zoe: I was curious about her politics. I’ve followed the Elizabeth Holmes Twitter account a little for a while, and whoever was tweeting seemed very right-wing and heavily MAGA. I figured she was trying to get a pardon. I had heard her husband might be running the account, but I wasn’t sure. Now we know.

Richard: And I’ve interacted with that account a few times. I dunked on it for something and got a snarky comeback from “Elizabeth Holmes.” Before the movie, I didn’t even know if the account was really hers. These days anyone can buy a blue check. I remember criticizing it for being a very right-wing, MAGA-seeming account. Now we know it’s Billy using her account to tweet.

Zoe: When the teaser trailer came out, everyone on Twitter lost their minds over it. Then the Elizabeth Holmes account tweeted something genuinely supportive of the film. That shocked me because in the teaser she looks pretty crazy. At the time I wondered why she’d endorse a portrayal like that. Then you learn it’s Billy. As I watched, I thought: He’s endorsing it because he has a financial stake.

Richard: I don’t think it’s only the movie money. They’re trying to build a company. Hype matters. If the movie gets people’s attention, and even some viewers become sympathetic, maybe that helps raise money. They have an interest in the film’s success even without a direct cut. Billy has his company, and according to the Wired article Elizabeth isn’t legally involved in it.

I think he sees Elizabeth’s fame and the fascination surrounding her as something he can parlay into a new business. That doesn’t mean he doesn’t love her. But it explains the billboards and his association with that inventors group. He’s willing to go along with this bizarre publicity effort because it gets attention.

Zoe: I remember seeing those inventors billboards around L.A. and thinking, I’m not looking into that.

Richard: His attitude seems to be: Milk it, get as much publicity as possible, and hopefully turn that into a successful company. He’s hustling off Elizabeth Holmes being in prison.

Zoe: I had the same thought, and then I started wondering whether she was actually a mark for him. Did he see her notoriety as an opportunity? In America, being a scammer can almost be a good thing in terms of publicity. Think of the woman in New York—Anna something.

Richard: I remember her. Wasn’t she German, or pretending to be German?

Zoe: Yes, she’s German. She’s parlayed being a scam artist, going to Rikers, and serving time into a celebrity career.

Richard: Fame opens doors. When you go to a party or reach out to somebody, it helps if they’ve heard of you. People are interested in someone notable, whether for good reasons or bad. Otherwise you’re just one face among a million.

Martin Shkreli is another example.

Zoe: Exactly. I think I read that he might be going back to jail.

Richard: And these people all seem to gravitate toward MAGA. It’s a culture of being loud, getting attention, and not being ashamed.

Zoe: And of acting as if rules don’t matter.

Richard: They don’t care about corruption. They care whether you’re funny. That’s Trump, right? There’s the Andrew Tate example, although I think he finally went too far, even for some MAGA supporters. A lot of them went silent about him. The Trump administration ultimately cooperated with an extradition-related process, or something along those lines. It took a lot of bad press for them to turn on him, but there is a limit.

Then look at George Santos. He’s still on Twitter; I don’t know what he’s doing now, but he’s around. He got a pardon, and he’s certainly not living in shame. We have this decline of shame.

Should Elizabeth Holmes Be in Prison?

Zoe: For sure. Let me ask you something. After watching the movie and digging into her case, did you feel her prison sentence was unfair or too long?

Richard: I’m pretty tough on crime. If you defraud people out of something like $400 million, eleven years in prison sounds about right to me. I could go either way, but I don’t find it outrageous.

Zoe: I feel similarly. But when she was sentenced, I remember being shocked. So often you read about people committing financial crimes or defrauding investors and nothing really happens to them. When something actually happened to her, it surprised me.

Richard: I think the legal system often goes hard on people who become famous for their crimes. Take the Diddy case. He had serious sex-trafficking charges, but the jury wouldn’t convict him on those. He was convicted on prostitution-related offenses, which ordinarily, especially for a first conviction, might not produce a huge prison term. I forget his exact sentence. My impression was that the judge came down especially hard because he’s Diddy and people believed he got away with something more serious.

I have similar doubts about the punishment in some other famous cases, including Ghislaine Maxwell’s. Fame is usually good for you, but when prosecutors and judges become convinced you’ve done something terrible, it can really work against you.

Zoe: Look at Sam Bankman-Fried. I can’t remember his exact sentence, but it was a long time. He’s not coming out soon.

Richard: It was multiple decades. I do think we should sometimes consider the benefit a person could bring to society. Some people are lifelong criminals with thirty or forty arrests, and you don’t expect them to contribute much if released. SBF had talent. Elizabeth Holmes, maybe—I don’t know whether she had much talent beyond scamming. But I think we should consider the possibility of a person’s future social contribution.

Zoe: If Elizabeth Holmes got out of jail tomorrow, do you think she’d go right back to building Theranos 2.0 and lying to people?

Richard: She’d have trouble securing investors. But if she could convince people a second time, that would itself demonstrate a skill.

Zoe: I think she could do it. If she tried, I think she could raise money.

Richard: You’re probably right. There are a lot of rich people, and you don’t have to convince all of them—just some. Who knows? Maybe the second time she’d actually build something. The tragedy is that, if she had been more competent, or had someone genuinely competent running things alongside her, the story could have been different. Imagine if her partner had been somebody like Steve Jobs, somebody who could actually manage a business.

It seems she never had that. Her reality-distortion field worked on herself. Anyone who told her things she didn’t want to hear became disloyal or a traitor. It’s hard to build a successful company that way.

I think Musk is more capable of keeping two parts of his brain separate. One part is rational and deals with the technology, and the other part bullshits. You can’t confuse the two. Holmes seemed like an extreme case of combining them. That may be why she could fool people for so long, but it was also her downfall.

Is that fixable? Could you imagine a universe where Elizabeth Holmes builds a great company? Maybe, with the right circumstances.

Zoe: Maybe some software. Maybe the next Facebook.

Richard: Maybe. I have no doubt she could raise some money.

Zoe: Fundraising and selling people on a product or a vision are major parts of being a CEO. But one of her fundamental flaws is that she surrounded herself with yes-men.

The Elizabeth Holmes Utility Function

Richard: Absolutely. And that’s her fault. Let me ask you about motivation. Do you believe her when she says she doesn’t care about money? In the opening of Carreyrou’s book, he says he’d heard from people who knew her that she wanted to be a billionaire from the time she was a little kid. Do you think she’s financially motivated? What do you think motivates her?

Zoe: I think she’s motivated by power. From the stories about her childhood, her family placed a high value on making the world a better place. I think she wanted to be regarded as someone doing good. And in her mind, she was. She was bringing people a healthcare product that would save them money, be more accurate, and revolutionize the industry. But she couldn’t execute because she didn’t have the scientific knowledge.

Richard: When I think about her utility function, I don’t think she wants money in the sense of private jets and lavish vacations to islands in the Pacific. She points out that she never cashed out her shares. It doesn’t seem like she wanted to live that kind of lifestyle. Money seems more like a status symbol to her. I don’t know if I’d call it power, exactly, but she wanted the status of being a female billionaire.

She probably sees herself as someone who cares about science and people’s health and wants to revolutionize medicine. She liked comparing the little Theranos device to the iPhone: this beautiful, elegant thing. But someone genuinely obsessed with creating the device would know a lot about biology. They’d be a nerd who dives into a subject and becomes very knowledgeable about it.

That doesn’t seem to be who she was. The driving force was ambition and status rather than fascination with the science. Musk seems to be the kind of nerd who sits around thinking deeply about rockets. Elizabeth Holmes strikes me as far more superficial in what she actually wants and thinks about.

Zoe: Totally. It feels as if she was distracted by status and media attention early on. It was almost as though she thought, I don’t actually care about building the company; my job as CEO is to sell the vision. Meanwhile she wasn’t paying attention to what was happening with the product.

Richard: All sizzle and no steak—is that the expression?

Zoe: I think people do say that. That’s a perfect description of Elizabeth.

Why Are the Close-Ups So Uncomfortable?

Richard: What did you think of the extreme close-ups? I was watching on a big movie screen, and it’s almost uncomfortable how closely you see the faces. You can see every hair on Nathan Fielder’s face. It’s not flattering. At one point you can see Elizabeth Holmes’s teeth and even what looks like staining between them. I notice the same thing when I look too closely at my own teeth. It’s not even food stuck there, more like a discoloration from something I’ve eaten.

Zoe: I didn’t notice that, but I believe you. The shots were way too close for comfort.

Richard: Is this just Nathan trying to make us uncomfortable for three hours?

Zoe: You should reach out to Elizabeth and say, “Hey, I have the same problem.”

Seriously, at first I didn’t like the close-ups. I thought they were too stylized and annoying. As the film went on, I started liking them. Later I thought: Maybe the point is that you’re looking so closely at someone’s face that you think you ought to understand them. But there’s total opacity. You still can’t see what’s going on inside.

You can look at somebody right in front of you, hear them tell you something to your face, and still not understand their intentions or know anything definitive about them.

Richard: You’re saying that effect is magnified when you get so close?

Zoe: Yes. That’s my interpretation of why he might have chosen to film it this way. You have unusually intimate access to Elizabeth Holmes—almost too close for comfort—but she’s this confusing, mercurial character. You can see what she’s eaten between her teeth, and you still can’t understand her.

Richard: I wonder if there’s another part to it. When you blow up a face on a huge screen, you can literally see the face better. We’re always reading facial expressions: smiles, frowns, eye movements. If you magnify all that a hundred times, are you better at figuring out what someone is thinking?

We evolved to notice very subtle things in people’s faces, but we didn’t evolve to see faces quite this large. Maybe magnification misleads us. Or maybe it’s like using a microscope, and you do see more. I’d love to see research on this. Are you better at reading emotions or detecting lies from a giant image of a face than from looking at somebody normally? That’s a fascinating question.

Zoe: My instinct is that you’d be better at telling if somebody is lying from farther away, because you can see their posture and their hands. You lose all that information when the frame is this tight.

Richard: Fine, for the study you could blow up the head while keeping the rest of the body visible, too. I agree you lose something when you crop a shot. But all else equal, what happens when you look at a much bigger face? Maybe there are things you’re better at reading and other things you’re worse at reading.

Zoe: If she made a dramatic gesture every time she said, “I’ve never told a lie,” maybe we’d have the key to that scene.

Richard: Exactly. Anyway, the close-ups are captivating because we’re not accustomed to looking at people that closely. Maybe the director doesn’t entirely know what the effect is. But it’s part of the same experience: You’re supposed to feel uncomfortable. They stare at each other, Nathan presses on awkward lines of conversation, the camera gets extremely intimate, and the music is spooky. It all works together.

Billy in the Shower

Zoe: We haven’t gotten to the most important part of the movie: Billy naked in the shower.

Richard: I was going to bring that up. But first, do you remember how The Curse was obsessed with Nathan’s character’s penis?

Zoe: Yes. The size of it was a big part of the show. It was quite small.

Richard: There’s a scene where his wife apparently tells her parents about it. I think that’s what happened; I could be wrong. When I did a podcast about The Curse with Rob Henderson, Rob said it was a very small penis. I told him I don’t look at many men’s penises, so I don’t know what’s small or big. Did you think Nathan’s was small?

Zoe: Are you asking me for my professional assessment? My first impression of the one hanging there in the shower was that it was a pretty good size.

Richard: No, I’m talking about Nathan in The Curse. We’ll get to Billy.

Zoe: Oh! Nathan’s was small. I remember that. I think I even rewound it to get a better look. It was a while ago, but the small size was definitely part of the show.

Richard: That’s interesting. He makes a show where his character has a small penis, then shows the audience his penis. Billy’s, on the other hand, looked like a good size to me, though again I don’t have much basis for comparison. But why is Billy just standing there in the shower? What does that add to the movie?

Zoe: Exactly! And how did they get that shot? There’s a moment when Billy gets out of the shower and walks past Nathan, and they exchange this strange look. Was there a conversation where Billy agreed to let the crew film him showering?

Richard: You’d think there would have to be limits in the contract. You can’t just film everything someone does in the bathroom and use it, surely. Maybe Billy was an idiot and signed away the right to everything, and they used a few seconds of him naked.

Then there’s Nathan almost leering at him. I don’t know if that’s the right word, but it took me back to The Curse. Is he jealous? Is he sizing Billy up? It connects to the idea of a love triangle. Nathan might have developed feelings for Elizabeth and be trying to bring Billy down. And here he’s checking out Billy’s manhood in the shower.

I liked Deep Left’s interpretation: Billy is this brutish man of action, very physically imposing, while Nathan is the smaller, sarcastic, thoughtful, neurotic guy. The shot exaggerates that dichotomy.

Zoe: Throughout the movie I kept asking myself whether there was sexual tension between Nathan and Elizabeth. I thought I was picking up on something, but I couldn’t be sure. Toward the end it’s funny because Elizabeth is absent from the screen, but Nathan sends her a letter and mentions he’s been through a breakup. That seemed like a peculiar personal detail to share with the subject of your documentary, someone you haven’t spoken with in a while.

Then, based on Nathan’s account of their meeting, they spend time talking about his breakup, and Elizabeth comforts him.

Richard: There’s also the reenacted scene where she tells Nathan he would be great at having kids. That seems to strike him as especially flattering. Maybe that’s just what she does: She gets into people’s minds.

Do you think you’d be charmed by her?

Zoe: I’m not entirely certain I wouldn’t be susceptible. What about you?

Richard: I don’t think she’s the type who charms me.

Zoe: I don’t think she could sell me something, but I’d find her fascinating and want to ask a ton of questions.

Richard: I think anybody would. The people who really win me over tend to be more outgoing and unpredictable. Intense eye contact isn’t the way to win my heart. But she’s interesting.

Zoe: Intense eye contact is how she flirts.

The Eggs: Control, Care, or Creative Editing?

Richard: What about the scene where Billy takes over beating the eggs? What did you make of that?

Zoe: I was confused. I saw the movie with my fiancé, and I leaned over and asked why Billy took the eggs away from her. My fiancé said, “She’s not whisking them fast enough.” Apparently there’s a technique to it. He didn’t think it was a big deal.

But the film builds it up as though Billy is so controlling that Elizabeth can’t even mix eggs without his supervision.

Richard: I also thought it was meant as a metaphor for their relationship. But the way she froze when he took the whisk was strange. I thought her hands shook for a moment, and I think the camera focused on them.

At first I wondered whether this would turn into one of two stories. Either she was frightened of Billy, and he was about to show us how controlling he could be; or she was having some sort of nervous breakdown, unable to function, and he was stepping in gently to help her.

Neither interpretation was really confirmed. She never seemed afraid of him, but she also didn’t seem like a woman who was falling apart. Given that she was about to go to prison for eleven years, she seemed surprisingly together. So the scene remains this strange, ambiguous little moment.

Zoe: There were so many moments like that. They’re tiny, seemingly innocuous things that you can analyze in completely different ways. I thought Billy looked weird in that scene, but I also wondered whether the editing made it look worse than it was.

Think of Elizabeth stumbling over the difference between what the Theranos device can do and what it is capable of doing. It’s presented almost like a semantic question, and you can get lost interpreting one word in several ways. You could show that egg-whisking scene to a theater full of people and hear completely different accounts of what it tells you about their relationship. Does it really have the significance we’re assigning to it?

Richard: That’s why I thought the film made her sympathetic. The “can” versus “capable” scene seemed designed to suggest that in her own mind she’s telling the truth. Maybe her problem is that she’s extremely literal. Just like with Abbott and Costello: What if people think she’s lying, but she’s actually interpreting language differently?

But after reading the evidence, I don’t think that can be the whole story. She may just be nuts. I think she probably believes every aspect of her own story, though.

Zoe: I agree. I honestly think that’s right.

Autism and Ambition

Richard: There’s an image of autistic people as being extremely concerned with truth, or obsessed with getting to the bottom of a question. Some develop an intense interest in understanding or making something. Elizabeth strikes me as someone who takes that kind of intense, almost autistic focus and applies it to her own ambitions.

It’s a horrifying combination. It has the outward appearance of somebody striving for truth or doing something great and beautiful. But in reality, what are we looking at? A woman with her Charlie Kirk–fan boyfriend, AI holograms of themselves, efforts to raise money, and attempts to hobnob with famous people. There seems to be nothing beyond that.

Zoe: It’s almost like what you see is what you get with the two of them.

Richard: Right. They’re so superficial that it becomes mysterious. You wonder what’s beneath the surface, and maybe there isn’t anything.

Zoe: That’s true. You can overanalyze it. Do you think Nathan was actually manipulated and beguiled by Elizabeth, or was that an act he was playing?

Richard: I think Nathan Fielder knows what he’s doing. They weren’t together very long. The production followed her for roughly a month before prison, and he only moved in for part of that time. Then he didn’t see her for years before picking the project back up. I don’t think he was sitting awake every night pining for Elizabeth Holmes.

Zoe: I agree. I think he was playing a character. That’s why the whole love-affair suggestion felt a little ridiculous to me.

Richard: But to his credit, he didn’t say he was in love with her. He left breadcrumbs for viewers to interpret, including the swimming scene. If he’d announced, “I’m so in love with her; I have to see her,” it would have been ridiculous. Maybe he struck the right balance and created just enough tension.

I wish he’d made a move. That would have been a great climax, whether she rejected him or not. Either way, we’d learn something.

Zoe: That would have been better than the swimming scene. It did sometimes feel as though she was flirting with him. Was she?

Richard: I don’t know. She’s charming everybody. I imagine she spoke to George Shultz and Henry Kissinger in the same way. Maybe you call that flirting, maybe not. She’s trying to win people over. Nothing she did was especially sexual. She wasn’t drawing attention to her body or asking Nathan how her shirt looked. There wasn’t that kind of thing.

Zoe: I suppose. It’s her way of looking at him that stood out. You can see how somebody might be beguiled by that.

Richard: That’s her thing. She stares at everybody. We did see her breastfeed once, which was interesting. But I’d have liked to see her interact with more women in the film, to know if she behaved any differently.

Zoe: We barely see her mother, and when her mother shows up, she’s almost completely silent. It makes you wonder whether that was a role model for her.

Richard: I don’t know. That may be reading too much into the mother. We really don’t know much about her.

Theranos Whistleblowers and the Evidence Against Holmes

Richard: Anything else worth discussing about the film?

Zoe: Have you seen Tyler Shultz’s commentary? He was one of the Theranos whistleblowers. I saw some of his tweets and a video interview. He said that when Elizabeth pulled out the device in the movie, it wasn’t even the device Theranos actually used. Apparently he was almost screaming in the theater. If that’s right, she was still lying in the documentary itself.

Richard: What was the difference between the device in the film and what they used?

Zoe: From what I understand, the one she showed was a much more sophisticated device, a tiny thing. The machines they actually used were bigger. I remember from The Dropout that they used Siemens machines, not just their own technology. In some cases they were effectively taking somebody else’s machine and putting Theranos branding on it.

Richard: I read the book today, so this is fresh in my mind. It was a combination. There were a few things the company could do with its own equipment and other things it did with modified or repurposed machines from other companies.

Zoe: Right. But the Theranos machines I remember were bulky. The little one she shows in the film seems like something you could hold in your hand.

Richard: What other reactions have there been from people who knew her or were involved in the story?

Zoe: John Carreyrou wrote an op-ed, I think in The New York Times, analyzing the movie in light of his reporting. He talks about how Elizabeth and Sunny had this legal team threatening him and chasing down sources.

Richard: Yes, that’s in the book.

Zoe: So it’s hard not to think she had something to hide. She was going after the reporter and the whistleblowers.

Richard: Maybe I’m being too naive. When I put Carreyrou’s reporting together with the movie and everything else, I start thinking she must be a psychopath.

Zoe: I think that she can be psychopathic in her behavior and still have a story in her mind that justifies it. A lot of entrepreneurs see themselves almost as martyrs. They believe they’re bringing a new idea into the world, and everyone is challenging them. Elizabeth thought she was disrupting a multibillion-dollar industry. She could have convinced herself that Labcorp and Quest Diagnostics were behind the criticism and had sent this reporter after her.

Richard: This is what’s fun about Elizabeth Holmes: My mind keeps going back and forth. For all I know, Sunny could have been behind the lawyers and the threats. I haven’t seen anything that definitely rules that out. Maybe there is still a sliver of a case for her.

Zoe: In theory, he could have been.

Richard: I’m not saying there’s a good legal defense. I mean a defense against the harshest moral judgment of her. There’s always a thread you can pull on that doesn’t quite fit the prosecution’s portrait. There’s her failure to understand Abbott and Costello. There’s the story in Carreyrou’s book about her missing a joke. Those are two different sources, and together they suggest a person who is intensely literal.

You could imagine she’s like Chauncey Gardiner in Being There: She just exists, other people project meaning onto her, she becomes strangely charming, and powerful men attach themselves to her. I don’t think that’s a crazy interpretation.

But I don’t think that’s where the preponderance of the evidence points. On balance, the evidence supports a harsh judgment of Elizabeth Holmes.

Zoe: There’s another weird moment I remember. Amanda Seyfried is at Billy’s house, Elizabeth calls from prison, and Billy casually says, “Amanda’s here.” Amanda asks Elizabeth whether she knew she’d be there. Elizabeth gives this bizarre answer—something like, “I think I knew I knew.” She won’t straightforwardly acknowledge whether Billy told her. Why not just say, “Yes, he said you were coming over”?

Richard: I remember that, and Amanda comments on it later. But the exact words matter. If Elizabeth said, “I think I knew,” that’s not so strange. I could say that if someone had probably told me about a visit, but I couldn’t remember. “I think I knew I knew,” on the other hand, is a very unnatural phrase.

Zoe: It was something strange along those lines. I’d have to watch again. There’s also the question of why that phone call could be included in the documentary when others couldn’t.

Richard: You’re right. She was already in prison when that call happened.

The All-In Interview and Recording Prison Calls

Zoe: Speaking of prison calls, did you see Billy’s interview at the All-In conference? I saw it in a review, and it’s fun to watch in retrospect.

Richard: I knew he appeared at All-In, but I haven’t seen it. I personally can’t stand the All-In guys. The way they talk, think, and act makes me understand why some people hate billionaires. I become a socialist when I watch them. But tell me about this interview.

Zoe: It was the least obnoxious of the four hosts doing the interview—the less-famous David. Not David Sacks, the other one. [Editor’s note: the speaker appears to mean David Friedberg.]

Billy’s on stage, and Elizabeth calls his phone. He must talk to her constantly, and surely she knows he’s attending this conference. The interviewer asks whether they can put her on speakerphone, which would be a great moment for the audience. But Billy refuses. He says she could end up in solitary confinement, or a higher-security prison, if the call gets recorded or broadcast.

Then Billy talks to her as though she doesn’t know where he is. “Hey, how are you? I’m at this conference.” It feels artificial. Why wouldn’t she know he was going to be onstage?

Richard: Let’s check whether his claim about prison rules is true.

Zoe: I’ve interviewed people in jail before, though not necessarily in federal prison, and I didn’t encounter anything like that. I also heard about someone planning to interview Sam Bankman-Fried for a Substack. It seems possible to interview inmates. And hadn’t an earlier Elizabeth Holmes call already been recorded for the film?

Richard: There’s a distinction between interviewing an inmate, the prison’s own routine recording of phone calls, and recording or broadcasting a call for the media without permission. I looked it up: Billy may be exaggerating how automatic the consequences would be, but there is a real basis for concern. Federal prisons regulate media interviews and outside recording or broadcast of inmate communications, and violations can result in disciplinary action. There’s no general rule that a recorded call automatically means solitary confinement or a transfer to a higher-security prison. But I can understand why they wouldn’t want to take a risk.

Zoe: Fair. Still, it feels over the top that saying hello to a conference audience would lead to something so severe. And if interviews can be arranged, why didn’t Nathan interview Elizabeth regularly while she was in prison?

Richard: That’s what the final part of the movie is about: Nathan trying to get a prison visit. He had to arrange it through calls and communications, and Billy was getting in the way. He barely managed to secure that one meeting. Elizabeth seemed dependent on Billy, or at least unwilling to communicate directly with Nathan without him.

Zoe: He could have kept trying. It also seems strange that she might not be able to watch a movie about herself. Don’t prisoners have access to media?

Richard: It probably depends on the prison and the available access. I don’t know for sure whether she’ll get to see it.

Final Verdict on the Movie and Holmes’ Future

Richard: Anyway, I liked the movie and would recommend it. It kept my attention for the entire running time.

Zoe: I would recommend it too, even though I wasn’t as enthusiastic.

Richard: How much longer does Elizabeth have? She was sentenced in 2022, right? Or was it 2023?

Zoe: She’s got a long time. She was sentenced about three years ago, and the sentence was eleven years, so maybe eight more years in theory.

Richard: I read something about her moving to a lower-security or halfway-house arrangement at some point. Her conditions could change, though I don’t know exactly how that works. We’ll see what becomes of Billy’s company and the Elizabeth Holmes Twitter account in the meantime.

Zoe: I feel like when she finally gets out of prison, she’s going to have a huge publicity blitz.

Richard: It’ll be interesting to watch. All right, Zoe, this was fun. Thanks for doing it.

Zoe: This was so fun. Thanks for having me. Have a good one.

Richard: Absolutely.

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