What to Expect — Behind the Scenes

WHAT TO EXPECT… is ultimately a silly movie with a big punchline and represents Director Aaron Rudelson’s third film in the genre of “hypochondria comedy.” It took prosthetics and lighting to make its absurd premise both convincing and funny. With a miniscule budget and a limited schedule, this was no easy task.


Eyes on Laptop

Matt Unger as Greg

Ever since the birth of our daughter Lily, I had been thinking a lot about pregnancy and child birth. The fact that women have these onboard incubators and can grow a human being inside them is nothing short of incredible. But what goes on inside a woman’s belly can also seem so mysterious, that it is perfect for a hypochondriac’s anxious imagination. Well, it was my intention to capture that anxiety but steer it toward the relief of laughter.

Cast at the Friars Club

Cast at Friars Club

In the arc of this story, I wanted to take a couple unexpected turns while ratcheting up the pressure.

Cast at the Friars Club

Rudelson with Belly

I wanted to start by suggesting that our hero might be a bit of an ass, more concerned about his wife’s appearance than her well-being. Once we figure out his concerns are genuine, I wanted to suggest that maybe he was just paranoid. Then, once we realize that his concerns are not unfounded, the punchline would have to be completely unexpected.

I hope that audiences laugh at the joke, but the part of the story that, in my completely subjective opinion, is the most engaging is Greg’s inner conflict between being concerned for Maggie and wanting to trust her instincts about her own body. The paralysis that Matt Unger brilliantly conveys as Greg while Maggie probes her belly is where the real emotion is. Even though it seems like Maggie, perfectly portrayed by Sarah Sirota, is insensitive to the delicateness of her condition, in the end, her instincts turn out to be spot on.


It is possible to buy/rent prosthetic bellies. They are a dime a dozen. But this belly needed to be absurdly large. It had to be so big that it would be instantly understood that not even quintuplets could enlarge a belly like this and that Maggie’s pregnancy couldn’t possibly be normal.

Denver Diatribe

First Try

The only way to get a belly that size was to make it from scratch. Getting the right results required a process of trial and error. We started with an exercise ball which had to be partially deflated so that it could be molded slightly into an oblong shape that was flat on one end. This would better reproduce the shape of a pregnant belly.

At Cucalorus


But then the belly had to be stabilized. This was the biggest trick of all. We first tried a sheet of latex wrapped around Sarah’s waist, but we couldn’t tie the back of it without it tearing and there was the problem of the fold in the excess showing. So belly-designer Dave Lieber took an old cotton shirt and sewed it together to create a sack with two straps. The straps would wrap around Sarah’s waist and could lace up in the back. Then we had to find the right wardrobe.

It had to be one that would both fit the enormous belly and accentuate it but not reveal so much that the prosthetic might be visible. After going through numerous maternity dresses provided by costumer Sondra Mastrelli, the winner was the blue Loft maternity dress that appears in the film. The whole process required about a month of shopping, fitting and camera testing.


Scott Kitchen 3

Sarah Sirota as Maggie

• Producer Mark Nickelsburg appears three times as three different characters, one of which is a pregnant lady

• The birthing ball used for the prosthetic belly was originally intended to be used during the birth of the Rudelsons’ daughter Lily. Since Rebecca’s labor was lightning fast, the ball was never even inflated. It ended up as a prosthetic belly instead.

Dave at the Window 3

The Midwife

• There are companies that offer lifelike prosthetic bellies discreetly for those who need to fake pregnancy in real life (yes, it’s a thing). They cost a fortune.

• The Real Midwives of Manhattan is the name of the midwives clinic in the film

• What to Expect… was filmed at the White Rabbit in the East Village, only days before it was closed down and dismantled

• Applying to film festivals cost more than making the film