Nestled along Route 50, about 40 miles east of Washington, DC, you will find Middleburg, Virginia. It is a beautiful town, made all the more picture-perfect with its burst of fall foliage in shades of crimson, persimmon and butterscotch. Middleburg is the ideal setting for an intimate fall film festival, and it was a joy to attend for the first time this year.

For the 10th anniversary celebration of the Middleburg Film Festival, founder Sheila Johnson and her team made it the biggest festival yet. A common refrain from patrons throughout the weekend was, “There are just so many things I want to see!” The team screened more than 40 films and hosted panels and conversations across three venues in a town that doesn’t even have its own movie theater. And it truly did feel like a celebration of film, of artists, and of cinephiles alike.

Wilson Webb/Netflix

My first trip to the festival began with a flight delay. It meant having to miss the opening night screening of White Noise, a curtain-raiser that got a lot of attendees talking over the next several days. Baumbach also received the Spotlight Filmmaker Award. But for me, the festival really began the next morning.

Friday

Variety’s Senior Artisans Editor Jazz Tangcay and director Gina Prince-Bythewood in conversation at the 10th Annual Middleburg Film Festival

Beginning bright and early Friday morning, Gina Prince-Bythewood sat in conversation with Variety’s Jazz Tangcay. They spoke about the director’s body of work, from the gorgeous Love & Basketball (2000) to her latest, The Woman King, of which there was a special screening later. For 45 minutes, Prince-Bythewood regaled the audience with stories of finding her perfect Love & Basketball star in Sanaa Lathan and developing relationships with artists like editor Terilyn Shropshire. She also spoke about “Wikipedia historians” and their inaccurate complaints about The Woman King, citing her detailed research and extensive conversations with the descendants of the people of Dahomey.

From one great conversation to another, we moved into the library at the Salamander Resort, which was the perfect setting for director Rian Johnson and editor Bob Ducsay. The pair received the inaugural Variety Creative Collaborators Award and chatted about their collaborations, which began with 2012’s Looper. They went on to work together on The Last Jedi, Knives Out, and now the sequel, Glass Onion. It’s clear these two have a lot of fun together because their panel was full of good-natured teasing and reminiscence. At one point, Johnson said, “Bob has a ‘story by’ credit on National Lampoon’s Vegas Vacation and none of us know why!” When Ducsay told the story, Johnson laughed at the simple explanation and replied, “You shouldn’t have told us!”

The Women’s Luncheon is an annual tradition and it was such a pleasure to be invited to attend. There is something particularly empowering (and humbling) about attending an event with so many inspiring women from across industries, boards, and even the Library of Congress. Gina Prince-Bythewood was honored with the Agnès Varda Trailblazing Award.

After the Women’s Luncheon, there could be no better film to watch than Maria Schrader’s She Said, which had just premiered at the New York Film Festival the night before. The Middleburg audience was equally enthusiastic and filtered out of the screening abuzz with praise for the film, for Megan Twohey and Jodi Kantor, and with the realization that there is still so much work to do. Later, Rian Johnson presented Glass Onion: A Knives Out Mystery, a sparkling crowd-pleaser that will surely delight audiences when it hits theaters next month. And then Brendan Fraser brought everyone to tears with his performance in Darren Aronofsky’s The Whale, and with the Q&A that followed.

Saturday

Day 2 boasted another full schedule of conversations and special events including panels with Ray Romano (who presented his directorial debut Somewhere in Queens that evening), Brendan Fraser and screenwriter Samuel Hunter, and producer George Stevens, Jr. In the afternoon, a 45-piece orchestra performed a concert under the direction of film composers Mark Isham, Kris Bowers, Charles Fox, and 2022 Distinguished Composer Award recipient Michael Abels.

Courtesy of Columbia Pictures

But for me, it was a day of movie watching. First up was Devotion, J.D. Dillard’s film about Jesse Brown and Tom Hudner, two celebrated Naval Aviators, highly regarded for their efforts during the Korean War, and for another fight that would continue for decades afterward. The crowd clearly enjoyed it, so it wasn’t all that surprising to hear this morning’s announcement that Devotion won the Audience Award for Narrative Feature. Also screening Saturday morning was Turn Every Page, the winner of the Audience Award for Documentary Feature.

Brendan Gleeson and Colin Farrell star in THE BANSHEES OF INISHERIN — Courtesy of Searchlight Pictures

The rest of the day included James Gray’s semi-autobiographical 1980s era family drama, Armageddon Time, and then a depressing (in a good way?) double bill of Florian Zeller’s The Son and Martin McDonagh’s The Banshees of Inisherin. The Son was probably the most divisive of the films I saw, with immediate reactions afterward ranging from “That was the worst film of the festival!” to “This should win all the awards!” So it will be interesting to see what happens there as that film hits the awards circuit. Banshees, meanwhile, was indisputably popular. It could not have played to a crowd more prepared to love it. The fact that it was one of only a handful of films to come to the festival with multiple screening options boded well and I spoke to a couple of people who planned on attending both because they enjoyed it so much.

The day ended with the Saturday Night Party, a fabulous shindig with plenty of food, drink, DJ, and a giant, whimsical 10th anniversary cake — complete with celebratory sparklers.

Sunday

After two full days of movie-watching and talking, Sunday dawned just slightly later than the previous mornings. My day started with Park Chan-wook’s latest, Decision to Leave. It was a heavy and complex selection for 9am on a Sunday, but the audience was ready for it.

Sarah Polley directs WOMEN TALKING — Courtesy of Orion Pictures

My personal trip to the festival ended with Sarah Polley’s Women Talking, a film that is definitely going to have a whole lot of people talking over the next few months.

For others, there were a few more panels to choose from, including the annual “Talk Back to the Critics,” which gives festival-goers the chance to chat, ask questions, and debate their favorites from the weekend. The festival ended with the closing night film, Empire of Light, and a concert with composer Terence Blanchard.

It was a whirlwind of a weekend, but the Middleburg Film Festival is a great event. The atmosphere is relaxed and there is plenty of room for visiting and talking and meeting new people. The film selections were plentiful and a terrific cross-section of the contenders for the upcoming awards season. There really was something for everyone and I already can’t wait to go back next year.