Double Play: James Benning and Richard Linklater (2013) - full transcript

In 1985, filmmaker Richard Linklater began a film screening society in Austin, Texas, that aimed to show classic art-house and experimental films to a budding community of cinephiles and filmmakers. The Austin Film Society raised enough money to fly in their first out-of-town invitee, visionary experimental filmmaker James Benning. Accepting the invitation, Benning met Linklater and immediately the two began to develop a personal and intellectual bond, which has lasted through the present. After the cult success of "Slacker" (1991), Linklater has gone on to make award-winning big budget narrative films including "School of Rock" (2003), "Before Midnight" (2013) and "Boyhood" (2014). Benning, meanwhile, has stayed close to his modest roots and is mainly an unknown figure in mainstream film culture. Combining filmed conversations and archival material, "Double Play" explores the connections between the work and lives of these two American visionaries.

Nobody has ever seen a

bald-headed Indian...

I think often that the most

interesting view out a train is

the back window.

You go to the very back car

'cause you can see a full

180 view out the back.

It's something kind of poetic as

you leave.

You can't really see out the

front of the train.

That's not really possible,

'cause it's the engines and

conductors and all that.

But the back is yours, and

that's interesting, 'cause it's

what's behind you now.

All of life is just memory.

The present, if you have a

timeline, and you look at the

present, it's a point.

And everything on this side of

it is the future, and that

side's the past.

And a point does not have


So, the present doesn't have any


I was thinking about why I make

films, and I thought, "well, it"

started when I was very young."

Mommy, mommy, mommy!

I grew up in Milwaukee in the

'50s, and it was a time when

parents didn't worry about their

kids being outside, and you

could just go, and as long as

you didn't get into trouble, you

could keep going.

And it was always about

adventure and about having an

experience that would kind of

make my neighborhood get bigger.

And I didn't think of that as a

kid, but now I think it's what

I've been doing my whole life.

I have a lot of sympathy for

people in their 20s, who are

sort of wanting to do something

different or discover what

they're most passionate about or

live a life of purpose.

Cinema was the thing that saved


I just would spend all my time

reading about film or watching


It was probably that necessary

period where you have to sort of

separate yourself from

everything you knew before, or

as you sort of define yourself

as an adult.

I often joke, when people ask

if I went to film school... I

says, "oh, I went to the"

Stanley Kubrick film school,"

which means you just buy a

camera, and you learn how to use

it, and you start making movies.

The uncertainties of the


Find that one line.

You remember that line



You reread it ten times

'cause it was just like it

nailed it.

It's hard to say what's going



And watch his hair.

It's always this side.

Whatever's in the camera,

sometimes, it... you feel it

falling in your face, just very

subtly kind of...

I'll try.

No. No!

Of course not.



How could you even suggest


Let's go!

Hey, morning.

Morning, man.

How goes it?

Good, good.

Let me dump this off.

It's over here, huh?

Yeah, around the corner.

I love the Polish poster.

You can't really tell.

Like, "what movie's that?"

What would be that?

I really want to go see.

Takes a while.

You put all the names together.


It's a wonderful opportunity,

and we're so pleased if you'd

come and join us for the

weekend and see films and do

some films.

So, it's my great pleasure to

introduce Richard Linklater, the

artistic director of the

Austin film society, who will

be introducing...

Well, thanks, guys, for

coming out.

I just want to encourage you to

see all the films this weekend.

It's just a great opportunity to

see some work of one of the

world's great visual artists.

You know, 25 years ago, in 1988,

the film society had our first.

Grant money ever from the city

and the state, and it had always

been an ambition to be able to

bring in filmmakers.

So, the very first filmmaker I

wanted to bring in, whose work

intrigued me the most, was

James Benning.

I'm always amazed at your


I love just the experience of

watching them.

You realize we're all watching

the exact same images, but I'm

sure we're all having very

different experiences in our

that's so rare in the modern

world, where you really get

10 minutes to just study nature.

And I think that's more of a

challenge all the time, 'cause

if you really think about it,

how many of us have sat for

10 minutes and just studied the

way light moves, the ripple of a

wave, all the things in the

natural world?

Your films remind me how


So, I mean, I'm happy to

present this film, because it

confronts you with a reality

that's actually always there,

but we're getting further and

further away from.

After I made these films in the

'90s that were dealing with

text and image and with lots of

information, I became very

interested in early, very early

cinema, before narrative was

introduced in these kind of

observational films that I

thought were really amazing, and

I thought this is where, really,

film had a great strength and

that by the introduction of

narrative and especially

narrative language, it took us

away from what I was seeing as a

really strong point for film.

In the last 10 or 12 years, I've

been investigating that, kind of

going back to the beginning of


I knew the first shot was gonna

be the sunrise, and I knew the

last shot was gonna be these

relentless waves coming into

somewhat suggest infinity, that

these lakes... we're killing

these lakes, but in the end,

they're gonna outlast us,

because we'll be shook off the

earth like fleas.

And the lakes will then clean

themselves up.

In a sense, that's the feeling I

got from visiting all these


That's the kind of larger thing

I think I learned from this


So, the offices for the

film society are back in there

now, huh?

Yeah, yeah, we've kind of...

This is my triple-wide, which is

technically owned by the kind

of... I'm working off the rent.

I bought it, but everything out

here's owned by the city, so I

kind of rent it from the studio.

And this is your production

offices, and then...

This is the stage.

That used to be an airplane

that was an old office.

So, we were able to get all

these buildings and use them for

the industry, 'cause, you know,

back then, if you were shooting

a bigger production, you'd park

your truck somewhere.

The art department would be in

south Austin.

It was all dispersed.

So, now you can just shoot a

bigger film.

You can have your construction

crew in the hangar over there,

your office there, build some

sets there.

This would have been the

airport that I came in on

25 years ago to meet you for the

first time.

Back then, I was at the gate.

You could go to the gate, and

you'd come off the plane.

You had the film in one hand,

16-millimeter box, with a

handle, and, like, a grocery

bag, not even full, like, wound


A toothbrush and a pair of


You were that.

I said, "do you have any other"

like, "no."

And you were here for a few

yeah, yeah.

I was really impressed.

I was like, "okay, I really like"

this guy."

I still travel...

I know!

I think that's what you had...

And I think you were wearing

that same thing, too.


Often, I will edit on note


I'll make 10 note cards for

each, and then I will put some

vector on it to show me which

way the clouds might be moving.

And I might put another symbol

on it, to how quick it's moving

or how colorful it is.

So, I can look at these 10 cards

with maybe 5 different symbols

on them.

And it's like taking 10 cards

that are clubs, hearts, spades,

and diamonds and arranging them

so they're not all together.

Does that make sense?

I make symbols that represent

movement, color, direction,

sound, value, and then I put

them in order so that they all

the clubs aren't together, all

the diamonds aren't together.

And then I do a cut that way, in

this case on a flatbed, and then

I look it and say, "oh, that's"

pretty good, but that one isn't

"in the right place," and I might

move it somewhere else.

It seems like a simple job to

order 13 shots or 10 shots, but

13 factorial is somewhere in the


So, I'm sure I don't have the

best order, 'cause there's so

many possibilities.

We were... I was finishing

editing "slacker."

You were in town.

It was that time we were

"sweet smell of success" or one

of the movies.

We were in the room, and we were

into the last, you know,

probably the last ten minutes of

the movie.

And you made a joke, like,

someone enters the room, and you

just said kind of casually,

"and then we just go off with

"those two people," and the

movie goes right at the climax

of the movie, and I kind of got

I was like, "oh, man."

I just did a whole movie about

like, we just go off with those

I just thought that was pretty

kind of for a second, I was sort

of stunned.

I was like, "oh, no."

Is that a bad idea?"

Actually surprised I've never

yeah, as much as you've been

in Austin, the infamous

Mount Bonnell.

And you filmed "slacker"...

The end of it was done in, what

would that have been...

'89, summer of '89.

We were shooting.

I remember being at outdoor

parties and tying a camera to

the end of a fishing pole, and,

like, casting it out.

And it'd get stuck in a tree.

And the camera would be

so, I had all this old footage,

and I actually used some of

that, 'cause we had the footage.

When we threw the cameras off

mount Bonnell, we went down and

we processed that footage, but

it was kind of blurry, you know.

We probably had four cameras

going and then had that super-8

and I had met this girl that

summer who actually had a

JK optical printer.


So, it took it from super-8,

the reversal...

And then you blew it up.

Yeah, blew it up to

16 negative.

And then kind of on a Bolex.

That was really wonderful.

And then ended up blowing that

up to 35, eventually.

So, that film had covered a lot

of formats.

We even had Pixelvision.

We had video.

Hey, Kelly, nice shoes.

Hey, what is that?

Oh, it's my Pixelvision

it's for a project that I'm

putting together.

Hey, um, I'll tell you what.

Why don't want one of you take

it and shoot whatever you want?

Pass it around, and we'll see

what we come up with later on,


But I want my camera back,

all right?

I had many students over the

last 25 years that were actually

inspired to become filmmakers

from seeing a film that talked

to them directly.

It was like...

It feels like a film they

could make, in a way.

That's what inspired me.

You see a film, and you go,


I talk with my students today

about I'm not interested in them

making another good film because

there's a lot of good films, but

I'm interested in students

finding a new language, a new

way of working, pushing to make

the film culture grow, in a



I mean, I don't know if you

set out to do that, but I think

"slacker" was a beginning to

open up a new language, a new...

Yeah, I think in the

narrative realm.

I was very conscious of a new

way to tell a story or to push

the storytelling boundaries,

'cause, like you, I've always

felt kind of oppressed by the

three-acts story structure of

the narrative history of cinema.

A well-told story has its place,

but, you know, I'm always trying

to yeah, push that a little bit.

Over lunch we can argue about

yeah, yeah.


Come on. Backhand.

Get in shape.


Oh, that's off.


Way off.

Yeah, anyone can shoot when...

Okay, let's do it.

Could do a 3-pointer.

You got to really get warm to

get the...

I slowly... you have to kind of

warm up and get to them.

I'm working my way back.

I have to work way, way

back... 30 years or so.

Yeah, yeah.

Back to when they didn't even

have a 3-pointer.

You were at u.T. And played,

too, right?

No, I played at Sam Houston.


Yeah, I went to school on a


At that point, that was such a

focus of my life, you know?


I was just gonna go play

college ball wherever I felt I

could play soon est.

I thought I'd play as a freshman


Well, I always brag I had a

college scholarship, too, but

tuition was only $90.


I think it was pretty cheap when

I was there, too.

I think now it actually means


But I quit after two years,

and I think you quit because you

had some heart problems at one

yeah, it's like it quit me.

Yeah, I played... I really only

played one year.

It was on the Eve of my

sophomore year.

I remember I was playing

left field, batting third in the

lineup, playing as good as I

ever played.

And then...

Just had this heart-rhythm


Couldn't run.

It was almost like a

career-ending injury, you know?

When did you admit to

yourself you weren't gonna make

the big leagues?

I think it was about when I was

I don't think I still have.

I still kind of think...

[laughing 1 you still have a

I had a dream, like, about...

It was a few years ago.

It was almost like a bad movie.

You get one at bat in the

major leagues or something.

I don't know.

Yeah, delusion... I don't know.

I think it's important in sports

and in arts, in a way.

You have to think you're... no

matter how good you are, you

have to think you're a little

better than you are.

And how many films have you

made that deal with baseball?

I know you made a film with

coach or about the coach.

I did a documentary.

In "dazed and confused," my

young character... there's a

brief baseball scene, where he's

pitching, like, little league.

Strike three!

And I find now, like,

directing a movie with a big

crew and a lot of cast and a lot

of people, I'm a lot like my


Like a good coach, treats every

player a little... kind of

gives them what they need.

Different players need

different levels of coddling,

instruction, reassurance, tough


A good coach intuits that.

That way, if it hops either


See? Use your legs.

All right?

Run this way.

Catch the ball like that.


Ahmad Abdul Rahim.


Yo, bro, what up?

Nothing much.

Just ready to play some


25, huh? Ken Griffey, right?


Satchel Paige?


No. Willie Mays?

No. It's mark McGwire.

Mark McGwire?

But he's a white.

Yes, he's from Claremont.

He's my favorite player.


Well, the Indianapolis clowns

was in the negro

American league, and it was back

in the days, just in case people

don't remember, it was back in

the days what negro ballplayers,

black ballplayers, called the

major leagues.

We considered it major leagues.

In fact, I've always said that

if you could play with the

Indianapolis clowns or any of

those teams in the

negro American league that you

were essentially playing in the

big leagues.

We played as many as three games

I remember playing a

doubleheader in Washington, then

playing a night game in


So, that's three games.

And we would travel.

We would stay in a hotel only

once a week, and that would be

on a Saturday.

The rest of the time we'd be

traveling on a bus.

We would get $2-a-day meal


And some days, I can remember

getting a dollar worth of

baloney sausage and...

Come on! Throw it by him!

Throw it by him!

He can't hit.

Coming to you, James.

I wanted to make that

Willie Mays grab.

What a snag, man. He did it.


We approach films in much

different ways, yet we have a

lot of things in common.

I never really liked films.

I was never a big fan of films.

I was never a cinephile.

And I know you became a

filmmaker by really becoming

interested in films like the

French new wave, who looked at

many films and was very inspired

by filmmaking before them.

And I think you still carry a

lot of that with you but maybe

not with the same zest as to

begin with.

I'm curious about that, anyway.

Well, you kind of came at it

from... you're sort of in, like,

just visual art in general,

yeah, I think so.

I mean, I made films because I

saw a Maya Deren film on TV, and

then, eight years later, I

bought a camera.

So, you can see that I had an

engagement, but it didn't really

move me much.

It took me eight years, but it

must have been pretty strong if

I was still thinking about it

eight years later.

But in that 8-year interim,

were you studying, like, when

you would go to a gallery or see

painting, did you think

something was forming in your

head about the real-time nature

of film and how you might use it


I came to all this very late

I didn't buy a camera until I

was in my mid-20s or more, and I

really didn't feel...

Mid-20s late in life?

Well, for kids today, of


Oh, well, yeah, they start at

but I really didn't know what

art was.

I thought art was paint and

making a nice sailboat with a


And I still admire that.

But I didn't know that there is

an art practice out there that

has a philosophy in it.

It has dialogue that's

continually going on, and one

can engage in that.

I didn't figure that out until

I was in graduate school, in

film, and I was 30 years old.

I think you're blessed by

that, though.

In a way, because I was very

involved politically, doing

political organizing and things

like that that kept me from

looking at things that you saw

and brought you into filmmaking.

But I was a little bit later,

too, certainly by modern


When you grow up in Huntsville,

Texas, it doesn't cross your

mind, "oh, I can make a film."

I thought at best I wanted to be

a novelist.

And then, somewhere in college,

that shifted to potentially


I remember I was playing college

baseball, and then, you know,

that was over, and I was working


And I think there was a certain

void in my life, and I just

found myself wandering into

movie theaters, going to four

films a day.

I just got really fascinated in

the history of film, the


I was just kind of falling in

love with cinema, you know?

Then, I realized you could rent

a movie for 100 bucks or

something, and it was like, "oh",

well, let's get people to help

"us pay for this."

And my roommates at the time,

Lee Daniel, Brecht Andersch, and

other people around town who

were kind of the film freaks.

We just started showing films at

various venues.

And then, I think that was...

Again, it was kind of coming out

of a void.

Cassavetes talks about film as a

parallel universe for people who

don't like the real world.


Who don't know how to dress

or be normal or be official.

And I think I agree.

The film world was just this

other world that encompassed the

world, but I preferred it.

A couple friends of mine and I,

we started a film society we

still run here in Austin.

The Austin film society.

Yeah, that's been going nine

there's a lot of independent

filmmakers in town.

Yeah, we just had a screening

today, in fact, I just came

I'm as proud of the

film society as anything.

Doing "Oshima" and Godard

retrospectives and stuff like

my whole life was just cinema.

Well, Rick, you seem to have

survived your Hollywood


"Dazed and confused" did well,

got good reviews.

Circulated around, became a cult


And evidently you're able to

make another film,

"before sunrise."

What's the concept of it?

It has elements that

"slacker" and "dazed" don't

I think it's a little bit more

of a story, and it's a

male/female story, too.

So, it's kind of a romance, my

own version of a romance, I


I think people who make

movies daydream about movies.

That's the way I think, you


I think of things in

storytelling fashion.

That's why I like acting, too.

Fill the void, or I think it

attracts a certain kind of

personality that doesn't want a

life in the real world and that

movies kind of become your life

and become your history and

become your thoughts and the way

you see the world.

I didn't think I wanted to be a

real member of the world.

Movies were a universe that I

could count on.

Wouldn't let me down.

I could go back and see

"touch of evil" or "the crowd,"

"docks of New York,"

"citizen Kane" or something.

Your latest film, we were

talking about at dinner last

night with the crew.

They were arguing if there were

12 shots in it or 10 shots.

But nevertheless, it was about

how few shots are in this

narrative film, which

immediately my ears lit up

because I thought, "oh, good",

we're stripping ourselves of

this kind of manipulative

narrative language and letting

"duration play out meaning."

It has maybe 12 scenes or

less, but within a few of those,

there are... but there are some

that are just really, really

long shots.

But I would go one more step.

I don't think it's not


I think it's a... It's a huge


There's a crew.

So, everything's


Yeah, I think it's all a


I think it might respect their

intelligence, perhaps, a little

more than a cross-cutting action

thing, but, at the same time, I

just think it's all a construct.

So, it's just disguised better,

perhaps, but I don't have any

delusions that it's real.


Too much effort goes into it.

But you are very aware that

the language that you're using


Definitely not Hollywood



And yet it's not so obscure

that... with the nontraditional

formal qualities, I do have,

parallel to that, traditional

story qualities, even though

they're not wildly entertaining.

But what a couple goes through

in a particular day or

particular life, you know?

I would say all your films have

this double thing of

nontraditional story... formal

qualities, obviously, and then,

also, nontraditional stories.

Like, what you're trying to

communicate doesn't fit into a

narrative format.

Well, I know as I get older,

I have kind of... my life is

pretty much being consumed now

by my work itself.

I've also decided that I don't

want to be around people most of

the time.

So, I have a place in the

mountains, and I hide.

I think because of the way I

feel really good by myself, I'm

making films now that are very


In 2001, I bought some property

in the Sierra Nevada mountains

that had a nice house on it.

And I started to remodel the


And then, when I was finished, I

thought, "well, now I'm done."

"What do I do up here?" Because I

like to work.

And so I started to do paintings

just to kind of calm down and

copy paintings of outsider


And after about six months of

doing that, I decided I wanted

to do some construction again,

and I began to build a copy of.

Thoreau's cabin.

It wasn't an exact replica of

his cabin because nobody really

knows what his cabin looked


It's fairly well-described in


Then, I kept on painting, and,

all the sudden, it occurred to

me that I was maybe making an

art project here.

But it didn't have any edge to

and I thought back to my film in

the mid-'80s that I made,

"American dreams," which used

baseball cards and Henry Aaron.

And it used speeches from 1954

to 1976 and also popular songs

from those years.

And at that point, I introduced

the diary of Arthur Bremer, who

was the person from Milwaukee,

where I grew up, that went on to

shoot George Wallace.

And so, I thought, "well, that's"

the same thing that my cabin's

project needs.

It needs another cabin that will

"be a counterpoint."

So, I decided to construct the

cabin of Ted Kaczynski, the

"unabomber," the one that was

built in Montana, as a companion

to the Thoreau cabin.

Here, I'm going to confess

to, or to be more accurate, brag

about, some of the misdeeds I've

committed in the last few


There was a small, functioning

mine... I'll call it mine "x"

for future reference... a few

miles from my cabin, on the

south side of the Ridge that

runs east from here.

They had a large diesel engine

mounted on the back of an old

truck, apparently for running a

large drill for boring holes in


I put a small quantity of sugar

in the fuel tank of the diesel

engine and also in the gas tank

of the truck.

Sugar in the gas is supposed to

severely damage the cylinders

and act as an abrasive.

So, I think we also want to

try to push cinema in different

ways, and you're doing a very

radical project now of making a

film over a ten-year period,

which I think is absolutely

extraordinary, which I want to

see parts of and perhaps

tomorrow I'm gonna get to see

some of that.

But that's an amazing... again,

and here, now, it's a narrative

that happens across ten years,

but it also is about how people

actually age in that time span.

So, it's real aging.

Yes, not cinema.

You change in ten years, in

respect to that.

So, all of that is in the film,

if you like it or not.

It's about how you change, how

they change, and I really think


Or as Ethan Hawke... I've

shown him it over the years,

like, the assembly of where we

are, and he made the


It's like, "oh, the kids"...

'cause it's really a brother and


He goes, over these 12 years,

"they're growing up."

And he looks at himself.

"And we're aging."

I've been...

I've been thinking about this.

Well, I always kind of wanted to

write a book that all took place

within the space of a pop song.

You know, like three or four

minutes long, the whole thing.

The story, the idea, is that

there's this guy, right?

And he's totally depressed.

His great dream was to be a

lover, an adventurer, riding

motorcycles through

south America.

And instead he's sitting at a

marble table, eating lobster,

and he's got a good job and a

beautiful wife, right?

You know, everything that he

but it doesn't matter, 'cause

what he wants is to fight for


Happiness isn't in the doing,


Not in the getting what you


So, he's sitting there, and just

that second, his little

5-year-old daughter hops up on

the table, and he knows that she

should get down, 'cause she

could get hurt.

But she's dancing to this pop

song in a summer dress.

And he looks down, and, all the

sudden, he's 16.

And his high school sweetheart

is dropping him off at home, and

they just lost their virginity,

and she loves him.

And the same song is playing on

the car radio.

And she climbs up and starts

dancing on the roof of the car.

And now, now he's worried about

and she's beautiful, with a...A

facial expression just like his


In fact, you know, maybe that's

why he even likes her.

You see, he knows he's not

remembering this dance.

He's there.

He's there in both moments


And just like for an instant

, all his

life is just folding in on

itself, and it's obvious to him

that time is a lie.

Uh... That it's all happening

all the time, and inside every

moment is another moment,

all... You know, happening


And, anyway, that's... that's

kind of the idea... Anyway.

The 18 years that's elapsed

in the three "before" movies,

that was kind of accidental.

It just sort of happened that

we liked working together, and

we brought them back.

It's not that conscious of a

process, where I think your

films are all about time.

You're consciously sculpting

these sections of time within

this kind of a bleak narrative

structures you're creating.

Yeah, in '77, I made

"one-way boogie woogie," and

then I always thought, "oh, I"

want to do this film again,"

because I made the film because

it was in this industrial

valley, and it was gonna become

gentrified, and it didn't become

gentrified right away.

But, finally, 27 years later, it

was beginning to change, and I

thought, "okay, I can redo it"

and then I decided, because I

had a number of people on the

first film, I'd get the same

people if they were still alive

to act in it.

And I had not thought about how

this would really talk about

aging, because everybody's

27 years older now.

That's a pretty big jump in

for everybody.

And in one place, there's a

young woman carrying a baby, and

now she's walking through with

her 27-year-old child next to

her, and she's an older woman.

So, and then it really made me

think about the whole experience

of making the first film and

then the experience of making

the second film, which was so

different because I was older.

So, not only... I didn't realize

I wouldn't be making only a film

about the neighborhood changing,

but it would be about my friends

aging and myself being


That's the one relationship

we all have that endures to the

end is our own relation with our

past selves, you know, and the

stories we create to connect

ourselves to who we were.

I've always been fascinated with


Just talking about narrative and

storytelling and the

artificiality or the contrivance

of it.

But is there something innate in

like, we all either... we're

kind of creating these stories

in our heads just about

ourselves and our lives and

trying to make them make sense

somehow, even though it might


Well, like I was saying at my

screening the other day about

I'm really interested in this

idea of time itself, in that

there's a future and there's a

past, and we're always at that

point that's present but that

has no dimension.

So, nothing can be understood in

something that has no dimension.

So, everything that we

understand is only through

memory, that my sentence, you

cannot understand.

You only remember it.

You can't move on the timeline.

You can't go into the future.

You can only remember the past,

but it's this machine that you

either reinforce prejudice with,

or you learn.

But it's fun.

Like, everybody who loves art

can tell you that moment where

they were confronted by

something that they didn't

understand, that literally blew

their mind, that they just

totally reoriented, recalibrated

their mind of what a certain

medium or what life could be,

what anything could be.

You know, so many categories.


I'll tell you my moment when

that happened.

I was in graduate school, in

mathematics, and, like I said, I

knew nothing about art until

later in life.

So, I knew nothing about art at

this time.

And I was going to an evening

math class, and a bunch of

people were going into the

student union in Milwaukee, and

somehow there was such an

energy, I thought, "oh, I'm not"

gonna go to my class.

I'm gonna go to see what this

and a guy came out, and he read

an abridged thing of

James Joyce, "finnegans wake,"

where he took James Joyce and

wrote down this, and then he

found the first words that

started with a "j" but not an

"a," and then he could add some


So, he would pick just words out

of the whole book, and then he

read it, and it took him an hour

and a half to read this.

And "finnegans wake," the

language is so difficult,

anyway, but when it's chopped up

and abstracted, it becomes just


And by the end, I was totally

engrossed in it.

The audience clapped.

He set down his book, and he put

this big John cage smile on his

face and looked at the audience.

And I had no idea who John cage

was, you know.


"Oh, this is so marvelous."

I heard language as music, and I

saw somebody perform something

that was so unusual that I

couldn't understand how anybody

even could begin to think of

doing that.

And when I was done watching it,

I was walking back to my car.

I thought, "that's what I want"

I want to do something that

"makes me smile like that."

It was absolutely incredible...

Incredible experience.

There's always these fortuitous

events, where a dragonfly flies

right in front of your camera,

and it appears this big, and you

either like that, or you don't.

And then you keep those kinds of

things in.

But yes, I thought of each shot

as some kind of an event, either

event in the way light would

change or the way the depth cue

would change by a car moving

through it, or the way the sound

would disappear as a car would

go deep into the frame, and your

eye can't stop looking at it,

and they still see it.

These kind of games happen.

So, it's kind of a playful


Where's the penitentiary?

That's in central valley in


They have 11 penitentiaries.

Seven of them are privatized.

They didn't come and stop you

from parking out there?

I shoot very quickly.

I was worried because I shot the

prison at Corcoran for another

film, and I ended up with a gun

at my head and being accused of

a double felony of criminal

trespassing and criminal


And I had known that two months

earlier that Corcoran guards

beat the shit out of a bunch of

bad boys that were brought to

that prison to be treated that


And somehow it was all captured

on some kind of video machine.

And then, all those guards had

just been arrested.

So, I showed up a month later

with my camera, and they, of

course, thought I was gonna do

something about the prison and

how ugly it was.

And I just wanted to show it

because it's a maximum-security

prison in the valley, and

there's many of them, and it's

more lucrative to grow criminals

now than to grow cotton.

Technology has allowed me to

become completely autonomous in

my work, that I don't need labs

anymore, and I can do... once I

buy my equipment, and I know it

doesn't last as long as a Bolex

lasted, but it might last

seven or eight years.

I can work almost for free for

the next seven or eight years.

I just need the cost of a little

gasoline and a sandwich, and

then all the rest I can do


So, in one sense, the technology

has made me completely


And then, in another sense, I

think it's completely

suffocating and keeps you from

really the maybe more important

things in life that are closer

to life itself, like, growing

your own food and building your

house and caring for things.

And now it's... I have a


Come be my friend if you like.

It's a funny business.

I want to tell you about a

dream I once had.

I know when someone says that,

that's usually you're in for a

very boring next few minutes,

and you might be.

I got to tell you about this

dream I had last night.

Oh, yeah? What's that?

Do you ever have those dreams

that are just completely real?

Okay, there I am, and I'm

getting it on...

with this perfect female



What? What? What?

Come on, a perfect female body.

It's not a bad start.

But the head of

Abraham Lincoln.

I was just traveling around,

staring out the windows of buses

and trains, reading.

I mean, how many dreams do you

have where you read in a dream?

I read this essay by

Philip k. Dick.

What, you read it in your


Man, there was this book I

just read on the bu...

What are you reading?

Oh, yeah.

How about you?




Man, it was bizarre.

It was, like, the premise for

this whole book was that every

thought you have creates its own


Another example would be like

back there at the bus station.

As I got off the bus, the

thought crossed my mind, just

for a second, about not taking a

cab at all.

I mean, at this very second, I'm

back at the bus station, just

hanging out, probably thumbing

through a paper, probably going

up to a pay phone.

Say this beautiful woman just

comes up to me, just starts

talking to me, you know?

She ends up offering me a ride.

We're hitting it off.

Go play a little pinball.


Well, um...

We haven't talked about this

yet, but are you dating anyone?

If we were meeting for the

first time today on a train,

would you find me attractive?

Of course.

No, but, really, right now,

as I am, would you start talking

would you ask me to get off the

train with you?

Well, I mean, you're asking a

theoretical question.

I mean, what would my life

situation be?

I mean, technically, wouldn't I

be cheating on you?

Okay, why can't you just say

I did. I said, "of course."

No, no, no, I wanted you to

say something romantic.

Say I have a dream some

night, that I'm with some

strange woman I've never met, or

I'm living at some place I've

never seen before.

See, that's just a momentary

glimpse into this other reality

that was all created back there

at the bus station, you know?

And then, I could have a dream

from that reality into this one,

that, like, this is my dream

from that reality.

Of course, that's kind of like

that dream I just had on the

bus, the whole cycle type of


Man, shit, I should have stayed

at the bus station.

Good morning.


Good morning.

How are you?



I'm excited.

You're excited?

We've talked about this

project on and off for ten



Ten or eleven.

And your daughter has a part

in this?


It was a tough thing casting.

I got such a long-term thing.

And she was excited to be in

the film...

Initially, and as the years

went by, she was like, "hey, can"

you... can my character, like,


And I'm like, "no, sorry."

Go off to college.

And every year... yeah.

Every year... she's a painter,

visual artist.

She doesn't like acting.

She's the kind of kid, like, I

think most teenage girls... you

take a picture, they get your

phone and erase it immediately.

So self-conscious.

But she's actually very

effective in the movie.

It's working with a lot of


And it's weird to be working

with Patricia Arquette and

Ethan Hawke as the parents...

Consummate professionals.

And then, on another level, a

lot of the kids, their friends,

will be people we just sort of

pick up and try to meld into the

whole project.

This narrative structure came

about... we were talking about

problem solving the other day.

The problem I had was I wanted

to do a film about childhood,

but I couldn't really... I

didn't think I had anything big

to say about any one moment of


I had feelings about it, but...

And I was actually sitting down.

I was thinking I was gonna write

a novel, something I never did.

But I aspired to many, many

years ago.

And it was that idea about what

place in childhood do you drop


This idea popped in my head.

It's like, "well, why couldn't"

you just film a little bit every

"year and touch on these things?"

But that was kind of the big


And just kind of put these

episodes, these years, together

and have it flow as one.

And that would make a much

bigger statement about time and

maturity and how we change, how

we stay the same.

You know, those are the bigger

themes I think I was reaching

I just couldn't find the

narrative format for that in

could we look at how you... I

don't know if you have good

examples of it yet, but how you

get from one year to the next,

what the articulation is?

Some are real subtle.

Some are less subtle than


I think the biggest one... year

one, I think I was, if anything,

too blunt about it.

I got more subtle, I think.

This is year one to two.

Yeah, this was what I was


New apartment.

They've moved in, or they've

just arrived, tired.

Well, what do you think?

I like it.

Oh, can I see my room?

Yeah, let's see your rooms.

Bus will be here in ten


Yeah, that works.

So, we follow him out.

I didn't realize, when you

described this, how interesting

those ellips... missing time

would be.

Okay, here's years two to


He's just met a professor.

He was home from school.

Went with his mom to class.

She's getting her degree, and

he's walking away.

You can get near the end of




So, do you think...

So, he kind of realizes his

mom's sort of dating this guy,

or there's something else going


♪ ...said to the sand man,

♪ "wake up" ♪

♪ one, two, three, four,

five... ♪

And then, there he is, on the


Changed pretty abruptly.

Samantha's got braces, his older


And there's these other two kids


And we come back to realize the

parents have just come back from

their honeymoon.

So, they're in a different

family situation.

I know, right?

Look at those.

Ooh, look at those.

There's a 10-year payoff here


So, I'm kind of getting

scenes from boyhood I actually


Like, here he is, like, a bird

has died.

He buried it, and he's dug it

back up just to see what it

looks like.

You know, that kind of...

Over the ten years, is this

all shot on film?

Mm-hmm. 35 neg.

Really, the goal was to have a

very uniform look to everything

about it, which was, given the

limitations of each year's shoot

and our budget and everything,

but I did want... I figured,

looking back, like, "okay",

twelve years from now, I think

film will still be here.

At least it'll be available,

I know there will be cameras.

There will probably be one lab

and it looks like we're getting

to the finish line in a year

where it really is sort of at

the end for film.

Yeah, that's interesting.

I don't feel a need to stock

if you would have started on

digital... digital changed so

we'd be on our fifth

different look.

Yeah, exactly.

And I didn't want it to feel

like that.

I didn't want that to be the

thing that demarcated the years.

You two have been working

together for many years, right?

I heard about Rick making a

film with universal, and I wrote

him a letter.


Just wrote him a longhand

letter and said, "I'm new to"

town, but I have experience in

the editing room, and I'd really

"like to meet you."

And I just mailed it to the

address of your production

office, and they called about

three weeks later and...

'cause I was very skeptical.

I had always edited everything,

and the idea of working with an

editor really scared me.

It's like, "oh, is that where"

you lose control of your film?

"Is that where..."

You hear these horror stories.

I was very paranoid at that

moment just working with a

studio in general.

And I think it came down to one

of my producers out there...

"yeah, a buddy of mine, he cut"

the 'police academy' movies.

I think he'd be good to cut

I was like, "aah!"

The older I get, the less.

Patience I have to be in an

editing room all day.

I think that first film, I was

like right over your shoulder,

just like with the thing, like,

"don't screw up my movie."

Then, I quickly realized Sandra

had actually a lot to offer.


You probably weren't here yet,

when the film society was just


Those were wonderful times.

I was staying at

d. Montgomery's house.

She gave me a house to stay in,

and Rick drove me to her house.

And we're dreaming, and we stop

at a stop sign, and there's a

bump we hear.

And there was a guy that had

been drunk and crawled in the

backseat and was sleeping.

And he fell and woke up.

And Rick's like this wasn't

abnormal at all.

He said, "what are you doing?"

He said, "I was just sleeping"

Rick said, "well, go back to"

I'll take you back after I drop

"him off."

And I thought, "welcome to"



Yeah, you would fit in just

fine, just fine in Austin.

But I liked that you didn't

lose a beat on that, like, "no

big deal."

And how did you meet d.?

I had seen her around.

She was friends with

Teresa Taylor, who's the drummer

for the butthole surfers, and

she would be at parties.

And I asked her actually to be

in my first film.

I think of d. Every day, and I

still have dreams sometimes

that we're sitting there

talking, and she'll have


That's how vibrant she was.

Yeah, yeah.

And she'll be telling me about a

project she's working on.

"And then I'm gonna do"... you

know, something kind of really

conceptual, and I'll be really

into it.

You're making me cry.

And then I kind of get lucid,

and I'm like, "oh, that sounds"

great, d.

You know you're not alive

"anymore, right?"

Then, I'll have to inform her,

and she's like... that kind of

kills the...

"I am, too!"

Yeah, she's like, "I am, in"

your mind, at least."

But it is a cool idea, but I'm

kind of like, "oh, yeah, damn."

This isn't real."

So, yeah.

She's been gone 16, 15 1/2 years

now, so...

Long time.

And then, I could pick you up

and take you to our house for...


For dinner.

That would be great.

Then, we'll go up to the big


You know what's that from, don't


The "m"?

Yeah, we'll go up to the big


In Montana.


Is that in Missoula?


I like that trip up there in

your film, though, because it's

kind of matter-of-fact.

"What should we do?"

"Oh, let's go up to the big"

yeah, we can walk up to the

the ultimate hanging-out...

So, well, cool.

So, I'll just come get you.

I'll be waiting for you.

I'll call you.

I'll call you sometime after

4:00, I believe.

Around 4:30, cool.


All right. Take it easy.

Okay. See you soon.

Cut it!

[Bird squawking 1

I found the end of

"school of rock" to be extremely

radical, to put on this addition

at the end of them jamming.

We improvised that.


I kind of like credit

sequences that keep you in the

theater, for some reason.

There is an addendum to the

and that, we had spent so much

time in the studio, recording

all the music, and they were

sort of jamming.

Jack and the kids were doing

these jams to ac/dc songs.

And I could see what fun they

were having.

It just popped in my head,

'cause we didn't really have

much of an ending.

We were sort of defying the

Hollywood... oh, the new rules

of endings that you have to

have, like, six endings to every

we really had a pretty simple

they lost, and then, they got

called out for an encore.

So, we had a half an ending,

which I'm always in... that hurt

"dazed and confused" a lot way

like, it wasn't seen that we had

an ending, and I was like,

"yeah, there isn't an ending.

Isn't that cool?"

And they're like, "no, that's"

you need a good ending."

"Well, I don't have one."

They're driving off to get

"Aerosmith tickets."