[lounge music] ♪ ♪ ♪ ♪ - The best response you can have to a payoff in a thriller is someone goes, "Oh, right, I forgot, of course..." [multiple voices chattering] [Narrator] On Story offers a look inside the creative process from today's leading writers, creators, and filmmakers.

All of our content is recorded live at Austin Film Festival and at our year-round events.

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[waves] [kids screaming] [wind] [witch cackling] [sirens wail] [gunshots] [dripping] [suspenseful music] [telegraph beeping, typing] [piano gliss] From Austin Film Festival, this is "On Story."

A look inside the creative process from today's leading writers, creators, and filmmakers.

This week's "On Story", "Hustle & Flow" filmmaker, Craig Brewer.

- Probably the biggest lesson of the movie that I try to remember, 'cause I think I've forgotten it, is that it's a special thing to make a movie, and it's a special thing to make your first.

Because I think it signals who you are, it declares what you're going to be.

[paper crumples] [typing] [typewriter ding] [Narrator] In this episode, writer and director, Craig Brewer discusses the impetus, influences and behind his films, "Hustle & Flow" and "Poor & Hungry," and working with producer, Stephanie Allain.

[typewriter ding] - I was living in Memphis, Tennessee, which I still live in Memphis.

My sister-in-law, who was my assistant at the time, had this Chevy Caprice Classic.

And she went into Memphis, which I think is the third or fourth highest car theft capital.

- Yeah.

- And the car got stolen.

And, so, two days later we got this call saying, "This is the Memphis Police.

You need to come down to the Memphis Impound and we have your car."

It was completely chopped; like, the car doors, the wheels, the wheel wells, the carpets, the engine, everything.

It was just this skeleton of a car.

And my sister-in-law, who always complained about this car, started crying.

And I remember that image of her just alone crying over this car, and she was mad.

From that, I started writing the movie.

And that's really the image that first started me thinking about, it was like, "Well, what if somebody who stole the car is watching my sister-in-law cry and falls in love with her?"

[birds chirping] And when I was in high school, I wrote a lot of one-act plays and I directed a lot of plays.

And my dad really loved movies and he loved the theater.

And he was in shipping, he had nothing to do with the arts.

Raised in Memphis, Tennessee.

And, uh, was a hippie and wanted to get out of Memphis.

As a matter of fact, I gave Ludacris in "Hustle & Flow" one of his lines, "Memphis is best in your rear-view mirror."

And that's something that my dad would always say, even though I think he was kind of drawn to go back home.

But when I really bombed on that first movie, it's not that my father and I had a falling out, but I think that I had lost just some of my specialness with it.

And so when I wrote "Poor & Hungry," I sent it to him.

And it was just one of the best calls of my life.

He was so good.

He was like, "This is it!

This is great!

And I'm so worried you're gonna mess it up."

[audience laughing] And I was like, "Well, why do you think I'm gonna mess it up?"

And he said, "Because I think you're gonna try to overproduce it.

So I think you need to not apologize for not having money, I think you need to embrace the fact that you don't have any money, and you need to make this in such a way where it is in the spirit of the movie that you're trying to tell."

He's like, "You should shoot it yourself, you should learn the best you can about photography and you need to edit it."

And so I got very inspired and I went to Barnes & Noble and I bought up all the books I could on digital filmmaking.

And I got home and there was a call to call my dad's work.

And then this guy answered the phone, and he said, "Craig, I'm so sorry to tell you this, but your father started complaining of chest pains, and we rushed him to the hospital and he died.

He died of a heart attack."

And so it was the last phone call.

It's very epic.

So I got 20 grand of inheritance.

And my mother asked me, "What do you wanna do with this?"

And I was like, "Well, what do you think dad would recommend I do?

Should I save it?"

And my mother, I gotta really hand it to her, she said, "I think you should really try to make that movie that your dad read, because I haven't seen your dad so excited in a long time."

So my dad, I think, because he was always talking about what he wanted to do when he retired and the fact that he died at work, I think it just made me try to make this movie as if it was going to be the last thing I made.

So if the lights got turned off on me, after the movie, people could look at it and go, "Oh, look, he's very much into these human stories, of people who don't have a lot of money, but there's some humor and there's a love story.

Music is very important to him and the discovery of art or the discovery of music."

And that's probably the biggest lesson.

And it has nothing to do with money, and it has nothing to do with equipment.

It really has everything to do with the person who's telling the story.

And that's free.

And yet it's the hardest thing, I think, to figure out for a filmmaker.

[typewriter ding] My dad took me to see "Amadeus."

Like, that was the movie that blew me away.

When somebody hears classical music right for the first time, it moves them.

They're like, "Wow, that's great."

And there was something about, I mean, I love blues and Memphis has this.

I knew a lot of musicians in Memphis, so I knew I could have that in there, but I wanted to drop this beautiful music in the middle of this world and see the characters respond to it, and see them actually fall in love with it for the first time, and it being by way of this girl.

My favorite scene, I know I keep talking about my dad a lot, but I remember shooting it and going like, "Oh, he would love this moment."

And it's still my favorite image in the movie.

He's listening to the headphones, and he's in the strip club.

And there's this dancer.

And these are all... None of them were actresses, these were all real strippers.

I would say, "Look, I want you to do a lap dance for this guy facing away from him.

But what I wanna see on your face is just, you're not facing the John."

This is day shift, on a Wednesday.

You know what I mean?

This is not really the best thing that you could be doing.

And so I'm pushing in on her face, and I remember hearing the classical music that I knew I was gonna be putting over in my headphones as I was zooming into her face.

For me, it's like, I haven't topped that.

[typewriter ding] So, while I was with my sister-in-law, I'm, I'm in...

I'm driving her car, the Chevy Capri, she's sitting next to me, we're outside of this hotel in Memphis, which is an hourly hotel, and we were wanting to shoot the massage parlor scene in there.

And so I'm waiting to talk to this one cat, and we're sitting outside.

And a car rolls up and there's a blonde white girl with dreadlocks.

And she's in the passenger side, pimples on her face.

I'll never forget her face.

Pimples.

She had chubby cheeks and she just looked just depressed and off.

And there was a guy driving, this one Black guy that was selling her, you can get in and out.

And I was like, "No, we're just actually waiting here to talk to somebody."

And he's like, "Hey man, what are you doing?"

I was like, "Well, we're trying to make this movie."

And the girl just was sitting there looking at me, right there in the foreground, while he's in the back and he's just trying to get a dollar out of me.

And then he goes, "Hey man, you like rap?"

And I was like, "Yeah, yeah."

And he pulled out a tape, and he was like, "There you go."

And I was like, "Wow, that guy is hustling!"

You know what I mean?

He did not stop.

And then I would hang out with my friends who were rappers and I'd go over to the house.

And I thought they were big time; Al Capone, Three 6 Mafia, and they were making beats in their kitchens.

And so I was like, "There's something in this world..." And I had just been through this whole process where the four of us, every time you go to Eli's house, that's our house.

And my wife got pregnant, and she was helping.

She's cooking meals and trying to keep us all going.

And so, if you look at me, my sister-in-law, my pregnant wife and then my brother-in-law, who was kind of the techy guy, that's Terrence Howard, Taryn Manning, Taraji Henson, and Anthony Anderson.

And I was just like, "Well, let's just set it in this world of rap."

♪ You know it's hard out here for a pimp ♪ ♪ When you're tryin' to get the money for the rent ♪ ♪ With the Cadillac and gas money spent ♪ ♪ Will cause a whole lotta ♪ - Jumpin'.

- Jumping ship.

- Jumping ship, that's right.

- Mm-hmm.

- I'll tell the story of me making "Poor & Hungry" but in a different setting.

And so I wrote "Hustle" very quickly, and then when "Poor & Hungry" started making the rounds in Hollywood as just a VHS screener, "Hustle & Flow," the script, started going out with it.

And this really great producer, Stephanie Allain got the script and read the script and we tried to get it going.

And then she gave it to John Singleton.

She not only gave Robert Rodriguez his start when she worked at Columbia, but she gave John Singleton a start, and she was at Columbia when they did "Boyz."

And John read the script, he loved it, but then he saw the movie.

And he is like, "Oh, well, we'll just have you do it.

You'll direct it.

Because, look what you did with 20 grand.

We'll just give you a little more money and maybe you can make "Hustle & Flow."

So that's how -- By me letting go of, why isn't "Poor & Hungry" getting in theaters across the nation like "Clerks" did?

They got me "Hustle."

And "Hustle" was still a struggle, but I went back to the same shake joint on Brooks Avenue, the same strippers who were like, "You're making another movie, Craig?

It was like, "No big whoop?"

You know what I mean?

They didn't think anything of it, and it's like, "Oh yeah, that's that guy from 'The Best Man.'

Okay, where do you want me, Craig?"

It was this wild thing where I was friends with everybody and I'd already been making movies, we just had a little bit more money and color and film.

[typewriter ding] I would go into these studio exec offices, and they had read "Hustle & Flow."

Okay, "Hustle & Flow" reminds me of "Amadeus."

And they were like, "Whoa, no, no, no, no!

You can't be talking about a movie about Mozart and Salieri and compare it to this pimp movie."

And I was like, "Yeah, but I wasn't a huge classical fan when I saw 'Amadeus'."

The Requiem Mass scene.

Do you all know what I'm talking about?

Mozart, he's dying in his bed and Salieri, who's been plotting to destroy him, is at the foot of his bed.

And Mozart is line by line dictating, I believe, the third movement of the Requiem Mass.

And you hear the music.

Salieri can't understand it, it's like, "You're going too fast, I don't know what you're saying."

And Mozart's like, "It goes with the harmony!"

And then the bassoons and bass horns would kick in.

Bwom.

Bwom.

Bwom.

He's like, yes, yes.

Bwom.

Yes, go on."

- It goes with the harmony.

[bass horns booming] [bass horns booming] [bass horns booming] - Yes, yes, yes.

- He's like, "No, no, no, now for the real fire."

Violins, arpeggios from the top.

Ba, da, rum, tum, ta, da.

And you start hearing just that line.

And then he took it all, and he's like, "Okay, let's hear it from the top."

And you heard it all together.

Blew my mind!

- Good, show me the whole thing from the beginning!

[paper crackling] [Mozart sighing] [classical music] - I knew that if you saw these cats making rap, and they were passionate about it, and you saw the effort that went into it line by line, people who didn't like rap would love it, because they got to experience the creation for the first time.

[slow-paced piano music] - Speed it up.

Speed it up.

[piano music speeds up] There you go.

[piano music] [beats clapping] Uh-huh, I like that clap.

[gentle upbeat music] Whoooo!

[upbeat music] Not bad for the light-skinned, huh?

[upbeat music intensifies] - And I think that so many times when we see movies about music, we just see the music part of it and we don't see the passion of creating that moment.

[typewriter ding] And I'm so glad I had John Singleton.

I call him my big brother because he really helped me, because there is a big difference in shooting your own film, where it's in your own hands and you're on your own clock, versus you've got a crew, you've only got so many hours in the day.

I'll never forget this one.

Oh yeah, it's the scene where DJ Qualls, who plays Shelby, the skinny white producer, arrives and they start talking for the first time.

You see the three of them, you see Anthony Anderson, you see Terrence Howard and you see DJ Qualls.

And it's the first time they're talking about music before they start performing "Whoop That Trick," the first rap song in "Hustle & Flow."

And John comes up to me and he just slaps me on the back and he looks at me and he goes, "You got some ideas on how you gonna shoot this?"

And I was like, "Yeah, yeah."

And he goes, "Okay, let me just throw one idea at you.

You need to do this in three setups."

I was like, "Well, that's not really what I wanted to do, I wanted to do this thing where I came in with a dolly."

And he's like, "No, no, no, we got lunch.

You got time for three setups.

You gotta figure out a way to do this in three setups."

And then he started walking away and he came back and he's like, "Wait, you don't think I gotta deal with this too with big budget movies?

Don't think that you can just come in.

You've got a whole crew and you've gotta know exactly what you're gonna do, but you gotta come in here and do it in three setups."

So I would only have one setup of Terrence Howard walking in with a baby.

And all he was supposed to do was just kind of take this baby and sit down and start playing a tune on the piano.

So I go up to Terrence, and I'm like, "Okay, you'll do this, you'll do this, you'll do this."

And he's like, "Oh, I am, huh?"

And he's like, "Well, why don't you just see what we do and then you figure out what you gonna do?"

So it's like, "All right, fine.

Just walk in and do whatever the hell you want."

[audience laughing] And so I was like, "Action!"

And then he walks in and this baby starts crying.

And he's sitting down, he's like, "All right, now, now.

Cut that out!

Cut that out!"

And he turns to the baby, who's looking at him, he's like, "Cut them tears out, man.

Cut that, man.

You can't be crying around like no... Do you understand me?"

I didn't write any of this.

And he is like, "Cut that out!

All right, all right, calm down now."

And he takes this baby and he starts playing.

And it's like there was so much more humanity.

[baby crying] - Hey.

Hey, get rid of them tears, man.

No.

Cut them tears out, man.

Come on, come on.

[crying continues] Here we go.

Here we go, man.

Come on, come on.

Let's try something.

[crying continues] [click] [rhythmic music] - And it wasn't me saying, like, "Well, no, you should turn this way into the light and sit down and do this."

And that was the biggest lesson, was, no, you see what the magic is and then you figure out your three setups.

Or if you got more time, you can do more setups.

But if you can't figure it out, then you shouldn't be calling yourself a director, you gotta shoot from the hip.

I'll never forget this moment where I went to my producer, Stephanie and I was like, "I have this real worry about Terrence Howard."

And she's like, "You do!"

And I was like, "Yeah.

I mean, look, he's great, but I have this real worry.

And I don't know what to do about it."

She's like, "You're the director and you need to go in there and you need to tell your actor what you're thinking about."

And so I went in and I was like, "Terrence, I'm real nervous about talking to you about this, but I've seen you in all your movies.

I mean, I've seen you in all your movies.

Terrence, you have this particular type of way where you have been a supporting actor in all these movies and you draw attention to yourself in this really great way."

'Cause everybody else is like, they're leads, so they have to carry the movie and they're acting with big, broad strokes while Terrence would just kind of walk in there with his little dagger and just go, "Oh yeah, uh."

He had a way of being understated where you would just go, "Oh, he's interesting!"

And I was like, "But you're the lead now, you can't do that on every scene.

There's some scenes where you gotta be bigger and figure out when are those moments."

And it was the first time that Terrence and I bonded.

He was like, "Man, you're watching out for me, 'cause if you hadn't said that to me, it'd be different."

So some scenes he's really big, there's that scene where he is coming out of the strip club and yelling at the junkie who's got the keyboard and trying to get some weed for it and everything like that.

- You think I look like a pawnshop, man?

I got "pawnshop" written on my forehead?

- Come on, DJ, with me.

- Then there's a scene where he is coming out of the pawnshop where he's told Nola to get the microphone.

And he's very Terrence in that whole monologue about, "I know what you're doing, you're looking at her and you think that she don't belong to me."

- That gal over there, right?

I got it in real good with her.

I mean, she's my gal and all, but she don't necessarily belong to me.

- He's doing that whole understated thing that he was really good at.

And I was like, "Well, we need to know what those moments are because you can't do it throughout the whole thing, 'cause we're gonna edit.

You're gonna feel good on the day, and then we're gonna get into the edit room and it's all gonna be low.

So what are gonna be the peaks and valleys 'cause you're the lead now?

You can't be doing that supporting actor thing anymore."

[typewriter ding] "Purple Rain" single-handedly saved "Hustle & Flow."

We were in the edit of "Hustle & Flow," and we had finished it, and there was just something that wasn't working going into the third act.

We've heard "Whoop That Trick," we've seen them record "Hard out Here for a Pimp" and you've got this song, "It Ain't Over," and they're just sitting there singing it and it's a little bit boring.

I was like...

I'll never forget.

I was driving home to the place they got me and I pulled over on Olympic and I cried.

And I'm not talking about [Craig sobbing softly], I'm talking the heaving.

[Craig sobbing loudly] It was terrible, I just thought, "I've ruined this movie!

I've ruined it."

And John Singleton calls me up, and he goes, "You gotta get to Virgin."

Virgin was this video store.

And he's like, "'Purple Rain' just came out on DVD, a new version of 'Purple Rain', and there's a commentary track.

You gotta watch it, man!"

And I was like, "John, we got a problem.

We got a problem, the third act.

We got a problem going into the third act.

I don't know what to do."

And he's like, "Man, I don't want you thinking about that."

I was like, "John, we gotta edit it.

We got a screening coming up and I don't know what to do."

And he's like, "I'll tell you what you're gonna do, you're gonna go get 'Purple Rain,' you're gonna go home and you're gonna watch it."

And so I went back to the apartment that they got me and I had 'Purple Rain.'

And 'Purple Rain' was one of those movies, when I was younger, I had audio-taped the movie on these 180-minute long tapes.

And I would listen to it going to school.

But I hadn't watched it in a long time.

And so I'm now watching it having made two features.

I hadn't seen it since the time I had made "Poor & Hungry" and "Hustle & Flow."

And so now it's blowing my mind.

So I'm watching "When Doves Cry."

And if you remember, Prince, he's running around, he's in his awesome black outfit and heels and he's sad because he struck Apollonia and she's left him and he's going to the dock, the pier, and he's kind of squatting there and he's kind of sad.

But you're seeing footage from when he was with Apollonia earlier.

I'm like, "Oh, when did he have sex in the barn?"

And I was like, "Oh wait, here's another moment from that same costume.

Oh, they must have cut that scene early."

And then it's like, he's like, "Maybe I'm just like my father, he's never satisfied."

And you're seeing a moment that you saw earlier with his father beating up on his mom and Prince comes in and the father hits him.

And I was like, "Wait a minute, I need to go back and re-edit this song because what I could do is I could take scenes that I've had to cut out earlier and I could reboot what the stakes are in the third act.

So I remember coming into Billy the next day, my editor, and saying, "First of all, we're gonna watch 'Purple Rain'."

We watched "Purple Rain."

And then I was like, okay, this moment in "When Doves Cry," we're gonna do the same thing in our movie.

So let's have Terrence rap the first verse, but the second verse, keep the instrumental going, take his audio out, and we're just gonna have the instrumental going.

And then we're gonna cut to scenes that we've seen in the movie, Isaac Hayes is going, "You know Skinny Black?"

"Yeah.

I know Skinny Black."

And then we cut to a scene where they're out on the porch smoking weed.

And we had to cut this moment where people are like, "You know Skinny Black?"

And I was like, "We'll put it here.

We'll put it here.

Even though we haven't seen it, we're gonna flash back to a moment that we had to cut from a moment that people will remember."

And I was like, "And let's..." And then you'd hear him say, "If I can pimp $20 hos out the back of my car, I can pimp Skinny Black."

- We gotta get this done by the 4th of July, man, 'cause I got some people, I gotta slip this to."

- Who do you know?

- You remember Skinny?

Skinny Black.

- I think I see a hater right there.

Hold up.

[gunshot cracking] - Hey, there go Skinny Black.

- And it just reminded everybody, it's like, "Oh yeah, we've been working hard to make this song, but now the third act's about getting it to this guy."

And then I was like, "And then just stay on Terrence's face.

Don't cut to Taraji, don't cut to anybody else."

Just like in "Purple Rain," "Purple Rain."

Meaning, when he's singing "Purple Rain," you just hang on Prince for the longest time.

And it's like, let's just stay on Terrance 'cause now he's like, we just heard what his goal is in the third act, and now this second verse has so much more power in it.

And I remember we had a screening that night and people were just like, "Oh my God, what did you do?"

We're going into the third act and we know what we're doing now.

Third act of "Hustle & Flow," I gotta get this tape to this guy.

And it's all because of "Purple Rain."

[typewriter ding] [Narrator] You've been watching On Writing and Directing "Hustle & Flow": A conversation with Craig Brewer on "On Story."

"On Story" is part of a growing number of programs in Austin Film Festival's On Story project.

That also includes the On Story radio program, podcast, book series, and the On Story archive, accessible through the Wittliff Collections at Texas State University.

To find out more about On Story and Austin Film Festival, visit onstory.tv or austinfilmfestival.com.

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