“It’s my life’s work, here. I don’t want to fuck it up,” director Penelope Spheeris tells me by phone about Shout Factory’s Decline of Western Civilization Collection , released on June 30. We’re joined by her daughter Anna Fox, who helped produce the deluxe box set, which includes all three Decline documentaries restored in high-definition. But the retouched celluloid can’t destroy the grit and grime that clings to Spheeris’ curious lens as it chronicles some of punk’s most legendary bands in the first film (which screens in New York City on June 19 at BAMcinemaFest with the director in attendance): Black Flag, Fear, X, the Germs, and the Circle Jerks, to name a few. Throughout the trilogy, Spheeris is granted access to ratty clubs and gutter haunts, an outsider looking in. But the filmmaker knows what it’s like on the other side, having spent her formative years in a traveling carnival where her parents worked — strangers in strange lands. We discussed living on the fringe; the filmmaker’s 1983 film about teenage runaways, Suburbia ; and the meaning of family.

Flavorwire: You grew up in the family carnival.

Penelope Spheeris: Right, my dad owned a carnival.

Can you set the scene from that time in your life and describe your role at the carnival?

My daughter [Anna Fox] is working on a movie on the very same subject. She went to work with me four years ago. For the first two years we were looking for a distributor for the Decline DVD. And while we were looking for that distributor, she was putting together old family photos, a bit of moving footage, and a lot of interviews that we have about the carnival. It’s going to be an awesome movie. I just don’t know that I want to go into too much detail about it. I want to protect her work. There’s an hour and a half cut on it right now. It’s going to be an awesome piece.

Do you believe your fascination with fringe cultures comes from this experience?

Oh yeah, for sure. The psychologists say that each individual’s psyche is formed by the time they’re five or six years old. And I was in the carnival during that time. To me, and most of the people in the traveling carnival, we were just outcasts. When we went from one town to another, we would enter as strangers, and we would leave as strangers. There really was no lasting relationship. Everybody in the carnival was a collection of outcasts and people who didn’t have any connection to their real families.

I want to talk about your very first film Uncle Tom’s Fairy Tales starring Richard Pryor. Pryor didn’t want the film to be released, but a print of it surfaced at some point during a retrospective. Can you tell us a little bit more about the movie, especially since I don’t think it’s possible to find it?

No, it’s not possible to find it. Jennifer Pryor [Richard Pryor’s widow] showed me the ticket from when it was shown somewhere. Last time I saw the film, Richard and I screened it for Bill Cosby. That was at UCLA, at one of the screening rooms when I was a student there. That was… 1970? The interesting story about that is… when I was working with Richard, and we were shooting, I fainted on the set. And when I woke up, Richard was standing above me wearing a white pimp outfit with a big white pimp hat. He’s pointing down at me and he goes: “This bitch is pregnant.” And I said, “Oh my god, I’m not, Richard. You’re crazy.” So I get up, dust myself off, and keep working. And he was right. She’s on the phone with us right now [referring to her daughter Anna]. Richard really was coming from a different level.

Did he believe he was psychic?

Yeah. That’s why every time he would go to the airport, he would turn around about halfway, because he was pretty sure that plane was going to go down. So he’d have to wait for the next one.

Anna, does your mom tell this story all the time?

Fox: I tell the story all the time.

Spheeris: I would be very proud if Richard Pryor announced me to the world.

Penelope, what was it like producing for Albert Brooks? Were you able to hone some of your comedic chops working for him during those early days? Were there any lessons he taught you?

Spheeris: What happened was, Lorne Michaels was a friend of mine before Saturday Night Live. And Lorne said to me: “I’m going to go to New York and do a live show on Saturday night, do you want to come work with us?” I’m like, “No, I’ve got this little girl [referring to her daughter Anna], and I want to stay here in LA.” Anna was probably three at the time. So I didn’t want to leave LA. And… what was she asking me, Anna, I just blew it here.

Fox: What was it like producing for Albert Brooks? I didn’t like him.

Spheeris: No, Anna didn’t like him. Anna doesn’t like Albert, because he cast her in one of the shorts. Lorne calls me up one day and says, “I’ve got this really funny guy here, Albert Brooks, and he doesn’t know anything about making movies, and you do. So why don’t you teach him how to make movies, because we want him to make them on the show.” And I’m like: “Uh, OK.” I’m thinking: it’s a free college education for four years that I just went through, but that’s cool. Anyway, I taught Albert how to make movies. I don’t mean to be complaining, because he taught me a lot about Hollywood and comedy. So between Richard Pryor, Albert Brooks, and all the other comedians that were thrown in front of me over the years, I learned about comedy. I worked with Danny DeVito, Lily Tomlin, and the list goes on and on.

What was one of the biggest lessons you learned?

Spheeris: I used to call it the “Hollywood heebie-jeebies,” because I didn’t know at the time what OCD, ADD, or any of that shit meant. But I did know that Albert had something going on like that, and I called it the Hollywood heebie-jeebies. It was this hyper, hyper way of dealing and acting in life. And it was really annoying, and I kind of learned it from him, because you really had to in order to keep up. I became really neurotic. I got heart palpitations, and I got all these kinds of illnesses from being too hyper around Albert. That was a negative aspect, but the positive aspects were far outweighing those. It was such a pleasure to be around someone who was so intelligent and such a comedic genius. It was a very gratifying time, but the reason Anna doesn’t like him… tell her, Anna, what happened.

Fox: He cast me in this small part, in Real Life, actually. I was there and went in the makeup chair and everything. I was a little kid, like eight. And at the last second he decided he wanted to take one of the extras and use them instead. It really upset me as a small child.

Spheeris: She was devastated.

Albert, what the hell?

Spheeris: Exactly. I remember at that moment, hating him. I just wanted to quit, except I needed to pay the rent and buy food to feed that little girl. Stuff like that, that Hollywood shit, over the years it stacks up, and you go, “Really? I spent my life dealing with that crap?’”

Spheeris Inc/Kobal/REX/Shutterstock

Photo by Spheeris Inc/Kobal/REX/Shutterstock

I’ve read that some businessmen who wanted to make a porn film financed The Decline of Western Civilization. You convinced them that a punk movie would be more interesting since it was the next big thing at the time. Did this just fall into your lap, or had you been looking for a radical project to make your directorial debut?

Spheeris: No, I never had a plan like that. I had just gotten out of film school a couple of years earlier and started a company called Rock ‘n Reel, which did music videos. I think it was the first music video company in LA, or anywhere for that matter. I was shooting these music videos. I knew the punk scene was pretty important. My friend, Ron Hugo, came to me and said his friend Jeff Prettyman wanted to make a porno movie and would I want to direct it. And I said, “No, do you think he would want to make a punk-rock movie?” I took Jeff and Ron to a Germs show, and they went, “Wow!” It ended up costing ten times more than I thought it would be. I was going to shoot it on Super 8, and then it ended up costing $120,000, and I shot it on 16mm.

You said you knew at the time punk was important. What made you feel that way before you made the film?

Spheeris: I had been a rock fan my whole life. I had never seen anything like that before. I just felt instinctively that it was important to document. I had the cameras sitting around. CBS Records would rent me a whole camera setup, all the lights, gear, and everything. I would go shoot whatever band they had me shooting — David Essex, for example, I shot — and then I would go shoot a punk band before I gave the equipment back.

In Decline, I like the time you spent highlighting the fanzine Slash, because I think the word “zine” suggests something adolescent and self-obsessed for some people. But in the film, you show how [co-editor] Claude Bessy is taking a call from a tipster about a fire at a show at the Hong Kong. It proved there was a kind of guerrilla journalism happening at the time. Can you talk more about your experience with fanzines at the time?

Spheeris: It was basically a place to have a party. That’s what was cool. It wasn’t really work. It was a dream come true in terms of actually making a product and having fun doing it. It was a blast to be there. It was fun. They’re very smart people, Claude and Philly [Philomena Winstanley], Steve Samiof and Melanie [Nissen], his girlfriend. They were great people to be around.

Despite the overall nihilism I think a lot of people associate with punk, I don’t think anyone can deny punk’s history of misogyny, sexism, and racism, which is something that might be jarring for contemporary audiences watching Decline today. You have the Circle Jerks “skank” song, guys talking about punching girls in the head and about how awful women are. The general aggro vibes can be startling. But punk has this fascinating dichotomy, since it’s also remembered as a time when women were defying gender roles and a traditional feminine aesthetic.

Spheeris: That’s the part I remember more, really. I remember it being the time when, all of a sudden, it’s OK that a girl wears combat boots and shaves her head. It doesn’t have to be Playboy beautiful in order to be cool. That’s what I remember most. Yes, there were moments, as there are in all slices of society where women are treated badly.

Fox: Like rap and stuff.

Spheeris: And metal, I think of all the genres. Punk, to me, my perception of it back then — and believe me, I’m all about defending women and women’s rights — was that it was rather liberating for women. It was OK to be a lesbian, too. “Cool, she’s a lesbian? That’s great!”

As a documentarian, you don’t shy away from the vile stuff. How did you reconcile these vastly different sides of punk?

Spheeris: I tried to make it fair. My favorite filmmaker when I was in school was Frederick Wiseman, a documentarian from the ‘60s. He set the camera up, didn’t even pan it, didn’t tilt it, and let shit happen in front of the camera. To me, that was: “OK, the audience gets to watch this and interpret it as they wish.” The great thing about his movies… he did a documentary about boot camps that put down the Vietnam War. The guys that were going to war loved the film, and the guys that were the conscientious objectors loved the film. Both sides loved the film, because he didn’t take sides. That’s what I tried to do. I tried to say, “This is what it is. You interpret it as you wish.”

When you were making Decline, did you experience any pushback from the punk scene about being a woman or being a filmmaker? I like the interviews with Eugene, where he says, “Most people in Hollywood are poseurs.” And he’s talking to you.

Yeah, but I wasn’t Hollywood at that point. Eugene is still our friend, by the way. Eugene is awesome.

I understand, but did they see you that way?

No. I’m just some chick with a camera. I was friends with a lot of them.

I think one thing that often gets missed with Decline, is that there’s so much satire — right from the title. Stuff like the Darby Crash performance is hilarious, yet haunting — considering his struggle with drugs and death [which occurred shortly before the film was released]. But do people take the film too seriously? Do you wish more people talked about the movie’s humorous elements?

Spheeris: I like that there’s both, honestly. When we first screened the film, this woman gave the very first comment ever, she said: “How can you possibly glorify these heathens?” I thought, “Geez, have I made a mistake here?” She looked at it as if it was filth and terror — the end of the world. She didn’t understand that there was a seismic shift in social mentality at the time going on. People don’t like change. So a lot of people viewed it as not funny, not satirical, but I think the punks got the humor at least.

Some of the screenings of Decline sound as legendary as some of the performances. The LAPD chief got involved. There was police presence at screenings. What was it like for you seeing all this for the first time? And what were the initial reactions from the punk community and the public?

Spheeris: It was a mixed bag of emotions. As thrilling as it was to have the cops shut us down and have all those people there — oh, they didn’t shut us down, actually, they added a show — can you imagine the roller coaster ride? “OK, I’m on top of the world here! Everybody wants to see my movie! Cool!” But then: cannot get a theater to show it in. Cannot get it distributed. As much as people talked about that movie — they said it was the most written-about movie of 1980, including studio movies, it was immense — and then to have no distribution? Nobody made any money on the movie. The guy who wanted to do the porno movie kind of lost money. He’ll be banging on my door any minute now.

Irs Media/Kobal/REX/Shutterstock

Photo by Irs Media/Kobal/REX/Shutterstock

You made Suburbia with Roger Corman, and it definitely has that exploitation-meets-cautionary-tale vibe that you can see in the other films he produced, like Streetwalkin’. But you wanted the film to be genuine. You cast non-actors, and some of the events in the film were inspired by real-life stories and news reports. Was Suburbia something you were pitching around at that time, or did Corman come to you with the idea?

Spheeris: After I couldn’t get distribution for the first Decline, I still loved the subject matter of the punk world. They told me the reason I couldn’t get distribution was because the movie was a documentary. So, I said, “Fine, I’ll write a narrative piece on the same subject.” That’s why I wrote Suburbia. [Co-producer] Bert Dragin came here from Cleveland, and he owned furniture stores in the Midwest. He moved out here with his wife and kids, and he wanted to make movies. I don’t remember how I met him, but he said he would put up $250,000, if I could get the other half somewhere. So I went to Roger Corman, and he said yes. The reason it has that exploitation vibe is because Roger has a rule. And the rule is: he wants sex or violence every ten minutes. It’s like a formula. I didn’t want to have the scene where the girl gets her clothes ripped off, but I had heard that story before. I put that in the script. I didn’t want to start out with a baby getting killed, but I had heard that the dogs were running loose out there killing people, so I integrated real-life stories with Roger’s mandate and came up with that.

Roger is known for giving young female directors their first break. He did it with movies like Humanoids From the Deep and The Slumber Party Massacre. Did you seek him out because of that?

Spheeris: My sister was a set decorator, and she had worked with Roger on quite a few movies before I did Suburbia. I was just familiar with the way he operated and his budget range. He was the first and only guy I went to.

I read that you wanted to make psychological thrillers or more psychologically involving films, but you faced some struggles with studios after making comedies like Dudes . What kind of films did you want to make, and what were you pitching at the time?

Spheeris: I have a stack of scripts that never got made. Because once I did Wayne’s World , unless it was a comedy, I wasn’t offered the job. I’ve got some great scripts on the shelf. We should sell those, Anna. What the hell — cookies and ice cream and shit. But yeah, I don’t know. I just could never do anything that had any depth to it after Wayne’s World. That’s why I took a lot of the money I made on those movies and did Decline III.

Looking back, do you feel the obstacles have more to do with your resume, your gender, or both?

Spheeris: I did this movie with the Weinsteins called Senseless, with Marlon Wayans, who I love, and David Spade. Then the Weinsteins decided they wanted to rewrite the ending and have me reshoot the ending, and I think they fucked it up. So I got really discouraged. Then the movie didn’t do really well. If you’re a woman and you have one movie that doesn’t do well, you’re screwed.

Do you look back more fondly at your time writing for television shows like Roseanne than directing big-budget studio comedies?

Spheeris: Fondly: that’s an odd word to use with Roseanne. She’s a piece of work. Another comedy genius! I’ve been thrown in front of these comic geniuses in my life, and I never sought them out. This really cool woman named Arlene Rothberg [Roseanne’s manager at the time in Los Angeles], she managed Carly Simon back in the day… I don’t know how I met Arlene, but she said, “You know, Pen, you’re a really talented director. You really should do other kind of work. Let me get you a job on Roseanne.” I just spent one season — and that was enough — as story editor. Right after that, I got Wayne’s World. That’s the end of any kind of serious moviemaking right there. It was a trip working on Roseanne, though. It was amazing. The first day of the job, they were taking me to my office. There was all this broken furniture in the hallway, and the computer was all busted up. And I’m like, “What happened here?” And they said, “Well they heard you were coming to work as story editor, and one of the writers got pissed.”

As a creative person, I’m always interested in the ways that people define success or “selling out.” I know that in the past you struggled with your move to studio comedies. You were broke when you accepted Wayne’s World. What would you tell someone else to do today if they were in the same position you were in? How can you reconcile needing money and maintaining artistic integrity?

Spheeris: It’s difficult. It’s especially difficult today, because the whole landscape has changed. I know this sounds lightweight or something, but the most important thing is to do what feels right — even if it means not making the money you think you need to make. I never thought I would ever make any money in the film business. It never even occurred to me. I’m just some poor kid from the trailer park with seven stepdads. I never thought I would get anywhere. I’ve often said that I should be dead or in jail. Somehow, I used my instinct along the way and did whatever felt right. When you overthink it or push it too hard, it fucks it all up. I think people have the ability now to do too many things, and I think you need to focus on one and really put your effort into it.

This struggle reminds me of a line in Decline. Someone said: “The only performance that ever makes it and is a total success is a performance that’s total madness.” With the early punk community, did you ever get the sense that they felt like they had to perform or fill the role of total lunatic in order to get gigs and pay the bills?

Spheeris: Not to pay the bills, but to be noticed.

What’s your take on punks wanting to be noticed, but also wanting to say “Fuck you” to everything?

Spheeris: I know what you’re saying. It’s that punk ethic — and the reason why the Decline DVDs weren’t out. They don’t, by nature, publicize themselves. It was a trend back then, to do as much as you could to tear down traditional rules — the rules of music, wardrobe, and social politeness. I think that’s why the movement fascinated me. If you look at rock ‘n’ roll in general — I’m talking Lady Gaga and everyone else — it’s all about shocking people.

With growing government oppression — things like Internet surveillance and the Pussy Riot controversy — has punk’s focus shifted entirely to the political?

Spheeris: Anna and I talk about this a lot. I think punk is suffering from a couple of things, which is that it became diluted with the media. People dress up and try to look like some kind of punk way, but they don’t understand the ethic and the philosophy and the reason for it in the first place. They don’t practice it. In a way, on a superficial level, punk has become compromised. In another way, the real punk believers are still there. They practice it, they live it, and they are multiplying. They are not loud. They don’t want publicity, but they’re there. I went a few years ago to Torino, Italy, and this whole group of punk kids had taken over a gorgeous castle. In the basement of the castle, there was the most complete and jaw-dropping collection of punk books, records, and memorabilia that you could ever imagine. And nobody even knows they’re there. It’s kind of like an underground cult. It’s all over the world — especially in Asia. They’re around.

The Shout Factory box set is fascinating, because we can see how punk has evolved from Decline to Decline III. How were the kids different for you between the films, and how were they the same?

Spheeris: The reason I did the film in the first place was because I saw them all walking down the street on Melrose, and they looked like the poster from Suburbia. So, I stopped to talk to them, and I’m like: “What the hell’s going on here? That was a whole bunch of years ago.” There is a lot that’s the same about them. I think the true punk ethic still is alive and well. I made that movie 18 years ago, and I still think that today it’s alive and well. It’s not Green Day. It’s not Rancid. I don’t want to put them down, because they’re kind of cute or whatever, but that ain’t punk. But some people think it is, that’s what’s very confusing for me.

Well, I suppose there are different subgenres of punk, like pop punk.

Spheeris: Anna uses the word homogenized, and I think that’s true. It’s become that way lately.

How do you view your role during the making of these films? Documentarian? Anthropolgist?

Spheeris: I believe it’s a little bit of both. I studied what’s called psychobiology. What’s the name of the guy who talks about that in Black Flag, Anna?

Fox: Chuck Dukowski.

Spheeris: Yeah, Chuck Dukowski. He studied the same thing I did in school, which is basically the study of human behavior. I studied that at UC Irvine, and then I went from there to UCLA film school. For me, making a movie is a study of human behavior. I should say, a documentary. I’m interested in the music, but I’m more interested in human behavior. Why do we do the things we do? When I got to Decline III, and I saw what these kids were doing out on the street after they had been treated the way they had been treated by their families, that changed my life. It made me become a foster parent. It made me become very afraid of what our human race is becoming. It’s kind of sad that we’ve become so uncaring that we’d throw our children out on the street.

I don’t know if you know this, but Anna did all the work [referring to the Shout Factory box set]. I would have never done it. I was just going to die and let it sit there, and if she ever wanted to do it that’s fine. But she put it all together. I want to publicly thank her for it, because as difficult as it was, I’m glad it’s done.

Fox: We took these last couple of years to get the DVD box set together. Prior to this, I had been having and raising children. What was also born of this project was a whole new relationship with my mom. We grew two babies at the same time. I’m really happy that our relationship has gotten so good, and it’s because of this experience.

Spheeris: OK, I’m crying right now.