- Viktor - Homeless Painter: I never say goodbye. I like to say Ciao.
- Actor Testing for Freddy: You don't even have the courtesy to tell what this is all about.
- Susan Anspach - Actress Testing for Alice: I'm a woman.
- Actor Testing for Freddy: And?
- Susan Anspach - Actress Testing for Alice: I'm a woman and not a fool, Freddy. I know what goes on around me. I watched you. And I watched him.
- Actor Testing for Freddy: Him?
- Susan Anspach - Actress Testing for Alice: Him. Yes, him. Some little faggot boy that half the world knows about.
- Actor Testing for Freddy: What are you? Some kind of nut or something?
- Terence Macartney-Filgate - Cameraman: Are you telling me, the name of the game is sexuality?
- William Graves - Director: Um, yeah. The important thing is that I want to make sure that everything that happens on the set, I mean, whether its off - off camera or whether its among the crew, or whether its being shot, has thematically, I mean, we should be constantly relating to - sexuality. The sexuality of - but, anyway, the point is - Oh, there's that woman with the tits! Hey, hey, there she is, just right down there. Get her. Get her. Yeah, no, she's coming, she's coming! Alright. Alright.
- William Greaves - Director: Terry, your job is that you're the person that is in charge of filming this film being filmed. Okay?
- Policeman: What kind of movie - picture are you making?
- Bob Rosen - Production Manager: What kind? Well, it's a feature.
- William Greaves - Director: It's a feature length - it's a feature length, we don't know.
- Policeman: You don't know?
- William Greaves - Director: It's a feature length, we don't know.
- Bob Rosen - Production Manager: Right. We'll find out after we develop it.
- William Greaves - Director: The tentative title of it is, "Over the Cliff."
- Policeman: Over the cliff? You have to find a cliff now, huh?
- Jonathan Gordon - Soundman: Instead of commenting on the goodness or badness of Bill's direction, maybe it would be more useful to talk about how interesting the non-direction is. Because, you see, it doesn't make any difference at this point whether Bill's direction is good or bad. Bill's direction has enabled us to sit here and talk like this, has compelled us, even, to be interested this way. And so, its really his non-direction that interests us.
- William Greaves - Director: The point is this: that the screen test proves to be unsatisfactory from the stand point of the actors and the Director. And then, what happens is that the Director and the actors undertake to improvise something better than that which is - has been written, you know, in the screen test. This sort of palace revolt, you know, no no, which is taking place is not dissimilar to the revolution that is taking place in America today - in terms of the fact that, in the sense that I represent the Establishment, you know, and I've been trying to get you to do certain things which you've become, in a sense disenchanted with. Now, your problem is that you've come up with creative suggestions which will make this a better production than we now have.
- Bob Rosen - Production Manager: I don't understand that at all.
- William Greaves - Director: It doesn't matter whether or not you understand it. The important thing is that we surface from this production experience with something that is entirely exciting and creative as a result of our collective efforts.
- Ree Gilbert - Actress Testing for Alice: Let's have a baby.
- Don Fellows - Actor Testing for Freddy: Well, it's not the time.
- Ree Gilbert - Actress Testing for Alice: That is a cop out, you faggot!
- Don Fellows - Actor Testing for Freddy: Do you know what you're doing? You keep, you keep saying these things to me, alright, about: faggot. You're a project, Alice. Because you're trying to see things in me that you see in your own self.
- Ree Gilbert - Actress Testing for Alice: Bull shit. You're just turning everything around to suit yourself. You just don't want any responsibilities. You don't want any life. You don't want marriage. You don't want children.
- Don Fellows - Actor Testing for Freddy: That's all part of your fantasy. That's part of your fantasy that you...
- Ree Gilbert - Actress Testing for Alice: You just want the gay world, Freddy! G-A-Y! Right? Huh? The going gets a little tough, a little too tough and you run off. Fuck you!
- Don Fellows - Actor Testing for Freddy: If you're going to talk that way...
- Ree Gilbert - Actress Testing for Alice: Speaking of fuck, boy! How we've been making love lately, we're never gonna have any babies! Fuck you!
- William Greaves - Director: You and I are going to be filming the actors. The two of us, see, are going to be filming the actors - continuously - and you will be filming me and the actors. I'm going to be filming the actors and Terry is going to be in charge of filming the whole thing. You see?
- Bob Rosen - Production Manager: We're just sitting around here and we're just going to rap a little bit about the film. You know, we'll get into it and when we get into it, you know, the people out there will understand, you know. They'll catch on. And we'll explain it as we go along.
- Jonathan Gordon - Soundman: Okay. But, I think maybe we should say exactly how it occurred to us to be here, this way, without the Director, without the actors, and it's something which we know is not a part of the film. At least, not as far as we know. But, we were sitting around the other night and we - talking - a few of us, we realized that here is a - here is an open ended film, with no plot, that we can see, with no end, that we can see and an action that we can't follow. We're all intelligent people. The obvious thing is - to fill in the blanks, to create for each of our own selves, a film that we understand. And if we try to think about the reasoning of the Director for allowing us the opportunity to do this - giving us the circumstances that enable us to be able to sit here - we can only conclude, at least we did last night, that he wanted it like this.
- Bob Rosen - Production Manager: All the people who are sitting here, right now, you know, are members of the crew. Now, the Director does not know that we are photographing, you know, this scene. We're doing it on our own. And we were sitting there and it occurred to us, while we were trying to figure out what the film was about, you know, that we should be filming this. Because, we're really the only people who are in a position, so far, to be able to comment, you know, about the film. Because the Director, Bill Greaves, he is so far into, you know, making the film, that he has no perspective. And if you ask him, "What is the film about?" You know, he just gives you some answer that's just vaguer than the question. I mean, it's just so vague that, you know, that it would be better if you hadn't asked the question in the first place. And if you ask the actors what they think the film is about, all they can tell you is what they thought of the lines that they were reading, you know. They're just plugged into just one line. So, if there's a line like, "Come on, sport, you know, give me a chance." You know, something out piece, like that, they can say, "Well, I didn't think that line was good. I mean, I would have - I would have liked to, you know, have read it differently with a different line." So, they really don't know what's happening either. Now, we've been working on this thing for like four days. And we've all been, you know, more or less, near where the action was taking place. So, we are the only people who can really sort of function like a chorus. You know, to figure out what we're actually doing here.
- Jonathan Gordon - Soundman: We are not trying to tell the Director what's in his own mind. I think the Director had this in mind. Don't you see? This is a movie where the Director plays a different role than, it seems to me, than in other movies. Here's a Director who sets up a situation, brings a crew of people who can think, and doesn't tell them what's going to happen and does exactly what Phil says. Well, let's just take that for what it is and say that it leads to our participation in it.
- Patricia See Gilbert - Actress Testing for Alice: Every time you've had sex with me its as though you've raped me. You know, I'm not some kind of whore that you just go and get your kicks in. I mean, who wouldn't be cold and frigid with somebody coming on like a god damn fucking little Nazi stormtrooper?
- Don Fellows - Actor Testing for Freddy: Look, for the last time, will you please tell me what is bugging you?
- Ree Gilbert - Actress Testing for Alice: No. You tell me what is - or better yet - who is bugging you.
- Ree Gilbert - Actress Testing for Alice: Look, now, I have put up - with your escapades long enough. I mean, I saw you two just...
- William Greaves - Director: Cut. Sorry. We ran out of film there. Do you want to - well - what we'll do is pick it up again. We ran out of film there.
- Don Fellows - Actor Testing for Freddy: Allright. And then you got this squad car. You got...
- William Greaves - Director: You got this squad car - eh - so, we'll pick this up again. Um. How do you - how do you - how do you feel about this scene since you, you know, have done it last time. Have any thoughts come to mind? Is there anything about it that...
- Ree Gilbert - Actress Testing for Alice: I feel I want to lower it. I want to lower it.
- William Greaves - Director: Lower?
- Ree Gilbert - Actress Testing for Alice: Yeah, I want to go lower. I felt I was doing it faster than last time. I need more, I need more time. I need lots of time. And that's why I'm trying
- William Greaves - Director: Yeah, take your time, okay.
- Ree Gilbert - Actress Testing for Alice: It's just - and I have a tendency to rush, you know, I'm always - It's plain old insecurity! That's all, I mean.
- William Greaves - Director: Well, you're also...
- Don Fellows - Actor Testing for Freddy: That's just the film going. See, that's - when you rehearse there's no film and you suddenly hear the clickity-clickity-clickity-clickity-clickity-clickity-clickity-click.
- Ree Gilbert - Actress Testing for Alice: I don't.
- Don Fellows - Actor Testing for Freddy: I do. I sure as hell do.
- William Greaves - Director: How do you feel about it Don?
- Don Fellows - Actor Testing for Freddy: I'd just like to act better, that's all.
- [laughs]
- Don Fellows - Actor Testing for Freddy: That's my problem.
- Don Fellows - Actor Testing for Freddy: Okay, now. What'll I do? What'll I say? Why? Are you taping that? You dirty rat.
- Jonathan Gordon - Soundman: We tape everything.
- Don Fellows - Actor Testing for Freddy: Oh, Jesus Christ. Don't you dare. That would be - unbelievable.
- Bob Rosen - Production Manager: It's not like Edward Albee. I mean, Edward Albee writes, you know, "Who's Afraid of Virginia Wolfe?" and George and Martha are super dramatic people - given lines that are brilliant lines, fantastically brilliant - that's right...
- Jonathan Gordon - Soundman: This is not good writing.
- Bob Rosen - Production Manager: This is bad writing.
- Jonathan Gordon - Soundman: This script is not good writing and I think that that has everything to do with it.
- Bob Rosen - Production Manager: Exactly. We're not in a dramatic bag here. I mean, we're somewhere else.
- Film Crew Member: Human life isn't necessarily well written.
- Bob Rosen - Production Manager: But, that's the whole point.
- Jonathan Gordon - Soundman: That's the whole point.
- Jonathan Gordon - Soundman: Here we're confronted with - one of the ultimate banalities of life. And, a pair of actors says this ultimate banality. And, Bill has given them these lines to play in the first place - and then tells them how to say it. And the actors try to find the meaning in. Now, I look at it this way, I see every American man, at some time in his life, saying these lines to every American woman. Every American woman says to every American man, "Where are we?" and "Nothing changes." "Nothing is revealed."
- William Greaves - Director: Come on. Come on. Come on. Come on. We're going to have a picture folks. It's hard to believe, but, it's gonna happen. Come along. Come along. Actors. Please. Places, please. Jonathan. Mr. Lerner, you're presence is desperately requested. Okay. Listen. Are we making a movie or are we not?
- William Greaves - Director: Don't inhibit yourself in this area, you know. Just explore it, physically what you...
- Don Fellows - Actor Testing for Freddy: You know the thing that kind of bothers me - that I'm bugged. And that is that I don't know whether to play, physically, a, you know, bi-sexual - - no, I'm being very serious. Oh, I see, I don't know whether to be faggy?
- William Greaves - Director: Yes. Right.
- Don Fellows - Actor Testing for Freddy: Or, not. I have explored the kind of thing and I don't know whether this is a faggy fag or a butch fag? Whether its a guy that goes around and says, "All right, you sons of bitches, you cock, you muthafu - " You know, and it turns out he's a fag. Because he's playing the masculinity thing to such an extreme that it's a joke. So, I don't whether to come in with the chain and the black boots or to just play it - straight.
- William Greaves - Director: Which would you prefer to play?
- Don Fellows - Actor Testing for Freddy: Well, in a way, in a way I'd like to be a closet fag. You know, the kind that nobody ever says - like people that we know since I now can't name names - and you finally say, "What? Come on?" and you finally discover it was true.
- William Greaves - Director: Right. Right. Well, let's play that. Let's play that kind of a fag. You know, a closet fag. You know. Okay?
- Don Fellows - Actor Testing for Freddy: Well, I'll just go ahead and - I'll just play it straight, then.
- Maria Zeheri - Camera Assistant: I was saying that in a way we are criticizing that he doesn't know at times what he is doing. But, I think this is what he wants. This is what he's looking for. It's a certain experiment according to the synopsis or the idea of the film. It's a conflict between him and the actors, in a way, that he is doing a test screen or he is doing just one dialogue. Now, he is experimenting the different ways of directing the same dialogue.
- Bob Rosen - Production Manager: For all anybody knows, you know, Bill is standing right outside the door and he's directing this whole scene. Alright, he could be. Nobody knows. Maybe we're all acting. Alright. Maybe we're all acting. You know, I mean, I'm acting and that's it. I mean, I was, I was, Bill, Bill could have stood outside the door and told me, "Now, Rosen, when you get in there, you - tell them about this, you know, when you get to a certain point." Nobody out there knows whether or not we're for real and what is being revealed.
- Jonathan Gordon - Soundman: My whole point is that: nothing is being revealed. And that's the genius of this film - if there is a genius. I think that the genius of this film was that it was provided that at somewhere during it's filming, the crew should decide to act as a an independent unit, come into a room and talk about this film and, thereby, possibly change the end of it. That this was planned, consciously or unconsciously, by Bill.
- Jonathan Gordon - Soundman: See, that's the whole thing. Faggot is not a homosexual. Faggot is a certain kind of mentality. And Freddy happens to be a faggot; but, not because he may or may not be homosexual. Because, a faggot - he doesn't know what he wants and he's like a faggot.
- Bob Rosen - Production Manager: Can I ask you a question? Is that really what they do at the Actor's Studio all the time?
- Bob Rosen - Production Manager: I think we can use this. I think it will add an interesting texture to the film. Doesn't anybody think so? Nobody thinks so?
- William Greaves - Director: I wouldn't call it a texture. Well, you can see the comments right on their faces. Just pan over and look at that.
- Viktor - Homeless Painter: What is this thing? I spoke with you - you're from Canada, right? Oh, it's a movie. So, who's moving whom? Merci beaucoup.
- Viktor - Homeless Painter: Hello, my names Viktor. How are you doing? A pleasure to meet you. I do watercolors. Yes. I do. But, they threw my ass out nine weeks ago. I'm living in the bushes. You know why? Because I couldn't pay two weeks rent. I was paying 45 dollars and 70 cents a week! And I couldn't make the scene. Terrible! All my watercolors my paintings, my brushes are more important than them f-ing things. I, you know what f is? I coined that phrase. You know what: fuck. That's what it was. You never knew what that meant?
- Viktor - Homeless Painter: They manipulate in the business form. I know the scene. He's a big fat belly with a cigar, smoking, you know, sitting back and - ha ha - playing his horses and fucking a Puerto Rican and a colored girl in the back. I've seen the scenes, baby.
- Viktor - Homeless Painter: We have controlled press today. Controlled press! It's called controlled press, now, and I'm well aware of it.
- Viktor - Homeless Painter: Love is a feeling of a desire for one for the other.