Interview with Alex Cox on ‘Bill, The Galactic Hero’. (Plus, link to download full movie!)

This interview originally appeared on

Alex CoxHaving recently completed post-production on his new feature, Bill, The Galactic Hero, Alex Cox (Repo Man, Sid & Nancy, Walker) is ready to release the film for free online. Adapted from Harry Harrison’s novel of the same name, and funded through Kickstarter, the project has been a collaboration between Cox and students at the University of Colorado, where Cox currently teaches production and screenwriting. Blending science-fiction with satire, it’s a micro-budget feature, shot in black and white, and incorporating Cox’s own brand of dark comedy, and politically conscious, counter-culture attitude. Having taken almost 30 years to get the film into production (studios considered it “too anti-war”) it’s fantastic that he has finally been able make the film on his own terms and without compromise, as it should be. You can read my review right here. You can also DOWNLOAD the ENTIRE FILM for FREE here.

I had the chance to talk to Alex about the film, the process of getting the book onto screen, comparisons to other sci-fi movies, working again with Iggy Pop, and little about what to expect next from this renegade director…

Bill poster

Now that Bill is completed, how did you find the experience overall, and would you consider making another film in this way?

Exhausting. I can’t teach school and make a feature simultaneously again! So I will have to go back to making features and paying people.

You’re credited as writer and director on the film, but there are additional directors listed in the end credits. Given the collaborative, low-budget approach taken with Bill, would you say that you were the main creative force behind the film, or was this very much a group effort?

Harry Harrison was the main creative force behind the film! I directed most of the first act and all the third; act two and parts of act one were directed by students and recent graduates of CU. All films are group efforts; this one was no exception though the shared direction is unusual.

How did you find the experience of letting others take over direction for sections of the film? Were you quite comfortable and confident in their abilities?

It was a pleasure. We’d established a working style and pace and since they hadn’t done features before they didn’t know how fast we were going.


University of Colorado students, filming scenes of a desert planet, at Cathedral Gorge, Nevada.

It sounds like you’ve been eager to adapt the book for quite a while. What inspired you to undertake the project now, and in this way?

Because this was an opportunity to make it. Probably the last one, since Harry died during the writing of the screenplay and I don’t think he would have given us an option thereafter!

What do you think Harrison would have made of your film now that it’s finished? Did he have ideas about how best to put it on screen?

He read two thirds of the script and gave notes, all of which were included. The return of the ‘drinky drinky’ robots was his idea. I think he would have liked the cast a lot – especially their ages. Take a look at the casualty figures for US troops in Afghanistan. Late teens to early thirties. That’s who gets to die for a meagre wage. Our cast is exactly the median age of the poor youth who get dragged into combat – 21-28 yrs old. Conventional hollywood movies cast actors who are way too old for the roles: Eastwood as a 70 year old policeman, Harrison Ford (looking really decrepit and bloated) as the captain of the space mission in Ender’s Game. If you were in the military Deathwish Drang wouldn’t look like Ernest Borgnine – she’d look live Devon Wykoff.


On the set of ‘Bill, The Galactic Hero’.

Many fans of the source material would envisage a film adaptation as a colourful, big-budget affair. What struck me about your film was, in part, its sombre tone. Although the humour of the book, and its basic plot structure, are very much retained, was it your intention to focus on the darker elements of the story, the character’s desperation, and its caustic view of human nature? (Or am I just projecting?)

That’s it. Black and white can be funny too – DR STRANGELOVE and parts of ICARUS are hilarious. But it’s a great medium for telling a story without unnecessary things like colours getting in the way.

This is the first film you’ve made in black and white since Edge City (aka, Sleep Is For Sissies) in the late ’70s – did you find working with your students on a DIY project like this one reminded you of that experience?

All films are DIY, one way or another. And I managed to include some Black and White in Death & The Compass, too. It’s interesting how the hostility of the broadcasters to black and white was never matched by the commercial and rock video makers, who continue to use the form.

Enjoy the view. Bill approaches the city-planet Helior.

Enjoy the view. Bill approaches the city-planet, Helior.

The film makes reference to two other famous movie franchises, Starship Troopers and Ender’s Game. Was this a little nod to these films with similar themes, or a way to distinguish your film from the blockbuster treatment they received? (Or just a bit of fun?)

The original book is a riposte to Starship Troopers. Heinlein was quite offended by it. And Ender’s Game is the heir to Heinlein’s militarist fantasy – though it has a more complex attitude to the aliens, and in that way it resembles Harry’s work a little. The ending of the book Ender’s Game was good, I thought, though they struggled with it in the film: not through any lack of money but rather a lack of imagination.

What did you think of the changes Verhoeven and Neumeier made to the novel Starship Troopers for their film version? It’s generally recognised now as a satire on fascism and militarism itself, while also indulging in certain aspects of that fetishistic, militarist fantasy.

It just isn’t a very good film. A bunch of good looking kids shooting at giant ants? That isn’t what Starship Troopers was about. For all the money they spent they didn’t pull much off, especially compared to what they achieved – in irony and humor and visual genius – with the original RoboCop.

James Miller’s take on the character of Bill was interesting. I enjoyed his minimal style, as the character could easily have been overplayed by the wrong actor. Did you hold auditions for the role, and what won James the part?

We auditioned about 150 actors. Lily Grisafi, who played Eager, was the casting director. James wandered in by chance. He didn’t know there were auditions that day and was on his way to take a test. He is a very strong actor: what’s great about a feature is that the main actor gets to go through a character’s trajectory and to change, whereas when you act in a short (which most student films are) you are able to create a character, but not to develop it.


Actor James Miller, in a rare moment without his space-helmet on.

Iggy Pop contributed a song to the soundtrack. How did he get involved, and was it good to work with him again?

I rang him up and asked him. My wife and I were talking about licensing a song from the new Bowie album but we don’t know him or how to enquire. Tod said, why not ask Iggy? You can just call him… so I did. He downloaded the book to his e-reader, saw a rough cut of the film (same process as Repo Man, minus the e-reader) and away he went! It was great to work with him again. He is unchanged.

How do you feel about the fact that many of your earlier films, some of which were not successful at the time, have recently been re-discovered and are finding a new audience on DVD? Walker, for instance, was badly handled by Universal and was not well received by critics, but has since become something of a cult classic.

I’m glad that Walker finally got some recognition, thanks to the Criterion DVD. Unfortunately it is still relevant and needs to be seen.

Have you had any further thoughts about making the Rudy Wurlitzer puppets-riding-dogs western? Or indeed, do you have any other films you’d like to make or are planning on making?

I talked to Rudy yesterday about Zebulon and another project I’d like him to write — it’s called Gunfighter Nation (no relation to the wonderful book by Richard Slotkin). The maestro says he has one more cartridge in his chamber. So we’ll see…

Alex, thank you for your time. All the best in your future projects and endeavors. To the Skies Avaunt!

Review of Alex Cox’s ‘Bill, The Galactic Hero’.

This review originally appeared on

Bill posterIn light of the affection many fans have for Harry Harrison’s source novel – that playful, anti-war sci-fi satire of the 1960s – it is difficult to talk about Alex Cox’s crowd-funded, film adaptation of Bill, The Galactic Hero without feeling duty-bound to prepare viewers for what lies in store. This is because it is essentially a feature length student film, albeit one of considerable scale and ambition. It’s also a not-for-profit project, one which will be made available for free online. I must admit, during the first ten minutes of the film (which I had invited a friend unfamiliar with Cox’s work to watch with me) I was tempted to switch off and suggest something else, as I felt that awkward pang of embarrassment which occurs when one insists on playing a favourite song before realizing that nobody else in the room is going to enjoy it. Thankfully, after the initial shock of realizing just how lo-fi, rough and chaotic this little movie is, one slowly begins to appreciate everything which is going on within it: the imagination of the artists at work, the attention to detail, enthusiasm of the young actors on screen, and the appreciation of the book’s surreal and often black humour, which is largely maintained by Cox’s script.


The film is not perfect by any means, and for many it’ll be a love-it-or-hate-it type situation, but one thing which is undeniable is the passion with which it has been crafted. Cox had been communicating for years with Harrison on the idea of adapting the book, and that he’s co-opted the talents of his own film students at the University of Colorado in finally putting it on screen seems like a fitting approach for this often radical and always unconventional film-maker.


Introduced in a colourful animated segment, we watch as pizza delivery boy, Bill (James Miller), is coerced by a recruitment officer visiting his farming planet, into joining the intergalactic military to fight an alien lizard race known as the Chingers. The film then shifts to live-action monochrome, landing on our hero as we wakes up in his spacesuit and begins training under the ruthless tutelage of drill instructor Deathwish Drang (Devon Wycoff) aboard the flagship Fanny Hill. From here, we follow Bill as he navigates his way through a series of bizarre and often degrading encounters with his fellow troopers, before (literally) single-handedly destroying an enemy armada during a space battle and becoming the reluctant hero of the empire. Bill’s problems, however, have only just begun…


It’s pretty clear from the get-go that this a micro-budget film, and its problems mainly revolve around the limited resources available to the filmmakers. While I took no issue with the black and white photography, which actually helps provide a distinctive sense of melancholy and dread, complementing the darkly satirical tone, some will find it an ill-fitting approach to adapting a book which is characterized by its colourful cover art and cartoonish tone – but low-budget films need to do their best to look good, and monochrome is a forgiving format, plus, I dug the nods to Eastern block era sci-fi, ICARUS XB1, which Cox cites as a major influence. (We also sense shades of Roger Corman lurking in the background.) What sticks out more though, is the decision to dress all key players in white spacesuits, with only minor details to distinguish them from one another (Bill always has his teddy bear, so at least we know who he is) which makes for difficulty both in figuring out who’s who, and who’s speaking which lines. I suppose this could be taken as commentary on the uniform individuality of the troopers, but it still means that we have trouble getting to know the characters. There are additional problems with sound clarity, exacerbated by the fact that everyone’s voice is muffled by a space helmet…

BillenderstroopersThe actors here are mainly students, all young and, we sense, relatively inexperienced. Unfortunately this does give the project an amateurish feel, as tough-as-nails drill sergeants and hard-bitten troopers are played by fresh faced kids who, ultimately, struggle to convince. It’s unfair to labour this point though, as it’s part and parcel of a student film experience, but too often it detracts from the storytelling – taking us out of the film – and we can’t help but imagine a better movie recast with professional actors more suited to their roles. As it is, Miller gives a fine, low-key performance as Bill, keeping his reactions minimal, but instilling the character with the requisite innocence and bewilderment befitting of a conscript, before transforming him into a cynical burn-out by the film’s end. Devon Wycoff and Hayden Winston as (respectively) Deathwish Drang and the ship’s Chaplain, also provide memorable turns, and Lily Grisafi does well in lending her voice to Eager Beager, Bill’s suspiciously upbeat and perky comrade.



Where the film really shines, however, is in its visual design, where every penny of the budget is evident. Wonderfully imaginative scale model work on the spaceships, along with occasional CG animation and green screen effects, is well utilized during space battles and for establishing shots of the city-planet Helior, leaving us wanting more (in a good way). Live action segments are busy with amusing background details (the ubiquitous pro-war propaganda, sarcastic robots and sentient vending machines, several peculiar references to the film Ender’s Game), reminiscent of the kind seen in Cox’s own Repo-Man, which may reward second viewing. Many of the interior spaceship scenes were filmed in the concrete stairways and basements of campus buildings, but a third act taking place on a valley-encrusted desert planet and shot in Cathedral Gorge, Nevada, offers some genuinely startling shots of natural beauty, giving the film a chance to breathe, while also reminding us of Cox’s love of spaghetti westerns. For the scenes set on Helior, exterior shots are framed by stark, ultra-modernist buildings, while interiors are, again, a mixture of cramped basements and labyrinthine corridors: appropriately alienating and claustrophobic.




The pace of the film is definitely one of its strongest points. Although split into three main chapters, its episodic nature dictates that for every scene or situation which doesn’t quite work, there’s always another ready to come along to try its luck. Standout moments include Bill’s recovery from losing his left arm in battle, during which he’s visited by unhelpful colleagues and well-wishers in hospital, before realizing that surgeons have fitted him with a second right arm by mistake. (“Now you can salute with both hands!”) While visiting Helior, Bill is forced to escape his old life and take a job in waste disposal, which mainly involves thinking of ways to get rid of a deluge of ‘unknown artefacts’ which constantly flood the garbage chute – forming a vast mountain of defunct and broken iPads (nice touch). Other visual gags work well, particularly a running joke concerning Bill’s friend, who has been so severely injured over time that he’s reduced to a life as a severed head, jutting out a little travel case, with a single flailing arm. Certain parts, though, feel less consistent, including a sub-plot involving a group of rebels with whom Bill becomes involved; a slightly overextended skit which ought to be funnier.

Bill Ambassadors Day


It’s worth mentioning that, although the film is a micro-budget feature, with directing duties divided between Cox and his students, there are individual scenes exhibiting remarkable skill in composition. These are the moments where the film hits its stride, and we become excited about the potential of this approach to film-making. One of the joys in watching Bill… is being provided the opportunity to think, “Maybe I could do this!”, and while it’s obvious that, as quite a considerable endeavour (it took 75 people and over 8 months to complete the film), this is easier said than done, there is a sense of fun in considering the possibility of shooting your own low-budget, transgressive science-fiction comedy. Maybe I should finally finish that screenplay I started years ago?



This film is rough, yes, and unapologetically so, but in acting as a counterweight to the appalling consumerist rubbish deposited into multiplex cinemas every week, it contains a genuine heartbeat, and that anarchic sense of ‘anything goes’ which so typifies the director’s oeuvre. Does this automatically make it good? No. There are weak moments, and it takes a while to find its feet. But stick with it, and you’ll be rewarded. Alex Cox has been making films for 35 years; I’ve seen all of them, and they all have something to offer. This one might have more in common with his own early student film, the apocalyptic, art-house short, Edge City, than with the work for which he’s best known. I see this as a sign that he’s still a kid at heart, and while he’s learned the hard way that Hollywood has no time for radicals or idealists, perhaps it’s better that way, because fuck Hollywood.

Additional: No information at present on when exactly the film will be available for download, as the backers have first dibs, but I’ll keep you updated.

For more information on Bill, The Galactic Hero and other projects from Alex Cox, check out his blog right here.

Q&A with Alex Cox and Rudy Wurlitzer at Basilica Hudson.

WalkerWhile stumbling around Youtube I found this video of Alex Cox and Rudy Wurlitzer appearing for a Q&A session following a recent screening of Cox’s 1987 film, Walker. Written by Wurlitzer, a novelist and screenwriter most famous for his script work on Two-Lane Blacktop (1971), the film forms a distinctive hybrid of historical fiction and blackly comic political satire. Starring Ed Harris as the American filibuster William Walker, it’s a genuinely transgressive piece of film-making, and watching it now in the wake of recent wars, Cox’s scathing commentary on Reaganite America’s involvement in Nicaragua feels increasingly relevant and more prescient than ever. Shot with a huge budget, but saddled with an unenthusiastic marketing campaign from a confused Universal Studios, the film met with failure at the box-office, and cost Cox his career in Hollywood. Nevertheless, it remains one of the most daring and original films of the decade – and one well worth checking out. (Additionally, the soundtrack by Joe Strummer is excellent.)

Read more about my obsession with Alex Cox and his career (and his highly underrated film Three Businessmen) in my very first blog article, right here.

Cox is currently in post-production on his latest film Bill the Galactic Hero, an adaptation of the book by Harry Harrison. Find out more and follow his progress at:

Thoughts on Alex Cox and “Three Businessmen”.

ImageAlex Cox (b1954) is a Merseyside born film-maker who studied law at Oxford before relocating to Los Angeles to study film at UCLA. His first feature, “Edge City,” (AKA “Sleep Is For Sissies” – 1978) is a satirical, energetic and trippy look at the life of a meek artist (played by Cox) living in the world of the underground art-scene in a Los Angeles on the brink of nuclear annihilation. “Edge City” was favourably reviewed by the L.A. Times and screened at the National Film Theatre in London, where director Nicholas Roeg (who, along with Lindsay Anderson was a significant influence on Cox’s work) saw the film and became a fan. After the success of his first studio film, (produced by former “Monkee” Michael Nesmith) the off-beat apocalyptic sci-fi comedy “Repo Man,” (1984) he followed with the well received punk biography “Sid & Nancy,” (originally titled “Love Kills” – 1986) and the world seemed to be at his feet. With Cox’s avant-garde style and sharp writing, performances from the likes of Harry Dean Stanton, Gary Oldman and Chloe Webb, his creative choices in pop/punk music, surreal imagery and his ability to construct visually inventive, fast and memorable scenes, (which would develop rapidly in his later films) he won over critics like Roger Ebert, who in 1986 placed Alex Cox at the top of his list of the future “Grandmasters of the 21st Century” for Omni magazine.

ImageImageIt only took two more films for Cox to effectively destroy his career in Hollywood, and he remains in self-appointed exile to this day, producing occasional micro-budget features and teaching film classes at the University of Colorado. In 1987, after the stressful experience of shooting “Sid & Nancy,” Cox made a vanity project called “Straight To Hell.” The film was hastily written by Cox and Dick Rude over two days in a hotel room, and it shows. It’s an almost startling experience to sit through this deeply confused comic homage to Italian spaghetti westerns. There is no formal structure to the plot, the characters are thin, underdeveloped and presented to the audience in such a way that we cannot relate to them and basically dislike them from the opening scenes, and for a comedy it is an alarmingly hateful and unfunny piece of work. (Cox’s early scripts were often rejected by studios who complained that his characters were too unlikable.) The pace of “Straight To Hell” is glacial, and after the initial shock of watching Cox fail in his scattershot approach towards plot and characters, one can only sit back and wait for the experience to end. The film – directly inspired by Giulio Questi’s “Django Kill” – concerns a group of bank robbing gangsters (Dick Rude, Joe Strummer, Sy Richardson and Courtney Love) who bungle a job and hide out in a small town in the desert, populated by a gang of coffee addicts played by The Pogues and headed up by an unintelligible and corpse-like Shane MacGowan. The odd casting choices are the result of a failed bid for a concert film which led to this movie being thrown together instead. Cameos from famous faces such as Dennis Hopper, Jim Jarmusch, Elvis Costello and Grace Jones (!) only add to the confusion, as their characters seem to float into the film and then disappear just as quickly. Indeed, Hopper acted with his back to the camera and then added his dialogue later in post-production, while Jones has no lines whatsoever and simply sits in the corner looking fabulous. Despite the occasional funny scene (mostly thanks to Miguel Sandoval as a cuckold shopkeeper and Kathy Bates as a grotesque) “Straight To Hell” is an excruciating dud which bombed on its limited release. It is interesting however, and worth noting, that the gangsters all wear a uniform of black suits, white shirts and thin black ties, and spend most of their time sitting around a table drinking coffee while smoking cigarettes. This motif would be used several years later in Quentin Tarantino’s films “Reservoir Dogs” and “Pulp Fiction.” The latter also uses the device of the “Great Whatsit” from Robert Aldrich’s “Kiss Me Deadly” (the briefcase with mysterious glowing contents collected by Travolta and Jackson’s characters) which Cox referenced himself in “Repo Man” (the alien time-machine hidden in the boot of the Chevy Malibu).

Image1987 also saw the release of “Walker,” Cox’s dream project, written by Rudy Wurlitzer. A darkly comic biography of filibuster William Walker, set in 1850s Nicaragua, it stars Ed Harris in the title role, and almost works as a stylish, if confused, anti-Reaganite political allegory. The film contains deliberate anachronisms to draw parallels with contemporary American foreign policy. For example, as Walker travels by horse-drawn carriage, a car zooms past and the character doesn’t register its presence. Later, other characters are seen using desktop computers and reading Time Magazine. The films surreal and explosive end set-piece involves an army helicopter rescuing Walker’s makeshift army from the hell he has created in his crumbling South American dictatorship, only for Walker himself to refuse aid. It’s a funny film, less so than Cox imagines, but strange and amusing enough to warrant interest for its ninety minutes. Harris is a strong screen presence and instills Walker with manic energy and menace, particularly during a scene in which he addresses his frightened subjects and tells them that America will always have its interests in their country, and will never, ever, stop. His Walker is a psychopath on the battlefield, but early scenes with his deaf-mute wife (Marlee Matlin) show his tenderness and vulnerability, until her death drives him into madness. A funny/disturbing scene towards the end of the film has Walker performing open surgery on a wounded soldier, and without blinking an eye, he quickly eats part of the man’s entrails. The films problems lie in its inability to separate the glib humour from serious politics, as the high-jinks of the more ‘wacky’ characters (Gerrit Graham has a memorable cameo as Walker’s scheming brother) clash with – and undermine – the allegorical content. An ill-disciplined film, it is nonetheless quietly beautiful in its cinematography and haunting Joe Strummer score (the track ‘Brooding Six’ is an old favourite of mine) and does improve significantly on second and third viewings. However, “Walker” flatlined on release after being dumped by Universal in a few cinemas in the winter of ’87. Cox would have you believe that the studio were scared of such a controversial work, but the truth – I suspect – is that nobody knew how to market such a film. The studio had, rather bizarrely, expected a romp in the vein of “Blazing Saddles,” and “Walker” had cost them almost $7 million. With a domestic gross of a little under $300,000, Cox was effectively blacklisted.

ImageIn the years following his ousting from Hollywood, Cox took work introducing films on the BBC as part of the program “Moviedrome” and then returned to directing with one of his best to date, the darkly comic and stylish Mexican police drama “Highway Patrolman.” (“El Patrullero” – 1991) Filmed in many unbroken shots, usually with a handheld camera (a technique Cox would frequently employ from here on – known as ‘plano secuencia’ or ‘moving masters’) it tells the story of a young recruit who joins the Mexican Highway Patrol and slowly but irrevocably becomes corrupted, then redeemed, then crushed by his experiences. “Highway Patrolman” is simply a very good film. Written by Lorenzo O’Brien, it’s a skillful, effective, suspenseful and often moving piece of work, with a brilliant performance from Roberto Sosa in the lead role. Cox seemed revitalized by the experience, gaining an enormous respect for the Mexican work-ethic and culture, and continued to work there whenever possible. “Everyone… was very patient with me.  Everyone was very kind to the mad gringo making a film about the Highway Patrol.”

ImageIn 1992 Cox was invited by the BBC to film a segment for their Jorge Louis Borges season, and wrote and directed an adaptation of the short story “Death and the Compass,” also filmed in Mexico. Starring Peter Boyle and Christopher Eccleston (in three separate roles) and with support from Cox regular Miguel Saldoval, he would campaign for this, his most obscure and esoteric film (what else to expect from a Borges story?) to be expanded into a feature. The BBC weren’t interested, and after the screening of his ‘abridged’ hour long version on terrestrial television in 1992, Cox would continue for years to self-finance completion of the project, although this would amount to only forty minutes of new footage, including special effects work and a prologue. In an effort to raise funds he took a job as director-for-hire on a studio film called “The Winner” (1996) which he later disowned, and which I haven’t seen. (It’s an unofficial “Alan Smithee” film.) It wasn’t until 1996 that he finally completed filming on “Death and the Compass” and while the result is a mixed bag, it’s certainly an entertaining and visually dazzling film. Boyle plays a mystical police inspector named Lonnrot (pronounced “lon-row”) and Sandoval his straight-laced superior (recounting the story in flashbacks). Eccleston’s roles include a nervous journalist, a shady informant and the villain of the story, masked criminal Red Scharlach. The film is set in a ‘nightmare city’ some time in the future (or past?) and is an agreeably surreal vision, if something of a curate’s egg. Lonnrot solves his cases using intuition, meditation, seemingly random clues and by interpreting passages from religious texts. The film is shot with harshly contrasting primary colours and has an almost comic-book flair which complements Borges’ magical-realist style. Each character wears colours significant to their personality. (Sandoval’s cowardly Treviranus wears yellow, Lonnrot favours mellow blues, and Red Scharlach…) The music by Dan Wool of Pray For Rain is incredibly effective in creating a haunting atmosphere, while long, unbroken ‘plano secuencia’ shots, such as an early scene in the labyrinthine police headquarters, create a sense of endless unease reminiscent of Gilliam’s “Brazil,” but the film suffers from poor sound quality, uneven pace and ironically – due to the inserted footage shot later – the sense of an incomplete work.

ImageIn the mid-nineties, together with his partner Tod Davies, Cox wrote the script for a film adaptation of “Fear and Loathing in Las Vegas.” Unable to convince the studio (the newly formed Rhino Films) on their vision for the movie, and after a disastrous meeting with author Hunter Thompson, Cox and Davies left the project and took their script with them. When Terry Gilliam was finally hired to helm production, Cox took legal action after obtaining a copy of Gilliam’s script and discovering alarming similarities with his own treatment. Much has been written about the ensuing battle for credit, but it seems that several scenes and lines of dialogue from the Cox-Davies script (including a restructuring of the books ending) which are not in the original text, were used in the Gilliam/Grisoni script. Cox and Davies were offered a significant sum of money to walk away without a writing credit, but refused, and are indeed both listed as co-writers on the final film. “Fear and Loathing” was not a success at the box office, but has gained a cult following, and is actually a quite remarkable work. (The project had already passed though the hands of writer-director Bruce Robinson who hadn’t thought it possible to bring the book to the screen at all) The Cox version would have been vastly different, with half the budget and a grungier, more realistic and less bombastic feel to it. Of her experience in meeting Thompson, Davies has said that it was simply a devastating let-down (she had taught his work at UCLA) as Thompson drank heavily throughout their meetings, watched football games and insisted on playing videotapes of dinners held in his honour. “It was like having to visit the alcoholic family member’s place at Thanksgiving and feeling you have to sit with them and get through it. We were expecting a real larger-than-life character but what we got was everybody’s alcoholic uncle, and you can predict exactly what will happen. He’ll drink; he’ll start repeating himself somewhere around noon; he’ll get angry if you don’t give the right response… completely lose it and explode for no real reason… He was a writer I had admired so much and was thrilled at the idea of meeting him but by the end of that day I was seriously depressed.”

After this dispiriting experience Cox seemed to take one last look over his shoulder at Hollywood and decided to stick with independently funded films on a much smaller scale. This brings us neatly to the film I want to talk about: “Three Businessmen.”

Image“It’s extremely exciting. Thrilling is not too strong a word. But it creeps up on you. It isn’t a rock’n’roll themed piece like REPO MAN. There isn’t any rock’n’roll at all, in fact, until Debbie [Harry] at the end. Yet it’s 100% subversive, and threatening to the MTV value system. It’s also very funny…” (Alex Cox)

Written by Tod Davies, “Three Businessmen” (1998) tells the story of Bennie and Frank and their endless search for a meal in a city neither of them knows: Liverpool. Described by Davies as an “Entertaining art film,” it is part “Waiting for Godot” and “My Dinner With Andre,” but far funnier than that would suggest. It’s a rare film in as much at there isn’t a step put wrong, and it manages to be totally charming, mysterious and compelling throughout.



The film opens with a haunting synth score and a bright white screen upon which the word “Liverpool” is imposed in red lettering. As the letters fade the camera pans down and we see that the white background is in fact the sky above the city. The camera performs a 360 degree turn around the exterior of an ancient library, and begins to follow an old man as he walks briskly down the stone steps. Cut to a busy railway station and we follow the same man as he walks inside to meet a girl. The camera floats past the couple and continues towards a train which has alighted at the platform. Exiting the train is a flustered American tourist toting two heavy hand-held suitcases. This is Bennie Reyes, played by Miguel Sandoval. He whistles for a porter and is ignored. Another man glides past, wheeling a modern case behind him, confident, tall and thin. This is Frank King, played by Alex Cox.


Bennie Reyes (Miguel Sandoval) arrives in Liverpool.


Frank King (Alex Cox – left) arrives in Liverpool. Bennie (centre) struggles with his suitcases.

Bennie leaves the station and tries to hail a taxi but is again ignored. It has started to snow. He walks a few yards and finds a black cab, climbs inside with his cases, and asks to be taken to the Adelphi Hotel. The taxi literally drives around the corner and then stops. Bennie has arrived.
The hotel is grand, baroque and ancient, but totally empty, save for one other guest – Frank. Bennie checks in and has trouble finding his room, using a miniature torch to illuminate each room number in the endless, dark and confusing corridors. Once ensconced in the uninviting room, he lights some incense, plugs in his printer-fax, (which he has brought in a suitcase) switches on his laptop, tries to read several books, (“The Doubters Companion,” “The Multi-Orgasmic Man” and “Things You Never Knew Existed!”) and soon grows bored.




In the enormous and near empty hotel restaurant Bennie seats himself, but is moved by a waiter to a table next to the only other dinner in the entire place – Frank. Being American, he strikes up a conversation with the Englishman, who does his best to ignore all attempts while continuing to read his newspaper, but eventually relents and quietly makes polite small-talk. As luck would have it the two men have something in common; they are both art dealers. Bennie specializes in southwestern topaz, while Frank deals in African art. (“Fetish objects mainly.”) As they discuss their work it becomes increasingly obvious that the waiter has completely disappeared. After some hesitation, the men creep down to the kitchen only to discover it empty, and their faces are a picture of confusion and total devastation. Bound by circumstances the two businessmen together make their way to the reception desk, only to find that it too has been deserted… The entire hotel is empty. Undeterred, they decide to venture out into the night in search of a decent meal. They don’t realize it, but their search will take them on a trip around the planet, during which they won’t learn a single thing.




As Bennie and Frank move around the city they travel by public transport in a series of strange vignettes. Each time they step onto a new form of transport (bus, taxi, metro, water-taxi and eventually a donkey cart) they step off in a new country. Their journey takes them from Liverpool to Rotterdam, to Tokyo, Hong Kong and eventually a barren and nameless desert. In the spirit of Buñuel (the film is produced by “Exterminating Angel Productions”) they cannot see that they have ever left Liverpool, constantly making excuses for the nature of their odd new surroundings.

I love this film with all my heart. Discovering it by chance during a time of deep depression, it has become a personal touchstone for me and the subject of many fleeting daydreams. In other words, I am naturally biased towards it, but will try to explain where this love and appreciation come from without speaking too much about my own personal relationship with it.

The first thing to mention is tone. The film feels like a dream. Bennie and Frank come from nowhere, their origin and purpose a total mystery. The dialogue is generally low-key and philosophical, dwelling on absurdist observations on the troubling nature of modern life, as filtered through the warped minds of these slightly delusional businessmen. The humour of the film stems from these observations and the characters’ thoughts and their ways of coping. Many moments in the film are genuinely surreal in the best tradition, and come out of nowhere, such a static-filled telephone call from a desperate desk-clerk who needs to know which number he’s just dialed, a knock at the door from an invisible ghost, or a dwarf who wanders into frame during a kerb-side argument. These moments, along with Frank and Bennie’s almost cyclical discourse about life and their total inability to find food, create an extremely agreeable, charming and darkly comic vibe.




The music plays a vital role in establishing mood, and again is provided by Cox regular Dan Wool and Pray For Rain, and includes a techno cover version of Ghost Riders In The Sky sung by Debbie Harry. The synth-heavy score is all electronic and moody, at times achingly sombre, but building up slowly to an almost euphoric note towards the end of the film, as events change the characters and their friendship grows as the evening progresses. There is an air of hopelessness in many scenes, as the characters frequently find themselves brought into despair by the situation; the endless urban landscapes and fluorescent lighting, the evidence of capitalist greed, profound loneliness and hunger. However, like in a dream, they often forget the nature of their troubles just as quickly. Things just seem to happen, without reason or direct consequences, and this provides an episodic feel, made all the more disorientating by the shifting locations as they travel seamlessly from city to city through hidden transitions.


A hidden transition: Frank and Bennie on a train in Liverpool. An electrical surge causes the lights to flicker…


…and they are transported to a different train in Rotterdam.

The style of the film is important too. The conversations are filmed in master-shots, without breaks or cuts, except between scenes. In almost every scene the establishing shot remains throughout. There are no standard shot-reverse-shots (“over-the-shoulder”) as used in most films and television dramas, and this makes us feel like invisible voyeurs. We float along with the characters, in no hurry, simply watching as the men try to find a place to eat. This is a quietly brilliant method to construct the film, and it offers a wonderfully subtle way of building each scene around the dialogue and – without cuts between characters – capturing the genuine reactions each actor has to lines, actions and movement. The film is photographed by Robert Tregenza, whose directorial debut, “Talking to Strangers” is an example of extreme moving-masters, made-up of nine scenes, each one a single ten-minute take. His cinematography on “Three Businessmen” is another example of the flexibility of this style, adding a naturalistic quality, while capturing the dark and beautiful urban settings in which most of the film takes place.


The story begins with a languorous pace. It takes Bennie at least ten minutes to find his way from the station to his hotel room, and once he meets Frank and they decide to take their chances outside, there is time for some wandering around Liverpool to catch an anti-postcard view of the city at night.
“Look where we are,” says Frank, “Mathew Street. I believe that’s where the original Cavern Club was founded.”
“Cavern Club?” Bennie thinks for a moment, “Oh yeah… ‘The Beatles.’ Four lads who shook the world, the lovable mop-heads… Little shits… I never could stand them. Stupid haircuts, pointy shoes, ‘She loves you, yeah, yeah, yeah.’ I mean what kind of writing is that? It’s pathetic, sorry.”
“Oh, no, don’t apologize to me. I’m a Country and Western man myself.”

They pass a car dealership selling expensive Porches and Mercedes, and talk about American car names, “The Deer Hunter, the passionate car for the passion in you!” But then they pause and reflect: who is buying all of these cars? The music darkens, becoming brooding, almost scary, and the men stare at the brightly lit cars through the giant window. In a time of economic depression, who on earth is actually buying all the cars? They are both silent, unable to answer this question. The film is punctuated by moments of existential anxiety, as they try to cope with the slow realization that despite their confident business chat, their digital organizers, mobile phones and laptops, they are alone in a world which they don’t understand. (This overarching theme is exemplified by the fact that they cannot get served food without something going wrong) Suddenly, in a burst of self-deception, they start to babble meaningless management speak in an effort to comfort themselves. “Shifting markets!” – “Economic revitalization!” – “That’s the key!” – “It has to be!” – “And we’re at the forefront, the modern independent businessmen!” It’s as if they were on the verge of a discovery, of finding something meaningful, but chose to ignore it. Ignorance is bliss.


“Who is buying all of these cars?”

Restaurant after restaurant fails them. Bennie want a steak, “Nothing fancy,” while Frank is a vegetarian and baulks at the idea.
“My God, you’re not a vegan too, are you?”
“No, I’m not that bad.”
“How about this place?”
“Italian doesn’t agree with me.”
“Really? North or South?”
“The whole boot I’m afraid.”
They board a bus and travel through Liverpool city centre, while Frank rants about the culture of the quick-fix, irrational belief systems and the lack of fundamental truths. He sees that nobody can agree on anything anymore.
“I think I have to disagree with you there, Frank,” Bennie laughs.
“The old ways are crumbling, and what will replace them?” Frank asks.
“The Millennium, that’s the challenge,” says Bennie, confident in the future.

The film touches on themes of uncertainty and future-fear, although the men love their technology so much that they brag about how small and thin their laptops are (before awkwardly acknowledging the phallic symbolism) and share a love of computer solitaire, email and credit cards. One moment in the film goes as far as to suggest that events take place in the same world as Kubrick’s “2001: A Space Odyssey” – as Frank reads a story in his newspaper about a viral infection which has broken out on the space station orbiting the planet. This scene takes place as the characters arrive in Tokyo by the Star Ferry and wander the neon paradise in confusion, before checking the Liverpool Guidebook and discovering an article about the world famous “Liverpool Japanese Gardens.” (Ah, that explains it!)


During a stop-off in a Rotterdam bar, Bennie complains that he needs to visit an ATM, and in a tactical move worthy of Patrick Bateman, he takes a moment to show Frank his “Plutonium Card.” The Plutonium Card, he explains, has all the advantages of a credit card, but with certain added benefits. The card holder is entitled to a unique form of travel insurance in the form of an emergency hotline number which they can call if they become lost, at which point the company will send a limousine to collect them, and spare no expense in providing five-star service in an effort to send the modern businessman back on his way.
“So, take some change out of your pocket and call them!”
“I only get one chance a year pal, and I’m not wasting it.”


“Certain… benefits.”


“Of course,” says Bennie, “I never usually smoke.” (Writer Tod Davies cameos: right)

While walking along a sleek, modern, Tokyo footbridge Bennie talks about a new computer which is programmed to feel fear and despair. The idea being that if your computer misses you, and needs to help you in order to feel good, it will work harder to gain your love. Frank is suddenly struck by a wave of profound unhappiness. He asks Bennie to tell him something good about life, so Bennie tells the story of his favourite dog, Rex. The dog’s favourite song was Ghost Riders In The Sky, and whenever Bennie sang the song, Rex would writhe pleasurably on his back, and bark along to the words.
“Is this story going anywhere?” asks Frank.
“Okay, here’s my point,” Bennie stops walking and turns to Frank, “I would be down there, on the floor, my face up against his, an inch from his jaw, and he never, ever, ripped my face off! Now isn’t that incredible?! Isn’t that a good story?!”
“What happened to him?”
“He got run over by an overnight delivery truck.”
This is the bleakest moment in the film. Of the two characters, Frank is the least emotional. He is largely passive, reserved and polite to a fault. When he hears about the death of Rex, Frank throws his complimentary Pan Am bag onto the ground and storms up a flight of steps, back towards street level, stopping halfway and standing silently under the gaze of a flickering fluorescent light. Bennie picks up his bag and runs after him, returning it to him and ushering Frank back onto the bridge, where they continue to walk. We sense that Frank is a deeply troubled man.


Bennie explains the concept of computers which feel despair, to a horrified Frank.


Later, in the desert, Frank’s mood has lightened. As he and Bennie ride on the back of a cart through the wind swept landscape, he admits that there are some things about life which are truly great. It seems scientists have discovered a new phenomenon, something called upward-lightening; the lightening which exists above the storm.
“Blue jets, red sprites, streamers… What’s amazing is that it was only just discovered… It’s something that our parents never knew about! It’s like, how the dinosaurs are related to the birds! Or the fact that an enormous comet hit the earth sixty-five million years ago, or that there are thirteen planets!” Frank is enthusiastic for the first time in the film.
“You really like public transportation, don’t you Frank,” says Bennie, “I noticed it’s the only place where you really open up.”


“I think this means that we’re not in Liverpool anymore…”


Calling for help in the desert.


Some things in life which are truly great.

Later, a third businessman arrives. Leroy Jasper, played by Robert Wisdom. Leroy was shopping for a Christmas present for his son (a model of the Mir space station) in downtown Chicago, and, he confesses, he became lost. He is confused and disheveled, and we are left to imagine what adventures he has been on previous to meeting Bennie and Frank. The men shake hands, introduce themselves, and find a roadside cafeteria run by Josefina (Isabel Ampudia).
“Do you speak English?” asks Jasper.
“Of course I do. I am a businessman,” she replies.


The third businessman, Leroy (Robert Wisdom) arrives, still believing himself to be in Chicago.


“You guys want to eat, or what?” Josephina.

After a meal of refried beans – quite possibly the best meal they have ever eaten – the men wish to pay but cannot find their host. They wander into a small white house, where they discover their true purpose. In a unique take on the Nativity, Josefina and her sister sit with a new born child, a girl: the new Messiah. The Three Businessmen assume their roles as the Three Kings. Frank offers money, (gold) Bennie some incense (frankincense) and Leroy hands them his model of the Mir space station. Together they leave the house, pause for a moment, turn to one another and say in unison, “Did you notice that…? Nah…” and promptly forget about the whole thing.


Gifts for the new (female) Messiah.

In the end the businessmen go their separate ways, shaking hands, mentioning important meetings which they simply must attend. Leroy walks off screen while Bennie and Frank walk into the distance (presumably back to their hotel) and Debbie Harry begins to sing Ghost Riders In The Sky. The credits roll.

At 77 minutes the film is a short but memorable journey. The mixture of ambient music, striking urban imagery and unusual camera work ensure that it’s an experience to remember, but what works for me is that it’s far more than just the sum of its parts. Although Cox was cast as Frank for budgetary reasons (“One salary less, one less airplane ticket”) the part was written for him, and his on-screen chemistry with Sandoval is distinct, no doubt energized by their longstanding relationship as actor and director, which began with “Repo Man.” Here it’s genuinely sweet to see them carrying a film together. Sandoval’s Bennie is an optimistic, plain-speaking and friendly American, while Cox’s Frank is an uptight, distant Brit. Frank is brought out of his shell by the enthusiasm and emotional generosity of his new friend, something every British person would cringe at, but would secretly really enjoy. Cox and Davies are British and American respectively, and one gets the impression that they’ve had time to observe the national foibles in each other and in themselves. (Bennie’s embarrassing attempt at an English accent is so true to real-life Americans that it’s almost not funny, and Frank absolutely refuses to sing, unless it’s the socialist workers’ anthem…) Davies’ script is intelligent but unpretentious, and for a film which is almost entirely made up of two men talking, it draws the audience into the dialogue in ways which few films achieve. We are never bored by the discussion, constantly moving from topic to topic, hearing anecdotes and discovering new things about the characters which give them a level of depth most Hollywood movies never reach. Ultimately, if there is a lesson here, I believe it is this: If you treat your audience as consumers, it alters the way they experience your work; treat them as individuals, and they will appreciate it.


The main impression I’m left with when watching the film is that the characters are both kind, thoughtful and good men. I like them. I’d spend time with them. I’d certainly have dinner with them. On the DVD commentary Davies suggests that the characters are both actually drug dealers, keeping their identity secret while constantly traveling, unaware of how the world works due to the nature of their business. It’s a fun theory, but I prefer to think of them simply as lost souls, trying to figure things out for themselves and finding solace in unexpected new places.

Finding solace in an unexpected place is exactly what I found with “Three Businessmen.”


For more information about Alex Cox and his films:

I highly recommend Cox’s autobiography/film manual “X Films” published by I.B. Tauris.

“Alex Cox Film Anarchist” by Steven Paul Davies (published by Batsford) has some interesting material on the “Fear and Loathing in Las Vegas” saga, but is otherwise a fairly routine and occasionally sychophantic biography.

You can watch “Three Businessmen” on Youtube, (at time of writing) which is where I first found it. I would recommend buying the DVD for better quality of picture and for an entertaining commentary track from Cox and Davies.