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A strange yet sure sign that my work is going well is that I often forget to pray at night. Since childhood, I have always tried to say the Lord's Prayer, with a few postscripts added at the end. I pray every night but I don't ask for much. I just say thank you. Sometimes it's habitual, like having to get in a certain position before being able to fall asleep, but that's rare. I thank Him for giving me a good life and for keeping the animals at bay.

Whatever was happening with Strayhorn and Pinsleepe was only further proof to me that there are other "animals," yet life and death are the only domesticated ones we know and will touch.

It was about a week after we'd started filming that I realized I hadn't been saying my nightly thanks. It had happened before when I was working and I didn't like it; didn't like myself for being ungrateful.

But the neglect meant a blindness toward everything but the work. I'd be staggeringly hungry because of forgetting to eat, unusually grateful to sit down because I'd been standing for six hours.

When Blow Dry still didn't show up, I decided to try something else until he returned. Along with the cameraman for my other films, Wyatt and I went around shooting what I call "object scenes": the sun over an alley at six in the afternoon, an empty gas station at three in the morning. We were looking for a variety of moods – the open-air loneliness of a used car lot, the excitement of a woman taking three dresses with her into a try-on room in a department store.

We didn't specifically know where we'd use these shots when we were finished, only that some of them would be in our scenes and it was important to have them. Then, as we moved around town filming bus stops and gun stores or people passing out flyers for massage parlors on Hollywood Boulevard, the three of us fell into a kind of unspoken understanding and enthusiasm for what we were doing. Once while having lunch at a hotdog stand, Wyatt said "Griffith Park!" and we finished as fast as we could so we could get over to the park and start looking immediately.

When we weren't out filming, I was either working with the people who'd come from New York or looking through art books in the library, particularly photography of the 1930s.

The New York group lived in adjoining rooms at a hotel in Westwood and spent most of their time together, which meant when Wyatt and I joined them, they'd already come up with some intriguing possibilities. We'd shown them Midnight Kills and, although their initial reactions were disgust and disappointment, they'd since taken it upon themselves to come up with something that they hoped would raise the level of the film via their contributions.

There were Sean and James, and the third was the amazing Max Hampson. Max was probably the best actor in our group, but the reason Wyatt and I hadn't first considered him was because of his physical condition. He was about forty but had had cancer for over ten years and at least as many operations in that time. One of his legs had been amputated and he usually had to use a wheelchair because neither his arms nor his "good" leg had the strength to support him.

When you heard his story, you knew here was one of those human beings whose lives are one long bruise. His twin sister contracted meningitis when they were children and became little more than a vegetable. Max's parents were alcoholics who found a way of blaming him for the girl's hopeless condition. Somehow he survived this environment and went to college, where he studied business. On graduating, he started a small travel agency that specialized in trips to exotic places. It did well, and he opened a second office. It succeeded too, and he was considering opening a third when a broken leg from a skiing trip didn't heal and it was discovered he had cancer.

What was so amazing about Max was his good nature. He and Wyatt were good friends, and apparently Max had always wanted to be an actor but had never had the courage to try. The disease pushed him toward it, and besides being one of the founding members of our group, he was also one of the great cheerleaders and spirit lifters.

But, like all of them, he knew what constant pain and fear were and his acting displayed them. Recently, when I'd asked Max and Wyatt to do a scene from Waiting for Godot, his performance was so reminiscent of Charlie Chaplin at his saddest and most beautiful that it made me cry.

Wyatt got me onto the photography books. One day he handed me one by someone named Umbo.

"I don't know exactly what I mean, but I think we should make it look and feel like this."

The first photographs were surreal black-and-white still lifes or portraits of women with black lips and bobbed hair, very Louise Brooks. Nothing special. But when I got to the middle of the book it was immediately clear what Finky Linky was talking about.

In the late 1920s this Umbo had taken a haunting series of pictures of show-window mannequins. Using their exaggerated facial expressions and a kind of Expressionist lighting, the photographer had caught something both shadowy and compelling about these mundane figures.

But there was more. A few pages on, Umbo had done another series on a clown named Grock: Grock putting on his makeup, Grock's violin half out of its case, Grock in full costume with a cigarette in his mouth. The power of these pictures was the dust-in-the-corners, bare-bulb sadness of Grock the man's life. We have no idea if this clown is successful, but even if he is you wouldn't trade with him for anything. No matter how many laughs or coins he puts in his pockets, he always comes back to these small dressing rooms with soiled wallpaper and mirrors with his own picture stuck in them (as if to remind himself who he is supposed to be).

Besides the expected horror of Bloodstone, Wyatt wanted the still, almost-real, almost-threatening quality of the mannequins and the yellow sadness of an old clown with a cigarette in his mouth.

Wyatt was right, and that vision led me excitedly to other photographers of the period: Kertesz, Paul Strand, Brassai. But I kept coming back to Umbo and his Grock.

Almost every day I put in the tapes Phil had sent me before he died to see if they would say more, but there was never anything. However, I must have watched my mother's death twenty times. I grew to know every detail, the few words she spoke to the man in the next seat, the small spot on her skirt. . . . It was never comforting to see, not even the twentieth time. I'd been wrong to think if my questions about her death were answered I would feel more at peace with it.

I watched my own films too. It had been years since I'd made them, but generally they held up. Would I have changed parts? Yes, but I'd honestly forgotten so much that when I saw them again and realized how poignant and funny they were, I was proud. There are different kinds of pride, but being able to look back on something you did and know it's still good or important is the best.

I also watched Phil's video The Circus on Fire and many episodes of The Finky Linky Show. Wyatt started to look at the first with me, but it made him depressed and he left the room.

Sasha asked why I was watching so much TV. The only answer I had was that something was there but I couldn't figure out what – yet.

The studio lent me a camera, three video machines, and three televisions. When I had them set up at Sasha's, I'd often put three things on at once to see if I could find what I was looking for. No luck. In the end I felt a little like Lyndon Johnson when he was President, watching the news on three separate channels.

"Christ! What's all that?"

Sasha came into the house with bulging armfuls of grocery bags.

"There's lots more in the car. Would you help?"