The reviews I've been reading for Quality of Life say the film is about graffiti artists. Though the film is about 2 friends, Curtis and Mikey, it's also about the world surrounding the characters.

And it's a whole world that so many people don't even know about. Graffiti isn't just something two people do, it's a total subculture and it's really developed. I wasn't that into graffiti but my friends were and I understood it. I was a B-boy in the mid-eighties and I was in one of the biggest groups in San Francisco at the time. We were called Fantastic Fource.

Would this qualify as your first feature?

Yeah, that's how I look at it. Robert Rodriguez wrote this book:  "Rebel Without a Crew". In it he talks about his "plan". He went to film school but he was blew it off so he could make 3 no-budget movies and learn all he could from it and that's why he started doing it all himself. Then, after the 3, he'd set out to make a feature for distribution. El Mariachi went haywire and his plan got shot - thought I don't figure he was too sad about that - and when I read that book I decided that was what I wanted to do. I set that course of action, shot 3 films, used almost none of my own money, financed with the support of local businesses, in kind, friends, and that whole path set me towards Quality of Life. Well, it wasn't a path towards Quality of Life at the time, but a path that set me towards making a film. The other films were feature length; they were like my films school. Honestly I probably should have made shorts. That would have made more sense but since I didn't go to films school I wasn't exposed to that stuff so I made features because that was comfortable to me.

The way you're talking about making your film points towards a drive or compulsion to create -  and that's a major theme in Quality of Life. You really deal with the questions of what drives us and how we either can't or shouldn't stop it.

I had this realization one day. I saw an ant. And the ant was carrying something way bigger than him and he didn't seem to know where he was going. That's what got me started. I was just so inspired by this ant and the metaphor he was to me. That was exactly when I decided to make my plan and make 3 films. I didn't know why, but I couldn't stop myself, I was consumed by my path.

Aren't paths built before us?

Hm. Well, I suppose they are. When we were shooting Quality of Life, we used the metaphor of climbing Mt. Everest. That's not a thing I really do, I don't climb so I've never climbed a mountain, but it's not something that's never been done either. It's something you have to prepared for, both mentally and physically. I used that analogy all through production and when we'd get closer I'd say "the air's getting thinner, we're almost there". One day, after we had wrapped Kev Robertson, my DP, called me from  his car and he'd been hearing an NPR show on Mt. Everest and he said, "Ben, I just heard on the radio that most of the deaths that happen when climbing Mt. Everest, happen on the way down." That was kind of an eye-opener. But you know, a path is something I think you step onto and you either follow it to the end or you don't.

Your plan was something you desired. It doesn't sound like an absolute compulsion.

I really think a filmmaker has to be tied to the story. If you're not, what you're doing is just a job. There's nothing wrong with that, everybody's gotta eat and pay bills but that's not what it was to me. I needed it, bills or no bills.

The film is obviously personal. Why isn't it about breaking?

Good Question. Why isn't it! ... honestly the story came tome in a dream. I had this blurred dream that Picasso was hanging out with my friends and he was a graffiti writer. It wasn't super clear and the story of the dream was hard to untangle but once I got it kinda straight, I started reading about Picasso and I based the core story on this one part of Picasso's life.

What I found incredible about graffiti was that there seemed to be no other crime that exemplified everything that was wrong with justice system the way graffiti does. Our justice system is hyper focused on symptoms: they see writing on a wall and they paint over it. And that's the way the justice system reacts: it's all reactive and symptom based. It doesn't deal with root problems. Sure, there are prevention programs but they're the ones that get slashed first. In fact I worked for a prevention program and they cut me two months before production. It wasn't just my job, the state lost production funds. Preventions is always the first to go. That's what was most attractive to me about graffiti: the phenomenon of painting over something to eradicate it. That's a ridiculously topical way to deal with a problem and over the course of the last 30 years painting over the problem has made the sport more popular.

My original ideas were more political but in the end, we finally made something more human and I credit Brian Burnam for that change.

Burnam plays Vain, and you wrote the script with  him. How did he get involved with the script?

Brian and I go way back. When I was starting in college he was 12 y/o - my next door neighbor. I kinda brought him up in a way. He actually lived with me when his dad kicked him out and I knew he was into graffiti so he looked at my script and his feedback became so intensive I started giving him scenes to write. It got to be where he was the rewriting the whole script, so I gave him lead screenwriting credit.

How much is the character of Lisa's son based on Brian?

It really had nothing to do with Brian it was more about the mentoring. Brian and I have done so much non-family mentoring in our lives. Mentoring kids who aren't you flesh and blood: it's not done enough. And that's really what I was doing for 13 years when I was a social worker. The character of Lisa's son found it's way in there to show the compassionate side of Curtis.

Well, speak of the Devil!

-Brian Burnam comes around the corner of the theatre and Introductions ensue.

So how did Ben ensnare you in his project?

BURNAM
He showed me the script when I was in the middle of moving to NY. I had a ticket for a plane that was leaving in 2 weeks. Ben called me out of blue with the script. I read it and gave feedback. I hadn't talked to him in like 10 years. I said: "Sounds good, have fun". He wasn't offering me a job, just calling to pick my brain. He kept harassing me. Finally I just said, "I'm going to NY" and he said, "there's no such thing as too much feedback - break my heart". I said, few changes, one scene in particular. He asked me what I'd recommend and asked if he could use it. Two days later I got a call. "Check your mail, I sent an attachment with the scene from over the phone: you said I could use it." Then he said "What's the matter?" and I said "You got that wrong". So he said "so you write it, ass hole". And then: "That's perfect" and we started stuff together. He convinced me he was going to make a movie he had to stay here and get it done.

MORGAN
I was writing, but he was channeling: real life, memories, it was raw, just what we wanted. I don't know if I called him "ass hole" but I was like "why am I writing this over and over and getting it wrong when you do it once and get it perfect?" and he had never written anything before, but he had a very real grip on the sense of the story. And he had a dramatic sense too. Some scenes were interpretations and had a sense of what was meaningful. The overall story arc never changed but, pretty much everything else did.

BURNAM
Yeah, like: "Script is locked this week". "Script is locked next week". You'll never get the movie made like that - novels take decades to write. You have to lock the script to get it made.

MORGAN
You gotta have it ripped from your hands.

The camera work in the film is so fluid and constantly moving that it seems hard to have been strict about your script. You said that you let the actors rewrite or retool their dialogue. Did your actors do any improv or was it all rewriting from rehearsal work?

MORGAN
They did both. Improv is a dangerous thing and most will advise against it. You have to have limits. You have to know you will not change the story arc... you have to be sure what has to stay and what can be flexible.

I remember hearing that when Brian was in the scene there would be more improv than if he wasn't.

BURNAM
I was thrown in the movie at last minute. When I writing it I thought I'd be the main character. I said to Ben "What's harder: teaching an actor how to write graffiti or teaching a graffiti writer to act?" A week before production, the second lead actor bailed. So Ben threw me in there - not as the role I wanted. When Lane got here he swapped with me, he was supposed to be Vain, and we had to relearn all the scenes. We didn't have a script supervisor so we were running through scene by scene, just trying to hold it together. We were always asking each other "is this right?", "I think it's right".

MORGAN
We knew what we needed to do but we were okay working outside of our boundaries and I wanted things to be raw and natural and flexible, which you will not get  if you over-script. We spent our rehearsals doing back story and bio and bonding so we could be comfortable with each other and get ready to work on a level that was personal and intimate. We didn't rehearse the hell out of dialogue.

How could you have, you shot in 3 weeks!

MORGAN
Brian and I disagreeon this one. I think 3 weeks was enough time but since we had no money for producers we were doing preproduction during production. We were scouting for locations the same dayand dealing with food and propsand we were all spread so thin that it was chaotic and if we had things locked down it would have been easier.but, but since we didn't plan on doing lots of takes or lighting extensively, 3 weeks was really ample time to shoot.

BURNAM
I was woken up before every shoot: "Brian get up, we're doing it". We worked late nights.  We didn't get to hang out at any of our locations. Three hours was the longest we spent at any location.

What about the Rooftop scene? The editing implies the painting takes all night.

BURNAM
That was our longest location.

MORGAN
But, even that location we left midway. When we got up there we shot  Bryan Dawson (he was our stunt graffiti artist & chief creative consultant - he made the sand mandala) and then while he was painting we left and shot some other stuff and came back when he was done.

About the mandala, your film features some really involved themes.

MORGAN
It was BRANT'S idea to include the mandala and the way the mandala would weave this theme of impermanence into the story. He pitched it to me and I didn't get it at first. I couldn't see the theme in terms of how it affected the story: I just kept thinking "that's not what happens in the real world". But it sunk in and Brian was feeling it and it was an outside concept for him and the whole concept of impermanence and the Mandela was the way to translate that.

You shot on super 16, and your DP did some really dynamic things with the actors/characters and focal distance.

MORGAN
Kev and I were soul mates from the start and I knew we had parallel vision. I trust him completely. And  I infected him with graffiti off the bat. I gave him  newspapers and magazines and videos and books and pictures, I had a writer friend give him a Graffiti tour of San Francisco. In our book, "Putting the Pieces Together",he talks about how he was drawn to graffiti throw ups, and how they're placed a certain way. He wanted to shoot the film like a filmic throw up and he took Brian out and took stills of him by these paintings. Kev  took this really incredible picture of Brian in front of a tunnel. It's all out of focus with parts of Brian in focus. Then he laid a bunch of pictures out in front of me and said "choose" and I took the one by the tunnel. Kev just decided: the look of that picture would be his aesthetic for the film.

That was a purposeful philosophy, this ‘in focus/out of focus' aesthetic would be a great way to deal with the issue of impermanence and uncertainty. Hetold our editor upfront not to shy away from out of focus stuff. You know editors are always worried they'll upset the DP if they include out of focus shots. The sense of impermanence had to be felt. Everything is fleeting. When Mike walks away he walks into blur. I take no credit for that work, it was Kev's vision.

How did the actors deal with the camera? Kev must have been all over the place.

BURNAM
That's what we were expecting. Kev knew what he was getting into. He knew it was gonna be a lot of hand held, not much staging. Get what we can get, when we can get it. Not lots of takes. I was ready for a him to grab the camera and just hope that I could keep up.

MORGAN
We talked about graffiti model for film: graffiti artists do incredible, compelling workwith no resources. It's not like there's time or money. We adapted the graffiti model for this film. We didn't shoot test, or scout locations, or rehearse. Just go out, do it and get out. We knew it wouldn't be perfect but it'd be raw and loose and natural and that outweighs any down side.

Kev gets a lot of credit for the frame work, he shot from documentary perspective. He planned on not having any control over the subjects so he have to be flexible. My original script was  more documentary in nature and I wanted to expose everything about graffiti. I thought that was the point of it all. I thought I could reach people by teaching them about it. It's a whole world that we don't talk about. But we ended up with a much more universal story.That's what Brian brought: it's about human relationships. People. Sure, if you watch the movie, you'll get exposed to graffiti but it's not gonna tell you why people do it.

How are you distributing?

MORGAN
The film opened theatrically on Wednesday. Right now we're working on self-distributing which is an incredibly difficult feat. I was coming in on a bus yesterday and I looked out at the street at a Circuit City and 24 Hour Fitness and I though ‘how would a little electronic store compete with that?' And that's what we're up against. We can't assume the same model, we can't buy big and we have to be creative. It's been a grassroots, Guerilla marketing campaign - it's all about getting your name out there in every way you can. We'll be self-distributing in theatres and depending on how we do in San Francisco, we'll travel with it. We have a home video deal with Screen Media, so we'll be released on DVD in spring.

Opening night, tons of people from your history showed up to see the film.

MORGAN
It was a combination of people we knew and people who had heard about it from relations. And then there was the crowd that heard the buzz about opening. We packed 500 seats. It was a great hometown turnout and what we're hoping is, since we can't afford ads, we want word of mouth to get around. So we're counting on people to spread the word.

About "spreading the word", I wanted to ask you about use. You made the film with the intention of using it for out reach. What type of outreach and why did you feel you needed to make a film to tap your audience?

MORGAN
I'm really driven about the politics. I've been working with at risk kids for 13 years. When I was an at risk kid I felt like no one could help me because they had studied at risk kids in books. No one who was helping had experienced it, so they couldn't identify or I couldn't identify with them. This film isn't political but the subject matter and the material that grows out of  it are. I want to drum up the problems with our values.

The issue of graffiti is the tip of the ice berg, the fact we could spend billions of dollars to wipe the paint off and cut the money from schools in order to do it.

So far, we've screened it at some alternative schools. We plan to do more outreach to high schools. I've worked in treatment centers, partially to stir up discussions about graffiti. I think, with the high school age group it's more about showing them that you can do something without resources. It's been inspirational to kids to know that they can have nothing and still be creative and achieve things they're proud of. The film has different uses. When we talk to law enforcement we have political discussions. When we deal with at risk kids we talk more about how to achieve your dream and do things you're passionate about.

Can I ask you about this mean love you and Brian have?

MORGAN
Originally, I didn't want to Brian acting in the film is because we fight like brothers. I felt like that would be really unhealthy on a set. Brian would say "man I can do this" and I had no double but you don't want the screenwriter on the set and fate took over and it ended up being the best things ever happened but as screenwriter we argued all the time but Brian as brother we fought  Everything I feared was true but almost every debate ended up for the better of the film. the tension was healthy.

Do both of you feel that way?

BURNAM
That's it.

You described Graffiti as a combination of art and sport. It's a pretty amazing thing, particularly the way you deal with it in the film. Everything that could be going on in the span of 3 seconds, is. There's creative pressure, the threat of being found, the thrill of getting away with it. I mean (I turn to Brian) did you feel like you worked to put that in your performance?

MORGAN
Brian's not gonna answer that. It's in his contract he doesn't have to answer questions about graffiti.

Can't or won't?

BURNAM
It is what it is. I don't like to try and explain it. Hollywood wanted to cheese it out and we're just gonna show it and if you like then you do.