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Meow! Meow!

Ah, cheep! Meow!

Arch up! Bluh, meow, ah!

Long neck. Now up, up!

Okay.

Rabbit.

Wrap it tight. Shake your head.

Meow!

You're not making any noise.

- Meow! - Meow!

- Louder, both! - Meow!

- Cheep, cheep! - Meow!

- Meow! - Tweet, tweet, tweet!

Now right here!

Right here, right here!

Eyes here. Big eyes.

Meow!

Good.

That's exactly right.

Oh, shit. This is good.

Okay, make any noises.

Meow!

Meow! Noise, noise!

Meow!

Good.

Now start crawling.

Now let me see that.

Nice! Oh, shit, nice.

Okay, great.

Nice, keep going!

Excellent. Excellent angle there.

Okay, grab her!

Oh shit. This is excellent.

Good, grab the chain.

Ooh, that's, that's just absolutely fabulous.

Okay. Now get on her and we'll do it.

You ready?

Good! Good!

And arch up. And bring in the fan!

Fan!

Paul, fan!

Good. Perfect!

Shit! Okay, that's the roll.

One more roll here.

Don't move. Close your eyes.

Just hold it. Now don't lose this move.

This is absolutely perfect.

Goddammit, this is great.

Need the film!

- Where's the film? - I think it was the last one.

What do you mean that was the last one?

How many did you roll up?

Well, I've been making the prints since I got here.

Oh shit, we need film, not prints.

Okay. That's it.

Shit.

I'm sorry. I can roll you another one quick.

The mood is gone.

The models are in the dressing room.

The shoot is over.

When I'm shooting, I've gotta have film.

Very important. I don't know what to do.

Michael, is there anything to drink?

Paul will get you a drink.

Go in the dressing room.

God, I'm dying of thirst.

What's he got to drink?

Inglebrook.

That's sounds terrible.

Why doesn't he get anything worth drinking?

I don't know.

Michael's? Yeah, just sec.

- It's your wife. - Oh, tell her I'm not here.

I'd really rather not lie to her.

Well I'll make it easy on ya.

I'm gone already. Come on, girls.

We're going to the BC. Pack it up.

- I'd love to, are you buying? - Okay, of course.

Pack up. Goodbye.

Hello? I guess he's not here.

Lisa.

I'm finished. Let's go.

Oh, you're still here.

Yeah, I'm running a little late.

Well, I thought you'd be gone by now for sure.

Otherwise, I would have come up later.

Don't worry about it.

We'd really like if you could stay with us.

Well, I'm just leaving. Excuse me.

Come on in.

It's cold today, isn't it?

It sure is.

You're gonna love the light here.

Interesting fireplace, isn't it?

- Mm. - It certainly is.

Mm-hmm.

Excuse me.

He really is very nice.

Well, why don't we start upstairs with the master bedroom?

- All right. - You're gonna love the view

from up here.

I finished up those prints and your wife called.

I thought you were Michael.

Pardon me. I heard the music, I thought Michael was back.

I thought Michael was in the darkroom.

No, he left about 3:30.

♪ It's time for change

Just my luck.

Well, no great loss, I suppose.

When is he coming back, do you know?

Well, he said something about being by later

but I don't know when.

You don't mind if I hang around, do you?

No.

♪ Forgive my soul

I've been on my feet all day.

It would be nice just to sit down for awhile.

Well, I guess I better get back to my prints.

- You look a little tired. - Would you like to drink too?

I really think I oughta get back to my work.

Oh, come on. Just one.

♪ I gotta get away babe

Besides, I don't like to drink alone.

♪ To get away from you

Thanks.

♪ Laying down all our conditions ♪

♪ But baby it's all new

Sit down. Relax.

♪ All alone with all our conditions ♪

So you've been working for Michael for what?

About a month now?

Yeah, about that.

How do you like it? Just between us.

♪ You know I love you

It's all right. I guess.

Oh, cute. Loaded day?

♪ I saw you smile

Oh.

Ooh, it looks like Michael's been getting rather kinky.

Were you here for this session?

No.

♪ I've got to get away, baby

♪ Get away from you

What about this one?

No.

This one?

Mm-mm.

Well, standard operating procedure.

So what have you been up to?

Well, not much of anything right now.

Well, I guess that can be real relaxing.

Mm-hmm.

♪ How to have you love

♪ It's all I know, baby

♪ We can't go on side by side

Well, I guess I better get back to work.

It's been nice seeing you.

♪ 'Cause I want you and me to be ♪

You don't mind if I watch, do you?

Well, it's not very exciting.

You'd probably be bored to death.

Not with such a fascinating subject matter.

Mm.

Come on, cut it out.

I need that stuff to clean my negatives.

- Come on, give it back. - No.

Please? Please?

Thank you.

What are you doing tonight?

- Tonight? - Mm-hmm.

Michael's?

Oh, hi.

Yeah.

Yeah. I got all the prints done.

It'll be about another 30 minutes.

No, she hasn't been by as far as I know,

but I have been in here for about two hours.

All right. Sure.

Okay.

He's on his way over.

You never answered my question.

What am I doing tonight?

Um, well after here, I'm going home.

Would you like to meet me for a drink at the Hilton?

I don't think that'd be a very good idea.

You know, Michael and I have

what you might call a flexible marriage.

So I've heard, but I guess I'm just not that flexible.

No, I guess you're not.

Well, I better be going.

Can I open the door now?

It's safe.

Hi, um, my name is Lisa Welch.

I live next door to you.

And I'm selling these delicious chocolate mints

for a ski trip at school.

Guess I was wondering if you wanted to buy some?

How much are they?

Three bucks a box.

- Three bucks a box? - Yeah.

Are they really delicious?

Really delicious.

All right. I'll get three boxes.

Three boxes? Really?

Really.

Well, that'd be $9.

If I don't have $9,

will you take a Visa or Master Charge?

Mm, the management accepts only cash. Sorry.

I don't. I got six.

I'll go in and get the rest.

You can come in and wait if you want.

Okay.

It looks like I gotta go upstairs.

I'll check my dresser.

You kind of like to spy on people

with your camera, huh?

Well, it's not exactly spying.

I was trying out a new lens.

It isn't exactly asking my permission, is it?

No.

Well I like it anyways.

Can I have a print?

Sure. If you want.

I do.

- Okay. - Thanks.

Well, here we are your chocolates.

And here's your money.

Thanks. Goodnight.

- Goodnight. - What was your name?

- Paul. - Paul.

I'm, I told you already.

Night.

Night.

Ladies night...

Everyone who comes in drag gets in free.

One, two, three, four.

Oh yeah? I'm with these guys.

What are you looking at?

Excuse me? Hi.

Oh, hi.

I was wondering if you could do me a big favor.

What?

I missed the bus. I need a ride to school.

- How far is it? - Not too far,

but it'd be really late if I walk.

- Okay. - Great!

So what year do you think I am?

- Year? - Yeah, we're, oh yeah,

we're supposed to pick a year for school

and come dressed as someone from that time period

and talk about it and all that crap, you know?

Oh, I get it. Uh, 1968.

That's real close. Actually, it's 69.

I wanted to do the last year of the 60's.

That sounds like a good idea.

It's my mom's skirt. Do you like it?

Yeah.

She wore it in high school and got sent home.

Can you believe that?

Uh-huh.

The light's green,

you know.

We better hurry.

Don't worry. We'll make it.

I'm gonna be late for history now.

- I'm sorry. - It's not your fault.

But if I go now I'll get another detention.

You want me to take you home?

You know what we could do?

What?

We could go to the beach.

What time do you have to be at work?

Well, not till 2:30, but that's a long drive.

By the time we got there, we'd have to come back.

- Well, it's worth it. - Besides, we could go fast.

We could speed.

- Speed? - Sure, why not?

Come on!

Hey, Nancy Sinatra! Lisa?

- What? - Want a sweater?

It's beautiful, isn't it?

- It's nice. - I love it.

And wish we could stay forever.

Well, I hate to ruin your good time,

but we gotta get going back.

Don't you love it here?

It's beautiful.

Why don't we stay then?

Because I'm one of the lucky few

who are employed and I'd like to keep it that way.

I have to be at work by 2:30.

Well, you can always call in sick, couldn't you?

- But I'm not sick. - Well, call and say,

"I'm having a nice time at the beach today

and I won't be in, thank you."

No good. Not a good idea.

Spoilsport.

- What's that? - What?

Over there.

Lisa?

I'm over here!

How the hell did you get up there?

What do they call these?

- Call what? - You know.

The women on the front of ships.

- A maidenhead. - No, not maidenheads.

Okay. A woman in front of a ship.

Come on. Let's get going.

I'll be late for work.

Wait, didn't hear that fairytale

about the woman on the front of the ship.

- Lisa, I- - Just wait!

There was this woman.

She fell in love with a sailor

and she like did him wrong or something.

So this witch turned into one of those women

on the front of ships.

She had to spend the rest of her life,

looking out to sea.

That's tragic. Come on, let's go.

I don't want to.

I'll lose my job!

Well we're already late. Let's just stay.

Lisa, I'm leaving.

- Come on! - Well go ahead then.

How are you gonna get back?

I can always get a ride.

Okay. Fine.

Fine.

Shit, I didn't need to come out here anyway.

Will you let me...

Michael, yeah, this is Paul.

Sorry, I'm at the coast.

My car busted and they think it might be the fuel pump.

I can't help it. It's not my fault.

How'd it go?

He's pissed.

Well, he'll forget about it tomorrow.

I don't like lying to him.

Well you could do penance by buying me lunch.

Where'd you get that?

Someone bought it for me.

Great. Drink it down quick before somebody sees you.

Did you get it?

I got something.

You take a lot of pictures, don't you?

Yeah, I guess so.

Is that what you do for a living?

Well, not exactly. I work with this fashion photographer.

Set up his lights for him and I fill up his film.

I sweep his floors so his models

don't get little feetsies dirty.

I guess I'm sort of a part-time janitor.

You know the slides at your house?

Yeah.

Well, I think they were pretty good. You know?

You did?

You could probably sell them to magazines or something.

I don't know. It's a pretty tough market out there.

Nowadays everybody thinks they're a photographer.

- Hi. - Hi.

Pretty big.

Watch it.

- What was this place? - It was an old fort.

There were the gunning placements.

You don't take pictures of people very much, do you?

No, not very much.

Why not?

I don't know. People are too unpredictable, I guess.

So? Excuse me.

So I just never really got into that kind of photography.

You took my picture.

That was from a distance.

Does that make it easier using your telescopic lens?

- Telephoto. - Whatever.

Does it make it easier?

Yeah, I suppose it does.

Have you been doing this very long?

I suppose so.

I don't really remember when I started.

There must have been a first time.

One picture that was different.

I tell ya, I can't remember.

Oh, maybe in high school sometime.

Mm, you must remember something.

What?

Well, there was sort of a first time.

Really, when?

In 1959.

1959. How old were you?

Eight.

It was Halloween.

And at school, we all had to get dressed up

in these Halloween costumes.

Did you ever have to do that?

Mm, well, once I was a fairy princess

but my wings got stuck in the car door

and it was all over fast.

Anyway, I didn't feel like wearing a costume.

So I took our Brownie camera and I put it on

and I said that I was "Man with a Camera."

What's that?

I'm sorry. It's a TV show we had back then.

I got to school, the teacher says to me,

"Paul, where's your costume?"

I said, I'm "Man with a Camera."

She goes, "No, Paul, you have to have a costume."

So the teacher and the rest of the class,

they got these newspapers and they stapled it

to my arms and they stapled it to my legs.

Hmm, God, it was awful.

I felt so ridiculous.

And then, then we had to go out to the playground

and parade around in these things.

I took my camera and I started taking pictures

of all the kids and their silly costumes.

And the last picture on the roll

was of a girl I had a man crush on.

She was too close to the lens and it was out of focus.

I wonder whatever happened to those pictures.

Anyway, to answer your question,

I've been doing this about 22 years.

That's a long time.

It is. Very long time.

Lisa?

Lisa?

Hey! Get up here!

Hey, look. There's a ship.

Where?

Look near that island. You see?

Yeah.

It's a really dangerous spot.

Ship's get stuck there all the time.

I bet it takes a lot of courage to drive them.

A lot of rum.

Well, I think we got a live when this time.

Yeah?

Remember that couple from San Francisco with the baby?

No, not really.

Well, they made an offer.

Get this 63.5. Can you believe it?

Basically fell in love with the house.

I'm asking 65.

Well, that's only $1,500 less than the original offer.

I know, but I was kind of counting on 65.

Paul, let's be realistic.

You've had this house on the market for over a year now.

I have faith in you.

- I'll tell you what. - We'll make a counter-offer.

$500 more, we'll try.

Betsy, I'm sorry, I realize

how hard you've been working for me.

I don't want to seem like a hard nose,

but I really would like to have 65.

Are you rejecting this offer?

Yes.

- Here, sign. - Yes.

What is it?

It simply states that you have considered

the 63.5 and you're formally rejecting it.

Are you sure?

Yes, I'm sure.

- Here? - Mm-hmm.

Well I won't turn this in till tomorrow.

- Okay. - If you change your mind,

- call me. - I will.

Here it is.

It's a little stark, isn't it?

Yeah. We need a lot of space.

This is Mike's new set.

Don't go out there or it's my ass.

Okay.

Over here, got a makeup room.

He's got a changing room.

Come on, I'll show it to you.

And over here, this is our makeup room.

- Oh, can I? - Please.

Oh.

You have a lot of stuff back here.

Yeah, they use a lot of stuff.

Well, I got about a half hour's work

to do in the dark room.

So if you'll excuse me.

Okay.

There's a bunch of magazines and stuff

in the can, if you want.

I'll find something.

Oh, make sure you don't open this door.

Okay.

Hmm.

Lisa?

Lisa, you're in here, aren't you?

Aren't you coming in?

Well, what about your mother?

She won't be home till late. She's a dancer.

Come on.

Paul.

- Thanks. - Mm-hmm.

So your mom is an actress?

She thinks so.

You wanna see my album?

Sure.

It's in my room.

It's okay.

Now you're sure you wanna go through with this?

I have braced myself.

- Is this your mom? - Yeah, that's my mother.

Don't look too much. She might put an evil eye on you.

How old were you when this one was taken?

11.

School photographer took it.

And I think it's pretty good,

considering he probably took pictures

of 500 kids that day.

It is?

Do you notice anything different about her?

- Her? - Me?

I don't know. Something in the eyes.

The quality, I don't know.

I was love with a boy when it was taken.

- Really? - Mm-hmm.

Who?

He was in my class.

His name was Grant Huntington.

We used to take these long winter walks.

We would walk and walk and walk

till our noses turned bright red,

And then we'd get to his house

and play checkers.

He never laid a hand on me though.

Did you want him to?

I was only 11.

Yeah, I guess that is pretty young.

Maybe I wanted him to.

I know I wanted him to kiss me.

Well, how old were you when you had

your first romantic burst?

I think I was 12.

Yeah.

Did you take longer winter walks?

No, but she tried to kiss me.

- What happened? - But I got away.

Oh. Didn't you wanna kiss her?

I don't know, I...

I think I was just scared.

So what happened?

Well, I went on this two week vacation with my parents.

And for my birthday, they gave me

this Brownie Fiesta camera.

When I came back, I guess I wanted to take her picture

'cause I went to her house to see her.

She wasn't home.

So I went to one of these public swimming pools

and there she was, rubbing the shoulders of some life guard.

So I took her picture and I swore

I was gonna tell her parents.

Did you?

No, I ran out of film.

You know,

you have, um, very elegant hands for a man.

I do?

Mm-hmm. Let me see you palms.

You don't have a very long lifeline.

So I've been told.

You know, I remember that day at the coast.

It was very wet and your hair kept coming down

and clinging to your forehead

into little threads.

- I don't think that- - Don't think, don't think.

Hey.

Got 30 bucks?

No.

What's the matter? Don't you like girls?

It's so fucking ugly.

Hello?

No, I don't. I don't use it.

I don't use the stuff. Please leave me alone.

Shit!

Dammit!

What's this shit?

This is garbage.

Garbage!

Look, it's just garbage!

What are you doing?

I got locked out.

- Got locked out. - Mm-hmm.

You wanna come in?

Okay.

You know something?

What?

I didn't really get locked out.

I really wanted to come over, but I felt weird about it.

You know what I mean?

Yeah. I think I do.

I came over before, but you weren't in.

Yes, I was.

Why didn't you answer?

Well, because I didn't think I could face you.

I'm really sorry about what happened. I, I didn't mean.

What's to be sorry for?

It's not like you raped me.

I wanted to.

Still, I shouldn't have done it.

Why not?

Well, because,

because you're just not really emotionally mature enough.

And you are?

Paul, I don't say this to hurt you,

but you're not the first man I've slept with.

You know, the other night when we made love,

I had this moment when I thought I knew you better

than you know yourself.

It was like you said, you lost control.

And in that moment,

it was like this shield splitting apart in you.

But I could see straight through to your soul.

Really? What could you see?

How terribly hurt you are inside.

Like a beautiful doll.

You can shake it,

and then all the little-bitty pieces rattle around inside.

How very poetic.

Do you go out with anyone?

No.

Well, why not?

I don't know.

It's just, I guess it's too complicated.

Hmm, somehow, I thought you were gonna tell

that you had a wife and kid.

Why did I think that?

You're not too far off.

Are you married?

No, but I have a daughter.

- No you don't. - I do.

Where is she?

I don't know.

You never see her?

I saw a picture of her once after she was born,

but she was adopted right away.

How old were you?

17.

How old was the mother?

15.

It was hard to get an abortion in those days.

What's the matter.