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- All right. Are we ready? - Out of frame here.

- Are we all right? - Yeah. Are you ready?

- Yeah, okay. - Sound level all right?

- Wanna gimme a slate? - Nevermind, never mind.

(clapboard claps)

[Herman VO] Every life is a trip.

And I categorize it being on a boat.

And you are the captain of your boat.

A lot of smoke up there.

[Herman VO] You may not have decided on a final destination,

but along the route you'll stop at different ports of call.

You must take control of your life and set a course

in the direction of where you want to go.

Otherwise, you are subject to unpredictable circumstances.

Now you see the white. It isn't white.

[Chris] You'd like it to be a harder white.

I want this white to be brilliant white like this.

[Herman VO] A lot of people make mistakes of what they really need.

They don't understand themselves.

Duke Ellington has it, look.

That's the way it should be. That kind of white.

I never understood myself.

I can say that now. I didn't know.

I thought I understood everything.

Are you still videoing?

Holy shit.

[Chris VO] This is Herman Leonard,

a photographer whose images of jazz musicians

are now considered iconic.

Yeah, is this documentary in color...

I call it a documentary, is that what it is?

[Chris] Yeah.

Is it in color or black and white? Or how did?

[Chris] It's in color, everything.

[Chris VO] I was hired to make a documentary about Herman.

We knew he was dying,

which lent each shoot day an urgency and sense of purpose.

[Herman VO] I didn't expect to make a masterpiece every night,

or even a great photo or whatever.

But I knew that if I didn't go there,

I might miss something.

And I still feel that way.

I mean, here I am, I'm 87.

And my body is falling apart.

(somber music)

I know that I'm... I don't have much time.

[Chris VO] But this film, like so many others I've started,

was never finished.

(horn honks loudly)

(traffic flowing) (horns honking)

It's 1993.

I'm 22 years old,

and I never leave the house without my Hi8 camera.

(random city sounds blasting)

I'm part of a demographic blip called Gen X.

(rock and roll music)

And right now, we're having our moment.

It's a generation that is profoundly resentful.

[Reporter] Generation X, the lost generation, it's called.

[Chris VO] Irony is our language.

Thrift store T-shirts and torn flannel, our uniform.

We resent any attempt by corporations

or advertisers to sell us anything.

This car is like punk rock.

I'm not quite sure what I think

of this corporate America thing, you know?

I mean, I'm not really sure how it sizes up.

[Chris VO] Our moral code is as simple as it is unattainable.

We will never ever sell out.

(rock and roll music)

The problem, I come to quickly learn,

is that you can't pay your rent by not selling out.

So I get a job as an assistant in the marketing department

at the Columbia House CD and Tape Club,

a mail order music company.

Anyone remember eight CDs for a penny?

Chris Wilcha, corporate spy.

[Chris VO] Now, taking what is basically

an advertising job at a corporation

could not be more of a sellout move.

So I use my camera to rationalize that I'm not selling out.

I'm sneaking in, behind enemy lines, where I'll observe

corporate folly firsthand and document it.

Beavis has a capital B,

and Butthead has a capital B, but is “head” capitalized?

[Chris VO] And I even get my own office.

My father is thrilled.

(rock and roll music)

I don't have files, I have piles.

So each pile is really a big topic.

But it is very good for meetings.

[Chris] Right.

You have very short meetings. No one.

[Chris VO] Like some kind of grunge Studs Terkel,

I interrogate my coworkers about the meaning of work.

[Chris] Do you feel like your identity is your work?

No.

Now, for a lot of people, that's true.

But not for myself.

I try and make work a necessary

evil that has to be done every day, so that you can

go out and do the things that you really want to do.

Try to put it away, man.

Just like in five years, I mean, we've got that plan.

Buy a house, get a dog, have kids.

That's, you know... we've got the plan of probably the blueprint

of 50 million other people's lives.

I want every day of my life to mean something to me.

I don't want to pay, you know, to clock in and clock out and pay,

and do work for someone who doesn't give a fuck about me.

I don't want to do that, man.

[Chris VO] Looking back, I realized that I was asking

these questions because I couldn't figure out

how anybody makes a living doing work that is meaningful.

[Chris] But I mean, one fucked up thing we were were talking about

earlier in the day was taking pride in your work, and it's...

If you can be proud of it,

it seems like that's a real accomplishment.

And that's really a way to have a great life, is to

be proud.

Capitalism in the world and,

and consumerism is like this huge autonomous entity.

[Chris VO] This is painful for me to watch,

the hair, the unearned certainty.

I want to help him.

But the truth is, I still haven't figured any of this out.

[Chris] They're buying.

I mean, I'm hoping for this art and life to be one,

where now, compared to the rest of the world,

who punch the clock and fucking hate their fucking jobs,

and just want to die.

(calm music)

There is this way, there is this place.

There is this life I can have. It's not a thing, necessarily.

It's not a thing, but it's just a way of going about things.

You're losing time. Who has time to lose time?

There's no fucking time.

You have your choice, by the way.

You resigned, deceased, dismissed.

I assume that you resigned.

[Chris VO] I eventually quit Columbia House

with 200 hours of footage.

Let's all wish Chris good luck.

We're gonna miss him a lot.

[Chris VO] Which I whittle down to a 70 minute film

called, “The Target Shoots First.”

- Mazel Tov. - You go, girl. You go.

[Chris VO] I'm shocked when the film makes a splash.

- Chris Wilcha is on. - Hello, Chris.

- Hi, guys. - Sir, Chris Wilcha.

(voices overlapping)

[Reporter] A multiple award winning documentary

called “The Target Shoots First.”

Documentarian Chris Wilcha joins us this morning.

[Reporter] Chris, are you gonna do more of this?

Are you gonna be the Michael Moore

of the new millennium here?

[Chris] Well, I'm certainly hoping

to make more documentaries,

so look out for something in another year or so.

(uptempo music)

[Chris VO] I met Elaine at the wedding of a mutual friend.

[Elaine] Would you like some cake?

[Chris VO] My idea of a perfect first date was to take her

to a town where a toxic coal mine fire

has been burning beneath the ground for the last 40 years.

[Chris] All right.

[Elaine] That's a metaphor for our relationship.

[Chris VO] From then on, we're inseparable.

I make a documentary for MTV.

[Chris] Is there a story behind these that you wanna tell?

[Chris VO] A friend and I created a pilot for

a PBS show called “Secondhand Stories.”

Then I get a dream job,

helping Ira Glass turn his radio show,

“This American Life”, into a documentary TV series.

I have to say, on the radio we never do this.

Okay, action.

(music continues)

[Chris VO] Then the phone rings.

Hello.

[Chris VO] Judd Apatow wants me to make a documentary

about the making of his new film, “Funny People.”

When I hang up the phone,

our new family is moving to Los Angeles.

[Judd VO] This is the kind of movie that I think

I can only make once in my life, because it dabbles

into my history with comedy, and life, and family.

So, I'd like to get it right,

'cause I will not be allowed to do it again.

Ready? And action. Woo woo woo.

[Chris VO] My documentary, “The Funny People Diaries,”

[Judd] Have coffee all day, sleeping pills all night.

[Chris VO] airs only once on Comedy Central,

then is promptly exiled to DVD extra obscurity.

You can buy a copy on eBay for four dollars.

As quickly as we upended our life and moved to Los Angeles,

I was out of work.

So I go to meetings, endless meetings,

pitching ideas that go nowhere.

Projects begin but lose momentum, or focus, or funding.

And one by one I start collecting tapes and hard drives

filled with unfinished projects.

(baby babbling)

I'm 3000 miles from home, with two young kids,

and a wife who is also looking for work in a new city.

I was pretty freaked out.

[Herman VO] I have responsibilities that I like to maintain. My family.

I gotta go out there and make a living.

So I had to survive doing other things. Portraiture,

reportage for magazines, that sort of thing.

[Chris VO] I need a side gig, something temporary

to pay the bills until I can get another documentary going.

Action.

[Chris VO] Lots of filmmakers quietly direct commercials on the side

for extra cash between features.

I wanna write, I wanna make movies.

[Chris VO] Even one of my documentary heroes, Errol Morris.

I wanna work. Work work, work work work.

[Chris VO] If he figured out how to subsidize this,

And then had our soldiers cross the beaches in Tokyo,

and been slaughtered in the tens of thousands?

Is that moral? Is that wise?

[Chris VO] With this,

[Announcer] People are loving.

Taco Bell's all new breakfast.

[Chris VO] Maybe there was a path forward for me.

Try one more with teeth the whole time.

[Chris VO] But the thrill of getting a directing job

is immediately offset by the panic to land the next one.

(rock music)

With this prescription...

Miracle Whip is a party in my mouth.

Sign up, get this.

Toothpaste and diapers.

[Chris VO] I direct tons of commercials, hundreds of them.

But I don't finish even one of my own films.

Like a lot of people my age, I wake up one day to discover

my temporary side gig is no longer temporary nor a side gig.

And I've become the very thing

I so passionately wanted to avoid.

(rock music continues)

I started the decade as a filmmaker. Now I'm a salesman.

(rock music continues)

(car cranking)

(wipers wiping)

[Chris VO] I'm in New York City,

directing a commercial for a bank.

There's something about this particular job,

for one of the most corrupt and fraudulent

financial institutions in America,

that finally jars me from my creative stupor.

The next day, on the tab of that bank job,

I abscond with the camera package,

and head out to suburban New Jersey.

(contemplative music)

This is Flipside Records.

I worked here in the late 1980s when I was in high school.

The place remains exactly as I remember it.

One of my favorite records. Hawkwind.

Not particularly rare,

but it instantly identifies you as a record geek.

[Chris VO] This is the owner of Flipside Records, Dan.

Suitable for framing.

(hands clap once)

[Chris] So, when did you get your first employee?

What year was that?

Oh God. I guess it was '87. Was it '87 or '86?

[Chris] And do you have a memory of vetting me,

or thinking is this kid gonna be a viable employee?

'Cause I was young.

Yeah, well. I wasn't old yet either.

I wouldn't have given you a set of keys,

if I didn't think so.

[Chris] I didn't fuck up too bad, I don't think any.

Nothing I found out about. (Chuckles)

(music)

[Chris] Tell me about the glasses

that are in the pile here.

Are they all yours?

[Dan] Well, they're all reading glasses.

I pick them up at the dollar store around the corner.

And then I leave them out for customers

who forget to bring their reading glasses in.

So now they got no excuse to not look at those CDs.

And as far as cleaning the record surface,

if you want to clean them before you put them in.

[Customer] Yeah, do you have a cleaner?

Well you can use either isopropyl alcohol,

or Everclear, which is grain alcohol.

I know Everclear. Okay.

[Chris] You didn't foresee

that you were gonna be a record store owner.

This was not your life's mission.

- Right? - Nope.

I was back working in

the family landscaping business.

It was a hot day, so we were just not in the best of moods.

And I'm just, I was probably the worst of the bunch.

Tom, the other guy, says, “You know, your cousin's record store

in Pompton Lakes is for sale.

Why don't you just go buy it and stop griping?”

I'm like, “I will!”

So I marched over here,

and asked him how much he wanted for the place.

He said 25. I said, I'll take it.

I decided if I have to work for a living,

I might as well do something I enjoy.

And I love digging through crates, looking at albums.

So it made sense.

[Chris VO] When I was 16,

I was completely obsessed with music.

My taste in music was how I explained myself to the world.

Flipside was a clubhouse for misfits and fellow obsessives.

People would hang out for hours, sifting through the bins,

and talking about bands and new releases.

I often ended the day not getting paid,

choosing instead to leave with an armful of records.

[Dan] I don't know if you remember this, there was one time

that the register was filling up.

I took like a couple of thousand dollars out of the thing,

and put it in the back and promptly forgot about it,

and didn't find it until February.

So I was doing okay. We were making money.

I was paying the bills.

And if you can lose $3000 and forget about it.

[Chris VO] Now, on any given day,

very few people visit the store.

- [Customer] Excellent. - That's why we come here.

Andy Williams, “Moon River.”

There isn't another place on the east coast

that has this, I'm sure.

This is another one that was lost in moving, or evictions,

or the time I was put away and got paroled and stuff.

[Chris] You had a, you had a stint?

Oh yeah. More than one.

[Dan] The biggest hurdle for me as far as I'm concerned

with business is getting new faces in here.

What I really need is to get people

that don't know I'm here in.

So I'm an archivist now more so than a merchant.

I'm running a museum here.

[Chris] Is that what it feels like?

Yeah, and if I could only get

tax exempt status, I'd be really happy.

(film spinning)

[Chris VO] Hearing Dan talk about

getting new people in the store gave me an idea.

What if I could help Dan out,

and use my marketing skills for good?

By making a film about this place, more people might

discover the vinyl treasure trove that is Flipside.

And Dan can stay in business.

If I'm gonna shill,

why not shill something I love?

(music)

I leave New Jersey feeling inspired,

with plans of doing more shoots

at Flipside later that year.

But once back in Los Angeles,

life resumed.

And time started to pass

very quickly.

(rhythmic music)

[Director] Here we go. Stand by everybody.

(rhythmic music continues)

It's my eighth birthday,

and I get to sit without the car seat.

Are you taking a photo of my phone?

[Chris VO] And before I knew it,

a decade had gone by.

You doing a video?

Three, two, one, and...

[Chris] So are our clients

relatively happy, would you say?

In their lives or on the job?

I mean on the job.

So the key thing I want to talk to you about

is staging this room.

So, I think the thought was,

you always in every shot

kind of want a sense that there's vinyl.

[Chris VO] I'm on another commercial shoot.

For instance, this wall being completely vinyl.

[Chris VO] This one for a large insurance company.

The idea for this spot is a story about a man

in his mid '40s who wants to protect

his biggest and favorite asset,

his beloved record collection.

I think I got hired for this job

because I'm basically the main character.

So instead of hiring a commercial actor,

I decide to look for a version of myself.

[Chris] Is there a collecting obsession right now?

Is there one thing you're into?

Or are you sort of not so much

in the accumulation mode at the moment?

Not so much in the accumulation mode at the moment,

'cause I have kids and they take up a lot of time.

Vinyl is back. It's been around for a couple years now.

Every year it's like,

vinyl is selling more this year than it has in 20 years.

And I just see it getting bigger and bigger, really.

Figure out how you got your sleeve.

I don't wanna do anything.

This is cool.

So you look at the edge there, see if it's warped.

This is nice clean. Whose records are these?

[Chris VO] We end up casting a guy who actually owns

a great record store in Los Angeles.

His name,

My name is Dan Cook.

[Chris VO] is Dan.

[Chris] Can you do a flip and a drop?

And if you could start with sort of a little smile or smirk.

Here we go. Ready?

Three, two... Go for it, Dan.

Little smile.

[Chris VO] Instead of making my documentary

about a record collector reflecting on midlife,

Can you do that front one again, one more time?

That front row?

[Chris VO] I'm making a 30 second commercial

about a record collector looking for an insurance policy.

[Chris] Perfect, excellent. I think we got that.

[Chris VO] As I mentioned earlier, this isn't the first time

a documentary project has fallen by the wayside.

I'm ashamed to admit

I've abandoned many documentary projects.

There was the one about The White Stripes,

another about a garage sale obsessed psychotherapist.

And then there was the one about Starlee Kine.

[Starlee] Well, yeah.

I mean, I feel like when I sold the book,

I knew what I was doing, like I was like, I'm gonna be...

I'm a writer. I haven't.

I planned for this book. I wanna do it.

And since then, as I haven't written the book,

I just have put myself into this limbo existence.

I'm not able to pursue new things.

I can't seem to finish the old thing.

And so it's every day is just utterly aimless,

and just, and guilt drenched,

just drenched and drenched in guilt, and so.

[Chris VO] Starlee got a deal to write a book

about the folly of the self help industry.

I had the deluded idea that watching how a book gets written

might be a cinematic goldmine.

But by the time I started shooting, Starlee was paralyzed.

[Chris VO] With a nasty case of writer's block.

So how do you think I can write my book?

What do you, what's your advice for me?

First thing that I would suggest, visualize.

Visualize what?

Visualize the book written, the machines printing it,

the machines putting the binding on it.

- It's very specific. - Feel how good.

Yeah, feel how good that is. It's up to us to get aligned.

Is there a reason that this book is so important?

Do you need to be affirmed?

- You don't have to answer. - It'll change.

- It'll fix everything. - You need money?

Yes, I need money.

- It'll fix everything. - Do you want fame?

Yes, and validation. And I need it to be.

Where does that come from?

Can I go one step backwards?

It doesn't come from them though.

- Why do you need fame? - Why do you need validation?

- Why do you need to be affirmed? - Because it's great.

It's so great, 'cause it's like everything can be wonderful,

instead of terrible, that's why.

My friend Arthur's writing on his show today.

You could film us writing together.

[Chris] Do you work with him?

He just asked if I needed

a writing peer pressure enforcement buddy today.

I'm being filmed.

I ran into Lon yesterday.

I haven't seen this girl in two years, maybe three years.

And the first thing outta her mouth

on the subway platform was, “How's the book?”

[Arthur] Well, how does that make you feel?

Like a failure.

I don't know what happens.

I don't know why it seems so hard to suddenly

embrace the idea of having dreams,

but it just suddenly does, and it happened very quickly.

A lot of it is 'cause everyone else

seems to be giving up on their dreams,

and then you just start to be like,

this is very lonely feeling.

And it's not getting you ahead.

Everyone seems totally fine doing jobs that they hate,

and having money, and they don't seem too wrecked by it.

But there's just vital identity stuff that has gone away.

I no longer know what kind of writer I am.

I no longer know if I am a writer.

I really don't think I'll ever get over it.

[Chris VO] I had believed that by making a film with Starlee

that was explicitly about being stuck,

that we could find a path out of the paralysis together.

But Starlee never wrote that book,

and I never finished that film.

And another full hard drive went on the shelf.

[Herman] You are the one that must decide this.

I always hear people say, well I couldn't do this

because the circumstances were wrong and I...

Bullshit.

There will always be circumstances.

I just kept at it until I got it.

(clapboard claps)

There you go. Shit.

I think I saw a deer over there before. Hold on.

Okay.

After two years, 100 hours.

After two years, 100 hours of footage,

and one very sad generational milestone,

I quit Columbia House.

Surprising even myself, I actually make the documentary.

And even more surprising, it's a success.

Here it is, Flipside records.

In the 25 years since I've worked here,

the world outside has experienced seismic shifts.

[Chris VO] Coming back to Flipside

after such a long absence feels weird.

Dan is a little cold to me at first.

Maybe it's because I promised him a documentary

about his record store that I have utterly failed to make.

Or maybe it's because last week a windstorm knocked down

part of the original sign

that's been hanging outside the store for the past 35 years.

Or maybe, just maybe,

the vibe is off for another much bigger reason,

a reason that I have trouble believing is true.

In this small New Jersey town, where many of

the storefronts on this main drag are shuttered,

something implausible has happened.

Within walking distance of Flipside,

a competing record store has opened up.

[Chris] Dan, Pompton Lakes, this tiny town,

how is it possible that a second

record store has opened up in town?

[Dan] I read an article about him in a paper,

and he said that he wanted to make it a destination point.

Because there's two record stores.

I tend to not see it that way.

Daniel, that's his name as well,

- is the book guy. - Whoa whoa, whoa whoa whoa.

His name is Dan?

His name is Dan. Yeah.

[Chris] Do people call you Daniel or Dan?

People, most people call me Daniel, a lot of customers.

Just not Danny.

Totally.

It is remarkable to me that there are

two record stores in this small town.

And two Dans.

And two guys named Dan.

Yes, well full disclosure, we are a bookstore

who pays the bills by selling records.

But yes, books, large font. Vinyl, small font.

It was intended to be a bookstore for sure.

This whole room used to be bookcases.

We had a record section. It was kinda like an afterthought.

Two bins, maybe.

90% of the sales were coming outta those two bins.

- Are you serious? - Yes.

[Dan] The story here is the three dollar

Billy Joel records, the five dollar Bob Dylan's.

That's really the bread and butter.

You are an unexpected record store owner.

Yeah.

Well, it's a bookstore, but yeah.

[Chris] Are you a little bummed that he's there?

I mean, are you a little resentful,

or a little prickly about it?

Actually, some friends of mine are more

ticked off about it than I am.

Well, at first I saw,

I believe I saw the ad on Craigslist.

And I'm like, this is interesting.

Where is this guy? It's in Pompton Lakes.

That's not Dan, but it is Dan.

Which is even more confusing, 'cause his name is Dan.

So a lot of people, I think, saw that.

And in a business like that, a small town,

independent mom and pop record store, it just.

It's not my business, in a sense, to be irked by it.

But I definitely felt it was irksome that it was so close

to Dan, supplying the same product.

And I'm a whiny baby about it.

And Dan would laugh at me. He goes, “No no, it's okay.”

And I'd be like, the old joke in tattooing was

you'd show up at their tattoo shop with a gallon of gasoline

and two doberman pinchers and say, “You're not welcome.”

It's just so close.

[Chris VO] As a way to fight back,

Dan's friend Kerry put Flipside on Instagram.

The account has about 300 followers.

This, in contrast to Station 1's almost 4000 followers.

You follow us on Instagram?

Station 1 Books Vinyl.

That's where we put all our new arrivals.

- All right. - You'll see them.

[Chris VO] Station 1's instantaneous success

proves that there's a market for vinyl

in this corner of northern New Jersey.

But somehow, these people are not shopping at Flipside.

[Chris] Do you ever shop over at Flipside?

Flipside is a little too cramped for my personal taste.

[Chris VO] So you literally won't go in there?

No, I won't. Forget it. I'm sorry.

Unless if they clean up the store,

I'm not stepping in there.

I definitely get a lot of opinions about Flipside.

I always tell people that store is fascinating because

there's a lot of history there.

He'll bring up stuff that probably hasn't seen

the light of day for a long time.

He's been open for what? 30, 40 years?

[Chris] 35 at least.

35 years.

If you wanna settle up.

- [Customer] Is that cool? - Yeah.

[Chris] We'll just pause for a second. No no, please.

[Chris] So what's the damage looking like, Dan?

(laughing)

Still writing.

There's no Excel sheet, or you're not doing this digitally?

[Dan] This is much faster.

- Paying with a card? - Yeah.

There you go.

You want a bag?

[Customer] Oh, no. That's fine.

Okay.

[Chris] That was fast.

It's usually pretty, pretty quick.

[Chris VO] Unlike Station 1, where the mission is

to sell merchandise as quickly as possible,

Flipside Dan is more attached to his inventory.

[Dan] This is all stuff that I couldn't fit in the racks.

[Chris VO] Dan knows the stories

behind every one of his records.

Red one.

[Chris VO] Which makes it harder to let go of them.

Lynyrd Skynyrd album.

They took that cover off the market

one week after the album came out,

because the plane crashed and he died, and he died in

the plane crash, so they thought this was in poor taste.

[Chris] Do you have days where you're just here,

and no one shows up?

[Dan] Oh yeah. Last Monday I did 15 bucks for the day.

There's plenty of days

where I don't make enough to cover the electric bill.

This year was the first year

I had to take the rent money outta my pocket.

And the store didn't pay its own way.

If it doesn't get any better than it has been,

the choices are either retire or go.

[Chris VO] Dan might not be the only person

who has a problem letting things go.

This was my childhood bedroom.

Behind those closet doors

is everything I've saved for the last 30 years.

Oh.

Shit.

[Chris VO] As far back as I can remember,

I always had this feeling that the world was gonna forget.

And that I was somehow in charge of remembering.

[Chris] Me gusta Eddie Van Halen.

No me gusta Dee Snider.

[Chris VO] And that meant saving everything.

[John] Christopher?

Yeah.

[John] What are you doing up there?

I'm doing what I told you I was gonna be doing.

[John] What are you bouncing on floor?

You got a wrestling match going on?

You have all of this crap in the house.

And we hate it.

And we wanna beat you to death to get rid of it.

I just, it's. I don't know.

And it's not so much, that's not the point.

The point is for 25.

It's been 30 years.

Or 30 years, you've been talking about taking it out.

Oh my God. See like, what am I thinking?

I saved the barf bag from a flight, probably in 1979.

I have the barf bag.

Well again, that could be valuable.

So this is the very first tour

of the Red Hot Chili Peppers.

See now that, that's worth money.

There's no doubt about that.

Now I will say,

I was looking around downstairs for something,

and I found an entire shoebox filled with AOL discs.

Yeah, those are mine.

(Pat laughing)

Exactly, and I thought to myself, I, this is...

I figured out where I got this from,

which is you have a shoebox filled with completely

obsolete discs that there's no free AOL service anymore.

You don't even have a disc player in the computer.

No, but they're gonna be

extremely valuable one of these days.

(Pat laughing)

That was the dawn of the internet.

(carnival ride music)

[Chris VO] My parents still live in

the same house where I grew up,

one town away from Flipside.

[Chris] So wait, wait, wait. What is this Mom?

You don't wanna tell me?

You're actually shopping for a cemetery plot?

[Pat] Yes.

There's some nice crematorium plots

at Christ the King Cemetery.

Well, how does one even know

to send away for the materials for a cemetery plot?

If we pop off, you're gonna have to do it.

So isn't it better if we handle it?

But we'll, we'll cremate you.

[Chris VO] My dad was the first person

in his family to attend college.

And his first job after graduation

was working in the marketing department at Standard Brands,

most notably on the Mr. Peanut account.

He continued to work in the food industry

for the next few decades.

He won't admit that he's retired,

but he no longer reports to work at an office each day.

My father has always been a collector.

Stamps, maps, coins, autographed baseballs and magazines.

But his most enduring and obsessive collection

is of hotel shampoos and soaps.

To this day when staying in a hotel,

he'll prowl the hallways

looking for unattended maids' carts, hunting for soap.

[Chris] Wow.

Pretty good haul.

You're no amateur, huh?

Now do you have any ethical quandaries about this?

Or you just feel like.

No. At these prices?

(contemplative music)

[John] I once said in response to someone saying,

why did I have all of that soap?

I remarked that when I ran out of the soap,

that I would die, so therefore

I needed as much soap as I had.

(contemplative music)

Now, I don't consider myself a hoarder at all.

These things are time capsules.

They're not extremely important

in terms of the everyday present.

But then occasionally you stumble upon them,

and there you are back in time.

That's the tough part of getting rid of these things

that you haven't looked at for 20 or 30 years.

They're all imbued with a tremendous amount of meaning.

[Judd] I always say,

it's not hoarding if all your shit is awesome.

I do feel like if I throw out

my T-shirts from the '90s, that part of me is gone.

It's like a kid,

like a kid sometimes doesn't wanna poop.

Like a 10 month old,

because they think it's part of their body.

Good to be here.

Please, if you're drinking, get a designated driver.

A lot of people here make a big mistake, and they choose

their designated driver at the end of the night.

(audience laughing)

[Judd VO] As a kid I wanted to be a standup comedian.

I didn't even want to write or direct.

I never thought about anything beyond writing jokes.

And then my friends were much more charismatic than me,

and they would get opportunities to be

international movie stars, and I would write for them.

'Cause that's clearly what I was meant to do.

Which is depressing,

realizing like you're not Bill Murray

is a moment for anybody if that was your dream.

But the fact that I was in the door at all,

I was very, very happy.

[Chris VO] My mom was crushed when we moved west.

And there was only one person she blamed: Judd Apatow.

- Hello, Pat? - Yes.

Oh, there you go.

Oh, it's inside your body.

The iPad was inside your body.

Chris tells me that I somehow led him to California,

and separated your whole family.

And maybe I'm a destructive force.

Yes, I believe it was you who made the phone call,

and invited him to come to California.

And I tell people that Judd Apatow

took our grandchildren away.

This whole trauma in my life is your fault.

I didn't even know I was paying him that well,

that he would leave the state.

So, you weren't my favorite person at the time.

But you have so many movies and projects.

And I think of you constantly.

And I must say, every time I think of you,

I think of you as the dark man who took away my family.

So like, if I had a movie come on cable,

do you shut the tv?

Well, I like dramas.

Yes. I understand.

Lemme tell you something. I will be guilty about this.

You say it as kind of like a joke,

but I'll actually think on this, and I'll just be like,

I can't believe I ruined Pat's life for a DVD extra.

(acoustic piano music)

[Chris VO] And this is how I came to know Herman Leonard.

One day, Judd asked me if I wanted to join him

for a meeting with legendary TV writer David Milch.

Early in his career, Milch wrote for “Hill Street Blues,”

and went on to co-create “NYPD Blue.”

In recent years,

he's probably best known for creating and writing

the critically acclaimed series “Deadwood.”

I will offer a personal $50 bounty

for every decapitated head of as many of these

godless heathen cock suckers as anyone can bring in,

tomorrow, with no upper limit.

[Judd VO] David's a great professor,

but also an eccentric genius.

We get this thing on its feet, I will defer to no one,

robbing these cocksuckers senseless.

[Judd VO] Who loved talking about writing.

[David] Don't trust a goddamn thing

that you think about your identity as a writer.

He always said, “Creativity comes to prepared souls.”

He would say things like that.

It is the work which

generates and purifies faith.

[Judd VO] He also saw writing as a space where you take

the pain of your life and you turn it into gold,

using your imagination to fix your reality.

In this special space,

you can make things the way you want them to be.

And he felt like it was a spiritual endeavor.

[Chris VO] It was during that meeting

that David Milch proposed

that I make a documentary about his friend,

a jazz photographer named Herman Leonard.

Herman is heard to say,

in photography, you have to wait for the moment.

You can't create it.

You can't demand it.

You can't summon it.

You have to be present in spiritual humility.

Long, tall Dexter Gordon. Wonderful guy.

This is what I call the flagship picture of the collection.

It's the best known shot.

But what I never understood is,

how the hell did he have all that smoke in his lungs?

I never could figure that out.

Here we go with Old Blue Eyes.

A furrowed brow, is what I loved on this.

Because I used to use his music all the time to get laid.

(laughing)

[Chris VO] When we think of jazz,

we think of Herman Leonard's photographs.

- [Herman] Oh that's nice. - I like your shadow there.

[Chris VO] But Leonard's legacy wasn't always so secure.

For nearly 40 years, the negatives for these pictures

languished in a box under Herman's bed.

Louie was very ebullient.

Ha ha ha, with the handkerchief,

and the big teeth, and the smile.

But this is a private moment.

And if I can capture a private moment,

I'm delighted.

I was thinking the other night,

what if I had been a painter instead of a photographer?

I think I would've missed the magic moment.

When a painter creates an image,

he can alter it as he goes along.

I can't do that as a photographer.

Once I snap the button, that's it.

So I have to wait.

So in the creative process,

I welcome all kinds of accidents.

[Chris VO] During the time we were filming,

Herman was working on a final definitive monograph

that would encompass his entire career as a photographer.

[Herman] See the separation in the background and in here?

When the background is lighter

and washed out, there's no separation.

- I get that. - That's what I want.

If they tell me they don't like the black,

I'm gonna tell them to fuck themselves, man.

- Okay. - It's such a difference.

[Chris VO] Our time with Herman was limited.

He wanted to shoot with us,

but some days he was just too exhausted.

Herman's cancer was spreading quickly.

All the treatments and doctor appointments

were sapping his energy.

And a lot of visitors

were stopping by to pay their respects.

[Lenny] How you doing, man?

I'm doing great. How you doing?

I miss you, bro.

I know. Well, you're working too much.

This is very handy right now.

(inhales deeply)

And with the license,

I can stay stoned for the rest of my life, legally.

It would've been nice to have a silver reflector off camera,

just to pick up the leather texture.

But I had seen an attitude you had, I didn't photograph.

I wanted to get more detail in the boots.

But that's doesn't matter.

Your face is there, that makes it.

You caught the moment, baby.

Let's do it again.

(laughing)

Let's do it again, man.

- I'm ready. - I'm serious.

We'll see how things go.

I got a blood transfusion on Tuesday.

They're gonna gimme a shot, and then I'm, I'll be good.

Get some fresh blood,

and let's go back to The Bahamas, man.

[Herman VO] I knew nothing at all about photography

when I was eight, nine years old.

But my brother gave me a camera.

And he was a very, very good artist.

But he couldn't pursue it because

my father wanted him to continue the business.

Herman Leonard.

[Herman VO] But I think he missed a lot in his life because of that.

But that's the way it is.

(somber music)

(bell ringing)

[Floyd] What do you got for me? Anything today?

- Today, no. I think- - Nothing, huh?

Nothing much has been coming in.

Oh, wow. These are, you gotta always look through this.

Oh, look at this, Lou Monte.

Real name, Pietro Scaglione.

See any time you find. That's a late label, Columbia.

Probably 1957, '58.

[Chris] Now explain what it's like

to sift through these things, what's the.

It's great. It's a rush.

- What's the thrill? - It's a beautiful thrill.

It's more beautiful than,

than any woman that ever lived.

It doesn't hurt you either.

It stays loyal to you.

The record, you take it home, put it down, it's there

when you come back. It's not running off with another guy.

We're all addicted to the same thing, black crack.

[Chris VO] There are entire days

where nobody comes to Flipside.

[Floyd] Buddy Holly.

[Chris VO] And there are other days

when truly unexpected visitors appear, as if from a dream.

This is Floyd Vivino.

Floyd is not just some random record collector.

Hi, boys and girls. I'm Uncle Floyd.

This is my partner, Oogie. Now...

[Chris VO] Starting in the late 1970s,

Floyd hosted a cable TV variety show

called “The Uncle Floyd Show.”

I'm tired of never getting paid around here.

(laughing)

I wanna get paid for my contribution to the show.

[Chris VO] I first discovered the show by accident,

clicking all the way to channel 68 on my parents' TV set,

just to see if there was anything

even on that far down the dial.

Oh, okay. Okay.

[Chris VO] “The Uncle Floyd Show” was a deranged,

largely improvised sketch comedy show

disguised as a childrens' television program.

That helping you, Johnny?

(choking)

[Chris VO] Having grown up on polished

network television shows, I had no reference points

for something this unhinged, this raw, this genuinely weird.

Uncle Floyd, whose uncle he is?

What kind of special privilege character is he anyway?

[Chris VO] And I discovered many iconic bands

who were guests on the show.

Let's have have a nice.

Uncle Floyd Show welcome for Pussy Galore.

(rock and roll music)

[Chris] Can I show you something funny?

So my dad once did a sales conference and invited you out.

Check this out. This is from, I don't know, maybe '78.

[Floyd] That's your dad in the middle?

Well, he's a suit. He liked me.

[Chris] He liked you. See he hired you.

It was his idea. He was a fan.

This was an annual sales meeting.

And I think 'Can Do' is the theme.

See, here's the flag, 'Can Do', Uncle Floyd.

[Chris] Now why did you pick Uncle Floyd?

'Cause I liked Uncle Floyd.

He... Probably the price was right and everything.

This is you at your graduation.

(upbeat piano music)

[Chris VO] Floyd kept gaining popularity

well beyond his cable TV fan base.

Mercury Records released “The Uncle Floyd Show” album.

And he was playing to packed houses around New York City.

And then WNBC picks up “The Uncle Floyd Show”

for national syndication,

airing it after “Saturday Night Live.”

Floyd goes from regional to national oddity overnight.

♪ Goodnight Cuppy ♪

And we'll be right back, so.

(laughing)

Don't go away.

[Chris VO] But after just one year,

WNBC dropped “The Uncle Floyd Show.”

(somber piano music)

The suits never liked me.

Look at me.

I reek of a rebel.

Always changing things around here.

You never know what you're gonna see.

[Dan] That's an old retailer's trick, to move things around

so that people think, oh this is something new.

Well, it was just in the back before.

[Chris VO] By the late '80s.

Gentlemen, nothing is half price, today.

[Chris VO] Floyd had fully receded

back into Jersey basic cable obscurity.

And in 2001, after over 6000 episodes,

Floyd ended “The Uncle Floyd Show.”

Omo the Hobo?

I never, from Fayette, Michigan. Now this is interesting.

I'm a Police Officer Handy With My rod.

Oh, I gotta, I gotta have this, see?

♪ She's got freckles on her butt ♪

♪ She is nice ♪

♪ When she's in my arms, it's paradise ♪

♪ She was born in Hackensack, made a fortune on her career ♪

♪ She's got freckles on her butt ♪

♪ She is nice ♪

♪ She's got freckles on her butt ♪

♪ She is nice ♪

♪ When she's in my arms, it's paradise ♪

♪ She was born in New Brunswick ♪

♪ Charged $10 for a haircut ♪

♪ She's got freckles on her butt ♪

♪ She is nice ♪

[Floyd VO] I'm in the lowest form of show business.

We call it the hot stove circuit.

Banquet halls, outdoor fairs, festivals, the worst.

And work begets work.

Somebody sees me at a banquet,

cop dinner, firemen's dinner, whatever.

They say, we want this guy for our dinner.

♪ She was born in the Jersey Shore ♪

♪ Made a lot of money as a waitress ♪

♪ She's got freckles on her butt ♪

♪ She is nice ♪

Funeral parlor people are the best.

Funeral parlor conventions are the best.

They appreciate life like nobody else.

They see how fast you're gone, and they see it all the time.

And they, so they really appreciate.

My kids tell me I don't know what I'm doing. I'm a cave man.

But like all fathers, we take abuse from our children.

And they, Dad, “you're doing it all wrong.”

“I'm doing all right. I put you through college.”

[Chris] Did you ever feel like

you sacrificed anything to have this lifestyle?

Yeah, you sacrificed normalcy.

You sacrifice the little house with the picket fence.

It costs me three marriages,

because I can't go bowling on Friday night.

And I can't play horseshoes on Saturday night

with the neighborhood, because I'm working.

And that's the cost of show business.

Sad enough?

There's something about these spots

that are not narrative in a traditional sense.

It's not like it's trying to say that we're going from

this house to this building to drop something off.

It's like.

[Chris VO] Not too long ago, someone asked,

“What do you do for a living?”

I almost said, “I'm a documentary filmmaker.”

Lights and discovery, so.

[Chris VO] But I caught myself, and said the only true answer.

I direct commercials.

So this is a collection of AOL discs.

Why I've kept them, I don't know.

But actually you look at these dics,

they're quite interesting from an aesthetic point of view,

and an art point of view.

[Chris VO] That I have any angst about this at all.

[John] And so this is all of my trips.

[Chris VO] That I'm haunted by my unmade films,

or Gen X guilt about selling out,

[John] For example, I went to North Korea.

[Chris VO] baffles my father.

[John] This is when I was the Chief Executive of.

Old London Foods.

Wholesale Bakery did a cover story on us.

[Chris VO] For him work was uncomplicated.

There's a Playboy.

- Playgirl. - Which edition is this?

[John] Playgirl. That might belong to your mother.

[Chris VO] His career in marketing didn't pull him away

from some other path or life unlived.

It was just what he did to make a living.

[John] All my troops gave me a party,

and they did this caricature.

I still, to this day, say peace and use the peace sign.

[Chris] Those are some good shoes you had.

[John] Polyester suit too.

[Chris VO] When I started in the marketing department

at Columbia House, my dad was so proud.

I had joined the family business,

a business he genuinely loved.

And then what did I do?

I made a film that skewered marketing.

But my dad wasn't bothered by this Freudian swipe.

In fact, he loved the film.

(somber music)

And he fully encouraged me to pursue

the much riskier path of documentary film making.

But it wasn't my fate to make things, it was to market them.

And despite my dad's creative encouragement,

I ended up in the family business anyway.

Take three, common marker.

(somber music continues)

[Chris] Did you feel like, in looking back, that you've

kind of sacrificed anything in the name of having the store

and keeping the store going?

[Dan] Well, it would've been

impossibly hard to raise a family.

So it just kind of worked out well.

My lifestyle more or less fit

what the job description called for,

rather than the other way around.

[Kerry] Leave the house,

it's just like they need, they want.

[Chris] Do you have kids?

Oh yeah.

[Chris] 'Cause that was the one expensive thing

these guys were saying.

Procreating is the problem. You can't have kids.

[Dan] That was Dave's theory, yeah.

[Chris] That was Whackerman's theory.

Well, I just work harder when you have the kids

'cause you have more motivation.

So it's no big deal.

You have to go work every day, and least you know why.

[Chris] Do you ever think about the next chapter?

Or do you feel like you can do it for a fairly long stretch?

- With tattooing? - Yeah.

Oh, no. It's definitely got a a life expectancy.

Because your hands will go, your back will go.

It's a lot harder than people think.

If you tattoo for 12 hours,

and you go to stand up, you're hurting.

So it's really common for people

in the business to have bad backs,

or end up not being able to tattoo anymore.

[Chris] So are you thinking about your next move, sort of?

I'm gonna own a record store.

(laughing)

We gotta talk.

(upbeat music)

[Chris VO] I should mention that you're missing out

on part of the Flipside experience, an essential part.

Because while I can show you the chaos,

I can't make you smell it.

For as long as I can remember, Flipside records

has been permeated by the vague but pungent smell of meat.

And it's been an enduring mystery as to why.

[Chris] I wanna blow your mind.

[Chris VO] This is Tracy Wilson.

[Chris] A feature of Flipside was the smell of meat.

So I went and chatted with the pork store owner.

[Chris] There's a thing amongst Flipside employees,

is they always say Dan's store smells a little bit of meat.

Do you know why?

Yes I do.

He pointed out a detail that I had completely overlooked.

Oh?

Because a lot of the smoked meats that I would buy

fit into boxes that fit records perfectly.

(angelic humming)

[Chris] Do you see over there?

[Tracy] Miscellaneous meats.

[Chris] And what he said was, is the smoked smell

would theoretically stay fragrant in those boxes.

That makes absolute sense. There is...

You have blown my mind because there is a Slim Jim-esque

smoked aged beef that is now

permeating all of these records.

And that is, in fact, part of the essence here. Wow.

♪ Are you ready to rumble ♪

[Chris VO] Tracy and I met in high school,

and spent hours, days obsessing over bands.

I haven't seen her in over 30 years.

[Chris] We're just recording an interview here.

If you guys need to get over here, let us know.

I'll hand over records to you.

But I will judge you first, depending on what you ask for.

[Chris VO] When college rolled around,

and Dan needed to replace me,

Tracy was my first and only suggestion.

So almost all of these cards are my handwriting still.

This is all my curlicue.

[Chris] Apparently Neil Young was spelled wrong.

That sounds.

(laughing)

Oh my goodness. So terrible. I'm sorry.

(laughing)

I'm sorry, Neil.

If somebody asked me my first memory of Flipside,

it's gonna be raging teenage hormones,

and the opportunity to make out with the boy

that I had a crush on who was about to go to school

before he hands me the keys to a dream job.

[Chris] Does Dan know that?

He must, right?

[Chris] I don't know.

So,

you knew that Chris and I used to fool around here, yeah?

Oh yeah.

(laughing)

See? We were not secretive at all.

[Dan] No, that was none of my business.

Look at that.

[Chris] Very funny.

I know, it still makes me a little.

I know it's like 1000 degrees in here,

but that still makes me blush.

(laughing)

Of course, I'm crushing cards.

But I don't know where else to go,

because there is nowhere else to go.

Unless I put it down here maybe.

And I love that he sometimes marks with an X.

This is the side you wanna check out, if you're gonna...

- That secret hobo code. - That's what that X means?

[Tracy] Yeah.

[Chris] So that's like a record store secret handshake.

'Cause I didn't even know that.

That's why they pay me the no bucks,

to know important details like that.

I own the Flipside carpeting on my arm.

(contemplative music)

[Chris] So you are reminded of Flipside,

literally every day of your life.

[Tracy] Every day of my life.

[Chris] You actually were a little bit

of a celebrity around here.

I mean you even had a nickname, right?

What was your nickname?

Oh, Tracy Flipside.

I still am Tracy Flipside to a lot of people.

This is where I felt like I was born.

It's sort of like when you walk the Earth,

and you don't feel like you have your people.

And then coming into Flipside was like, “Oh shit,

I actually have people, and this is it.”

Like, “Yeah, I'm a freak, but I have company.”

People came in and hung out,

and told you really personal things about themselves.

So where a mom might give somebody chicken soup,

I'd be like, “Here's a Dorothy Ashby record,

I think this is something that's gonna make you feel better.”

[Chris VO] Tracy went on to work at Flipside

for another six years.

[Tracy] Smash or trash.

[Chris VO] And over that time, Dan mentored her

in the ways of record store nerdom.

[Chris] Oh.

She knows right away.

I know right away.

[Chris VO] Since then.

Hell no.

[Chris VO] She's played in bands, been a DJ,

started a label, and now runs her own online record store.

Tracy is still obsessed with music,

and it all started with Dan.

Anytime I fell in love with a band,

he'd be like, “Oh you like Pavement?

Have you heard this band, The Fall?

Because obviously they really like The Fall,

and you should know what they sound like.”

And so that constant daily education opened the door

to me finding what is the closest thing

I think I have to a purpose,

and that's connecting the right record to the right person.

Nice build.

[Tracy VO] That's been my life ever since.

♪ 47 miles of barbed wire ♪

♪ I use a cobra snake- ♪

That's a good one.

♪ I got a brand new house on the roadside ♪

♪ Made from rattlesnake hide ♪

♪ There's a little bitty- ♪

Okay, this is really good.

I thought so.

Well done.

♪ Come on baby ♪

♪ Take a walk with me, Arlene ♪

♪ Tell me who do you love ♪

[Tracy] I mean, it's dirty, but...

[Dan] We can clean it with the Everclear.

[Tracy] Thank you.

♪ Got a tombstone hand and a graveyard mind ♪

♪ I'm just 22 and I don't mind dying ♪

♪ Who do you love ♪

[Chris VO] Tracy found some kind of calling at Flipside,

work that gave her a sense of purpose.

The last time I felt that sense of purpose

was making the “This American Life” TV show.

When I got the job,

the assignment was to figure out how to translate

this beloved and critically acclaimed show from radio to TV.

You know what it is? It's like. I didn't want to be on TV.

And then, it seemed like if we wanted to do a TV show,

I was gonna have to be on TV.

Because if you didn't show the host,

it was gonna be really arty.

[Chris VO] Cinematographer Adam Beckman and I

test and interrogate every idea.

What if we shot Ira against a green screen?

What if we shot Ira against a rear projection?

What if we shot interviews with two cameras instead of one?

You know, he deserves more than that.

And then I said, I can't just leave him here.

[Chris VO] That idea didn't work at all.

Other ideas were more successful,

like Ira hosting the show from a desk

in various landscapes across the country.

Well, we start with act one.

This is the story of somebody

who's trying to make his own rules,

trying to do it his own way.

[Chris VO] Every week we're on a plane

to go shoot a story somewhere.

I can't freaking believe we're here,

and that we're in this temperature.

We were supposed to be done in August.

It's almost Christmas.

[Chris VO] I've never felt so productive and creatively engaged.

But there's no moment when Ira is not working.

Doing interviews, giving sound mix notes,

hearing new story pitches, writing voice over.

Seven days a week, Ira is utterly consumed

with the work of making a TV series

and a radio show at the same time.

[Ira] Home stretch, home stretch.

You want me to talk, so you can match my voice in some way.

One, two, three, four, five, six.

But taking a risk,

doing things where you have a chance to fail?

That's what being young is.

[Chris VO] The network orders a second season of the show.

[Ira] Taking a risk.

[Chris VO] But for Ira and his staff,

the novelty of working on a TV

and radio show at the same time has worn off.

Despite the critical acclaim, and winning a few Emmys,

they walk away from the TV show.

Years go by and I don't hear from Ira.

Then one day I get a call

about a new project he's working on.

Okay, walking to the center.

One, two, three, four, five.

[Chris VO] This time, instead of a TV show,

Ira was developing a live performance

that he was taking on tour.

Ira's been doing live versions of his radio show for years.

This was different.

Because on this tour, Ira would be dancing.

(upbeat dance music)

[Chris VO] Watching Ira rehearse, I felt protective of him.

Why do you want to dance on stage

in front of hundreds of people?

Why subject yourself to this?

And that, of course, was exactly the point of the show.

If you're doing creative work,

and maybe this is true if you're doing any kind of work.

But I don't know,

'cause I only do jobs where you make stuff.

You find yourself attracted to doing a certain thing,

and you don't always know why when you start.

And the impetus with this was like,

well I just thought well, they're these dancers.

And there's something in the sensibility

of what they're doing that felt like what I do.

And then I just like them.

We all liked each other, and just like, “Oh,

let's just try to make a thing.”

This all feels so good.

The toe tap in the back is really good, better.

Okay.

[Ira VO] I was like 54, and I had never danced.

And I had no talent for it at all.

So it's like.

[Ira VO] There was like a what-the-fuckness to it.

“Let's just make this thing just for our amusement.”

Yep, yeah.

This actually just sort of stays in the same place.

And so much of it was so ridiculous.

There was six weeks where I had to learn how to baton.

Act Two of our show is about love.

We chose love 'cause there are great dances about love,

and the feelings that you get when you're in love.

And of course, there are tons of stories about love.

[Ira VO] It's hard to talk about without talking about

everything else that was going on in my life

when we started making it.

But when we started on it,

things were really awful with Anaheed, with my wife and I.

We were in a fight that lasted for a year and a half,

and I moved out of the house.

And so this whole part of my life was just broken.

And I was so sad all the time.

[Ira] Do any of us go to the people in our lives?

[Ira VO] People who I work with every day, who I'm really close to,

I didn't tell them.

[Ira] And ask, are you getting from me what you want?

[Ira VO] To have this secret, and then to be carrying that around,

and having no place to put it.

And then in some oblique way of putting it out on stage.

A therapist recently told me...

Um, my therapist recently told me,

[Ira VO] I don't think I really understood or appreciated it.

Every married woman in his practice,

when she hears about the existence

of a thing called Asperger's syndrome,

she thinks her husband has it.

(laughing)

[Ira VO] Emotionally, what it was doing for me

until we were in it, filling a hole in my life

at a moment where I had such a huge hole.

It's such an act of faith in the future,

deciding that you love somebody,

and you want to be together for the rest of your life.

You can't anticipate, who are we gonna be in 30 years?

You can't even know.

You can kind of vaguely imagine, but really you don't,

don't know at all.

All you can do is just kind of like start marching

on a path into the future, and then just hope

that the future emerges from the mist around you

in the way that you want.

It's such an act of faith.

This is actually why I make things,

is it's nice to have a show.

It's great when it works out.

It's even better when people come, and you get paid for it.

But the real reason to have it

is to have a place to go to get through.

Both Anna and I have just had some incredible

hardships and sorrows in our lives.

And being able to be on stage together,

and go into a studio every day has been a way forward.

(somber music)

[Chris VO] Ira's marriage ended

not long after he performed the show for the last time.

And he lost interest in making a documentary about it.

Yet another hard drive on my shelf.

For Ira, the most real version of the performance

was on stage each night.

Making and performing the show

was how Ira figured out how to move forward.

[David] All of us have had the flickering experience

of what art's possibilities are,

which is for just an instant you feel whole.

For just an instant, you feel part of things.

And there's a wave that comes over you.

And you think, I'm home.

I have a place in the world.

Whoa.

Whoa. I'm going the other way.

Whoa.

Whoa.

Oh my God.

(crowd cheers and applauds)

[Fan] I love your stories, your stories were fabulous.

Thank you.

[Fan] You have led a very interesting life.

I can't deny it.

[Herman VO] I always had a great need,

and I still do I think, of approval.

I mean, everybody does, really.

And if I didn't get it, I'd be depressed.

And that's not so good.

I didn't have any self confidence.

I had nothing to rely on to give me self confidence.

I hear about your journey.

Yeah, yeah yeah.

It's a bitch, man.

But at least you know where you're headed.

I know where I am, and I'm happy where I'm at.

I have no reservations.

[Fan] Bless your heart.

- Yeah. - Yeah.

[Herman] I'm waiting to see

what's on the other side of the curtain.

[Fan] Exactly.

You got pictures of me, man, when I was 22.

That's right.

[Quincy] Lot of memories, man.

We grow old, that's what we got.

We got the memories.

[Herman] It's all converging now and I have difficulty absorbing it.

(contemplative music)

[Starlee] I never doubted the meaning in creating something.

But now I can't even remember what it feels like

to care about the story idea.

That's what I miss.

I miss being excited about making stories.

I didn't totally realize how special that was

to have had it in the first place.

Do you want a shot of the empty...?

[Chris] Okay, go for it.

[Chris VO] My attempts to help Dan get newer people into the store.

[Chris] This is seriously lo-fi film making here.

[Chris VO] Are proving to be futile.

- [Chris] Okay, so. - Oh, let's shoot this way.

This makes sense. Let's shoot this way.

[Chris VO] I recruit my daughter to help me

with Flipside's social media.

[Chris] And three, two, one.

[Chris VO] At 16, she is now the age

that I was when I worked at Flipside.

♪ Traveling down the turnpike ♪

♪ Heading for the show ♪

[Chris VO] We take over the Flipside

Instagram account for a week.

And do a series of posts on songs about New Jersey.

♪ I've been a lot of places ♪

♪ Seen pictures of the rest ♪

♪ But of all the places I can think of ♪

♪ I like Jersey best ♪

[Chris VO] Predictably, these do not go viral.

Recently, Dan got into a dispute

with the Business Improvement District.

They insisted that he repair his broken sign.

Grudgingly, Dan made half of the new sign

out of foam core and plastic.

And now, because he doesn't have a proper website,

Flipside is not allowed to participate in Record Store Day,

a rare national promotion highlighting local record stores.

Hello, Flipside.

[Chris VO] So Dan is now feuding with them.

Yeah, he's open till six today.

Okay, thanks.

(Hebrew)

[Chris VO] It's not like I consciously decided

not to make documentaries.

And it's not like I ever stopped trying.

But ten years of small decisions to do other things.

♪ Happy birthday Dear Ollie ♪

[Chris VO] Tell the undeniable true story

of what's important to me.

[Chris] Now if you let go of the break.

Now, just let go of the brake. Don't give it gas.

Okay.

This is so weird.

[Chris VO] One of the strange insights of midlife

is to know in your heart that two

completely opposite ideas are both true.

How's it feel?

[Esmé] It is just not as scary as I thought it would be.

I'm gonna be honest.

[Chris VO] That you can feel devastating heartbreak

over all the things you didn't do, and probably never will.

Okay, now brake completely.

Let's just see what it feels like to brake.

(tires squeal)

Okay. You don't wanna do it so rough.

[Esmé] Well yeah, yeah yeah.

[Chris VO] While also loving the life you've made.

Okay.

Three, three, one.

Nailed it.

(contemplative music)

[Chris VO] I experience the same kind of emotional paradox

when I look at all this stuff

I've been holding onto for over 30 years.

(contemplative music continues)

I see objects I love that have the power

to transport me to band practice in 10th grade,

or to the moment I ripped a poster

off the wall after this concert.

But simultaneously,

I see a suffocating mess,

reminding me only of how much time has passed.

Something about photographing and posting each thing

gives me permission to let it go.

Some things go on eBay,

others back to the thrift stores from whence they came.

[Ollie] Yeah, a lot of good stuff in here.

[Chris VO] My son rifles through my old clothes,

and wants these shirts.

[Ollie] This is sick.

[Chris] What does it say on that sleeve?

Rock your fucking world.

Like this is... Okay, this is good fitting.

[Chris VO] I feel an immense sense of relief,

like I'm no longer in charge of remembering.

(grunting)

A job nobody asked me to do anyway.

[Chris] So I just plucked a few things.

It's just a small little dip my toe.

Totally.

All right, so be brutal.

- Joe will do the records. - I'll do the other stuff.

[Chris] And there's a little bit of

ephemera here, as we discussed.

Oh my God, you're so fast.

There's no sentimentality to any of this.

[Dan] Well, on this end we really have to

sort of separate yourself.

The Jungle Brothers I'll give you five for, for example.

This we sell for about like eight.

I kind of split it with you, 50/50.

[Chris] Well, that's very generous.

[Joe] I've actually never seen this Bob Dylan record.

'Cause it's from 1990.

[Dan] That's usually a good thing.

[VO] It's sealed.

That is also probably very good.

[Chris VO] I know, I know. I betrayed Dan.

But the thought that my records

might just disappear at Flipside really bothers me.

At Station 1, my old Jungle Brothers tape

will go home with a teenager by next weekend.

And that kid will probably love it.

At Flipside, I'm honestly not sure

my records would ever get played again.

And the fate of these things,

where they go next, matters to me.

[Chris] So how much do you feel like you can pay for the records?

I have $105 from everything you brought in, together.

And Joe has?

225, so that's 330. So it's a nice box of stuff.

[Chris] That's fantastic.

That's really great.

[Chris] I will take it. Thank you.

That's a deal.

(music fades)

[Tracy] So I try to come back every year.

And every year it's a little bit more crowded,

and a little dirtier,

and there are a few more decorative beer bottles.

But I think this is the first time

it really feels like a hoarder's runaway train.

(moody psychedelic music)

Knowing that there's a human being behind this business,

and knowing that there's a competing shop around the corner.

You want to feel good, and for Dan to win.

And right now the store is in a place

that makes me fearful that that's not as easy.

(moody psychedelic music continues)

[Chris] I had this idea when I first came back here

a few years ago, I was like, “Oh,

we gotta help Dan get online,

and we gotta get a website going.”

But I don't know that he actually wants that.

[Tracy] No, that goes against everything

that this has been in the first place.

This is his fingerprint.

And as many of us have come through here

and added our own fingerprint, ultimately it's Dan's.

(moody psychedelic music continues)

[Chris] You would be on the side of,

a place like this needs to stay open.

It needs to exist.

Yes, but I also think that time marches on,

and not everything can last forever.

Just because I'm sentimental for a place doesn't mean

the next generation necessarily will feel that same way.

It's hard, as we age,

and start losing people and places that we loved,

to say goodbye to these things,

understand that it messes with our own mortality.

Like, “Shit, I guess I am not timeless either.”

So it ties into a much bigger

philosophical battle of us aging out.

[Chris] So you think I should let go of my deluded idea?

Oh, honey. You need to let go. Yeah.

(upbeat piano music)

♪ Where do they go ♪

♪ Those smoke rings from the smoke meat ♪

♪ They go to Flipside Records ♪

♪ 'Cause it's really neat ♪

♪ I'm talking about Flipside Records ♪

♪ Where the box of meats meet ♪

♪ The box of meats meet ♪

People are gonna think I'm a sick man,

when I'm in this kind of stuff.

I got a bone to pick with you. No.

[Chris VO] After his brush with mainstream fame,

Uncle Floyd just kept working.

Fundraisers, corporate events,

all you can eat restaurant buffets.

[Chris] So if you don't mind,

we're going do a bunch of versions,

- we'll do a bunch of angles. - [Floyd] Just tell me what to do.

- Don't worry about. - All right, here we go.

[Chris VO] He's even available to write commercial jingles,

for a fee of course.

♪ Flipside Records ♪

♪ Flipside ♪

Oh, shit.

- Take two. - Okay, take two.

♪ Flipside Records, Flipside Records ♪

♪ With records filled bin to bin ♪

♪ Flipside Records, Flipside Records ♪

♪ From rock and roll to Beethoven ♪

♪ Flipside Records Flipside Records ♪

♪ A million songs from A to Z ♪

[Chris VO] By the early 2000s,

Floyd was a pop culture footnote.

♪ Flipside Records ♪

[Chris VO] A charming oddity remembered by

a small group of people who themselves were getting older.

(piano outro music)

I was one of those people.

[Floyd] And where do they show this? On YouTube?

Another new song.

It's about a television hero in America.

[Chris VO] David Bowie was another.

That myself, and Lennon,

and Iggy Pop used to watch in the afternoons.

Used to love fooling around, watching this guy, Uncle Floyd.

And his song is called “Slip Away.”

[Chris VO] In 2002, David Bowie was 55 years old.

And, like most of us at that age,

he was taking stock of his life and career.

At this midlife crossroads,

one of the 20th century's great artists

found inspiration in the unlikeliest of places.

♪ Once a time they nearly might have been ♪

♪ Bones and Oogie on a silver screen ♪

♪ No one knew what they could do ♪

♪ Except for me and you ♪

♪ They slip away ♪

♪ Oh oh ♪

♪ They slip away ♪

♪ Don't forget to keep your head warm ♪

♪ Twinkle twinkle Uncle Floyd ♪

♪ Watching all the world and war torn ♪

♪ How I wonder where you are ♪

♪ Oh oh ♪

[Chris VO] “Slip Away” is a parable about art and fame,

and memory and mortality,

about the role chance plays in an artist's life.

♪ Twinkle twinkle Uncle Floyd ♪

[Chris VO] And the hard reality that very few of us

end up where we wanted or expected.

♪ We were dumb but you- ♪

- [Floyd] Bowie put me in time. - I'm preserved in that time.

He preserved a piece of a world that is gone.

I mean, that's what artists do.

A song like that, it's an artistic time machine.

(music fades out)

(audience cheers and applauds)

(no audio)

[Herman] What do you do at the end of your life,

when you know you're gonna go?

It's a very odd position to be in.

Of course, we can only be there once.

When you're gonna go, what do you do?

It took 40 years for them to recognize

any of the shots I did.

But what I've come to realize,

only in the last few years,

is that maybe they are pretty good,

that maybe they are something of value.

I just read this morning, somebody died and said,

“I wish I had left something of importance.”

I think I've left something of importance.

But never enough.

Never, I never shot enough.

[Speaker] Herman taught, obviously,

a lot of folks here about photography.

But for those of us who couldn't learn anything about that,

he had lessons to teach about life.

Man, he sure knew how to live.

And that's what we are here to celebrate today,

along with the fact that I don't think...

[Chris VO] Herman's memorial service in New Orleans

was the last thing we shot.

He was 87 years old when he died.

By the end of that day, I knew I didn't have enough footage

to make a full length documentary about Herman's life.

And I felt terrible about it.

I hadn't shot enough.

I now had to explain the situation,

the fact that there would be no feature length celebration

of Herman's life, to David Milch,

the man who hired me

to make this documentary in the first place.

But David stopped me midway through this sad monologue,

and said, “Whoa, whoa, I never expected you to make a film.”

He knew full well,

before I'd even shot a single frame of footage,

that there was no way I'd complete a documentary.

That was never the point for David.

Hiring a documentary crew to follow Herman around

in his final days was a form of tribute.

David wanted Herman to feel important and appreciated,

worthy of the documentary treatment.

I'd been cast unknowingly

in an elaborate piece of performance art.

And by keeping me in the dark about it,

David ensured that I would play my part convincingly.

But this also stung a little.

I now had to add one more full hard drive

to my library of abandoned projects.

David Milch hadn't crossed my mind in years.

Then one day,

Judd asked me to help shoot an interview with him.

Have you met the proprietor of 2254?

No, but that's like an old like Army thing.

I'm not sure what what they do in there.

[David] Where are you?

[Chris VO] In 2015, David was diagnosed with Alzheimer's.

It took a moment to reconcile the Milch I met ten years ago

with the man sitting with me now.

It wouldn't be the first time.

I'm also wearing a truss.

[Judd] Yes. (Chuckles)

That will come in handy.

Always does.

[Judd] I've been seeing David since he told me

that he had Alzheimer's.

And you feel him slowly diminishing,

but also he's very eloquent about it.

And then he occasionally says something brilliant.

Not just good, but as good as anything anyone's ever said.

Like one day Eric said to him, “you look great,

what's your secret?”

And David said, “I am immune to experience.”

[Chris VO] David was notorious in Hollywood for many things.

His addictions. To drugs, to gambling, to work.

Like one of his shows, his life was a relentless drama

on a truly operatic scale.

But all the elements that made his shows so compelling

made his life so tormented.

David now resides in an assisted living facility

surrounded by his wife Rita's paintings,

and a few reminders of his career.

[Chris] I met you, believe it or not.

Is that right? Did I borrow money?

[Chris] No, you actually gave money.

It must have been a long time ago.

[Rita VO] His good days, he's telling stories.

And he's still talking about characters and stuff like that.

[Chris VO] But he gave himself completely to the work, right?

Yes.

I mean, he worked seven days a week all day, every day.

He'd leave at five in the morning.

He'd get home at six, but he'd be asleep by seven.

I mean, he...

And we just rolled with that.

And if we wanted to see him, we would go to see him at work.

And I remember him saying once,

“I just wanna be with you and the children.”

And I'm like, “Then we're right here.

Get up.

Here we are.”

[Chris] Do you think I could show you

a little clip of Herman, Herman the jazz photographer?

- Sure. - Okay.

[David] He's gone?

- Yeah, he died. - He's gone.

[Chris] You make an appearance in this one.

[David] Am I taking a piss?

[Chris] No no, no no no.

[Rita] You're making an appearance.

Oh.

[Chris VO] So he decides I should

make this documentary about Herman Leonard.

And he was like, “I just wanted to give him

the gift of a documentary crew's curiosity.”

[David] Is he with us?

[Rita] No, he died.

[Chris VO] And had no intention of ever subsidizing

a full length documentary.

[Herman] Long tall Dexter Gordon, wonderful guy.

[Chris VO] I'm curious.

Does that sound like a familiar David story for you?

[Rita VO] Yes. Very much.

[David] That's beautiful.

But what I never understood was,

how the hell did he have all that smoke in his lungs?

(laughing)

He'd meet someone.

And they'd say, “Oh, I want... I'm a writer.”

And he'd say, “Come write with me,

Move your whole family out here.

I'll take care of everything. You can work with me.”

And he's doing it as an act of largesse and generosity,

and just his larger than life-ness.

And I would have to say, “You can't do that.”

I mean, I got to the point where I had,

I would compose letters

that people would have to see before they go.

Like, “Whatever he offers you, there's...

No, there's nothing behind it.”

I mean, but that's part of how he ended up with 20 interns.

[Chris] 'Cause he just kept promising people?

He'd just say, “Come work with me. I'll pay you.

You can do your own writing, I'll pay you. You learn.”

But it was genuine coming from him.

I mean, in the moment it's 100% genuine.

(laughing)

(acoustic guitar music)

Most people aren't seen.

And so if they feel they're being seen,

and being valued, it's moving for anybody.

So I think David wanted to do that for Herman Leonard.

[Judd VO] It's the value of a creative life.

We're all making these choices and what is the value of it?

And at this time in David's life, what's in his mind is,

“Where could I have done better by people?”

I had lunch with him one day.

He says, “We should write something together.”

I said, “What would it be about?”

And he said, “Regrets.”

And I said, “What regrets would he have?”

And he said, “Failures of generosity.”

[David VO] I think that so much of the last part of life is

opportunities misplaced,

and obligations disrespected.

As the time accumulates,

you feel the diminution of opportunity,

and try to do what remains to be done,

to the extent that the world allows it.

And the world will let you know whether it's gonna allow it.

You. You're in trouble.

(laughing)

And not for the first time.

That's right. Not for the last time either.

(somber music)

[Chris VO] When I first came back to Flipside,

all I could see was a mess,

a business that needed to be saved.

And my fantasies of saving it

blinded me to what was already here.

If I had just stumbled onto this place

with no attachments to it, with no nostalgia for it,

with no panic about my own mortality,

I would've seen the record store of my dreams.

And I would've seen that Dan

had preserved a piece of the world that is gone.

So what if I could look at my own mess in a new light?

What if instead of seeing my unfinished projects

as individual failures,

I could see them as the raw material

for something completely new?

And this new thing, a new film,

might even tie up all those years of loose ends.

I'd have to finish this film, of course, for this to work.

And I realize my track record isn't great.

But let's just say I could finish it.

(rock and roll music)

♪ Look me in the eye then tell me that I'm satisfied ♪

♪ Was you satisfied ♪

♪ Look me in the eye then tell me that I'm satisfied ♪