What Penelope Spheeris Learned From Richard Pryor, Directing “Wayne’s World,” And Making The Definitive Punk Rock Doc

As historic punk doc Decline of Western Civilization comes to DVD, director Penelope Spheeris talks frankly about her extraordinary career.

What Penelope Spheeris Learned From Richard Pryor, Directing “Wayne’s World,” And Making The Definitive Punk Rock Doc
[Photo: Michael Ochs Archives, Getty Images]

Never listen to stockbrokers who hawk the opportunity to “get in on the ground floor.” Nobody knows whether they’re entering the ground floor of someplace truly great or the Burj Khalifa of garbage. Somehow, though, filmmaker Penelope Spheeris always displayed a perfect ground-floor instinct–that knack for zeroing in on the right people and the right projects before history proved them right. She moved through the final decades of the 20th century like the Forrest Gump of coolness, finding herself in cultural moments that resonated for decades. Through talent, prescience, and sheer luck, she forged a resume that reads like a Venn diagram of music and comedy legends. And though she certainly did accept advice along the way, the main voice she listened to was her own.

Penelope SpheerisPhoto: Charlie Samuels

Most people know Spheeris from one of two films: Wayne’s World, the seminal left-field hit that sparked the SNL adaptation craze, or Decline of Western Civilization, the definitive punk rock documentary that captured an underground zeitgeist in situ. Before these ultimately successful projects, though, Spheeris was on a less obvious trajectory that included collaborating with Richard Pryor on his first film, teaching Albert Brooks to direct, pioneering music video techniques, and discovering Flea as a 19-year-old vagrant surfing Lee Ving’s couch. To say that the filmmaker simply stumbled into these situations, as if from a hot stock tip, would be a disservice. Spheeris had to fight for creative freedom, decent pay, and her identity as a female director at a less-enlightened time. Her toughness and street smarts put opportunities in her path, and then her talent rose to the occasion.

Currently, Spheeris is working on a new film called Lust ‘n Rust, a country and western musical. On the occasion of her Decline of Western Civilization series finally landing in a DVD box set, however, Co.Create caught up with the director for a very candid conversation about her incredible experiences navigating the entertainment industry from both its fringes and its epicenter.

The Pryor Pregnancy Prophecy, 1967

As a film student at UCLA in the late ’60s, Spheeris didn’t set out to make comedies. She leaned more toward the work of filmmaker Costa-Gavras, who she later found out was a close relative. Her ambitions broadened, however, after a chance encounter with a comedy hero.

Richard Pryor with fansPhoto: Flickr user Alan Light

“I was walking across the street with my boyfriend, Bobby, and Richard Pryor walks right in front of us,” she recalls. “Bobby said, ‘Oh my God, that’s the funniest man on the planet.’ He recognized him even though Richard hadn’t been in any movies yet. And so we stopped him and said hello and he said he was looking for a couple film students to help him do a movie. And I said, ‘Well you just found them.’ I’m not really religious but I think God threw people like Richard in my path because I had such a difficult upbringing. I think He wanted me to laugh a little. After that, I worked with Richard for two years. I remember because I had my first daughter during that time. We were shooting and I fainted on the set and when I woke up, Richard was standing, pointing down at me, going ‘This bitch is pregnant.’ And I said, ‘There’s no way I’m pregnant.’ But he was right.”

MTV Before MTV Was MTV

After Spheeris graduated, she didn’t continue with movies right away. First she had a long, lucrative detour in another filmic medium.


“A friend who worked at CBS Records asked if I’d like to make a music video, and I said, ‘What’s a music video?’ Because they didn’t exist at that point,” she says. “He told me that videos made it so you don’t have to send bands all around the world, you could just send a piece of film. And I said I was down with that. So I started a film company called Rock & Reel, which I believe was the first music video company here in LA. And I shot an endless number of bands. I shot Funkadelic in New York and, I mean, the list goes on and on. When we started shooting these things, the bands never knew when we would start the playback. They never knew that exact moment to start doing their lip synch. So I personally invented this thing where we’d take these little pieces of sound on the playback tape [synch pops] and it goes beep, beep, beep and on the fourth beep then they start singing. And they still do that today.”

“Okay, I’m a Director,” 1975 – 1979

Spheeris was lured beyond the music video business by the opportunity to help launch a TV show that became both an instant hit and an enduring cultural touchstone–and in doing so, she worked with someone who indirectly helped her decide the next phase of her career.

“I somehow became friends with Lorne Michaels before he started Saturday Night Live. He was a very handsome, charming, charismatic, extremely smart guy that…when you were in the room with Lorne, it was magic,” Spheeris says. “When he had the idea to do Saturday Night Live, he asked me to go to New York with him and work there and I couldn’t go. But once he got the show started, he says, ‘I found this new comedian, Albert Brooks. He doesn’t know how to make movies but I know he could do them really funny.’ And I agreed to help Albert if Lorne put some movies on SNL. A couple years later, I ended up doing Real Life with Albert and producing it. Actually, I must thank him because, well, he’s brilliant, but such a pain in the ass. He taught me a lot about Hollywood and I taught him how to make movies, and in the process I decided I wanted to be a director instead of a producer.

Back in those days, women didn’t even dare say that they were considering being a director. I remember the moment when I actually decided ‘Okay, I’m a director,’ because I wrote it on a bank application. I was looking over my shoulder like ‘Oh my God, maybe someone will see me writing it and laugh.’ I never once along the way thought about my gender as a stumbling block because I just thought it was hard for anyone to be in the movie business. But as I look back, it was definitely extremely sexist and extremely difficult. And the people that I came up with, like [Paul] Schrader and I used to hang out with DeNiro and Scorsese, and those guys, they all did pretty damn good, and they did it without the struggle I had to go through and I think it has a lot to do with being a woman.”

Getting Uncivilized, 1980

Instead of delving further into the studio system after Real Life with Albert Brooks, Spheeris decided to do a down and dirty, guerrilla style, punk documentary, The Decline of Western Civilization. She had to hustle in order to do it, though.


“A lot of people have said to me, ‘Your body of work is so diversified.’ Well, that’s because I just took whatever job I could get, short of doing porno movies. And as a matter of fact, when I did the first Decline, I was approached by a friend who said he had a friend who wanted to make a porno movie, and would I be interested in shooting that? And I’m like, ‘No. I’m not that hungry. But punk rock’s pretty cool and if he likes porno, maybe he’ll like punk rock.’ It was a leap of faith, but it worked. So that’s how that first one got financed.

There’s no trick to getting people to open up to you on camera, it’s just a sort of honesty and passion for the subject matter. When I did the first Decline I was knee deep in the middle of the punk scene so I knew everybody already that I was interviewing. And nobody ever thought it was gonna be a movie that would go down in history and be used in museums and schools around the world. No one ever thought that. They just thought I was fucking around and making some stupid-ass movie.”

Fiction and Nonfiction

Spheeris went on to make three entries in the Decline series. In between them, she made several fictional films populated by characters who seemed to have walked out of one of her documentaries, starting with 1983’s Suburbia. She began to flourish as a storyteller.

“The reason I wrote Suburbia was because before Michael Moore you didn’t get documentaries into theaters,” Spheeris says. “I loved the subject matter of punk rock and I had to write a dramatic narrative piece in order to keep dealing with it after Decline. A lot of the movies I made in the ’80s were about kinda real-life people like that. My mom was a bartender. My father owned a carnival when I was younger. I was just around poor white trash mostly growing up. We didn’t have anything. So I had a feel for these kind of characters. But in terms of directing actors, it helped that I’d done a documentary. I think I understood how to direct actors in narrative form better after having watched so much footage of real people doing interviews. They’re still two different animals, though.”

Party Time, Excellent (Mostly), 1990

For someone who had collaborated with Richard Pryor and Albert Brooks, Spheeris was very much out of practice with comedy by the late 1980s. So it was rather unexpected when a new agent helped her land a job writing for Roseanne, and a reunion with Lorne Michaels opened up the chance to direct Wayne’s World.

Wayne’s World, 1992

“Working on Roseanne really did help me not only navigate the comedic aspects of doing Wayne’s World but also the politics,” Spheeris says. “I had to shoot Wayne’s World at least three different ways. I had to shoot it Mike [Myers]’s way, Dana [Carvey]’s way, my way, and sometimes, whenever Lorne showed up, I had to shoot it his way. But that’s okay because I knew once I got in that editing room I could cut it the way I wanted. And as long as I didn’t go over schedule and over budget then I could make the movie work. Dana and Mike are extremely talented, creative people, but they kept coming up with ideas on the spot. Oh and then there was Bonnie and Terry Turner, the writers, who were always talking over my shoulder. I mean, Albert Brooks taught me how to be neurotic, but I developed a hundred more neuroses on Wayne’s World.”

What Might Have Been

Throughout the rest of the ’90s, Spheeris remained one of the go-to directors of studio comedies, working on adaptations like The Beverly Hillbillies and The Little Rascals, alongside further SNL-minted fare like the Chris Farley/David Spade flick, Black Sheep. To this day, she goes back and forth between passion projects and other opportunities, and appreciates the entire journey, even if there are some regrets.

Little Rascals, 1994

“Rock and roll icon movies can kiss my ass,” she says. “I worked 25 years trying to get the Janice Joplin movie going. You should see the footage I have of Pink as Janis. Now that is fucking brilliant. I also worked trying to get the Jimi Hendrix movie going. It’s a rights issue. I understand because the families have suffered extreme loss. We forget that there are people who were family members and who’ve been extremely hurt by the loss of loved ones and there is so much emotion involved and the rights are just tangled up. I don’t know how they ever did that James Brown movie!

But I’m just really glad that I was able to have some sort of creative and financial success when it was possible. The whole movie business is so different now. The competition is so rough. When young film students come up to me and go, ‘It’s so hard, I’m struggling and I don’t know what to do,’ I’m like, ‘Why don’t you come back and bitch about it when you’re 45 years old, because I hung in there that long.'”