When Christopher Guest was contemplating what subject to explore in his next film, having previously delved into the backstage theatrics of the cutthroat world of community theater in Waiting for Guffman and the explosive and rarified world of high-stakes dog shows in Best in Show, he returned to his roots for inspiration. "I wanted to do a film with music," says Guest, "and I'd played a lot of folk music when I was a kid. Growing up, there was an explosion of folk music in my New York neighborhood. So Eugene Levy and I started to work on a story that would encompass a number of different folk groups that had started in the Sixties and were making a comeback in the form of this reunion at Town Hall, and it took off from there."

As with their previous collaborations on Waiting for Guffman and Best in Show, Guest and Levy began by writing a detailed outline describing the characters and laying out the story's key plot points in a scene-by-scene format. The result resembles a traditional film script, minus the dialogue; true to Guest's documentary style, the dialogue was left up to the director's brilliant ensemble to improvise.

Bob Balaban, Paul Dooley, Michael Hitchcock, Larry Miller, Catherine O'Hara, Parker Posey and Fred Willard had previously worked with Guest on Guffman in 1996, and Ed Begley Jr., Jennifer Coolidge, John Michael Higgins, Jane Lynch and Michael McKean joined the ensemble for 2000's Best in Show.

New to the main cast is Harry Shearer, who starred with Guest and McKean in Rob Reiner's classic 1984 rock & roll docucomedy This is Spinal Tap. Many members of the company have long-standing histories together; Shearer and Guest both appeared on Saturday Night Live from 1984 - 1985, and Eugene Levy and Catherine O'Hara were cast members of the acclaimed comedy show Second City Television (SCTV). Levy co-starred with Guest in Billy Crystal: Don't Get Me Started in 1986, and in 1989 Guest directed McKean in The Big Picture, which the two wrote with Michael Varhol.

With this web of connections and two previous Guest films under their collective belt, the Mighty troupe was at the top of their game when it came time to shoot. "I think this ensemble now feels very comfortable and everyone trusts and respects each other," says Guest. "They don't always take the lead in a scene, but someone is always going to be able to come up with something that's funny and make the scene work."

Typically, the filming process results in some fifty to eighty hours of material, which Guest and editor Robert Leighton then whittle down into a cohesive, feature-length film. "I think a documentary format is the only way you can do a movie like this," says Levy, "where all these editing options are available to you. It can move from one comic bit to the next, and it's all sewn together in a way that you can't achieve with a normal film, because you just don't have those options."

"It's a great way to make a movie," adds Michael McKean, "because you think you know the film, and then you see it and you realize, 'Oh my God, is that what that noise was upstairs?'"



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"Not since Fatal Attraction has a character had to go through so many traumatic and difficult experiences to get what they wanted," says Bob Balaban of his Mighty Wind persona Jonathan Steinbloom, the far-too-organized son of the late Irving Steinbloom and coordinator of the memorial concert. "Jonathan is tone-deaf, but he loved his father and is doing everything he can to honor his memory with a 'perfect' concert."

At the top of Jonathan's bullet-pointed, color-coded, prioritized to-do list is convincing the musicians his father managed, some of whom haven't performed together in decades, to reunite once more for the concert. The Folksmen, Mitch & Mickey and The New Main Street Singers all eventually agree to join the show, with varying degrees of enthusiasm and trepidation, and wildly divergent expectations as to what all this could mean.

Christopher Guest, Harry Shearer and Michael McKean are classic folk threesome The Folksmen: Alan Barrows, Mark Shubb and Jerry Palter. Although The Folksmen recorded several albums over the course of their career, such as Hitchin', Wishin', Ramblin' and Singin', the group never quite caught the public's imagination, despite the limited success of their one semi-hit single, "Old Joe's Place," which topped the middle of the charts at number seventeen.

The Folksmen have a long history together, much like Guest, McKean and Shearer themselves. "The Folksmen met in the Sixties in college and started playing around Greenwich Village," says Guest, who was first a musician before becoming an actor and began performing with McKean and Shearer as The Folksmen after Spinal Tap. "Their dynamic is that Michael McKean's character always wanted them to be a little more successful, while Harry's and my character were more intent on the integrity of the music. And thereby we had neither."

"The Folksmen haven't played together in close to three decades," explains Shearer, "but they quickly fall back into their old patterns. Alan and Mark are the more purist guys; there's a Spanish Civil War song we'd like to do, but Jerry really wants to go for the jugular and do our hit, 'Old Joe's Place.' I think that Mark actually does believe that a prairie fire of interest in folk music is right around the corner, and we're just the ones to pour gasoline on it. We believe that this concert is going to be a life-changing event for us."

"The Folksmen are clearly three guys who really are passionately into the music, but would love to make a comeback and turn a buck at it," says McKean of his character's profound dissatisfaction with the Folksmen's lot in life. "This is a movie about dragging all that crap out from under your bed and trying it on again; and let's face it, no one's tuxedo fits after thirty years. I think what's funny is this ill-concealed fury and jealousy at a scene having passed you by; I can't imagine Jerry listening to the top forty songs without wanting to kill himself. I feel slightly suicidal myself when I hear that stuff."

The Folksmen aren't the only Steinbloom clients who have undergone some rocky times since their heyday in the '60s. Played by Eugene Levy and Catherine O'Hara, the romantic duo Mitch & Mickey were once the sweethearts of the folk world, until they separated professionally and personally in a nasty divorce. When their emotionally debilitating, chaotic relationship came to an end, "Mitch went into a bit of a spiral and ended up in a sanitarium, doing a lot of origami," Levy explains. "Now he's coming back to reunite with his ex-wife after thirty years and about as many nervous breakdowns."

While the sporadically disoriented Mitch is still mentally adrift in the past, Mickey, always the more introspective of the two, has firmly moved on. "Mickey is now married to another guy," says O'Hara, "Leonard Crabbe, who sells catheters and medical equipment and is into model trains. They have a nice quiet life, until she's suddenly thrust back into the world of music and her old dynamic with Mitch."

Mitch & Mickey's signature hit is called "A Kiss at the End of the Rainbow," an audience favorite that always featured a romantic kiss at the end of the song. After 28 years of not speaking, no one is quite sure if the two will be able to bridge the distance between them to perform together, let alone kiss onstage. Least of all Mitch and Mickey themselves.

"I've known Catherine O'Hara since about 1973," says Levy, who played the mild-mannered Gerry Fleck, husband to O'Hara's lusty but devoted Cookie in Best in Show, "and there is a kind of symbiotic thing that happens when we perform together, an understanding that cuts out a lot of the middle steps, and it's always great fun working with her."

In sharp contrast to the emotional baggage that Mitch & Mickey are lugging to the memorial concert, The New Main Street Singers are the sunniest, most vividly dressed folk group in the business. "They're one of those acts that you see at football halftime shows," says Guest, "where there are way too many people playing the guitar. When you have fourteen guitar players, that's too many by any standard. They sing a lot of harmonies that could be considered annoying, and perform borderline folk songs that they over-process until they're completely homogenized. They have this very up attitude, with a lot of smiling and winking going on."

The New Main Street Singers were formerly The Main Street Singers, until all but one of the group members died; now only original member George Menschell, played by Paul Dooley, remains. The nine-member group has made a career out of performing on cruise ships, at amusement parks and state fairs. Now, the reunion concert looks like it could be the ticket that will carry their 'neuftet' sound to the big leagues.

John Michael Higgins plays Terry Bohner, musical leader of The New Main Street Singers. Terry and his wife Laurie, played by Jane Lynch, make their home in Tampa, Florida, where they spend their time perfecting the New Main Street sound and worshipping a religion based on the power of color. "Terry has a positive outlook on life and is very exacting about the music," says Higgins, who played Scott Donlan, flamboyant, kimono-loving Shih Tzu handler and companion to McKean's character Stefan Vanderhoof in Best in Show. "The New Main Street Singers represent the great compromise of the folk scene, the nonpolitical, heavily produced New Christy Minstrels-style pop version of folk music. And I'm a completely compromised performer myself, so I respond very well to that kind of thing."

"Laurie is kind of the mother figure of the group," Lynch muses. "She has a bit of a checkered past; she did some adult films, but it's not something that she's ashamed of. It's something that she's woven into the fabric of her life. The Bohners are also devoted to a religion Laurie has developed predicated on the power of color as the basis of all creation. It's a system that she made up herself, and nobody can understand it. Mr. Bohner is her number one follower."

In addition to learning to play the guitar for the film, Higgins also wrote all the complex vocal arrangements for The New Main Street Singers. "I should probably be ashamed to admit this," he says, "but I knew a lot about this music before Chris ever asked me to do the film. I play these records at home; it's a guilty pleasure of extraordinary proportions. The joke isn't really that the music is bad, because it's actually done quite well. The joke is, 'Why are you doing it in the first place?'"

"I love working with John," raves Lynch, who played rabidly focused dog trainer Christy Cummings in Best in Show. "He is truly a genius. I mean, he's almost a freak. He has every vocal album that exists. He has every Christmas album that exists and he knows every vocal part on every song, and I'm not exaggerating. He's like a walking musical encyclopedia."

Parker Posey, who has portrayed both star-struck Dairy Queen employee Libby Mae Brown and highly-strung, catalogue-loving yuppie Meg Swann in Best in Show, learned to play the mandolin for her role as Sissy Knox, prodigal daughter of original Main Street Singer Fred Knox. "I think that during her childhood, Sissy never really understood the music," she says. "She thought it was corny. But Mr. Menschell called her and asked her to join the band during a nervous breakdown period in her life; she was having a rough, dark time out in Portland, and he rescued her. Now she's transformed herself into a Florida person. She bought an entire pastel wardrobe in like two days."

Fred Willard plays Mike LaFontaine, owner of Hi-Class Management and personal manager of The New Main Street Singers. "LaFontaine was a standup comic," says Willard. "He was on a TV series called Wha' Happened?, which lasted for one year, and he had a lot of dumb catch phrases that he still likes to use. When Mike had a meeting with George Menschell, he saw cruise ships and dollar signs." Willard particularly enjoys his more obnoxious characters, such as professional amateur actor Ron Albertson in Waiting for Guffman and canine-ignorant dog show announcer Buck Laughlin in Best in Show. "In real life I sometimes feel I'm too sensitive, so it's fun to play a role where I can be completely insensitive and reflect the kind of people who always have made me feel uncomfortable, but who have always amused me and somehow impressed me."

Clueless yet highly enthusiastic publicist Amber Cole and her overbearing boss Wally Fenton make up the stunningly ineffectual public relations team from the Zipken Group, charged with publicizing the big folk show. Amber is played by Jennifer Coolidge, who appeared in Best in Show as Sherri Anne Cabot, a socialite who shared a love of snow peas with her rich, elderly husband and a whole lot more with her poodle's handler, Christy Cummings.

"Amber's accent was based on a foreign exchange student I met in college," explains Coolidge, "then it turned into something else; it sounds like a combination of Scandinavian, Czechoslovakian and a deaf woman. Amber really knows nothing about PR, but enjoys being an authority on it anyway; and obviously Wally has the brains of a bull's ass, so the two of them being the publicity people for these groups is pretty sad."

Larry Miller faced unusual characterizational challenges in bringing Wally Fenton to life. "How ineffective, inefficient and generally just perfectly stupid can you make someone? That was the order of the day. And it's a wonderful order to work with," says Miller, who played boorishly insensitive hostage negotiator Max Berman in Best in Show. "Wally and Amber are very bad, non-professional people. The Steinblooms clearly didn't have the money to spend on anybody good, because we're just terrible. We have no ideas, there's no real market for folk music, and we're too bad at what we do to be effective anyway."

"Many of Chris's movies are about people who are - I wouldn't say obsessive, but they're passionate about some thing that may not be very popular," observes Higgins. "I believe that there is great value in finding something not so fashionable to get passionate about in your life. It's very hard to do; you always want to sort of get with the program and do the thing that's cool. But these people aren't cool people. They're just passionate people. And really, what's cooler than that?"

Guest, Levy, Shearer, O'Hara, composer C.J. Vanston, and McKean and his wife, Annette O'Toole, wrote all of the film's music and lyrics, working in various combinations and employing a variety of processes. "We tried to hit a number of the more irritating bases in commercial folk music," says Shearer. "For instance, we wanted to get as many traditional folk-type disasters into one song as we could, so the Folksmen have a song called 'Blood on the Coal,' about a train wreck in a coal mine."

"Annette and I found a book about sailing," says McKean, "and we leafed through it, basically saying, 'Wow, here's a phrase that doesn't make any sense at all - let's put it in the song.' We also wrote a song called 'Potato's in the Paddy Wagon.' It started as a mnemonic device, because we were writing the tune in the car, but we got hooked on the title, so we were forced into figuring out a song about somebody named Potato being in a paddy wagon. And we did. Folk music began without anyone writing it down, so over the years, either 'Jimmy Crack Corn and I Don't Care' catches on, or everyone looks at you like, 'What are you talking about?'"

The New Main Street Singers perform "Potato's in the Paddy Wagon," as well as "Never Did No Wanderin'," the brave and stirring tale of someone who didn't do anything.

"There was something vaguely ridiculous about a lot of the folk music put out in the Fifties and Sixties," says McKean. "Harry found an album from the show Hootenanny, and there was a group on it called The Yachtsmen. Now what's folkier than yachting, right? You're always thinking about Woody Guthrie out there on a yacht. It was nonsense. That's our bailiwick here."

"Some of the songs are funny," says Guest, "but then the songs that Catherine and Eugene do as Mitch and Mickey are actually quite serious and moving. They're not really meant to be funny, they're sweet songs that serve as a reminder of their halcyon days, as opposed to the current reality of their lives."

The film culminates with a live concert, shot at the newly-renovated Orpheum Theatre in downtown Los Angeles (doubling for New York City's Town Hall) and performed by the cast in front of a packed house. "We played all the music live, which is very unusual," says Guest. "You don't see that in the movies these days. It was exciting for us to do it live, and the music and the film have a very poignant quality because of it. It's a little raw, but it's real."



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Just as the cast was entrusted with the spontaneous expression of their characters during filming, they were similarly given free reign when it came to establishing just the right signature looks for their roles. "The whole process of these movies is really a group effort on many levels," says Guest. "Our costume designer, Durinda Wood, talks with the actors first and they collaborate on their wardrobe. They go shopping and pick something that they feel is inherently right for their characters to wear."

"Jennifer Coolidge wears bad clothes funnier than anybody since Imogene Coca," compliments McKean. "The thought behind my particular wardrobe is that in 1978 Jerry tried this outfit on and just never went back. He decided that was it, that's as good as he was ever going to look, so he's got the nice slim pants with the boots and a vest going on. He's kind of stuck twenty-two years back."

Color, of course, is fundamental to the proper look of The New Main Street Singers, members of which are duty-bound to sport the compulsively coordinated outfits assembled in the film by the Bohners in deference to their deeply held beliefs regarding pastels.

The actors were similarly empowered to make their own hair and makeup choices. Larry Miller sought out the perfect visual representation of his character's inner self. "When I first spoke with the hair designers," he recalls, "I suggested we try the bald guy pony tail. It just couldn't be dumber. Just on the walk from the trailer to the set, I was mortified. Catherine O'Hara said that people were split as to whether or not it was real. Which was both a great compliment to the hair people, and deeply distressing for me."

Perhaps Guest himself went to the greatest lengths hair-wise (no pun intended). "I shaved the middle part of my head," says Guest, "and I had a big mustache, so for about five or six months I was a very different-looking person. My daughter said, 'Well, by the time it grows back, you'll be bald.' Which I thought was kind of profound."

"In what other production in show business is looking aggressively bad the order of the day?" says Miller. "You see Fred Willard with his bleached-yellow hair and say sincerely, 'Oh, that's awful,' and it's the highest compliment because that means it's great."

A Mighty Wind was shot in Los Angeles on a relatively short 23-day schedule, beginning May 21st, 2002 and ending June 20th. (There were an additional two days of shooting the following week in New York with a very small crew.) Director of Photography Arlene Donnelly Nelson shot the movie on Super 16mm film to best represent Guest's documentary style.

Nearly 30 locations were utilized, including stage work at Century Studios, GMT Studios and LA Center Studios. There were many days in which production would take place at two or three locations, involving whole company moves of the entire cast and crew.

Various locations in Los Angeles stood in for the film's far-flung locales, including Miami, home of the Bohners and birthplace of The New Main Street Singers, and Alan Barrow's rural country house in Pine Falls, New York where the Folksmen reunite to prepare for the show. A residential neighborhood in Pasadena stood in for Mickey and Leonard Crabbe's quiet suburb in Albany, New York, and Six Flags Magic Mountain became the generic amusement park where The New Main Street Singers perform.

The Natural History Museum in downtown Los Angeles doubled as New York's City Hall, where the Mayoral announcement of the concert at Town Hall was filmed in the museum's beautiful circular domed foyer.

The Doheny Mansion at Mount Saint Mary's College was used for Jonathan Steinbloom's upscale New York apartment, where the bands assemble for a pre-show cocktail party, and Smashbox studios in Culver City became The New Main Street Singers' Florida rehearsal space. The elegant Orpheum Theatre on Broadway in downtown Los Angeles doubled for New York City's Town Hall, where all of the live performances were filmed.

While much of the film was shot on location, production designer Joseph T. Garrity did design sets, which included several television appearances by the groups, including the televised performance of Mitch & Mickey's famous love song, and the living room set for The New Main Street Singers' variety show, Supreme Folk.