It's a Saturday night at the Buffalo Chip in Cave Creek, and things are hopping. The Pat James Band is onstage, tearing through a craggy, soulful rendition of Toby Keith's "A Little Less Talk and a Lot More Action."

Boots hang from the ceiling of the bar, under which a gentleman sporting a prospector's beard, a leather-fringed jacket, and a cowboy hat adorned with a long feather twirls an amused waitress. A woman with a plume of magenta hair done up in a beehive, wearing turquoise earrings and high-waist blue jeans, looks on ambivalently.

If the beers were cheaper, you might think the Chip was a place out of time.

Ron Livingston and Lizzy Caplan star in Queens of Country, filmed on location in Arizona.
Ron Livingston and Lizzy Caplan star in Queens of Country, filmed on location in Arizona.
Joe Lo Truglio (left) as Penny McEntire and Matt Walsh as Cleveland Norris
Joe Lo Truglio (left) as Penny McEntire and Matt Walsh as Cleveland Norris
Director Ryan Page creates some bathroom graffiti.
Director Ryan Page creates some bathroom graffiti.
The film's directors envisioned Caplan 
as part of their dream cast.
The film's directors envisioned Caplan as part of their dream cast.
Livingston on Queens of Country: "It could be a smash hit or [the audience] could set the theater on fire."
Livingston on Queens of Country: "It could be a smash hit or [the audience] could set the theater on fire."
(From left) Christopher Pomerenke, Caplan, rockabilly legend Wanda Jackson, and Ryan Page
(From left) Christopher Pomerenke, Caplan, rockabilly legend Wanda Jackson, and Ryan Page

Location Info

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Harkins Scottsdale 101

7000 E. Mayo Blvd.
Phoenix, AZ 85054

Category: Movie Theaters

Region: North Phoenix

Buffalo Chip Saloon

6811 E. Cave Creek Road
Cave Creek, AZ 85331

Category: Bars and Clubs

Region: Cave Creek

Details

Queens of Country is scheduled to premiere Saturday, March 31, at the Phoenix Film Festival, with additional screenings on Tuesday, April 3, and Wednesday, April 4. Visit www.phoenixfilmfestival.com for more information.

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In Queens of Country, the new film by writers/directors Ryan Page and Christopher Pomerenke, it's cast as one — the center of a fictional town called Dry Creek, where a young woman named Jolene Gillis (portrayed by rising star Lizzy Caplan, of True Blood fame) finds an iPod in a dirty gas-station bathroom. Turns out, the iPod is filled with classic country songs by the kind of women she idolizes and imitates: Tammy Wynette, Dolly Parton, Loretta Lynn.

Convinced that the iPod belongs to her soul mate, Gillis embarks on a strange, sexually ambiguous, and confusing journey that forces her to confront her deepest emotions. Her borderline-abusive boyfriend, Rance McCoy (Ron Livingston, whose many roles included one in Office Space and Band of Brothers), stands in her way, hiring greasy-haired ne'er-do-well Bobby Angel (rocker James Maynard Keenan) to pose as the owner of the iPod — deterring Gillis from continuing her pursuit.

Oh, and there's line dancing.

"Dry Creek is an imaginary town, but it's very similar to Cave Creek [the entire movie was shot in Cave Creek and Carefree]," Page says. "It's a place where country and country-Western are still alive and well, and Jolene is a small-town line-dance champion and beauty queen, and she lives her life as a 'queen of country.'"

Like Page, Pomerenke is an Arizona native, though they both are based in Los Angeles these days, and he traces his roots back to Texas and a grandmother named Twinkle Cash.

"My grandmother was born and raised on a farm in Wichita, Texas — a few hundred miles from where Johnny Cash was raised," Pomerenke says. "There's always been chatter in my family that we were related to Johnny Cash. My grandmother was kind of a queen of country music.

"When I saw Loretta and Dolly growing up, there was something very motherly about those female iconic figures. The big hair and tight waists and singing songs that are sympathetic, yet emboldened with strength. There's a Southern dialect, twang. It felt holy to us to tell that story or reveal that aesthetic."

It's easy to imagine that the Buffalo Chip is in the heart of Dry Creek. Mock mine lanterns hang from the ceiling, left over from the film shoot, and the clientele, even the scattered 20-somethings, seem content to imagine they're in the past. Patrons call the waitresses "darling," and they don't scowl.

"The Buffalo Chip is one of the coolest bars I've been to in my life," Caplan says. "I enjoyed all of Cave Creek; it manages to hold onto its funky weirdness while so close to Scottsdale, with the endless shopping centers and chain restaurants."

Helen Ori moved to Cave Creek in 1991. She's tended bar at the Chip for almost six years.

"They used my '65 blue T-bird in the film," she says. "The line director [Connie Hoy] came up to me and said, 'I need to know [who] is driving that blue Thunderbird,' and I started laughing."

Ori has a small part in the film as — what else? — a bartender. She says the Los Angeles stars and production crew had the community buzzing:

"The whole town [was] wondering what was going on."

Ori and some friends from the Chip have tickets to see the film's sold-out March 31 première at the Phoenix Film Festival. She's excited but notes, "Some people have said it's a weird movie."

With its masochistic ATV salesman, psychotic do-wop fans, and a heart-of-gold pre-op transsexual, weird only starts to describe the film. Though country-Western types will like the soundtrack, the movie's more John Waters or David Lynch than Urban Cowboy.

"[But] our film's not campy in the way that you might expect," Page says. "We feel pretty confident that we've stumbled onto a new tone."


You've seen Arizona in movies, though it's not always called Arizona on screen. The sands of Tatooine in Return of the Jedi are near Yuma and the "San Dimas" Circle K in Bill and Ted's Excellent Adventure actually is in Tempe.

Ryan Page and Christopher Pomerenke considered setting the film in "hipper locations" — Portland or Seattle — but decided that the Cave Creek area was perfect.

"I think we all started off thinking, 'Let's set this in Portland and make it an indie-rock movie,' because we're all white guys in America, in our 30s," Pomerenke says. "We thought, 'Let's have the lead character working in a coffee shop, and she finds this iPod full of Modest Mouse songs, and yadda, yadda.' And, then, we started thinking about it. Wouldn't it be better in an opposite setting? Like what about the Bible Belt, and this iPod is [like] that thing that lands in 2001, with the gorillas and the obelisk.

"It would be that sort of thing, because they say country music was one of those genres that wasn't hurt by digital downloads, because those folks [who love country music] like to go to the store and buy a disc."

The South morphed into Arizona as the duo worked on the script.

"We've made two back-to-back films about Arizona," Page says. "Blood Into Wine is about Arizona . . . and then this film is kind of about smaller towns in Arizona."

Blood Into Wine is a 2010 documentary about James Maynard Keenan, the founder of progressive rock bands Tool, A Perfect Circle, and Puscifer — who (along with winemaker Eric Glomski) established a winery in Jerome ("Passion Fruit," November 20, 2008). Page and Pomerenke wrote and directed the film, and Hoy, Chris "Topper" McDaniel, and Jason Stall from Semi Rebellious Productions produced. All returned for Queens of Country.

"We're Arizona boys, for sure," McDaniel says. "People forget that we're in the Wild West, and we have cowboys and country bars. The small towns in Arizona are cowboy hick towns — we wanted Dry Creek, Arizona, to be that kind of a place.

"A lot of people come here and see the skyline of downtown Phoenix and feel 114-degree heat, and they think that's all Arizona has to offer. They don't see lush desert, green palo verde, and mesquite trees."

Yet, because of the film's eccentricities, it fits into the canon of Arizona's cult classics, like the existential 1971 road movie Two-Lane Blacktop or 1973's motorcycle cop drama Electra Glide in Blue. But the film owes its most literal debt to Raising Arizona, Joel and Ethan Coen's 1987 comedy.

"Raising Arizona is one of my all-time favorite movies," McDaniel says. "When you look at the credits for Raising Arizona, we've got like 10 of those people in our crew. Set design, hair, construction. [We] even included a homage to that movie."

Shot for $5 million, Queens of Country had the largest budget of any film that Page, Pomerenke, and McDaniel have ever worked on.

"For an indie film, that's a ton of money," McDaniel says. "Our first documentary [cost] 300 grand, our next doc was between five grand and seven grand. [Queens of Country is] 10 times bigger.

"[Quirky major-studio comedy] Bridesmaids cost $20 million, I think. But . . . out of that 20 million, was it really $8 million, and then they spent $12 million on marketing? I'm saying ours was $5 million [for everything] — shooting, editing, getting the posters designed."

McDaniel and partner Jason Stall arranged financing of the film. With Blood Into Wine's success to build on, McDaniel secured the start-up cash from an investor, who wishes to remain unnamed, through a handshake deal.

"We feel that every filmmaker is stuck on one theme," Page says, considering his filmography. "Martin Scorsese might be dealing with guilt in his films. Examining our films, it just hit us like a ton of bricks: All of our films are about identity."

Page cites What Is It, the 2005 "Down syndrome opus" he produced at age 18 with reclusive actor/director Crispin Glover, and Moog, a 2004 documentary he produced with director Hans Fjellestad. Criticized for its wandering narrative, the latter picture devoted as much time to Moog's gardening as to his pioneering work in the field of analog synthesizers.

The Heart Is a Drum Machine, Pomerenke's 2009 debut, is "squarely about identity," Page says, about human beings sending a gold record off into space so that aliens can hear human music and somehow understand us.

"Blood Into Wine is about a rock star [who] wants to re-identify as a wine maker," he says. "[Queens of Country] asks: Is Jolene's identity defined by her external surroundings."

If Page is the duo's pragmatist, Pomerenke is the idea man, the guy whose lofty, metaphysical musings color the themes of the film.

"[There's this idea] that says 'I think, therefore I am,' but there's a lot of other teachings that say, 'You're not your thoughts,'" Pomerenke says. "That's sort of the plague of the human species right now, meaning the past 1,000 years."

Caplan's character, Jolene, identifies with the trappings of country music and defines her life by her clothes, car, and records. Her character is presented as the heroine, played against Keenan's character, Bobby Angel, whose desire to remain in the past makes him unstable and dangerous.

Keenan brings darkness to the film, and when he kidnaps Jolene, the film moves from quirky comedy to something strange and menacing.

"In some ways, Bobby is some sort of mirror for Jolene to look at and see the worst possible version of herself," Page says. "There are a lot of mirrors [like Bobby] and doppelgängers in the film. So, logically, the main character of such a film may go running in the opposite direction once she realizes she is stuck in the past. But our character finds a way to comfortably continue on her path."

Keenan, who presented the production company with a bill for all the wine imbibed by the cast and crew while making Blood Into Wine, was a natural for the Bobby role, Page says.

"We really wanted Bobby Angel to be played by a famous musician," Page says. "Maynard just felt right. He was amazingly dedicated to performing this character — [though when] you cast someone who hasn't done a lot of acting, it's always scary."

Says Keenan, "This is my first film, so I had no idea what I was doing. The cast, Joe Lo Truglio, Matt Walsh [founding member of the Upright Citizens Brigade comedy troupe], Ron Livingston [who also had a Sex and the City role], and Lizzy Caplan — you can't miss out on a chance to work with these artists. They sent me a script, and I had some ideas about which part I'd be playing, and we just kind of went with it."

Keenan's musical background was essential to the directors, especially to Pomerenke, who played in Phoenix-based indie rock bands like Less Pain Forever and Runaway Diamonds. Though he's happy to go on about spiritual concepts and the evolutionary process, he wanted to make a film that was ambiguous about its underlying themes but chiefly funny and enjoyable to watch.

"Theme used to be something I really wanted to drive home, but over time, I've become less and less interested in making theme clear," Pomerenke says.

Thankfully, the film relies on comedic touches to gently poke at Pomerenke's ideas about ego and identity.

The movie's genesis lies in a chance encounter Pomerenke has with a lost iPod he found outside the Apple Store at 24th Street and Camelback Road.

"I know it sounds like some sort of lie or fable to get attention, but it really is the truth. So we walked out of the Mac store, and you know, we're walking in the parking lot, and on the asphalt, there's this little iPod Nano, the type that doesn't have a screen," Pomerenke says. "So when I got around to plugging it into my computer, it had someone's first name and it said 'happy birthday.' I don't remember the person's first name; I want to say it was Jennifer. I don't recall it having any songs, but it just dawned on me, 'What if Jennifer had the most awesome taste in music and I had to go find her?'"

With no information to go on, Pomerenke didn't strike out to find "Jennifer," but the idea stuck with him, and discussions with Page yielded ideas for a romantic comedy. It didn't take long for the film to evolve into something else. Inspired by filmmakers like the Coen brothers and Quentin Tarantino, who use music to shape their scripts, Page and Pomerenke focused on the sounds of classic country to influence their ideas. Indeed, they threw themselves into the C&W style.

"When Chris discovers something for himself — like a love for country music he didn't realize he had — he goes all in," says Serene Dominic, a contributor to New Times' music section who was hired to help write dialogue for the movie. "I suggested certain cuts to listen to, some by neglected queens of country music — like Sandy Posey or Bobbi Gentry — and I'm sure they informed the love of country he already had."

Pomerenke brought a number of songs to the table, like "Islands in the Stream" (by Kenny Rogers and Dolly Parton), which gets prime billing in a particularly strange dream sequence, and he even introduced Dominic to songs like "Your Squaw Is on the Warpath" by Loretta Lynn.

"Everything Christopher and I do is musically based," Page says. "Every film has had some strong musical component."

In addition to country greats, such as Kitty Wells, Dottie West, Donna Fargo, the Carter Family, and Wynette, the film features a skeletal soundtrack by Isaac Brock of Portland indie-rock band Modest Mouse. Page and Pomerenke met him while conducting interviews for The Heart Is a Drum Machine.

"We thought his sound . . . he does this haunting desert kind of feel with his music. I don't know why; he lives in the rainiest place in the United States," Page says. "Our film is not campy in the way that you might think. Some people have seen the trailer, and they do see a John Waters kind of thing, but the story has great comedy bits, but it's kind of sad. It's got some heartbreaking moments, and Isaac really nailed that stuff."

Brock also corrected the crew on a musical misstep.

'You can't say 'new country,'" Page says, laughing. "In our movie, we pit 'new country' against 'old country,' but Brock scolded me and told me, '[In the industry,] you call it young country."

Regardless, the "old country" contingent couldn't ask for a better performing representative. Wanda Jackson, the 74-year-old "First Lady of Rockabilly," appears for a musical number on the Buffalo Chip's outdoor stage.

"It was flattering to have been chosen," Jackson says. "It seems like the last several years — the last 15, at least — I've been known mostly for rock 'n' roll or early rock. But I had a long career in country music."

That's not to say she particularly cared for the film — at least not the language used (Queens undoubtedly will receive an R rating from the Motion Picture Association of America.)

"Well, yeah, I got a copy of the script, and I read most of it," Jackson says. "A lot of it I didn't care for [laughs]. But that's me; being a Christian, it's hard for me to listen to those words and things."

But Jackson does appreciate the nod toward the women of classic country.

"When I was recording for Capitol [Records], Hank Thompson took my demonstration record to the producer, Ken Nelson, and [Nelson] said, 'I'm really not interested because girls don't sell records.'"

And then, sometime that year, Kitty Wells had a number-one country song, "It Wasn't God Who Made Honky Tonk Angels," Jackson says.

"After that, they were open to the idea of women recording, and so [Wells] really broke the ice and the glass ceiling for us."


Though she's aided by fantastic camera work and a great soundtrack, Lizzy Caplan is what makes Queens of Country work.

The 29-year-old actress' career has been ascending since her role in 2004's Mean Girls (she plays the nerdy Janis Ian) — she appeared in Hot Tub Time Machine and played Amy Burley in the first season of steamy vampire soap opera True Blood.

It was her role as Casey Klein, in the excellent (but short-lived) television comedy Party Down, that brought her to the attention of Page and Pomerenke.

"A lot of directors will say that they got their dream cast," Page says. "Of course, we know that's bullshit 95 percent of the time. Directors cast who they can cast. They cast who they can get. But with Lizzy, in our case, it's 100 percent true. We sat down with her agent and said, 'We want Lizzy for this role.'"

Caplan says, "The role was so different from any character I'd played. The real world confuses Jolene, so she creates her own parallel reality and surrounds herself with people willing to buy into the fantasy. I realize I am defining an insane person, and I thought that would be fun to play."

She slides easily into the role, with her big hair and sequined dresses molding her into a vision of country gold long past.

"I was sort of a country fan before signing on," Caplan says. "A little Kristofferson, a little Waylon Jennings and Willie Nelson, but I wasn't as familiar with a lot of the ladies. Ryan and Christopher loaded up an iPod with tons of music from Loretta Lynn and Tammy Wynette, etc., and that's all I listened to for many months. The general badassery of the classic female country singers blows me away."

While today's female country stars — Taylor Swift and Carrie Underwood come to mind — aren't lacking in the looks department, Caplan's character possesses the ornate class of an old-time country-music beauty.

"We really play with Jolene being stuck in the past," Page says. "She thinks everyone is just sort of slippin' into the future. She wants to pump the brakes and go in reverse 100 miles per hour. That's a sentiment that I think a lot of people feel, especially fans of country music. It's like, 'I don't know if everything in the world is going in the right direction.'"

The other characters aren't relics, but they're hardly tethered to reality. Rance McCoy, played with a bumbling dick-ishness by Livingston, spouts from The Conqueror (the 1956 film in which John Wayne inexplicably plays Genghis Khan) during sex scenes and lives in a giant, ranch-style home he seemingly can afford through his job as an ATV salesman.

"As you know, casting is a lot of it," Page says. "Your cast either clicks, and you do good work, or people are miscast, and you have a mess on your hands."

Livingston says, "I saw the script, and thought [it] was hilarious, although really kind of unorthodox, kind of strange, and a little crazy. My first take on reading it was, it's . . . almost like a Coen brothers comedy crossed with an Adult Swim cartoon. One hundred years ago, they would have called it absurdist. Shit happens that doesn't make any sense, but you laugh at it."

Then, there's Penny, a pre-op transsexual played by Joe Lo Truglio, a veteran of the same comedic troupe that developed Reno 911, Stella, Wet Hot American Summer, and the recent Paul Rudd/Jennifer Aniston film Wanderlust. Lo Truglio plays Penny in Queens of Country with such disarming sincerity that you almost forget he's wearing a five o'clock shadow with his dress.

Though the characters are wacked (Keenan's character, in particular), the inherent comedy comes because nobody hams it up.

"I wouldn't say it's entirely straight. I think there's a bigger-than-life quality to it," Livingston says. "There's a little bit of George W. and a little bit of Yosemite Sam and, like, shit my grandpa used to say."

Serene Dominic says, "Chris said something interesting. [The movie's] almost like a Spanish telenovela — it's like one of those TV soap operas, because everyone is doing their characters so straight, but most of them are a bit over the top. The Penny character is almost ridiculous, but we didn't play up the freak angle."

But the question lingers: Is there a market for a movie with a big heart and offbeat characters?

"It could go either way," Livingston says. "It could be a smash hit or [the audience] could set the theater on fire."


Queens of Country ends on the dance floor, with Rance and Jolene squaring off in a line-dancing competition.

"We had a lot of fun with the line dancing," Caplan says. "None of the cast was particularly well versed in it before showing up, and I certainly was nervous about having to do all that dancing. But by the time we shot those scenes, all of us were super into it."

It's a choreographed finale, not unlike the sort of thing you see in Rocky Horror Picture Show. But for all the comparisons that can be made to Queens of Country, the film has a distinct charm, a home-grown, bizarre vibe that feels uniquely Arizonan.

The Buffalo Chip is the same way: Plenty of faux-Western bars feature mechanical bull-riding, but every Wednesday and Friday nights, the Chip features actual bull-riding, with hulking, 2,000-pound behemoths trotted out and accessible to amateurs willing to sign a waiver.

"We almost called the bar in the film 'American Made,' but we kept it [as] the Buffalo Chip because it just fit," Page says. "[The bull riding there] endlessly entertained our cast. People get hurt! The bulls aren't on the rodeo circuit now, but they were five or 10 years ago. Rodeo bulls that have been put out to pasture go to the Buffalo Chip."

If Queens of Country achieves the same kind of success as Blood Into Wine, it could propel Page and Pomerenke forward, but they seem to have no plans of settling into mainstream fare: Even as Queens of Country screens at film festivals across the nation, the duo already are hard at work on their next film, Sex and Rockets, based on the life of occultist and rocket scientist Jack Parsons, a story that Page says "was kept out of the mainstream press" for the past 60 years.

"Christopher and I aren't really interested in making big-budget, romantic comedies," Page says. "We're driven to make these kinds of films."

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