Gilliam wanted Fulton and Pepe to shoot a making-of film, the trio's second together after 1995's The Hamster Factor and Other Tales of Twelve Monkeys, which can be found on the 12 Monkeys DVD. They met when Fulton and Pepe were students at Temple University, and Gilliam brought them along to document his first attempt to make a "European art film" while working for a major Hollywood studio (Universal, which ironically enough had tried to sabotage Brazil in 1985). Back then the two were loath to shoot anything too terrible say, myriad clashes between Gilliam and the producers and set designers. At one moment, they film a buffet line and simply tell us the noise we hear in the distance is the sound of shouting.
But midway through The Hamster Factory, a glum Gilliam is captured at a moment of near-total disaster a regular occurrence every time the former Monty Python member steps behind a camera. A journalist arrives on set with a tape recorder she holds close to Gilliam's face. She asks him if he's depressed or frustrated. "All of those things are there all the time," he tells her. "The reality of making films for me is it's hard work, and I am disappointed I can't actually achieve what I can imagine." As he would discover five years later, on the set of The Man Who Killed Don Quixote, old habits die very, very hard like old dreams.
Fulton and Pepe didn't set out to make a tragic movie this time around; far from it. They arrived in Spain, weeks before production began in September 2000, thinking theirs would be a document of a friend's making his dreams come true, the uplifting tale of the underdog overcoming limited funds (Gilliam began shooting with only half of his $32 million in hand, and even then he knew he needed $60 mil to make the movie he wanted) and naysayers who thought him too erratic and rash to control the proceedings. But as soon as they began rolling, they captured a movie falling apart: Actors weren't available, sets weren't constructed, money wasn't coming and nobody was paying any attention to the sound of the train barreling down the tracks to which they'd tethered themselves. When the storm arrived, literally, and the entire project fell into ruin, Pepe and Fulton began flinching again and this time, it was Gilliam who told them to keep their camera rolling. He wanted someone to bear witness to the catastrophe for two reasons: He wanted people to know it wasn't his fault (this time), and, as he told them, "At least someone will get a movie out of this."
"When you're making a documentary you want conflict," Fulton says. "You don't want just an easygoing experience. When we entered into this, we figured no matter what happens, there's gonna be conflict, because Terry's all about conflict. He seeks it out. He thrives on it. But the double-edged sword is we're finding great conflict we're looking at the storm thinking, My God, you couldn't ask for higher production values'--but at the same time, Terry Gilliam's become a friend of ours over the past seven years, and we wanted to see his film."
"Terry mocks us for being sensitive, but there's an issue here of documentary ethics," Pepe adds. "A lot of our hesitance at the moment the story was changing had to do with the fact we are now documenting something the participants haven't necessarily given their consent to having us document. Even throughout the editing process, Terry watched it, and it was an issue of, did he feel our portrayal of him and the circumstances was a fair and honest and ethical portrayal, and he clearly does, because not every moment in the film makes him look great, but he's given it his overall seal of approval."
Indeed, Gilliam not only loves the film but has spent the better part of the past 12 months promoting it, as though it were a birth rather than an autopsy. Part of that has to do with his indefatigable optimism: He hopes someone will see this and pony up the scratch for him to buy back the movie, which now resides in the hands of the insurance company.