Willis Earl Beale wore a Zorro-esque mask, probably the one you see in the picture above, throughout my discussion with him and director Tim Sutton (Pavilion) about their movie Memphis earlier this week. "Identity," he said, when I inquired about it. "We all wear masks anyway. It's a part of my whole thing." In other words: just go with it.

Just going with it is also the best approach to the gorgeous, elliptical, narratively fragmented film we were discussing. Beale, a singer-songwriter previously signed to an XL imprint with a fervent following and hell of a backstory that includes homelessness and The X Factor, plays a version of himself in Sutton's constructed reality. ("I put him in a position and it was up to him to live it the way he did," is how Sutton explained his vérité fiction.) Pressured for a hit by his record company, we see Beale's character toil with recording music and life in general before retreating to nature, in a move that could be read as deterioration or liberation, depending on your value system and/or mindset.

What else is Memphis about? Something, nothing, life, squalor, fertility, nature, music, wandering, Sutton himself, black people, not race, and certainly not creative block, according to Sutton and Beale. As a viewer, I'm glad to have had the conversation with them that I did, for my own sake. It took that much to get my head straight about this beguiling film, although the pair told as many riddles as they solved. What follows is an edited and condensed version of our conversation.

Gawker: What did you guys know of each other before doing this movie?

Tim Sutton: Nothing. From my end, we were looking to work with a musician and John Baker, my producer, found Willis online. At the time, you were playing with Cat Power…

Willis Earl Beale: Was I?

TS: You were opening for Cat Power on tour. We were both fans of Cat Power and we started digging into Willis's music. For us, it was just an immediate dream of a character, of a person. Not only of a voice, but what was happening when the voice wasn't singing and just the idea of who he was and how he was living his life, and what he was putting out into the world.

Had you wanted to do movies, Willis?

WEB: Early on, I wanted to do movies, but it was before I was ready. Early on, I thought you were supposed to act in movies. And I thought that with art, you had to be dynamic. Everything had to be dynamic, which is why I probably failed at that endeavor initially. You have to live. By the time this film came around, I realized there was nothing for me to do except for just try to exist in the space, which as it turns out, is its own difficulty.

They say that the hardest person to play is yourself.

WEB: Mmm hmm. And I think you [to Tim] like to say it's not me, which is fine, I mean, that's, yeah, that's an interpretation. It's your film, so you're entitled to say that.

TS: Do I say that, though?

WEB: I think you've said that before.

Here's a direct quote: "This was an incredibly difficult performance for Willis because it is him, but it is absolutely not him, but it is him."

TS: Yeah. Well, that's the movie. People say, "How'd you find Willis down in Memphis?" Well, I didn't find Willis down in Memphis. I brought him to Memphis. It's not a documentary. Inside the frame, it's 100 percent Willis. I rarely told him to do anything. I put him in a position and it was up to him to live it the way he did. But those positions he was in, those houses, that landscape, those people, that's not Willis. That's not what Willis would be doing in his life or in his spare time, but when he was there, it's pure Willis. Great quote [laughs].

The movie is oblique and the way that you guys talk about it is in those kinds of contradictions. Willis, I've seen you say that what you were doing wasn't method acting, and then say it was in two different interviews.

WEB: Yeah. Everything is something else.

TS: That's true.

WEB: That's a hard concept to make people understand. I think in some roundabout way, that's also what this film expresses for me, that everything is something else and nothing is as it seems and everything is exactly as it seems. All of that rolled into one. You put that for an audience and it's not like…what I'm trying to say is, it's very straightforward, and that confuses people. They think, "Well, what?" Well nothing, you know? People need something. And it's something, but it's also nothing. That's the best I can say. That's almost like paraphrasing Tim's quote.

But there are bigger [themes]. Something I got out of it from seeing boarded up houses amongst this gorgeous, green landscape reminded me of what's happening to Willis's character. There's this fertile environment, and yet still squalor within.

TS: I feel the same way in many ways. I think also the movie deteriorates. It gets looser, it gets darker, it gets harder to hold onto the house. You start to see piles of rubble, holes in the floor, holes in the building. Willis's character gets more aggressive as it goes on. I think that's the decay you're talking about. But at the end, and what we always talk about, is you break through to something. And that something is nature. When I think about Memphis, I think about this kind of like nature reclaiming these sidewalks, and these trees kind of scooping up these buildings. The movie is called Memphis because it is about the environment and the geography and Willis's kind of tearing at the fabric of that as it goes, but it very much is about nature, it very much is about decay.

The movie is about nothing, but the movie is about—not to sound pretentious, but the movie is about life. Whether it's your life, whether it's someone else's life, whether it's nobody's life, the movie is just about the rhythms about what this view and what this moment and this geography of life is. And there's no magic, we're just allowing it to breathe. And within that, people think it's very contemplative. "What does it mean? What does it mean?" It doesn't mean anything specific, as much as it means take the time to live in this world and think about this world and think about the world in a really pastoral way. Again, I try not to get too pretentious sounding, but there are themes in the movie that are very broad, but it's not about a man who makes it and gets a hit record. It's about a person's search for salvation. All of ours.

To me, it's almost a creative horror story. If creativity doesn't run out, it certainly declines over time. There's a period where artists have a peak...

WEB: Well...

TS: I don't know! I disagree!

Look at somebody like Prince. Every song Prince writes now is nowhere nearly as good as the songs Prince wrote at his peak.

WEB: I disagree.

TS: There's fertility… Then take Bob Dylan, who's still putting out music that's unbelievably rich and deep. Is it the same as what he was doing? I don't know. It's more like climbing a mountain ridge and sometimes you're this way and sometimes you're that way. It's a bigger system. But this movie, to me, is not about creative block at all.

WEB: That's what I was gonna say!

TS: It's about someone who is creative in a way that other people don't want him to be.

WEB: I see that a lot in articles. There's no creative block!

TS: There's a lot of pieces that I read that are really great pieces, and they're about artist block because that's what the movie is to that reviewer, but if you ask me, there's no lack of creativity. He's constantly singing, he's constantly creating, he's constantly in this fabric of creating, but they want him to sing a hit.

There is a discussion, though, about Willis' voice declining.

WEB: But I think that if you were to take me out of context, or take the character out of context, he wouldn't be complaining about his voice declining 'cause he wouldn't be putting himself to a test, to that particular test.

TS: He's also just trying to push off the other guy [in the scene] who's saying, "You've got a gift from God, use it." He's like, "All right, all right…"

WEB: I was receptive…I think the character was receptive to him, but also still feels separate from this idea of having a gift from God. He's trying to push himself off from the idea of singing as a competitive thing or music as a thing to be done. Because music just is, just like everything else just is. He's only experiencing doubt because other people put the doubt in him and because the constructs of society and music are such that they always make you question yourself. I have to admit that was not intentional. Nothing I did was intentional but in a grander scheme I think that intention is one of these things that just is. And this film is the embodiment of the intention, I think, the subconscious intention of me and you [Tim], and everybody involved.

TS: One of the things this movie is about is fragmentation. Fragmentation of sound and image and rhythm and a person's psyche and that kind of thing. The idea of the music was always supposed to be as ever-present as Willis walking or as ever-present as the train whistle. It's about the fabric. I was making a movie, I thought, more about a wanderer. A monk, in a way. About someone who's a searcher, not about an artist in general. That was just kind of the cloak he wears.

Was it at all daunting, as a white man, to make a movie that's about black people?

TS: I'm not white.

Oh, I'm sorry to have assumed that.

TS: No, that's just what Willis wants me to say to that question. I am white. Yes. Absolutely. And also, as a northerner making a movie in Memphis, as an outsider making a movie in Memphis, absolutely. I live in Park Slope, I'm a father. Am I supposed to just make movies about Park Slope dads pushing strollers around? No. Because that would be a boring, boring life. Am I supposed to just make movies about kids riding bikes? I'm not a teenager, but I made a movie about teenagers and I was respectful about those teenagers' lives by letting them have ownership. And in the same way, I went down to Memphis numerous times beforehand. We made friends with people there who then brought us down to other people. I spoke at that church three times before we shot a single frame [in it].

The entire approach of my style of filmmaking right now is about being in a space, wanting a specific truth to be exposed, whether it's just two people talking or whether it's a man walking in a landscape—one moment, whether it's beautiful or it's strange or whether it connects in an emotional way. But how they do that is up to them. And so as a white man, I wasn't going down saying, "This is how you're gonna make a black movie!" I was saying, "I'm down here trying to explore the essence of what I think Memphis is and you have to tell that story." I went down with a lot of respect, a lot of respect for my actor. I'd have do do a similar gig if I were to make a movie about an Alex Chilton-type character. To me, it was a movie about a searcher, it was not a movie about race. It just happens to be that in this community, there's not a lot of white people hanging out on Southern Avenue.

Willis, was that your experience, too? Was this not a movie about race to you?

WEB: Oh no. Nothing I ever do is about race. It's so depressing, race. I feel so limited by this [points to his skin]. It doesn't mean anything to me. I have no reverence for culture. No reverence for the history of Memphis. No reverence for anything except what some people call the spirit and intention and consciousness and brainwaves. And to live in this world where everything gets put in this box by people, and these are your benefactors, these are the people that are responsible for sustaining your livelihood, and in order to sustain your livelihood, you're trying to give them something very grand or communicate something that's very grand, much grander than this. And the only thing they can see is [color]. It's hard. It's really hard.

What you were talking about, Tim, regarding Memphis not being about creative block, but about "someone who is creative in a way that other people don't want him to be," do you relate to that?

TS: It's an autobiographical movie. The movie is about me.

"Exasperating." "Patience-testing." "Demands patience." These are the things people are writing about Memphis.

TS: "Demands patience." That was the first thing that came out of Sundance. "It demands patience." Oh, I'm sorry. I'm not comparing myself in any way to these filmmakers I'm about to name, but like, Antonioni demands patience. Tarkovsky demands patience. Everybody in this building would say that they worship both men but neither would get watched by this generation of people because it demands patience. One of the things I found offensive about "it demands patience" was, well, it's a work of art. Or, I'm trying to make a work of art. So it demands a lot of things. I have a lot of people telling me, "What if he really connected with the woman?" or "What if he made that record?" I'm like, "What record?" About Pavilion, someone said, "What if the girl were pregnant?" I'm like, "Why?" What would kill this movie is plot. What would kill Pavilion is plot, because this movie gets better the fifth time you see it. And I don't mean that it's not a good movie the first time, and I'm not saying I'm great. I'm not. But I'm saying that this movie is like your favorite album. You don't listen to your favorite album once. You don't listen to it twice. I'm not saying to anybody to watch this movie 10 times, but if you watch this movie 10 times, you're gonna love it because there's nothing to interrupt you from being in that world. That's the character, that's the movie, and that's how I view what I'm trying to do as a filmmaker. I think in a similar but different way, that's what Willis is doing. He could be a huge pop star. He's not. He's an artist.

WEB: But I do think that one crack addiction would have made the film that much better.

[Image via Getty]