It’s 1963: High-minded Welsh musician John Cale participates in a concert of Erik Satie’s Vexations—per the composer’s intent, 840 piano performances of the same piece, totaling 18 hours—alongside experimental luminaries like John Cage, La Monte Young and Tony Conrad. Later that year, Cale appears on the CBS game show I’ve Got a Secret, where guests are grilled by a panel that tries to determine what their particular secret might be. Cale’s performance of the Satie piece is eventually established as his in front of a slightly disbelieving host and audience. The not-so-politely implicit question: Why would anyone do something so impractical, so art for art’s sake, so potentially irritating? The idea of such unbridled exploration, of repetition and duration as tools, doesn’t land with the crowd. It seems like a bad joke, a parody of emperor’s new clothes pomposity. 

Of course, Cale had plenty of context, and restoring that background to the Velvet Underground’s story is the focus of Todd Haynes’s first nonfiction feature, which starts with Cale’s TV appearance before working backward and forward toward its title subject. Music documentaries and concert films, almost by definition, are generally either (aspirational) primers for potential converts or else fans-only affairs, luring in dedicated viewers with the promise of previously unheard anecdotes or rare footage. The Velvet Underground operates differently from both models: Super-devotees won’t learn anything they didn’t know already, while the completely uninitiated won’t be schooled on the most commonly known facts (or myths) about the band—like Brian Eno’s oft-misquoted dictum, that their first album only sold “30,000 copies in the first five years [… but] everyone who bought one of those 30,000 copies started a band.” The film ends immediately after the band breaks up, compressing their solo careers, subsequent lives and the VU’s resonance into a rapid-fire closing montage almost too fast to make sense of for anyone who doesn’t know that, for example, the split-second images of a reunited band touring post-USSR Czechoslovakia speak to the influence the Velvets had on future president Václav Havel and his own Velvet Revolution. But that final compressed blast of legacy establishes that Haynes’s movie really is one for the fans, a loving tribute that makes it possible to hear the band’s rumbling electrical currents and pell-mell rush of innovations with freshly appreciative ears. (See this in a theater, if possible, or at least with an excellent subwoofer: The deft sound mix foregrounds sheer electrical whine and menace.) 

Haynes’s approach to The Velvet Underground comes from the same interest in 20th century culture that previously turned the director’s semiotics-trained, nearly anthropological historical eye to David Bowie and glam rock (Velvet Goldmine), the finer points and societally mandated omissions of Douglas Sirk films (Far From Heaven), Bob Dylan’s mercurial personae (I’m Not There) and American working-class culture and its lunch-counter discontents (his miniseries adaptation of Mildred Pierce). Fully understanding the Velvets, Haynes’s film posits, can only start with an appreciation of the wealth of experimental film and music its musicians—Cale, Lou Reed, bassist Sterling Morrison, drummer Maureen Tucker and Doug Yule, Cale’s replacement after the second album—emerged from. As critic (and fellow Warhol screen test subject) Amy Taubin explains in the film, what experimental film and music had in common at the time was a commitment to extending time and seeing what happened next. 

Cale was a classically trained performer, Reed a scrappy rock outsider churning out songs for money; like many of the film’s subjects, they’re introduced via their screen tests. When the duo converged in New York, their respective paths of music discovery were soundtracked by the droning innovations of La Monte Young and honed in the late Tony Conrad’s Ludlow Street apartment, where Cale and Reed were briefly his roommates. (One of many clever parallel edits links Cale’s more high-minded destruction of a piano with footage of rowdy frat boys smashing keyboards standing in for Reed’s time at Syracuse University.) Much of The Velvet Underground unfolds in not-quite-equally-divided split screen, a variation on Warhol’s dual projections with a talking head interview in beautifully grainy 16mm on one side, one or two supplementary visuals from art of the time on the other—what goes on which side keeps changing. In the absence of extensive archival footage, this visual subdivision keeps the eye moving (there are maybe two “Ken Burns effect” slow zoom-ins on still photos in the whole movie) and is in keeping formally with the experimental films of the time, sometimes ratcheting up the ante—at one point, the screen is fragmented into no fewer than 12 squares. With extensive footage from the work of Marie Menken and Stan Brakhage, among others, The Velvet Underground handily doubles as not just a band history, told by a relatively small group of interview subjects (including surviving band members, associates and early super-fan Jonathan Richman, who does a surprisingly good Lou Reed impression), but an immersively exciting introduction to the core experimental staples annually shown as part of New York’s Anthology Film Archives “Essential Cinema” cycle. (The film is dedicated to late filmmaker and Anthology founder Jonas Mekas.) What emerges is unexpected and freshly inspiring, a story of a moment when a group of differently flawed and gifted musicians emerged to produce, no matter how briefly, something greater than the sum of their oft-fractious parts. As The Clean sang, “Anything could happen, and it could be right now.” Haynes conjures up that sense of imminent perpetual possibility.

We asked composer, musician and producer Jim O’Rourke, equally knowledgeable in experimental film and music, to interview Haynes. O’Rourke’s musical career intersects almost directly with the Velvets’ long legacy via his time working for Tony Conrad; his many intersections with film include a trio of solo albums named after Nicolas Roeg’s first three features of the 1980s (Bad Timing, Eureka, Insignificance), scoring the late Kôji Wakamatsu’s 2007 film United Red Army and training the child performers of Richard Linklater’s School of Rock. In separate interviews, Jim Hemphill spoke with editors Affonso Gonçalves and Adam Kurnitz (pg. 56) about the documentary’s intricate, improvisatory construction. The Velvet Underground opens in theaters and online from Apple+ October 15.—Vadim Rizov

Filmmaker: I really enjoyed the movie, and I’m really, really grateful for how much time you spent in the first third of the film. It was funny because I’m sure someone’s already made this joke, but when the film started [with the Warhol screen tests] I was like, “Oh, this is the first ’staring head’ documentary I’ve ever seen. This is great. How long is this going to keep up?”

Haynes: We’ve all seen the screen tests in stills or in little clips in documentaries, but to literally watch them play in their entirety, you know what I mean? Especially when Lou Reed isn’t with us, but he’s breathing and living through that two-and-a-half-minute screen test.

Filmmaker: I had never seen some of those before. I actually didn’t know there was a John Cale screen test.

Haynes: Oh yeah, there are several.

Filmmaker: This is going to sound odd because I’m talking to you about a Velvet Underground movie, but I’m not a big Velvet Underground guy. But their first period and connection to various things I am very interested in is really fascinating to me. And I was really grateful that you had Tony [Conrad] in it, who was very, very big for me, and that you gave him the space he deserved, and also Walter De Maria.

Haynes: And the fact that La Monte [Young] literally agreed to be [in it]—

Filmmaker: I was going to ask you how much he charged you.

Haynes: Motto Pictures, our documentary producing partners, worked out all the stuff, but I just didn’t believe that he and Maria agreed to be in it, you know? Incredible.

Filmmaker: When you first came to New York, were you of the frame of mind like, “I’ve got to go over to Anthology, I’ve got to go to these places?” Was that something you already knew to do?

Haynes: Yeah, definitely. I had this amazing high school English teacher in Los Angeles who showed us experimental films, in the context of autobiography and fiction, and proposed this sort of provocative idea that cinema was not about reality and shouldn’t be judged on criteria of how much it accurately depicts what we think of as real. When you’re a high school student, there are moments—certain teachers, certain statements or insights—that can be that paradigm shift that makes you start to think differently about representation and what representation is attached to in various forms. Then I went to Brown’s very strong theory-based program in film. In fact, there wasn’t even a department of film when I was at Brown, it was an annex to the English department—sort of a renegade counter-aesthetic, counter-philosophy to traditional canons of teaching English and comparative literature and so forth, [which] occupied a kind of outsider stance throughout those years that we were there. Which, of course, we really enjoyed.

The same questions—about the production of meaning, where it comes from and what kind of systems it’s aligned to—continued to generate for me. Leslie Thornton, an experimental filmmaker, taught production within the semiotics program, as it was called at the time. I had this sense of myself that the kind of movies I would most likely want to make were going to fall outside of a commercial market. And I had examples of people like Leslie, who taught in academic worlds and made her films without compromise, and always held that as a perfectly reasonable, if not preferable, way to pursue one’s work.

I’m sort of speaking in circles, but the first movie that got attention was my film about Karen Carpenter [Superstar]. It straddled what I felt was an evolving language in experimental film at the time, starting to move away from purely formalist rejections of narrative preferences and genre references, which it had been through the ’70s. And I found myself in a funny place, where I would try to get my films shown at places like Collective for Living Cinema and Anthology, and they were uncomfortable with it. So, it was an interesting transition.

Filmmaker: In my experience, that was a film that you sought out on VHS. For me, that was the only way I could see it. I was in Chicago at the time, which was actually still a fairly good city for cinema. I think Facets showed the film—that’s where I first saw it on the screen. But it was the first film that I know of that was illegally distributed by VHS.

Haynes: I was making the tapes at home, pasting the labels on and sending them to bookstores around the country. It was being shown in some arthouses in cities like Chicago and elsewhere. Then the wall dropped on it, so we had to stop.

Filmmaker: It’s interesting, you mentioned the perspective of the kind of hard formalism that wouldn’t give way. I’m a few years younger than you, and I’ve always been more interested in films than anything else. In Chicago in the late ’70s, early ’80s, you had Siskel and Ebert on TV every week, which for the first few years was only in Chicago. There was the Chicago Filmmakers’ Co-op. And before cable, do you remember Scramble TV? You probably didn’t have it in Los Angeles.

Haynes: No. Did you have the Z Channel?

Filmmaker: I did. The strange story is, in Chicago at the time there wasn’t cable yet, but there was this thing they would call Scramble TV. It would get broadcast on UHF, and you’d subscribe to it. You’d get this de-scrambler box. And it was two companies. The big one was called ON TV, which had all the big movies, kind of countrywide. 

Haynes: This is so familiar. ON TV, yes.

Filmmaker: In Chicago, there was another one called Spectrum, and their big thing was that they had boxing. So, my dad picked that one, and I was really upset. But what I didn’t know at the time was the film part was licensed from Channel Z.

Haynes: So you could access those films, or you just saw them listed?

Filmmaker: Basically, anytime there wasn’t boxing, it was Channel Z.

Haynes: Oh, that’s so cool. Because that was sort of a revelatory moment, that moment that you could watch an arthouse selection of movies over and over again.

Filmmaker: That’s how I got completely into Robert Downey Sr. I didn’t realize it at the time, [but] I had this one foot in New York experimental filmmaking and one in absurdist humor, like Lenny Bruce, who I was really into for some reason as a kid. So, as a young kid, I’m seeing Greaser’s Palace and Putney Swope, which were completely beaten into my DNA. And then, the same day Performance would be on, which blew my mind. So, I didn’t realize, as I got older and kept going, about this kind of hard line. That was the thing about the first part of your film that really, really touched me. It makes clear this stuff was interrelated, interconnected and affecting each other.

Haynes: We definitely wanted to trace the origins of this music. It’s a band who—even if it took 30 years for this music to be fully appreciated and evaluated for its impact and influence—is now so familiar and adopted and consumed, appropriated in every conceivable way. Like so many people, by the time I heard the Velvets I was already in college, and I’d already been listening to so many examples of music that wouldn’t have existed without the Velvet Underground. You’re finding the source of all of this stuff in reverse, and—with all kinds of great music—lose that sense of shock or what exactly sounded different [about it at the time]. So, that was one motivation. Another was simply that, OK, I want to tell a story about this band, but there’s no traditional materials associated with this band that we usually think of in telling a rock documentary—[footage] that shows them performing on stage and promotional material and all that kind of stuff those bands have. But as with so many creative endeavors, limitations make you think differently and come up with different kinds of solutions. And what we did have was this avant-garde cinema that wasn’t just ornamental to the Velvet Underground.

Filmmaker: They were living in the same apartments.

Haynes: They were living in the same apartments. [The Velvet Underground] formed as this sort of house band for Piero Heliczer films that were being shown at Jonas Mekas’s Cinematheque series. We found their identity completely through that world. John Cale was creating soundtracks with Tony Conrad for Jack Smith films. The very first film Andy Warhol ever made was a filming of a Jack Smith film. We feature Barbara Rubin’s amazing, erotic experimental film Christmas On Earth in the film; she found them the first manager, [Al] Aronowitz, who lasted a couple of months, then introduced them to Gerard Malanga and Andy Warhol. These people are intrinsic to what the scene was about, but also the swapping of ideas and the interest in breaking down boundaries between the mediums.

I just watched the film again at Telluride a couple of nights ago. It’s been a while; it’s only the second time I’ve seen it in a theater, and I realized it takes an hour before you hear a Velvets song. I love the idea that people forget what they’re watching. You lose track; you’re like, “What is this again?” Finally, the elements start accruing and closing in on that moment when you finally hear a sound that’s the result, and you’re like, “Oh yeah, I know that.” But I’ve been coming through the back door to achieve it. One of my goals was to not have the narrative lead your experience with this movie, so that it’s really the music and images that are resounding with each other. We had great interviews and amazing people contributing to the movie, but I just didn’t want it to be a talking heads film. I wanted it to be a film that immerses you into that time and place, mostly [with] the images of the films that we have.

Filmmaker: You do a key thing in one section that I think really emphasizes how much things were in flux then. Mr. Cale briefly talks about how Tony started playing rhythm and blues 7-inches at home. To these guys, that stuff was some radical, out-of-the-blue thing because Tony was involved in mathematics. He wasn’t involved in music at all except for what he was doing. And Mr. Cale was coming out of a relatively avant-garde traditional school of music background.

Haynes: What I love is how on the other side of the fence, Lou Reed, who’s working for Pickwick Records churning out these singles, is playing this song [credited to the Primitives], which sounds like pure garage rock, “The Ostrich,” but tuning everything to the same note. And in a weird way, it’s the same thing as the drones that John Cale is practicing with La Monte Young, with a very serious esoterica attached to it. But Lou Reed is just playing because it’s easy to play—I assume that’s why?

Filmmaker: That’s a Nashville trick, actually. With Nashville musicians, to get the big sound they re-record the rhythm guitar six times and re-tune the guitar with the same string.

Haynes: That’s awesome. I don’t know if Lou was doing it for that reason.

Filmmaker: I don’t know, but it’s bizarre. In some way, you can think of the Primitives as kind of like the Monkees. 

Haynes: Yeah, they were, because they were a fake [band]—you know, Lou Reed did the track. I love the moment when John Cale and Tony Conrad—who consider themselves these avant-garde, whatever, experimentalists and conceptualists who still have longer hair than Lou Reed—go to a party [held] by the guy who wrote The Connection for Shirley Clarke, and some producer comes up to them and says, “You look kind of commercial with that hair.” The word “commercial” means something very different from what we think of today. Then they are cast as the band, just like the Monkees, to perform this song that’s basically made for a throwaway label.

Filmmaker: Those kind of characters are fascinating to me. The record industry hadn’t yet really been infiltrated by anybody hip at all, you know? So you’ve got these guys who are a little bit older, and they would rather be, like, producing Mantovani, and they’re sent out into this world. “This is where it’s happening.” These guys are completely divorced from everything that’s happening, but probably dressed up to fit, wandering around the world and putting together packages. I mean, it still exists to this day, but that period—it’s absolutely fascinating what kind of person that is, what kind of bizarre schizophrenic life they’re living. They’re going home and making a martini.

Filmmaker: The thing I was wondering about from that perspective is in terms of the sound. Here’s a band that existed at a time where audio reproduction wasn’t at its best. It’s kind of the same thing with [La Monte Young and] the Theatre of Eternal Music, this group of musicians—the sound of their music really still exists more in the realm of legend than the actual sound of any recordings that exist. So, when you were putting together the film, and over the years as a fan, were you ever gripped by the pursuit of finding something that really sounds like what I think they’re supposed to sound like?

Haynes: To a certain degree. I love “The Nothing Song,” “Melody Laughter”—30- to 45-minute-long jams that are recorded live. Every live recording sound has a different acoustic quality to it. We used that live version of “Sister Ray” and other live recordings throughout. But every time we came to a studio recording of a Velvets song in the mix, I compared the mono to the stereo to the remastered whatever. These songs have been re-fussed with considerably. Sometimes, the mono versions are the ones I would pick because they just had the biggest resonance. Other times, other stereo recordings were—it was personal taste. I wasn’t there at the time. I’m trying to find something that has a kind of resonance and depth to it that doesn’t feel too separated in the room. 

The “two plus two equals seven” idea of what a collective group of musicians can produce when they’re really working—as Jonathan Richman says, where did that sound come from? You can’t see it on stage. So, there’s some byproduct of what’s happening onstage that has as much to do with imperfections in their virtuosity, or that one night or one hall or how they’re being recorded. But clearly, that band created more than the sum of its parts and were able to incorporate things as unlikely as the voice of Nico into an already existing ensemble of musicians doing something quite specific. I think all great bands always sound like more players or elements than you might see or go inside you in ways that you can’t quite identify.

Filmmaker: Because I worked with Tony and was his second violinist for so many years, I kind of know what you have to do to get that sound. 

Haynes: Jim, I didn’t know this about you and Tony.

Filmmaker: Yeah, I worked with Tony from ’93 or so.

Haynes: Oh my god.

Filmmaker: To think about all the things that Tony did, you kind of have to take a break, you know? He was so deep brilliant and so off-the-cuff brilliant at the same time. Eventually, I honed in on the one thing I really could help with, which was the music. Anyway, playing with Tony and knowing about this thing John Cale was doing, both in Theatre of Eternal Music and with Velvet Underground, was always my relationship with the Velvet Underground because I was like, “I know that’s what he’s doing.” That was why what Mr. Richman said was so perfect because, yes, there is something happening that’s not happening onstage. There’s this actual technical and physical thing about what John Cale is doing: You amplify a violin and play two pitches really close together. Without getting too technical, let’s say you’re playing 400 hertz, then you [play] 400 hertz and 420 hertz—it isn’t those two [frequencies] coming out, it’s 820 hertz [the sum of the two frequencies, which creates one signal] and 20 hertz [the difference between the highest and lowest frequency, which creates another signal]. You get the addition of subtraction [when the two signals are heard at the same time, a mixture known as heterodyning]. That’s where that big rumble in your gut, in your legs, is coming from. That’s because of what John Cale was doing.

Haynes: Was the amplification what John and Tony brought to what La Monte was doing?

Filmmaker: The amplification is the absolute key to it. When you amplify it, the addition of subtraction [that results in the lower-hertz signal being more easily heard alongside the higher-hertz signal] is called ring modulation. It happens naturally, but you don’t hear it because it’s much weaker than the predominant tones. But when you amplify it, all of a sudden they’re audible. Then, you can tweak it, you can make those louder. That’s where you get that sound. Even the Theatre of Eternal Music, you don’t have that, you know? So, that was a really great statement, what Mr. Richman said, because I think that’s key to understanding why they were different.

Haynes: But again, when you’re hearing that experimentation being described, and the transition from La Monte to Tony and John, this idea of amplification—the exact mathematics that [Cale] derives I couldn’t repeat to you. You’re hearing these things through the La Monte music that we’re playing, then you’re watching the Warhol films. There are moments in that whole preamble that you’re talking about where I feel the viewer gets to put these ideas together themselves. They’re really described by John Cale beautifully and engrossingly, but it’s not until you hear that music and see those films [that you understand]. I think La Monte had real differences with what Warhol was doing and maintains them today. But the influences, the resonance both literally and figuratively, is impossible not to feel. That’s what’s so special about this period of time, where artists were so interested in each other and taking from each other, and hungry to adapt and twist the thing that somebody else was doing in their own way.

Filmmaker: There was so much culture floating around that unless you’re a hardliner of some sort, it would be hard to find your footing because something else comes sweeping in that you’re interested in. Everyone’s being swept around whether they know it or not.

Haynes: Yeah, it’s true. I feel like that’s the thing about the Velvet Underground—I was going to say both the temperaments of Lou Reed and John Cale, but I think this is actually true for all members of that band: There is a need to resist, to stop taking in what you’re hearing around you, plant your foot and say, “No, I actually stand for something different.” I think resistance is as essential to creative integrity and innovation as influence and curiosity and inspiration getting tossed around. It takes a particular kind of courage, I think, or at least force—maybe adolescent, maybe irrational—to resist so much stuff that was going on in the 1960s because, of course, it was exciting and exhilarating and happening so quickly. But that little world in New York around The Factory and Warhol and these people did play out various alternative ways of existing and a defiance.

That meant a lot to me, to try to describe that. When I was coming out and reading Jean Genet and a lot of the writers Lou Reed talks about, that sense of wanting to be included and finding your happy place at the table—that was so not what inspired me, you know? What inspired me were people who identified with being criminals and dangerous and perverted or whatever you want to call it. And that’s true for Lou Reed. And, in a way, maybe less about sexual identity but about a kind of instinctive outlook, that was true for John Cale and for Maureen Tucker. That’s the thing we’ve lost, especially in gay culture. And that was an important element because the Velvet Underground are such a beloved rock and roll band. There’s a really masochistic attack on masculinity that’s so interesting, a description of a kind of vulnerable masculinity that really singled them out and also made it hard to understand what they meant and what they stood for for a long time.