Directors Sherrie Rose and Melissa Behr also star in their tough-love first feature about two L.A. women who break out of rehab and head cross country in search of the legendary chopper Peter Fonda rode in Easy Rider.

Definitely not for the squeamish, Me and Will begins with an unsanitized slice of the Hollywood party scene, opening at the infamous Viper Room with Keanu Reeve's band Dogstar on stage. Jane (Rose) and Will (Behr) fuel their days with drugs, booze and strung-out boyfriends (Patrick Dempsey and Billy Worth) until one's overdose and the other's DWI wipeout makes rehab their new reality. Recognizing kindred spirits, Jane and Will rebel against the platitudes of 12-step gospel and decide a road trip is the trick to get through getting clean.

"Your secrets can kill you," says Rose, "particularly when they're the result of childhood abuse, overt or covert. Melissa's character finds the strength to stand up to her demons and mine doesn't, so [the film's] also a meditation on what chance has to do with triumph of the spirit."

Now in their early thirties, both Rose and Behr can claim ten years in Hollywood with steady gigs as actresses. Behr, a former model, is also a professional photographer and has directed music videos; Rose has sold several scripts and produced features like The Shot (IFFM '94) and Prey of Innocence.

Me and Will is a collaboration the filmmakers say adheres closely to their own experience; they first teamed up as fellow bike enthusiasts on the Hollywood party scene in 1989. They started formulating Me and Will then but say a mutual decision to make rehab a priority in real life put the film on hold for three years. The project reignited when a newly sober Rose bought a Winnebago and took off on a cross-country jaunt with pal Jane Hamsher -- the Natural Born Killers producer who recently described the travails of getting that film made in "Killer Instinct" -- and came back with her friend signed on as executive producer.

Me and Will was shot over 26 days last summer. Rose, Behr and a few friends bankrolled the tightly-budgeted production phase and used a rough cut to attract six-figure completion funds from a silent investor. Sex Pistol Steve Jones is composing Me and Will's score, and Rose plans a soundtrack mixing '70s classics with recent punk songs by bands like Dogstar and Space Age Playboys. All rights are available and William Morris mogul Cassian Elwes will rep the film, scheduled for initial screenings in late January.

Cast: Sherrie Rose, Melissa Behr, Patrick Dempsey, Seymour Cassel, Grace Zabriskie, Steve Railsback, M. Emmet Walsh, Traci Lords. Crew: Producers/Screenwriters/Directors, Melissa Behr and Sherrie Rose; Director of Photography, Joey Forsyte; Editor, Ross Guidici; Composer, Steve Jones. Contact: Sherrie Rose, S&M Productions, 5042 Wilshire Blvd., Suite 312, Los Angeles, CA 90036. Tel/Fax: (213) 938-7676.

Afraid of Everything - David Barker
Chutney Popcorn - Nisha Ganatra
Dark Harbor - Adam Coleman Howard
Fear of Fiction - Charlie Ahearn
The History of Luminous Motion - Bette Gordon
Judy Berlin - Eric Mendelsohn
The Last Big Attraction - T. Hopwood DePree
Me and Will - Sherrie Rose and Melissa Behr
Mute Love - Patrice Mallard
Origin of the Species - Andres Heinz
The Two Ninas - Neil Turitz