Focusing on first-time indie directors, Valleyfest's slate of features run the gamut of genres. Check program guides for show times, or try the Valleyfest website: www.esper.com/valleyfest. (Other categories include animation, shorts, documentaries, and "edgy" material at late night showings.) Here's the run-down of feature films from Valleyfest's Melinda Wolfe:

Asylum of Terror
(George Demick, Murfreesboro, Tenn.)
A former asylum for the criminally insane has been turned into a fun house; visitors to the attraction get more than they count on when some of the former residents from the asylum return home.

Aurora
(Christopher Kulikowski, Los Angeles)
A science fiction tale of survival in the 22nd century; seven explorers set out to Earth's nearest sister planet, Aurora, only to crash land.

Captive Audience
(Kurt St. Thomas and Mike Gioscia, New York City)
A psychological drama about DJ Jack The Ripper and a deranged fan who takes Jack hostage during his late night radio show. The pair of outsiders forge a friendship during one surreal night.

Frank Finds Out
(Charlie Call, Los Angeles)
In this romantic comedy, Frank Johnson is having a bad day: his girlfriend (the boss' daughter) might be unfaithful, the office creep is ripping off his commissions, and his old college roommate is in town.

Green (a.k.a, Whatever)
(Karl Hirsch, Los Angeles)
A strange and funny drama which blends live action and animation in a tale of four friends who examine their lives while tripping on bad acid.

Hollywood Capri
(Robert Jones, Fla.)
A romantic comedy about a couple whose marriage is on the rocks as the husband struggles in his filmmaking career while his wife plans a return to her rock band.

Snake Tales
(Francesca Talent, Austin, Texas)
A serpentine yarn about a young woman who is arrested while driving through a small Texas town. In her defense, she tells her story—but inside her story is another character, who tells another story, with another character who tells another story...

Stolen Heart
(Terry O'Brien, Ontario, Canada)
In this thriller, Joey, a drifter, decides to join forces with the out-of-work Avery and Creed, who plan to kidnap the daughter of a local self-help guru. It all goes wrong in unexpected ways.

The Waiting Game
(Ken Liotti, New York City)
This romantic comedy chronicles the misadventures of a staff of waiters, all aspiring actors, at a popular restaurant where they work out the details of their lives.

Wrestling With Alligators
(Laurie Weltz, New York City)
Set in 1959, this drama revolves around three generations of women who shape their destinies, challenge tradition, and the learn the meaning of friendship and family while facing a world on the eve of change.

Valleyfest, Knoxville's very first genuine film festival, aims to draw indie filmmakers from around the country.

by Coury Turczyn

First, you have a dream. Then you let it die a few times.

Finally, however, it stays alive long enough for you to convince yourself to make it happen: to shoot your own movie. It's the most American way of pulling yourself up by the bootstraps, to show your unique vision to all the world while catapulting yourself to media renown. But first you have to borrow some money from your parents. Then acquire some equipment from the pal who knows a guy who works at that place. Then get a few "technicians" and a couple of "actors" to contribute their talents—it's for art, you tell them (or fame, whichever works best). Then you have to shoot, shoot some more, delete a few scenes, rewrite the ending, bail out the lead from jail, scream at the guy who was supposed to get the doughnuts, pull out your hair, consider suicide, and then edit it together into some semblance of coherence.

Now what? Neither of the Weinstein brothers will take a meeting, and HBO won't return your phone calls. So what do you do with this creation of yours? This bloody thing that's cost you three credit cards and two friends? This personal voyage into hell? You have one choice: You must cross your fingers and hope some distant film festival organizer will deem your movie worthy of screening. And that's exactly what over 70 independent filmmakers from around the country did last year by submitting their movies for consideration in Knoxville's first genuine, low-budget, high-aspiration film festival—Valleyfest. Taking place March 11 through 14, with movies showing at Regal's Downtown West Theater, it promises to bring this curious breed of film fanatic to Knoxville in a celebration of seat-of-the-pants movie making.

The brainchild of local filmmaker Donna Maxwell and members of her three-year-old production company, Euphoric Productions, Valleyfest has been nearly a year in the making. While submitting her own film, Exiting Left, to film festivals around the country last year, Maxwell realized that the closest such event to Knoxville was actually in Nashville. Why couldn't our own city host one? After Maxwell put together a showing of four local movies last May, dubbed the Scruffy Little Film Fest, she felt encouraged by the turnout to try her hand at putting on a full-fledged festival with works by national filmmakers.

"One thing that made me think it was possible to do this was the Nashville Independent Film Festival, and the fact that they only use one screen and are successful at doing that," says Maxwell. "But we tried not to copy other film festivals—we'd like to make our own thing. If there's an interest in doing this on a yearly basis, we'd like to make it a special festival, one where people really, really want to bring their films to—not because it's big, but because people will always want to come to a festival that is fun."

Concocting that fun went much smoother than one might expect for a first-time venture. First, the Euphoric team—program director Glen Glover, publicist Melinda Wolfe, and partner Victor Agreda—placed ads calling for entries in such publications as Filmmaker and Film Threat Online. The goal was to put together enough material for 25 hours of showtime—and they ended up receiving over 70 submissions, from full features to shorts to cartoons. Thus came the task of whittling down the entries to final selections of 10 features, 14 shorts, six animated films, and four documentaries.

"It was tough, really tough, because we got in some excellent work," says Maxwell. "What we tried to cut first was anything that was real technically flawed—though there were a couple of films that had some technical flaws but were so impressive in other ways that we kept them anyway. We've actually got a special late-night showing for documentary shorts and features that are not mainstream. Those films were selected because the directors were doing something edgy, so some of those are not technically up to par with some of the others. I personally put the money up for that award because I want to encourage the directors without much money to still go for the difficult stuff."

Even so, many of the selections are surprisingly polished, with half of the features shot on 35mm film (other formats being shown are the less expensive 16mm and the ultra-cheap VHS). One of the main criteria for the feature film selections was choosing movies by first-time directors; Euphoric's goal is to showcase truly independent movies—works scraped together by obsessed filmmakers, not corporations. ("I hate to go to a film festival and see that Miramax logo already in the opening credits," says Maxwell.) The features (generally over 70 minutes in length) range from romantic comedies to personal dramas to science fiction. But, though the team had good luck in attracting strong films, there was still another big hurdle to jump: finding a theater to show them.

Originally, Euphoric tried to place the festival at the Terrace Theater; unfortunately, at the time, the owners weren't too sure of the art house's future and couldn't commit to a date. "It's challenging trying to get sponsors when you don't have a place," says Maxwell. "We'd just change the subject. 'Where are you showing this?' And we're like, 'Uh, well, let's tell you what we need.'"

Fortunately, the team was able to find enthusiastic sponsors and a home for the festival. "We didn't even have a theater to show the festival until December," admits Wolfe. "We started planning this and set the date last summer, but then we had the meeting with Regal." Hometown theater chain operator Regal Cinemas filled the breech by offering a screen at its art film-oriented Downtown West theater. The auditorium seats 200 people, so some showings may very well be sold out; many of the filmmakers will be coming to Knoxville to see their works screened, and sponsors and staff will also be attending (available seats will be sold for $6 at each show; passes for the entire festival are $40).

Valleyfest has other activities planned for filmmakers beyond screenings. The event will be kicked off at The Foundry March 11 with a concert by The Uptown Rhythm Kings, a 15-piece swing band. A series of workshops will also be conducted on such subjects as acting for the camera, screenwriting, post production, and the business of film at Chops Grill, next to the theater. And an awards dinner at Manhattan's will be held March 13 with keynote speaker Glen Morgan (the former Knoxvillian and current Real World editor who was featured in our Gamut story on the making of Incoming Freshmen). Getting the guest speakers and judges was also fairly easy, though scheduling conflicts doomed some interesting choices—both blue collar defender Michael Moore and filmmaker Jim Sikora had to drop out.

If all goes as planned, Valleyfest should be an attractive festival for filmmakers—but what of Knoxville audiences? Are there enough indie film buffs here to show some hometown support? Citing the success of the Scruffy film fest, as well as last year's UT student film festival, Maxwell believes there is. Admittedly, though, mainstream moviegoers might be put off by the "indie film" moniker, says Wolfe.

"One reason we might not have a market [for indie film] is that people don't understand exactly what it is, or have a misconception about what independent film is," says Wolfe. "I think a lot of people may think it's just cheap stuff done badly, with bad acting—that sort of thing. And that's not it at all."

"Well, sometimes it is, but that's okay," admits Maxwell, laughing. "Some people like to see that—I like to see it. Sometimes the cheaper it's done, the better I like it. But if people go in expecting to see Titanic or something, they're going to be really disappointed. People who just want to see expensive action films should never come to independent films, because they'll be bored. But the best independent films have really strong stories and good acting by people who aren't big stars. In fact, it's very interesting that some of the feature films we turned down were the ones that had the bigger stars in them. I won't say they weren't good films, but they weren't as good as the other ones."

Euphoric hopes to make this a yearly event, one that will not only become a good opportunity for independent filmmakers to get attention, but also a popular hometown festival. And if nothing goes wrong in the third act, we might just see a happy ending.