Sam Jones loved Wilco so much he thought it would be cool to make a

documentary about the band.

Luckily for him, Wilco weren't deterred by the fact that the fashion

photographer had never made a movie before. And Jones wasn't deterred when, the

day he showed up to start filming "I Am Trying to Break Your Heart" in

January of 2001, longtime drummer Ken Coomer split.

Not long after that, leader Jeff Tweedy's musical right-hand man,

multi-instrumentalist Jay Bennett, followed suit. And, around the time Jones

was beginning to feel like he might have something special on film, the

experimental Chicago rockers were dropped by their label,

Reprise Records, and their recently completed album, Yankee Hotel

Foxtrot, looked like it might not come out for a long, long time.

With nearly $120,000 of his own money sunk into the movie (named after the

lead track on the new album), Jones should have been ready to hit the panic

button.

"I was told about Ken six hours before I showed up for the first day of

filming," said Jones, 36, whose photos have appeared in Vanity Fair,

Rolling Stone and Esquire. "And when they were dropped, I knew

before everyone else in the band except Jeff. Suddenly, it became a

big risk [financially] because when the label rejected the record it

looked like there might not even be a resolution to the movie. A lot of times

I would just wonder, 'Wow, what have I gotten myself into?' "

Instead of an intimate portrait of a band whose leader he considers the most

important songwriter of his generation, Jones' arty little black-and-white

documentary was starting to feel like a Hollywood blockbuster, full of

intrigue, backstabbing and relationship meltdowns.

The initially self-funded project Jones had envisioned as a breezy six-month

shoot dragged on for a year and a half as Wilco underwent the most jarring,

difficult period of their creative existence. Even though the resulting movie — which intersperses live and studio footage with interviews and

peeks at the band's creative process — follows the standard Hollywood three-act arc, it's hardly formulaic.

"I think of Jeff as one of those songwriters who will be around for 50

years," Jones said. "I thought they were a pretty sure bet as far as a band

that matters and who make timeless music, but weren't too big in the sense

that you couldn't get close to them and they were under the radar of the

general public."

Once he convinced the band that he wasn't just a crazed fan with a DV camera,

Jones began shooting what would balloon into 86 hours of footage — eventually

pared down to the 92-minute film. "I think Jeff thought it would be an

interesting experiment and he wondered how it would add another element to

the mix," Jones said. By bringing his cameras just inches from Tweedy's face from

practically the first minutes of shooting, Jones helped defuse the

awkwardness of constantly being followed by a film crew, achieving what

Tweedy had set out to do: making the cameras a part of the recording

process.

Like D. A. Pennebaker's pioneering 1965 portrait of Bob Dylan, "Don't Look

Back," Jones' film is more than a profile of an artist at a crucial period in

their career.

In Act 1, you meet the players: Tweedy, Bennett, bassist John Stirratt, new

drummer Glenn Kotche and manager Tony Margherita. Jones captures the

excitement, energy and creative spark of a band that's about to record a

make-or-break record that the group is already feeling very good about.

Act 2 is the real tearjerker. With the band's performances and live sets

serving as segues, Jones' cameras catch the ball of twine unwinding. A

twitchy Bennett tries to understand what effect Tweedy is going for in the

intro to the single "Heavy Metal Drummer," but somewhere along the way

there is a serious communication breakdown from which the former

collaborators never recover.

Jones' cameras are there, but the conversation becomes obscured by music as

the pair enters into an awkward argument across the room. Rather than zoom in

and exploit this uncomfortable moment, Jones chose to hang back and the

inability to hear their words makes the scene even more powerful.

"I just chalked it up to long hours in the studio with a bunch of songs they

had to figure out," Jones said. "I didn't see it as any deal-breaker, just a

weird little argument. But it was not typical as far as what they'd shown

me." The fight, which Jones said was one of the only arguments he saw the

band have all year, ends with Tweedy rushing to the rest room to vomit after

he develops a migraine.

The sight of the conflicted rock star wiping off the toilet seat and

countertop of a public bathroom after, literally, spilling his guts, teaches

you more about this sensitive, emotional artist than any amount of talking

heads or live footage ever could, Jones said.

"He takes things to heart and feels them harder than most people," Jones said

of Tweedy. In another example of that fragility, Tweedy is remarkably unguarded when he slumps on his hotel bed and admits that, more than anything, it

"hurt my feelings," when Reprise said they didn't like his record. Jones also

happened to be around when Margherita got the call from Reprise asking Wilco to either re-record the album or consider themselves dropped.

Like any good Hollywood blockbuster, this beautifully shot film, which opens

in New York on July 26 and across the country in mid-August, has a happy

ending.

Act 3 ends with the story most Wilco fans are familiar with at this

point: Multi-instrumentalist Leroy Bach joins the band, they get their album

from Reprise and sign to another Warner Bros. subsidiary, Nonesuch ... for

three times the cash. Warner Bros. ends up paying for an album they didn't

want two times and Yankee Hotel Foxtrot debuts at #13 and is the

quickest seller of Wilco's career.

"I tried to put the interviews in chronological order because so many were

pertinent to what was going on at the time and the person speaking didn't

have knowledge of the future," Jones said. It's that roller coaster of

emotions — from Margherita and Bennett's initial optimism about Reprise

giving the album a big push to Tweedy's quiet dejection when the band gets

dropped — that gives the movie an emotional heft to match Tweedy's

musical vision.

"The time I picked turned out to be the end of Wilco and the beginning of a

new one," Jones said proudly.