Before remaking an ‘80s classic, chaining Christina Ricci to a radiator and showing how hard it is out there for a pimp, Craig Brewer was a twentysomething working in a book store in Memphis with hopes of making the great American movie.

At the cusp of the digital age in the late ‘90s, Brewer decided it was now or never and bought a few camcorders, grabbed some actors and -- using locations like a local bar and strip club -- shot his debut feature, “The Poor and Hungry.” A southern fried love story, the film follows Eli (Eric Tate), who works at a chop shop while running hustles with his friend Harper (Lindsey Roberts), but realizes there’s more to life when he falls for a cello player whose car he stole.

Fans of Brewer’s work as well as those cineastes who recall the golden age of indie films in the late ‘90s will appreciate the ambitious aesthetic of this down-and-dirty, low-budget, black-and-white drama. In fact, it’s the potential showcased in “The Poor and Hungry” that won over John Singleton and producer Stephanie Allain to back Brewer in making “Hustle & Flow.”

Often that’s where the story of the little-seen debut feature ends. But recently Brewer found an opportunity to remaster “The Poor and Hungry” and now wants his fan base to experience the film that most outside of Memphis have never seen. He’s releasing the film on his own through ThePoorAndHungry.com, you have the option of buying the film on Blu-ray/DVD (in different packages that include signed posters, T-shirts and more) or just sign up to get a free download of the film emailed to you.

Brewer is the latest established filmmaker who is ditching the middle man and building his own store to release content to his fans. Louis C.K. made headlines after earning over $1 million selling his stand-up special on his website, Kevin Smith has been doing it for years with everything from selling live recordings of his podcasts to distributing his film “Red State,” and most recently Shane Carruth had an impressive DIY release of “Upstream Color.” With all of his other films locked under the watchful eye of Paramount, Brewer hopes “The Poor and Hungry” will be the first of many low-budget projects he can make and release on his own.

This epiphany comes while Brewer is at a crossroads in his career. Following the acclaim for “Hustle & Flow,” his follow-up, “Black Snake Moan,” polarized audiences and critics alike. That, mixed with the dismantle of the mini-majors, left Brewer trying to develop projects that were now unmake-able within the current studio system, leading to his feature directing work becoming stagnant for years until he signed on to direct the remake of “Footloose” in 2011 (a year later he executive produced the “Katy Perry: Part of Me” documentary).

Film.com chatted with Brewer last week on how diving back into his first film has made him rethink his career going forward and how his beloved Memphis has always been there for him, regardless of his box office numbers.

FILM.COM: What was going on in your life when you decided to make “The Poor and Hungry”?

CRAIG BREWER: I was working at Book Star, which predates Barnes & Noble, so I shelved books. I would get a thirty percent discount on books or magazines and that was essentially my film school. I didn’t go to college or anything but when Robert Rodriguez’s book came out, Rebel Without A Crew, I got it immediately; Sidney Lumet also had a book on making movies. And that was the time when the Internet was starting to take off, so I would stream interviews, like on Bennett Miller on his movie “The Cruise.” It was a time where I wouldn’t say it was the start of independent cinema, by far, but there was a new kind of independent cinema that was happening where people were trying to do it all themselves without a lot of money.

I had tried to make a movie on Super 16mm and it really was a big bomb. I didn’t develop it until a few years ago. I spent $30,000 on credit cards and read all these books about how to make an independent film and it was one of those things where I needed to do a movie again. I wanted to start over. I knew everything I wasn’t supposed to do and I needed to quickly get back into it or I needed to give up completely and just shelve books and be happy with that. So I wrote “The Poor and Hungry” at this bar in town called The P&H Café, which stands for “Poor & Hungry.” I was still working at Book Star, my wife at the time was a seamstress for a lot of strippers, so there was this club in town called Platinum Plus, a notorious Memphis strip club, and while I was writing this movie about car thieves in Memphis I was also in this world of strip club owners and dancers and hustlers—so I was very inspired at this time, but also very broke. I wrote the script and my Dad read it and he really loved it. He told me that I should figure out a way to make it.

And your father was the one who suggested you go out and buy camcorders and make the movie that way, right?

He was in shipping and he went to an expo in San Francisco where they were showing non-linear editing, and I’ll never forget what he said, he described it as word processing with images and sound. He said, “You just need to concentrate on the edit and really just go out and make a movie with you and a few other people, make it really intimate and the editorial, that’s all going to be under your control.” He said, “Just grab one of these [camcorder] cameras.” And I’ll never forget how he phrased it, he said, “You’ve written a movie about a bunch of people who have no money so go forward and make a movie and make it look like you don’t have any money because you don’t and it’s going to work.” And then he passed away. It was the last conversation I had with him.

Wow.

My mother came to me with $20,000 of inheritance and I think she really knew I needed this. I was so depressed after that first movie fell apart. I remember, Jodi, my wife, we didn’t have a lot of money and definitely didn’t have anything that resembled a savings, but here’s this chunk of $20,000 and I was wondering if I need to be responsible with it. So I asked my mom what should I do with this, should I bank it? And she was like, “No, I think you need to make that movie your father was taking about.” So as much as it’s cool looking back because it kind of worked out, it was a little scary to every day go with that hanging over my head that this is the movie that you’re basically making for your dead father. I think it helped because it just raised the stakes.

What stands out for me is the film’s editing, which I’ve always enjoyed in your films. Did you basically learn to cut on the fly?

Yeah. I would look at a scene that would take me two days to put together and I’d love it but then I’d see it with all the other scenes and I’d just say, God, I need to cut this in half. When it comes to my career, because I had to edit every frame of that movie, when I’m with editors I understand the process and I’m sympathetic to the process and then it’s time to go in and start loping off limbs of your child and realizing you’re serving a more precious thing, which is the audience. You just want them to have a clear idea of how they’re supposed to be feeling, so the editorial process was really the thing that when I look back at movies I’ve made I say thank God I had to do “The Poor and Hungry.”

Is it true Djay in “Hustle & Flow” is based on you making “Poor and Hungry”?

"Hustle & Flow" is very much about me doing “Poor and Hungry.” One of the similarities was we had those window unit air conditioners and it had this old school power cable that went into the wall so when I would edit and turn on the air conditioning the power would go out. I would have to get the room really, really cold, turn off the A/C and then work on the computer. So in “Hustle” that’s where Nola turning off the fan before they’d record came from.

And if you watch “Hustle & Flow” again there’s this moment where Djay goes to “The King of Clubs” strip club, which is where the movie takes place in “The Poor and Hungry.” The first time I went in that strip club to see if I could film [“The Poor and Hungry”] there it was raining and water was coming through the ceiling, so they just put buckets on the stage and the dancers would just move around them when they performed. So, with “Hustle & Flow,” I told my effects department to rig up water to come down from the ceiling. Then you follow Djay to the dressing room where Lexus is getting dressed and Harper is selling clothes. That was for people who saw “The Poor and Hungry” and see that both worlds connect.

Once “Hustle & Flow” got big people started hearing about “The Poor and Hungry,” but no one could get their hands on it. What happened?

It won a prize at The Hollywood Film Festival [in 2000]. From that win I got a lawyer and eventually an agent because it got a small mention in The Hollywood Reporter. At that time I had “Hustle” cracking around my head. I then went to the Austin Film Festival, St Louis, Nashville, and then the IFC Channel had this thing called “Digital Theater” and so my movie got to play a few times on television.

I remember sitting in Memphis at a friend’s house and, you know, the joint is being passed around and he’s like [in a stoner voice] “Dude, your movie right now is being beamed into space.” And I have to say, it was quite a concept. [Laughs]

What was the film scene like in Memphis when you made “The Poor and Hungry”?

There were only really a handful of people who were making movies at this level. There was one person who is a good friend of mine and is a huge influence on me, we call him the Godfather of Memphis Cinema, his name is Mike McCarthy.  He was making movies by hook or crook, incredible movies, I mean it’s a miracle that they are around. “Teenage Tupelo,” “The Sore Losers,” and he did this movie that my wife is in called “Superstarlet A.D.,” which takes place in a post-apocalyptic Memphis where the blonds and the brunettes have divided into beauty cults, and they’re in a civil war against each other. Walking around in beehive hairdos and M16s. So I would watch his films and was blown away. He didn’t care if he didn’t have any money, he would still figure out to get a girl topless in it or get local Memphis punk music in it. I was inspired by him and got with him before I started making “The Poor and Hungry.” We made this movie, “Elvis Meets The Beatles”. I don’t even know if we can legally put it out. I was the cameraman and Mike McCarthy schooled me on how to do guerilla filmmaking.

But honestly, nothing taught me more than Robert Rodriguez’s book. The descriptions of how he made “El Mariachi” with Mike McCarthy’s style of embrace the chaos is what I used to make “The Poor and Hungry.”

So you were never able to get a home video deal for the film?

No. The only place you could get it was at this local video store here called Black Lodge Video and it’s a real unique place here in Memphis. Then in 2000 the local theater chain, Malco, they came to me and did something they never did which was give me a one week run and that was four shows a day Friday through Thursday. They treated me like a studio, I got half the house on the first week and then it diminished down but it ran for 8 weeks, everyone in Memphis went to see it. Blockbuster came and they wanted to put it out in all their video stores because they had people coming up asking for the movie. But I said, “No, I’m only having it at Black Lodge Video.” And Blockbuster isn’t around any more but Black Lodge is. [Laughs]

So I ran off like 20 VHS tapes and put them in Black Lodge. Once word got out people would go to Black Lodge asking for “The Poor and Hungry” and they all got stolen. It became this legend after it really became unavailable.

At that point did you get focused on “Hustle & Flow” and figured that was the fate of “The Poor and Hungry”?

I thought there was nothing I could do with it. I knew there would never be a theatrical release or distribute a DVD of it so I was thankful to get what I got. I got a run at a theater in Memphis and it played on TV, so essentially I made my money back and also I got a couple of screenwriting jobs off it.

When did you decide to put out “The Poor and Hungry” on Blu-ray/DVD yourself?

First what happened was I got “Footloose.” And now that I had some money it allowed me to take care of some things that I care about. One of the things that was lingering over my head was I wanted to do right by “The Poor and Hungry.” So my assistant, Erin Hagee, she’s one of the producers on “The Poor and Hungry,” she’s also my sister-in-law, she was getting married and having a baby so she couldn’t come and do “Footloose” with me. So I told her she was going to be in charge of remastering “Poor and Hungry.” She got together with another filmmaker friend of mine, Morgan Jon Fox, and he uploaded all my Hi8 and Digital 8 tapes, put it into Final Cut, and we separated the audio, cleaned it up. Then I produced the Katy Perry documentary and we had just gotten this VHS tape that someone dug out of their closet of Katy singing in church. I’m at FotoKem in Burbank and they’ve done digital intermediates on all my movies. I couldn’t believe how good this tape looked and they told me they have this new equipment that really makes old tape look good. And I was like, I have a whole movie that I made on Hi8. And they were like bring it over we’ll do it for free.

So at first I thought I could put “Poor and Hungry” out digitally on iTunes and Netflix. But the problem is you have to get with a distributor that will do that and because my movie was not shot in high def it didn’t meet the standards. I have to tell you it kind of bothered me. My movies on Netflix, I learned they’re in heavy rotation. So I felt like I went back to being a nobody filmmaker. [Laughs] What do you do? The last movie I had was global, now I’m just trying to get this on some digital format. So that’s when I got inspired by Kevin Smith and I was like “Poor and Hungry” should be the first film in my store and I just go more directly to fans and give them a cool experience. I’ve never been able to do that on “Hustle & Flow” or “Black Snake Moan.”

Your career has had such a wild trajectory, where’s your head at right now about the business?

It’s weird, I recently read that book Sleepless in Hollywood, and it brought me back to how things were when I came out with “Hustle & Flow” and since then how its radically changed. I mean after “Black Snake Moan” I tried to make a movie called “Maggie Lynn” , and I wanted to make a Charley Pride movie and another movie called “Mother Trucker”, but the problem is the studios—and one studio wanted to do “Mother Trucker” and the other wanted to do “Maggie Lynn”—they start running the numbers on the global marketplace as opposed to the domestic and the numbers started to shift. I remember thinking that it was me, these films weren’t getting made because of me, and then I realized, oh no, wait a minute, this is bigger. That’s why I look back on “Black Snake Moan” and I’m so thankful, I can’t believe a studio let me do that movie.

A studio wouldn’t make that movie now.

You can’t make that film now. So I shake my head when I look back at it now. “How did I sneak in right before the gate closed?” So I went and did a remake, I went from the movie no studio would do, which is “Black Snake Moan,” to the movie that everyone is doing in Hollywood. I have my reasons for doing it, and I still think I made a movie that is me, because [the original] “Footloose” is a very important movie to me. But where my head is right now is what do I need to do for my soul right now? At the same time I do like making movies that a lot of people can see and I don’t necessarily want to give up trying to make studio movies. But what going through this process with “Poor and Hungry” has done for me is really question if I can figure out a way if yearly I can do two kinds of movies. I’m wondering if I can actually continue to make movies of a certain budget range for Hollywood and still maybe make $20,000 movies like “Poor and Hungry.” I got DSLRs and I just got the Blackmagic, so I stay up on the technology. I want to figure out a way where I can make a movie again where it’s just me holding the camera, me setting the clamp lights and one other person doing sound and maybe do something very intimate again. But try not to necessarily have it be this thing that has to have this burden of box office hanging over it. Not having to sell it at Sundance and think if I don’t it’s a failure.

I’m one of those guys that says, “For God sakes just day and date everything!” I know a film like “Gravity” you have to have that big run in theaters and that those windows are getting shorter, but I have to be honest, just bring it all. [Laughs] I wish there was a way that if something is new out there people should have access to it and artists don’t having to necessarily be in a distribution block. But dealing with “Poor and Hungry” I’ve realized this film, the first one I ever made, is now the first movie that I completely own and have a little store for it. I’m really going to be embarrassed if that’s the only thing that’s there. [Laughs] If I make another movie for a studio it can’t be there so I have to make another movie or some sort of art that can be there in addition to “Poor and Hungry."

So what are you up to now? 

The hardest thing to do in the Hollywood system I think is to figure yourself out as a thinking, feeling cat. What movie do I want to do right now? What am I feeling right now? Sometimes you can’t just do that on your own in that environment. There are just too many factors that are coming forth saying, “Well, you probably should do this.”

Like the “Tarzan” project you were pegged to for a while?

I wrote “Tarzan” and Adam Cozad came on and we worked on a script. I was off “Tarzan” as a director but I think they’re still using my script. I heard the film was off but I hope it’s back on because I think we did a really good job with it and it’s going to surprise a lot of people when they see the story. Right now I’m writing a project for Paramount called “Gangster Princess of Beverly Hills.” It’s based on a Rolling Stone article about this Korean heiress, she got caught with about 500 pounds of marijuana on her jet and you come to find out that she’s tied up with this Mexican cartel. It’s all true.

Will you direct it?

That’s the plan. And then there’s a movie that I’ve outlined and working on, I can’t say the title, but I’ve gotten with this street artist and I really have been inspired by him and his work and we’re working together on a movie that is inspired by his work. And I’m executive producing a documentary called “The Invaders,” which is about the black militant group here in Memphis that existed in the ‘60s when the sanitation strike happened and Martin Luther King, Jr. came into town; this leads into King’s assassination. I’m out trying to get more money for it.

You said once in a piece for Grantland that Memphis is the one place where you “can feel safe to feel creative.” Speak on how much Memphis means to your work.

It means everything to me. The city’s attitude here isn’t “Let’s make it big.” The attitude is “Well, let’s hope this is good.” [Laughs] You jam and you don’t think too much about it. That’s a different rhythm than I get when I go out to Hollywood. Going out there is like working at a Barnes & Noble, you’re on the sales floor. I feel like I’m a different person. But Memphis is like being in the brake room and you can be yourself.

I always make sure I’m here in town when my movies open because it’s stressful. I know in Hollywood they’re looking at numbers coming in and projecting and then it’s people wondering, “Do we want Craig to be part of this movie now that this movie did these numbers?” You never know how these things happen but it has very little to do with if you liked the movie. In Memphis I don’t feel that. People say, “Hey man, I saw your movie, it was cool. What are you working on now?” And it’s like, oh yeah, that’s what audiences are like.

It’s wild because I was running around on these streets with a video camera making “Poor and Hungry” and now people who saw that have kids and they went to go to the Katy Perry movie that I produced. It’s a strange thing. On a local level there’s this presence of celebrity but it’s very warm. It feels like home when I’m talking to strangers here. When filmmakers say to me they have to go out to Los Angeles I say I understand what you mean but you have this great opportunity where you can make your movies here and regardless how it’s perceived people are still going to come to the premiere and drink beer with you and girls are going to get dressed up in kinda tight outfits. You can have a rock-and-roll-type of premiere and be a fucking God for a weekend and if it loses a bunch of money no one is going to punish you and never give you a job again. That’s what I try to tell filmmakers.