** (Worth seeing)

Directed and written by Anthony Gayton

With R.E.M., the B-52’s, Dreams So Real, and Love Tractor.

Athens, Georgia — 60 miles from Atlanta — is home to 45,000 people, the University of Georgia, and one of the most critically acclaimed rock ‘n’ roll scenes of recent years. The B-52’s and R.E.M. are the two most commercially successful Athens bands, though aficionados will also point out acts like Pylon, Love Tractor, the Kilkenny Cats, etc — an impressive output of noteworthy rock. But Athens is noted not only for the number and excellence of its bands but also for a certain playful inventiveness they share — a quality that marks 80s independent rock at its most relaxed and approachable. Although many listeners — northerners — think Athens bands are wimpy (the film I’m about to discuss may or may not help dispel that notion), the impact of the Athens scene on current independent rock music is undeniable.

Anthony Gayton’s Athens, Ga. — Inside/Out contains plenty of live performance footage, but Gayton repeatedly draws our attention away from the stage to show us the people of Athens living quiet and sometimes odd lives against the dark greens and loam browns of the lush Georgia landscape. Gayton evokes a strong sense of climate and of place, and suggests that something about this hothouse environment leads people to open themselves up to the freedom that comes from messing around with the big beat. It could be argued that the film’s vision of Athens as an island of gentle southern whimsy floating in a sea of kudzu is pedestrian, even cliched, but the musicians and other notable locals it introduces us to — such as artist/mystic Howard Finster and the loquacious Walter of Walter’s Barbecue — manage to ward off sentimentality.

The young musicians who’ve made the place famous try to explain Athens — and fail, which isn’t surprising. Musicians (even smart ones) are notoriously inarticulate, probably because the business of discharging their deepest impulses through a “language” beyond verbiage leaves them mistrustful of mere words. Rock ‘n’ roll musicians are probably worse in this regard than other sorts — they are young and naively confident in their own emotions (buzzwords like “passion” and “honesty” are thrown around a lot here). That’s why most rock ‘n’ roll interviews are boring and unrevealing. In this film, faced with the task of explaining the mysterious ways in which a particular locale can lead to creative expression, the members of Love Tractor, the Bar-B-Q Killers and other bands shrug collectively and say things that could be said of almost any American college town: “I dunno, this place has everything I want, I have friends here, there’s places where you can play and people come to hear you, there’s lots of fast-food joints where you can get a quick day job if you need one.”

Although Gayton drops in a few fragmentary ideas — mostly the earnest ramblings of a bearded, bespectacled, beer-brandishing narrator identified only as “Ort” — the most coherent attempt to explain Athens in words comes near the opening of the film, from artist Jim Herbert (professor of art at the University of Georgia and the director of photography for this film). Herbert shows off the vast, riotous abstract-expressionist canvases that adorn his studio and describes the town as an incredibly Zen place where artists are concerned with the “dignity of making” — with process as its own reward — rather than with how they’re going to go over in New York. His insight isn’t earthshaking, but it points up the important distinction between musicians who play music in order to play and those for whom music is a means to other ends: notoriety, “respect,” hipness, sex, money.

The film’s most convincing examples of artless artists are not rock musicians but two “outsider” folk artists, Howard Finster and John D. Ruth. Finster, who has become known to the rock audience through his album-cover paintings (R.E.M.’s Reckoning, Talking Heads’ Little Creatures), takes us out to his yard, where the trees are elaborately festooned with all manner of miscellaneous objects, and recollects the days when his neighbors thought he was insane. Before we actually get to watch Finster at work on a painting, he relates how the Lord called him in a vision and told him to paint, and engages in a banjo duet (“When the Saints Go Marching In”) with the guitarist of the Flat Duo Jets. Likewise, Ruth explains his ministry, sings spirituals with his wife, and shows us his yard full of animal sculptures and a fantastic spinning hand-painted globe. Finster and Ruth are treated with obvious respect by the local rock musicians; that they and the musicians vibrate on a common wavelength says a little about how the Athens scene is different from any other.

Then, of course, there is the music: we get live performances from eight Athens bands, along with footage of the early B-52’s (who have since moved to New York) and Pylon (who have since disbanded). The worst of it is bad indeed. R.E.M.’s acoustic performance of “Swan Swan H” in an empty chapel becomes an embarrassing display of rock-video “sincerity,” with Michael Stipe wearing a beret and doing his usual eccentric-artist routine (although musically it’s really pretty, and guitarist Peter Buck elsewhere redeems the band’s image by giving us a tour of his Elvis Bathroom). The Dreams So Real segment is oh-so-serious, three minutes of soporific tedium. On the other hand, we get energetic, if not quite groundbreaking, music from the Kilkenny Cats and the Bar-B-Q Killers, and some inspired lunacy from Time Toy. Love Tractor — on vinyl one of the wimpiest of Athens bands — turns in a surprisingly gutsy live version of the instrumental “Pretty,” and an amiably slapdash performance of Marvin Gaye’s “Got to Give It Up” (sung by Mark Cline in a preposterous falsetto). Especially inspiring are the Squalls, who all look to be in their late 30s or early 40s but don’t let that get in the way of their producing some of the freshest, most vital rock ‘n’ roll in this movie. The biggest surprise, though, is a group called the Flat Duo Jets, a crazed drummer and guitarist who (in interview) sing the praises of Eddie Cochran and cheap Sears guitars, and then (in performance) throw out some of the wildest, funniest, trashiest rockabilly this side of Tav Falco’s Panther Burns.

The film closes with a fond remembrance of Pylon, an Athens band that got a lot of critical acclaim before breaking up in 1983. They never made it to the big time, or even to a major label. A bit of jerky Super-8 footage, rolled to a recording of “Stop It ” (from the 1980 LP Gyrate), gives an idea of what Pylon was like in its exciting prime. Then the band’s guitarist tells the story of how Pylon got hooked up with a New York agent who secured them a tour gig opening for U2 across the United States. Incredibly, the band passed on the offer, playing only a couple of the dates, and the guitarist’s explanation doesn’t make any sense (“It just didn’t seem like our crowd,” he says). Next, Vanessa Briscoe, who’s apparently put on a lot of weight since her days as Pylon’s lead vocalist, makes even less sense talking about how she and the band “were gonna do it as long as it was fun” and then, shortly after the release of their LP Gyrate, decided to “quit while we were still having fun.” Now, says Briscoe, she works in a copy shop. “I don’t have any plans,” she says in a spaced-out monotone. “I never planned to be in a band. I never plan anything.” Here, in short, is the down side of Athens’s much vaunted Zen charm. It may be honorable, even inspiring, to play your music without caring whether you and your band ever get anywhere — but if you don’t care, you and your band may never get anywhere.