To love a city is to love a complex mosaic of things: the landscape, the energy, the architecture, the food, the culture, the weather, the opportunities. Most of all, though, a city is defined by the people who call it home. 

Jimmie Fails and his family called San Francisco home for generations. They loved it, nurtured it, and, for the most part, felt like they belonged. But that's all in the past tense now. They have been pushed to the outskirts, and other people have moved in. These new folks are different than Fails. He's black, they're white; he's struggling for cash, they have more than they know what to do with; he's creative and quirky, they're tech-obsessed and straight-laced. Their arrival has heralded a new reality for the City by the Bay—one that leaves no room for Fails's community, which helped make San Francisco what it is.

It's no secret that San Francisco has undergone one of the fastest-paced gentrifications in recent memory and that many long-time residents like Fails have been left behind. But it's a rare thing for a film to genuinely capture the soul of the dispossessed, and of a city that's losing its memory.

Fails tells his story in The Last Black Man in San Francisco, which he stars in and co-wrote with director, childhood friend, and fifth-generation-San Franciscan Joe Talbot. It's a love story about a man and his long-lost house—a Victorian in the Fillmore District, an area once known as the “Harlem of the West.”

Neither had ever read a screenplay or walked on to a set, but they were determined to get this film made. 

Until he was six, Fails lived there with his father, who inherited the house from Fails's grandfather. Legend has it that the elder Mr. Fails built the house with his own two hands. Jimmie feels an indelible connection to the mansion, which is full of character, complete with a witch's hat. He visits it often and stares at it longingly. Fails feels that the current residents, a middle-aged white couple, lack respect for his childhood home; he takes it upon himself to upkeep it when they're not around, sneaking in and painting the windows and fixing up the moldings with his best friend, Montgomery (Jonathan Majors). Then, an unexpected event renders the house vacant, and Fails seizes the opportunity to reclaim the love of his life.

"We were like, 'Shit, I've never been on a set before. I don't want to fuck this movie up should we get the opportunity to make it.'"

The Last Black Man in San Francisco is a story of subprime mortgages, redlining, and environmental racism. But it's not bogged down by these things—to the contrary, it soars with a distinct love for all corners of the changing city, captured with sweeping cinematography and populated with eccentric characters that lend the film a touch of surrealism.

Fails's house is shot with such romanticism and deeply-felt nostalgia that the audience indeed experiences it as home.

“You can’t hate something if you didn’t love it first,” says Jimmie to a pair of gentrifiers whom he overhears complaining about the city on the Muni. In a film drenched with authenticity, it's one of the truest moments of all.

The Last Black Man is a first for Talbot and Fails, but you'd never know it—the intentionality of the mise-en-scène seems beyond the purview of first-time filmmakers. It's a conglomeration of lived-in memories, impressions, and fantasies, which Fails and Talbot wrote "out loud" in Talbot's parents' house.

Neither had ever read a screenplay or walked on to a set, but they were determined to get this film made. They shot a concept trailer and a short, American Paradise, with the admittedly far-fetched intention of raising money for the feature. Incredibly, things worked out as planned—the short got into Sundance and attracted the attention of the Oscar-winning production company Plan B Entertainment (12 Years a SlaveMoonlight). No Film School sat down with the pair to discuss their enviable journey and what they learned along the way.

No Film School: You two grew up together. This film was built from your experiences, Jimmie. 

Jimmie Fails: We just grew up in the same neighborhood, you know, saw each other around a lot. San Francisco is such a small city that you either know everyone or if not, you know of them. We ended up meeting and bonding—having a talk through the night, that sort of thing. Then from there, we were just always talking and creating.

You know, this movie comes from us talking. That's essentially where the idea came from. Walking and talking. Talking about life. Talking about whatever. I think at the core, that's really what it was.

Joe Talbot: It wasn't formal at its beginning.

Fails: It kind of came about very organically.

Talbot: We made movies growing up, but we'd never done anything like this.

You [Emily, the interviewer] met me sort of halfway through the journey of getting this movie made. I was at SXSW with American Paradise. That short was one more effort to try to get this movie made.

We shot a concept trailer five years ago. That was when we did start more formally trying to turn these conversations and stories we had shared into a film. But we didn't know how to do that. So, that's part of where the concept trailer came from—us trying to distill the inspiration of Jimmie's real life. In the concept trailer, Jimmie skates through the city and he's telling part of his grandfather's story, and then I'm filming him hanging out in my brother Nat's car. 

"It feels surreal that we did this short, hoping that it would get into Sundance, hoping we could give our feature the platform to get made... and then it did work out that way, strangely enough."

We put it online and we started getting emails from people all over the world being, like, "Oh, these things are happening in my city too," in Paris or London or New York. That was the first time we both realized that this is larger than San Francisco. But we also got a lot of emails from the Bay and people being like, "How can we help make this happen?"

That's how I met my producer Khaliah Neal. She was from East Oakland originally and came back to the Bay to help us make this movie. We formed this film family in San Francisco, which in and of itself felt rare because I didn't know any of the filmmakers there at the time. They became the people who helped us take this idea—this germ of a thing—into, eventually, a script that we brought to Plan B.

Lbmisf_0538'The Last Black Man in San Francisco'Credit: A24

NFS: You had already shot a concept trailer, so why make the short? What did that do for you?

Talbot: We did the short, in part, because I didn't get into the [Sundance] Director's Lab. No shade on Sundance—they've been great to us. But we were like, "Shit, I've never been on a set before. I don't want to fuck this movie up should we get the opportunity to make it." So, we shot the short in part for all of us to learn together in our own Director's Lab of sorts. 

We made the short as part of this collective—we called ourselves Longshot, because that's what it felt like in terms of getting this movie made. Khaliah produced it, and Rob [Richert] and Luis [Alfonso De la Parra], who were co-producers on the feature, produced the short as well. Jimmie, of course, is in it. My production designer, Jona [Tochet], worked on it. Even our sound team, Sage [Bilderback] and Corynn [Deegan] were on the short. So, we cobbled together the crew for the short that we knew that we wanted to use on the feature. That's a hard thing to find in the Bay—people that are going to bleed for a movie like this. Thankfully, it worked out, and at Sundance [with the short] is where we met Christina Oh from Plan B.

You know, there are so many things that don't work out along the way—so many no's you get, so many moments that are demoralizing. That's part of why it's great to have this little film family. You hold each other up as you go through the toughest moments. But it also makes you just not believe when something good happens. It feels surreal that we did this short, hoping that it would get into Sundance, hoping we could give our feature the platform to get made... and then it did work out that way, strangely enough.

"Seeing yourself on the marquee... it's crazy. I used to sit outside of the [theater] and literally beg for money so could buy a movie ticket."

NFS: So, Christina Oh of Plan B saw the short and said, "I want to know about the feature." What happened next?

Talbot: We used Sundance as an opportunity for the feature. Obviously, it's great that we were there with the short, but we wanted to get the feature made. I think [Christina] knew that by the time she met with us. She knew we had been working on this thing for years.

We developed it with [Plan B] for a little bit, but it was sort of unclear whether or not they would come on to do it at the end of that development. We did it thinking, "Hey, at least we got to meet these people and see a bit of their process and work together."

I went to L.A. to meet [Plan B producers Dede Gardner and Jeremy Kleiner] on the set of Ad Astra. Jeremy said that day, "Yeah, let's make this movie. We want to do it. We want to bring it to A24. We think they'll be the right partners for this." Me and Khaliah [Neal, producer] just left that set that day and cried because it felt unbelievable.

It still feels unbelievable. Like, it'll be in the Metreon? What?!

Fails: Yeah. Seeing yourself on the marquee and being on a poster... it's weird. It's crazy. I used to sit outside of the Metreon and literally just beg for money so could buy a movie ticket. It's just surreal.

Lbmisf_16'Last Black Man in San Francisco'Credit: A24

NFS: What did you both learn on the short that you found to be essential knowledge for shooting the feature?

Fails: The different roles that people have in helping [shoot a movie].

Talbot: Oh, this is what a production designer does. Literally some of that.

Fails: Yeah. You learn some of that. The flow of things. You don't shoot movies in order. That was a big thing for me. Mostly you just learn how collaborative a movie is. How it takes everyone to make it happen.

Talbot: I think had I not done the short I would have been feigning confidence going into the feature. I would have been pretending to know things I didn't know. I think the short helped me get more comfortable with not knowing things and feeling like that was okay. Sometimes there's this urge, particularly if you're early on, to pretend that you know. Sets move really fast, and it was sort of humbling being on this short film and being like, "The PAs have more experience than me." I'd never been on a proper set. I think that I was lucky that I surrounded myself with people who were either learning with me—and so that makes you feel more comfortable—or they had experience and they were very nice and forgiving.

"The only way to make a movie in San Francisco—which is the hardest city in a country to film in, apparently—was for every single person to treat it like it was their baby."

I think seeing people be empathetic, too, gave us a sense of what we wanted to take into the feature. Making a movie, you ask a lot of people. I'd never asked anything of anyone like that before the short. I did everything myself. The concept trailer... I scored it, I edited it, I shot it. So for the first time, you're giving up some of that and thank god, because you're working with people who are way better than you are at those things. It's a strange feeling.

So part of it is learning how to be collaborative. On some level, you're just so appreciative. On the first day shooting the short, I looked around and was like, "Wow, all these people are here to work on this thing that we made." When you've done it yourself for so long, that [gratefulness] never wears off. So, the feature felt like that, but even more so, because it was 25 days and so intense. The only way to make a movie in San Francisco—which is the hardest city in the country to film in, apparently—was for every single person to treat it like it was their baby. I feel like everyone has a bigger hand in this movie than is common on movies like this. It was really, really collaborative.

Lbmisf_01810'Last Black Man in San Francisco'Credit: A24

NFS: Since so much of this is Jimmie's family story, how did the writing process evolve between the two of you?

Talbot: Well, since we hadn't ever really written a script, all of this involved learning what a script was and how scripts are written. That was foreign to us.

It started off informally as these stories that we would share. Certain stories came directly from Jimmie's life. Other stories we would dream up, being like, "Oh, wouldn't that be funny if this happened." 

Fails: It's just people sitting in a room talking—

Talbot: Writing out loud.

Fails: And Rob Richert was very essential to the writing. He was very helpful in making it an actual script because we'd never done that before. 

Talbot: So we would all talk about the stories, and then Rob and I sat down and actually wrote it out as a script. It's a process that I think we want to now take into everything we do—writing out loud as a group. I imagine it's closer to a writer's room. Emotionally, it's so much more fun. The idea of going off and writing something alone just feels really nerve-wracking and depressing. I admire people that can do that because I don't think I'd be very good at it. Thankfully, the first way we tried worked out for us.

"We wrote out loud as a group. I imagine it's closer to a writer's room. Emotionally, it's so much more fun ... the idea of going off and writing something alone just feels really nerve-wracking and depressing."

NFS: It's crazy to me that this was your first feature. Everything felt so intentional. The cinematography was sweeping and cinematic in a way that seems indicative of a very strong vision.

Fails: Adam Newport-Berry was our DP. He was a photographer before he became a DP. He works really hard. He didn't have a lot of time for prep, for locations and all that. He felt like it was his duty, because it was our first film, to give it this look that would last. So the cinematography was really on him just being open and wanting to help us and to tell the story.

Talbot: Adam had ten days of prep. I joke with him that he's a hippie in the body of a drill sergeant. Just like Jimmie said, he's extremely hard-working. He's a uniquely talented dude. For all the beauty in his work, the thing that he always comes back to when we're hashing out the shot list was "How does this support the story?" 

As beautiful as it is, our hope was the cinematography never felt excessive or just beauty for the sake of beauty—that there was something from the story it was pulling from. Like the way he photographs the house. He photographed it like that because that's the way that Jimmie feels about it. As Jimmie's relationship to it gets a little darker and more obsessive toward the end of the film, Adam shot Jimmie more through doorframes that felt claustrophobic, like the world was closing in on him.

In the beginning, Adam created this expansive world with these high ceilings and this magical light through the stained glass and literal dust in the air that he would pump into the room every day. It was pretty funny. It was like an old haunted house movie or something. But with the house, a big part of that is obviously our production designer, Jona Tochet, and, Daniel Lee, our location scout, and Luis Alfonso De la Parra, one of my co-producers, who looked for those locations. The only way that Adam, even with his brilliance, could pull that off with ten days, was having this unit of people that had been working on it for a while. So it was collaborative.

Lbmisf_45'The Last Black Man in San Francisco'Credit: A24

Talbot: Also, he loved photographing Jimmie. So much. 

Fails: He would just be like, "Hey Jimmie!" [with the camera] and I'm like, "All right." He has taken some of my favorite photos of me. I don't necessarily like photos of myself that much, but I like them when Adam takes them.

"The movies that I love create this atmosphere. The only way to do that is to get every detail so right that it feels like you're escaping into something."

NFS: It did feel like the cinematography was illuminating the story. If the images feel dreamy and sweeping and almost orchestral, that's because we know Jimmie feels that way about his life. 

Talbot: There's this movement towards restraint in filmmaking now. I think it's because filmmaking has to be more economical, both in terms of budget and timeline.

I just saw All That Jazz, and the editor was there afterward. He said they shot it in 130 days or something. We had 25 days on this, and some people have less than us, obviously. So, there is this movement to figure out, "What's the very least you need to tell a story?" Well, the movies I love are the opposite of that. A Ken Russell movie is everything. It's so much choreography, and music, and lush cinematography, and performance... it's sensory overload. It's all the things that make movies great.

So, in our smaller way, we recognized that we didn't have as much time as they had to make those movies that I love from the '60s and '70s. But we spent a great deal of time with our collective of people at Longshot, scouting locations for over a year, pulling people in off the street, trying to pack [the film] full of all these experiences. The movies that I love create this atmosphere. The only way to do that is to get every detail so right that it feels like you're escaping into something.

But, of course, none of that would work if the performances at the core aren't there. So, it was all about trying to surround Jimmie with the things that can support him.

NFS: Jimmie, how did you reconcile the parts of you that were you and the parts of you that were performing? This is your story, after all, and you aren't a trained actor.

Fails: Everything was emotionally real for me. The story was very personal. Sometimes, it didn't even feel like I was necessarily performing. It just all felt real.

Going forward in my career, that's all I want to do—even if it is something fictionalized and it's a character and whatever, you just want to make everything feel real in front of the camera.