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People frequently come to the veteran husband-and-wife documentary-making team of D.A. Pennebaker and Chris Hegedus with ideas for films, the latter reports. “Most of the time, it’s because they know about something,” she says. “They’ve seen The War Room, and they think [that the story they’ve discovered] is just

like it. And usually, it isn’t like that at all.”

Everything clicked, however, when Jehane Noujaim approached Hegedus and Pennebaker with an idea for a film about an Internet company being founded by her roommate, Kaleil Isaza Tuzman. First, Noujaim had already begun filming Tuzman and his partner, Tom Herman, in their efforts to raise money for a company that would put citizen-government transactions online. Second, Hegedus herself had been working on a documentary about Internet start-ups.

“We really had the same idea,” says Noujaim, in Washington with Hegedus for the Filmfest DC screening of Startup.com. An acquaintance knew Hegedus and Pennebaker and suggested that Noujaim contact them. “I’d gone to MTV and a few places for funding, and nothing had worked out,” Noujaim continues. “I was like, ‘These guys have to know how to do this. They’ve got to be able to raise money.’ So I talked to Chris, and she was just as obsessed about doing this idea as I was. She soon told me that we probably wouldn’t get any money and we would have to fund it out of pocket, but we hit it off right away.”

“It was really fate for me,” Hegedus says. “The whole thing seemed perfect. I felt that what she could bring in terms of access, with Kaleil being her roommate, was wonderful.” The relationship between Tuzman and Herman reminded her of the “buddy adventure” of James Carville and George Stephanopoulos in The War Room, the Pennebaker-Hegedus documentary about Bill Clinton’s 1992 campaign for the presidency.

The older, and apparently crustier, Pennebaker wasn’t so sure. “When we first met, Penny was so blunt,” Noujaim recalls. “He said to me, ‘I wonder if we’d made The War Room with James Carville’s roommate, if it would have been such a good film.’ And I was like, ‘It would have a been a better film.’” Pennebaker ended up becoming the documentary’s producer.

Both directors scrapped other plans to make Startup.com. Hegedus had been investigating the Internet phenomenon from the venture-capital side, and Noujaim had been set to leave for Egypt to make a film about the country’s religious conflicts. “I had saved money for like three years to go [to Egypt],” she says. “I was going to take a plane two weeks later, basically.”

Tuzman urged her to stay and film his venture instead. She was impressed by his ability to enlist many of his friends to either work for or finance the proposed company, which was eventually named govWorks.com. “This company was going to change the way government worked,” Noujaim says. “I just started thinking, This is really what’s going on right now, and Egypt will be there for me in the future. Egypt’s moving at a lot slower pace. I could still make the documentary that I wanted two years [from now], whereas I couldn’t make the dot-com story anymore.”

Ironically, Hegedus had been filming Internet entrepreneurs’ pitches to a New York venture-capital company that Tuzman had approached, but Hegedus had skipped Tuzman’s meeting with the firm. “We thought, We’ll have this side and then we’ll get Kaleil and we’ll get that side, she says. “But, unfortunately, the company turned down Kaleil. So, in the end, we decided to forget the VCs and go with Kaleil. Because that was really the heart of it. The ones that are taking the risk. That’s what you look for in a story, finding somebody who’s going to risk a lot.”

Using small digital-video cameras, the filmmakers followed Tuzman, Herman, and their cohorts for about a year and a half—roughly three times as long as they had expected. “The market was booming, and everybody was going to become a millionaire,” Hegedus notes. “That was our projected story line.”

“We thought: six months, IPO, they’d all be millionaires and funding our next film,” adds Noujaim with a laugh.

The IPO never came, however, and the story became the unraveling of the venture—and of the friendship between Tuzman and Herman. “Pretty early on, the most interesting part of the story was Tom and Kaleil’s relationship,” Noujaim says. “So when, after six months, they didn’t reach their IPO, the next story we thought we’d follow was, What’s happening to their relationship? They’re opposite personalities, yet they were friends from high school and care about each other a great deal. In terms of the company, we thought that they would be giving up their positions to senior leadership. They’d bring in a gray-haired CEO and that would be the end of our story.”

Because Tuzman was her roommate, Noujaim faced unusual dilemmas. She decided not to yell at him about the fact that he never did the dishes, washing them herself rather than add to the tension between filmmaker and subject. She also had to deal with two of Tuzman’s girlfriends, who would call her to find out about their uncommunicative beau. (Tuzman’s switching of romantic partners has led some Startup.com viewers to judge him a cad, but Noujaim cautions, “You have to remember that it was over a year and a half, rather than an hour and a half.”)

Ultimately, govWorks.com failed, tearing Tuzman and Herman apart (although they subsequently reconciled). “If I had known the intensity of what happened when I began, I think it would have been very difficult to start making this film,” Noujaim admits. “As things get more difficult, it is harder to film. You feel like you should be giving them a hug rather than sticking a camera in their face.”

Noujaim decided not to intervene between the two friends, but she did make one concession to friendship. “When we were filming something that was very emotionally difficult, we’d say, ‘If you want to keep the tape, keep it. And we’ll just talk about using it in a month, when things aren’t as heated.’ And, in the end, they didn’t ask us not to use any of the tapes.”

Hegedus says she wasn’t worried about her co-director’s friendship with their subjects, in part “because she was just as obsessed as I was with making this movie.” Besides, Hegedus notes, when following people for months, filmmakers often end up becoming friendly with them, regardless of whether they were acquainted before the project began.

“We’ve gotten into this situation before,” she says, “where we watch them go through something that’s very painful for them, and you have to decide whether to shoot it or not. You feel kind of ruthless at times. If you follow them long enough, I think they know that you want to get the story right. It’s always a gift when somebody allows you to stand there with a camera or a tape recorder or whatever and record something painful.

“It’s their film, too,” she continues, “so you have to be able to accept that sometimes they don’t want to film something. There’s always things that you miss. Usually, things happen again. You learn that as a filmmaker. Especially from the days of shooting film, because you missed so much when you shot film. The roll was only 10 minutes long, and that one roll cost like $260 to get to the point where you could edit it. So every little bit you shot was precious, and you tended not to turn on the camera all the time.”

Pennebaker is perhaps best known for Don’t Look Back, his Bob Dylan documentary, but he’s made films about David Bowie, Depeche Mode, Suzanne Vega, and other pop musicians. Offered an analogy between rock musicians and Internet entrepreneurs, Noujaim unhesitatingly accepts it: “We completely felt that. They were the rock stars of [their] generation.”

“They had that kind of appeal,” Hegedus agrees. “Everybody was flocking to be in these start-up companies. When I grew up, everybody wanted to be in a band. And now everybody wants to be in an Internet start-up company.”

The lure of overnight riches is part of it, she concedes, but she also saw govWorks.com as a youth-culture story. “This amazing thing was happening with this generation, where they seem incredibly suited to be the pioneers of this new amazing invention. They knew how to do something. The more seasoned executives didn’t get it yet, and [the younger people] were charging ahead. That was very heady, and it had that whole kind of anti-establishment thing the ’60s had: ‘We’re going to change the world.’ It had a lot of that aspect to it, which I think is very appealing.”

For those who didn’t get rich in the Internet business, however, the appeal quickly faded. Former govWorks.com executives now tease Noujaim that she’s stuck talking about a company whose assets were sold and whose vision was essentially extinguished.

“I feel like we continued the story much more than they did,” says Hegedus. “We’re still telling the govWorks story, and they’re on doing a whole other project.” —Mark Jenkins