Kimberly Peirce needs a drink of water. After talking nearly nonstop for 30 minutes about her first feature, Boys Don’t Cry, she’s a little parched. She looks around the Jefferson Hotel lounge for a waiter but doesn’t see one. So she keeps discussing her movie, which is based on the case of 20-year-old Teena Brandon, a Nebraska woman who successfully passed as a man but was ultimately raped and murdered by two guys who discovered his—that’s the pronoun Brandon’s chroniclers generally prefer—secret.

After another 10 minutes, the 32-year-old director announces, “I’m going to cough.” She does, quickly, but then continues to talk about the film, a project that consumed her for five-and-a-half years, beginning when she was in her first year of Columbia University film school.

Finally, Peirce scoots to the bar for a glass of grapefruit juice. She brings it back, raises it to her lips, but doesn’t drink. She’s back on the subject of Brandon Teena—as her subject has become known in death—and can’t find time to take a sip. The interview is almost over before Peirce, with some urging, finally takes a swallow.

Peirce’s intensity reflects her dedication to her film and her fascination with Brandon’s remarkable, if lamentably brief, life. “The idea of anybody transforming their identity into their fantasy identity is great,” she says. “That’s the American dream.”

Before encountering the story of Brandon’s 1993 death, Peirce had been writing a script about a woman who posed as a man during the Civil War. “I didn’t need to pass as a man. I live in a different age,” says the Pennsylvania native, an out lesbian. “But I felt this kinship. They were doing back then what I was doing now. I was a tomboy—I did all the things that the boys did. Then I was told, ‘You have to start acting like a girl,’ and I was just, ‘Oh my God.’ Act like a girl: What the hell does that mean?”

Brandon apparently had similar questions, but answered them in a different way. “What he did is something you think that people would have done in the ’50s, not the ’90s,” Peirce notes. “Yet the terms of his world made it seem very ’50s-like. He was the equivalent of these women, yet strangely enough he was doing it at a time when I was alive, when I didn’t find any reason to do it.

“Brandon didn’t want to be a lesbian,” Peirce thinks. “He didn’t want to go to New York and become queer. Because his mom had put him in an institution and lesbianism was bad. So he had this beautiful childlike quality: ‘OK, I don’t want to be gay. I want to be straight. I like women; I kind of look like a man. So I’ll just invent myself into a guy and everything will be perfect.’”

Peirce, co-producer Christine Vachon, and the film’s casting agents spent three years looking for an actress who could do what Brandon had done. “I interviewed pretty much every butch lesbian, transgender, and transsexual who was interested in the role,” the director remembers. “They were wonderful, but they couldn’t pass on screen. The agencies wouldn’t send actors out for the role in ’96 because there was a stigma. Then, in ’98, I got flooded with girls who wanted to play Brandon. None of them could pass as boys.”

In L.A., a casting agent found Hilary Swank, a recently married actress whose most tomboyish previous credit was playing the protagonist in The Next Karate Kid. Swank went to New York, and Peirce took her to get an $8 man’s haircut. “She looked like Matt Damon, or Leonardo [DiCaprio]. Blond hair, beautiful boy. And I thought, ‘This kid’s gonna get killed in Nebraska.’ She looked like a fag. So we went and dyed the hair. At the end of the line, she looked perfect. I just stared at her. And she said, ‘You didn’t think I could do it, did you?’ And I said, ‘No.’”

Peirce showed Swank all the available information on Brandon, and when the actress returned to California Peirce insisted that she continue to practice passing as a man: “‘You’ve got to go the skating rink, to the grocery store, to the laundromat, totally as a boy. And if you fuck up, you have to go back home, look in the mirror, and do it again.’ Like Teena becoming Brandon, she had to see herself through other people’s eyes and transform herself into a fantasy of a boy that she could survive as in public.”

By the time Swank arrived, Peirce had already read 10,000 pages of transcripts, interviewed people close to the case, and attended the trial at which Brandon’s killers were found guilty. “I tend to be real anthropological about everything I do,” she explains. “I felt I had insight into Brandon. I felt I could bring him to life. The only way to do that was to know everything about him: his desire, where he lived, his class, his circumstance, the people he got involved with. You want to take things from your own life, but you want to be guided by truth.”

In Nebraska, the director sought the truth from kids who hung out at the local convenience store. “I had short brown hair. I was 26 years old. I was in graduate school. All I had was my video camera,” says Peirce, sporting shoulder-length black hair that would be conventional if not for two streaks of blue. “They invited me to chase bats and get high. Told me about their video collections and showed me their scars.”

Peirce also interviewed Brandon’s girlfriend, Lana. “She didn’t have the need to categorize him as a male or female. She had found a way to transcend that. I asked when she knew that Brandon was a girl, and she said, ‘Oh, I knew the day that I met him.’ I was like, ‘Oh my God! There’s no script.’ But then she said she didn’t know he was a girl until he was in jail. And then she said she didn’t know until the stripping scene. When Lana knew that Brandon was a girl was forever changing—and will forever ever change. Because I don’t think that’s how she looks at it. She loves Brandon. And Brandon’s identity is complicated.”

After all this research, Peirce remembers, “I wanted to tell everything. And I did. The scripts were endless, and they didn’t have this organic unity to them. It’s always about focus. You want to keep focusing your drama. If I could pull out another 10 frames now, I would.” The self-editing process, she notes, continued as she shot the film—sometimes forced by time and location constraints.

As she condensed, Peirce discarded some characters, notably an African-American man who was killed with Brandon. “People have said to me, ‘You’re so concerned about hate crimes, and you want to show the mechanics of hatred against difference, how could you take away the African-American person?’ That’s the nuttiest thing I ever heard. I think that all hate crimes are terrible. I think the fact that that guy was killed is just as bad as Brandon’s being killed. But I had to tell one story. There was no way dramatically. He dated the sister. The sister wasn’t in the story, so where do you pop him in? You can’t just pop in and then kill him. That’s worse.

“Drama is a very challenging discipline,” she continues. “And it really is a discipline. Those choices were made because I felt an obligation to the whole, not because I was arbitrary or saying that gay people dying is more important than African-American people dying. What a storyteller can do is bring characters to life. Which I think is one important way of combating hatred. If you can make the character understandable, then audiences will have a harder time hating somebody who reflects that character in the world.”

Peirce wanted—and ultimately made—a film that balances docudrama and classical tragedy. “The script has a wonderful structure,” she says. “Girl passes as boy, leaves one town, goes to another, befriends a guy, falls in love, identity unravels, gets stripped, raped, and killed. It’s great. But it was potentially a melodrama. I potentially had a terrible, sensational story, if I didn’t fill in the underlying emotional truth that got you from one event to the other.”

The director cites Romeo and Juliet and Oedipus as examples of the sort of mythic tale she wanted to tell. But after she’s asked about the two years she lived in Japan after dropping out of the University of Chicago at 18, Peirce also mentions the effect of Japan’s landscapes—”a gigantic influence on how I frame stuff”—and the work of Japanese master directors Akira Kurosawa and Kenji Mizoguchi, especially the latter’s Ugetsu.

When she started editing the movie, however, Peirce assembled a temporary score that included not European or Asian classical music but several songs by Fugazi. Later, she hired Shudder to Think’s Nathan Larson to replace the songs whose rights were not for sale (including Fugazi’s) with his originals. Larson had worked on Velvet Goldmine, directed by Peirce’s friend Todd Haynes, but she was attracted as much by his Dischord pedigree as by Haynes’ recommendation.

“I needed a rocker who understood music rather than a composer who was interested in rocking out. That wasn’t going to work,” she says. “We just had the most amazing time. He’s wonderful.”

When Peirce insisted on adding punky guitar to a docudrama conceived in classical terms and influenced by Japanese aesthetics, it was not just because she loves the Dischord sound. “Brandon was the perfect punk symbol to me,” she says. “That’s what I love about punk. You don’t know how to play? Pick up a thing and play. That’s what Brandon did. Well, I want to be a boy? Put a sock in my pants. Total self-invention on the fly.” —Mark Jenkins