The Wanderers: Michelle Williams finds a safe haven with outsider director Kelly Reichardt on Wendy and Lucy

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The Wanderers: Michelle Williams finds a safe haven with outsider director Kelly Reichardt on Wendy and Lucy

Not long after her lovely 2006 film, Old Joy, received the terrific reviews and lousy box office that habitually reward talented makers of very low-budget movies, Kelly Reichardt had lunch with her old friend Todd Haynes. Reichardt had just seen Brokeback Mountain and raved about the performances of Heath Ledger and Michelle Williams, then an engaged couple. Haynes, who had cast Williams in I'm Not There and had just read the script for Reichardt's projected new movie about a homeless woman driving north to Alaska to work in the canneries, tossed out the actress's name for the lead.

"And I said, 'Oh, of course, I loved her,'" says Reichardt, a slight, intense Floridian in her 40s who now lives in New York. "But I'm just so afraid of the movie business. Todd and I have this constant conversation about whether my small way of filmmaking is really easier or really harder." With Reichardt's permission, Haynes gave Williams the script, and with a little more arm-twisting from Reichardt's producer Phil Morrison and casting director Laura Rosenthal, both friends of the actress who hang out at the same Brooklyn coffee shop as she does, she said yes. "We certainly had her cornered," Reichardt says with pride.

And that's how a movie star who regularly pops up in the baby-and-me photo spreads of People magazine showed up in Portland, Oregon, two days after completing Charlie Kaufman's Synecdoche, New York to work on Wendy and Lucy. Williams was already known for making her own choices—she worked with Wim Wenders on the little-seen Land of Plenty, and she's far from the only Hollywood actor who crosses the line between studio and independent films more or less at will. But it's a rare bankable star who lends her name to a tiny project budgeted at $300,000 and shot over eighteen days with a mostly volunteer crew by a director whose name, had Williams bothered to ask permission from her agents, would doubtless have inspired the response "Who?"

Wendy and Lucy, which screened at Cannes and opened in December in New York and Los Angeles, has already earned rapturous notices and shown up on several early 10 Best lists. Williams' wattage has surely helped, but the poetically minimalist film, which sets the young woman's plight against the polluted beauty of the Pacific Northwest landscape, is unnervingly timely in its evocation of an American Dream of self-improvement that quickly sours into a struggle for material and spiritual survival. The story, co-written by Reichardt and Jon Raymond from Raymond's short story Train Choir, was inspired by tales of post–Hurricane Katrina displacement. But the direction it took was shaped by Reichardt's encounter, while scouting for a location in Texas, with a middle-aged Mexican woman whose car had blown a tire and landed in a ditch. The woman was in her socks, her cell phone minutes had expired, she had $20 to her name, and the blown tire was her only spare. Reichardt drove her to the next exit, paid for the tow truck, came back with her and marveled as a policeman worried more about her safety than the woman's.

"I was really impressed with how unhysterical she was, and how she expected nothing from authority," says Reichardt. "And my own train of thought was, how deep do I get into this? Can I buy my way out of it? It made me realize that's what this film is about. What is our obligation?"

Barely recognizable in a lusterless brown pudding-basin haircut and a faded sweatshirt over cutoff jeans and flannel shirt, Williams plays Wendy Carroll, an Indiana native stranded in a decaying former mill town in Oregon when her ancient car breaks down and she loses her beloved dog. Her delicate features set in the determined mask of one who's resolutely avoiding looking at the big picture of her life because she has to focus on the next fire she has to put out to stay afloat, Wendy pilfers food from a supermarket, fumes silently under inept fingerprinting by a policeman, scours the pound for her pet, sleeps rough in a park (where she is screamed at by a wild-eyed Larry Fessenden) and reluctantly accepts help from a kindly drugstore security guard. Wendy says little, but her lonely desperation shows in a flicker of the eyes and the tension gathering in her wiry body.

"Michelle was the one actress I couldn't totally picture in the role of Wendy," says Reichardt. "To have someone with some mystery to them is very intriguing to me. I also didn't know completely what a physical actress Michelle is, and when I saw how she uses her body, that was pretty exciting. She can be really, really still." Williams' performance is so inward it can't even be called gestural, yet it's a devastating portrait of a lonely woman trying to keep her already tenuous life from sliding off a cliff.

At first Williams was unnerved by Wendy's lack of definition. "I made many panicked calls to friends, telling them I didn't know what I was doing, I don't know who she is," says the actress. "Kelly talked me off the ledge. I knew from having seen Old Joy that this was a hypernaturalistic landscape, and as an actor I was really interested in Will [Oldham]'s performance that wasn't a performance. That was the vein I wanted to tap. In the police-station scene where I'm being fingerprinted, I thought I was doing this really subtle thing to transit my frustration. And after the first take Kelly was, like, 'You don't even have to do that, shift your hips and look frustrated. You just have to trust that it's going to come through.' And I thought, oh, that's it. Then it started to feel right."

Reichardt, too, worried that Williams might bail on the project. "I thought, everything's going to fall apart, she's going to leave me for another film. But after I spent an hour with her, I never had those thoughts again." The two women became fast friends and embarked on a continuing redefinition of who Wendy was.

Greeting her director with a sisterly kiss and a warm sweater in the lounge at the Four Seasons, Williams, a slim blonde in a plaid scarf, jeans and flats, seems a far cry from the truculent woman in the photo that flew around the Internet of her and Ledger giving the finger to photographers camped outside their house. Given all the unwanted media attention, the actress is understandably wary of talking about Ledger, from whom she split not long after their daughter, Matilda Rose, now 3, was born. Williams has been through a difficult time since Ledger's death from a prescription-drug overdose. She can barely contain her anger at the paparazzo who keeps a 24-hour vigil outside her Brooklyn house, and she'll only discuss the impact of Ledger's death off the record.

But Williams readily admits that her rendering of Wendy draws on "memory and imagination" from her own hair-raisingly sudden independence when, at 15, she legally emancipated herself from her parents in San Diego (her father, a stocks trader, was extradited from Australia to the U.S. last month to face tax-evasion charges) and took off alone for New York and then Los Angeles, where she got her big break in the television series Dawson's Creek. "It was equal parts courage and foolishness," says Williams. "What 15-year-old doesn't want to leave home? There was a time when I actually thought I would have a life on the road. I was on my own for a long time, not quite like Wendy, I had a job, but I felt so restless that I would just drive a lot and take road trips by myself. I had this dark fantasy that I would never really attach or find a home in the world."

For all her early independence and her current success, Williams can come across tentative and self-questioning. "When you saw the completed film, what did you think?" Reichardt asks. "It went down the easiest of any film that I see myself in," says Williams. She's disarmingly frank about her own insecurities, denies being a big star, and there's a touch of wistfulness in her insistence that "this is always the way I wanted to work, through friends, to build up a thing that doesn't disappear after a year. You set up so many little lives in movies and you say you'll keep in touch and you don't. So I was really pleased when Todd said, 'What about Kelly?' There's a connectedness and a stability or something." Still, when Reichardt asks Williams if she would make another film with her, the actress throws a quick glance at my tape recorder and hesitates a moment. Then she says quietly, "Yes, of course."

For now, though, she's taking time off work to be a full-time single parent to her equally feisty daughter, a difficult but satisfying task. "And I have my coffee-shop parents and my single-mom parents," she says gratefully. "That's one of the best things about becoming a mom. There's suddenly this uprising of women who say, 'We're here to help you!' And Matilda's in school so I have time during the day to do the things I need to do and get ready for dinner, so it's not 24/7," she says. "I'm not quite ready to give up working, but I don't know how to do the good balance of it. That's the challenge, to live in the chaos. I'm a Virgo, very 'clean space, clean mind,' so after she goes to bed every night I pick the house up. I do think that domestic work can actually be creative and relaxing, freeing your mind. I've given myself the grace period. It's OK."

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