Director Penelope Spheeris Revisits Her Masterpiece DECLINE OF WESTERN CIVILIZATION PART: III

Most common folk know Penelope Spheeris as the woman who made the first Wayne’s World movie, and as significant as that movie would become in pop culture, Penelope gifted us with three other films that have much more depth and meaning to true punk rockers and underground music scenes. These movies are the iconic and legendary DECLINE OF WESTERN CIVILIZATION films. Three separate documentary masterpieces capturing three different time periods in punk and metal. Specifically, DECLINE OF WESTERN CIVILIZATION: PART III, which captures the bitter truths and realities surrounding the world of L.A. Street punks in the mid 90’s. It was hardly seen until its DVD release in 2015 – the movie is a pure and honest look at a generation of youths who time may have forgotten had it not been for her. Unlike her previous DECLINE movies, this one takes an emotional turn as viewers meet and become attached to the “lightbulb” kids as she captures their day to day struggles with life on the streets. Life-changing for Spheeris herself, this is the project that inspired her to become a foster parent. I wanted to chat with her about this film as it has so much meaning to her and many that have seen it. Penelope, we’re not worthy.

PS:  Thank you, but yes you are!



I first saw this as soon as you released the DECLINE films on DVD. I went into the movie expecting it to be similar to the other two. As a viewer, it becomes much more than just punk rock concerts and sunset strip shenanigans. You decided to actually take the camera to the streets and become involved in these kids’ lives, much more so than the previous DECLINES. Was this intentional or did something specific happen that made you want to take a more emotional direction?

PS:  I went into the movie expecting it to be just as fun and exhilarating as the first two DECLINE movies, however, it was very different.  I thought the movie was going to be about a new incarnation of punk, but good documentaries take you down a road you never imagined.  If you already know what documentary you are going to make, it is a waste of time to make it.  The music was the same.  The wardrobe was the same.  That good ‘ol fuck-it-all punk attitude was the same. But what happened when I began shooting DECLINE III is that I realized the times had drastically changed.  It wasn’t an experimental art scene any longer like in the first DECLINE. It wasn’t sex-drugs-and r n r like in THE METAL YEARS.  It was hardcore survival.  That became the story.  A story of rejected souls trying to understand a society literally in decline.  Outcasts searching for human compassion and yet still trying to find the good in the world.


The movie features some of the more “underground” punk bands from that era. How did you come up with Naked Aggression and The Resistance (great choices)? Given your notoriety, one might have thought to go after punk bands who were “big” at the time. Was that ever a thought?

The premise for THE DECLINE movies has always been to showcase unknown bands.  Yes, there were the established metal stars in DECLINE II, but they did not perform their music, they only commented on the scene.  Interestingly, GNR was just on the verge of breaking big and I really wanted them to end the film, but their manager pulled out at the last second. So Megadeth saved me and they are perfect for it. It’s true that when I did DECLINE III, I had gained some notoriety, but that did not mean I would compromise the premise of the movies.  I am all about giving unknown bands a shot.  It had become so difficult to get recognition and it is true even more so now.


You have always made sure to include a strong female perspective in your DECLINE series. Exene in the first one, Vixen are in the second one, and Kirsten in the third. I thank you for that. As a woman filmmaker, how important is it for you to include both genders in an equal role? Do you feel other filmmakers lack this perspective in music scene documentaries?

I would never criticize other filmmakers’ choices, especially to make myself look good.  They can do what they want.  But yes, I have always tried to include women in my docs.  I wish I would have had a girl band performing in DECLINE II.  There are lots of wished-I-woulda’s in my career!



Who was the first “lightbulb” kid that you met when you started DECLINE III? How did you meet them?

I met Squid and Troll early on.  They were such characters.  I recall the moment I decided to make DECLINE III.  I was driving down Melrose and saw a pack of kids that looked exactly like the kids in SUBURBIA, so I stopped and talked to them.  I told them I was doing THE DECLINE OF WESTERN CIVILIZATION: PART III and they laughed at me.  They said, “You can’t.  Only Penelope can do that.”  When I introduced myself, it was the beginning of a life-changing sequence of events. I had made a buncha bucks in the Hollywood Studio System, so I decided to finance the movie myself.  I had just finished a movie with the Weinsteins and I was totally burned out on Hollywood.  I hated it.  It was so refreshing to hang out with real people and ‘find myself’ again.  I met my boyfriend on DECLINE III.  We’ve now been together for 20 years.  He was a gutterpunk for 10-12 years before we met.  He’s taught me amazing survival skills and has definitely been an influence on my getting my values and priorities straight.  And Hollywood ain’t a part of it.  I could give a flyin’ F about Hollywood.  Thank you, bye-bye.


There is a part in the film where the punks rent an apartment for a month. Debauchery ensues. I have always wondered, did you rent that for them?

No, that would be cheating.  One of the girls rented the apartment and everybody just crashed there.  Darius had his own apartment.  I think filming that scene at Darius’ with all the puke in the bathtub was a huge turning point for me.  I came home and laid in the bed for hours staring at the ceiling, astounded at what a fucked up mess the world had become.  And here we are 20 years later and it’s worse than ever.  As Why-Me? said:  “Everything sucks.”


You relate to these kids on a level where they respect you more than most adults we see them talk to. Is it safe to say your upbringing in a traveling carnival helped make you more relatable for them? (For those who do not know, Penelope was literally raised in a traveling carnival).

That’s definitely a safe guess.  When we traveled around, people who just didn’t fit in with their own situations would come with us, hop on the train.  It was a wonderful collection of outcasts.  Really a lot like the punks finding each other and forming new families.  I think maybe I, as an adult, was able to speak with them easily because I didn’t judge or criticize them, and of course, because I had done the other movies. Back in the late 70’s/early ‘80’s when I did the first DECLINE most people were actually afraid of punks, but I wasn’t.  That’s how much of a drastic social change the movement was.  It was like Garth said in WAYNE’S WORLD:  “We fear change.”


I can tell that you had an incredible attachment to the kids in this film. I have been wondering how hard it was for you to move on after filming them. Do you stay in contact with any of the kids?

I was very close to them for many years, but have lost touch with some. I do feel that they will always be the best friends of my life.  Not a day goes by that I don’t thank the-powers-that-be that I met them and they changed my life so drastically.



You did not have commentary for the third DECLINE on the DVD. Can you explain why you choose not to?

For the same reason that when I screen the movies, I don’t do Q + A’s afterwards.  I mean, what else can you say?  It speaks for itself.  After seeing the movie, audiences are kind of shocked, stunned….depressed?   And I couldn’t imagine doing a commentary on the DVD.  I’d probably be crying all the way through it.


There is some tragedy that happens in this movie. One of the punks is killed in a squat fire, one is murdered by his girlfriend, and several died post filming. The founding member of Naked Aggression, who was a huge part in the soundtrack to the film, Phil Suchomel, unexpectedly passed away in 1998 from asthma complications. I also understand your own brother had passed away in the early 80s. Given these circumstances, did you feel there was an even bigger purpose for you to make this film?

My brother Jimmie passed away in 1984 right before I filmed THE BOYS NEXT DOOR.  He was an amazing musician, an amazing person.  There’s been a lot of tragedy in my life, but that never made the passing of some of my squatter punk friends any easier.  Jimmie, like Phil, was so talented and taken away far too soon.  Squid was a delightful spirit, probably too good at heart to stay on this particular plane of existence for too long.


What did you learn from the kids that you met making this film? How did they impact you becoming a foster parent?

I learned that the most important thing in life is human compassion and we must practice it each and every moment.  I became a foster parent because I believe we have a responsibility to actively DO something to make a difference.  I learn a lot from the foster kids.  They are a lot like the punks in that so few have had responsible parental guidance, but they still have so many positive things about them.  Speaking of making a difference, Kirsten from Naked Aggression has been a middle-school teacher in South Central LA for over ten years now.  She says there are metal detectors at the school room doors and when she gets any trouble from a 13 year old, she brings out her bad-ass punk attitude and things settle right down!



What do you hope viewers get out of the third DECLINE?

When I made the film in ‘97-‘98, I thought homelessness was at a peak, but even today it is far from that.  I hope viewers watch DECLINE III and feel empathy for the situations the homeless have to cope with.  I hope parents want to learn how to be better parents.  I hope kids can learn that living on the streets is not a fun adventure and that drugs and alcohol don’t fix anything.


Rumor is that you have another Decline in the works. Can we have a little hint as to what it is about and when we may see that?

No. Sorry.


Another movie you have in the works is called Gypsy. Is that about your mother? Can you give us any information about that?

That’s part of the title and it is a movie about how my mom, Gypsy, at age 19 ran away with the carnival.  She wasn’t called Gypsy when she ran away from Kansas.  She acquired the tag while the show was on the road.


What advice would you give up and coming documentary filmmakers?

You can’t make a documentary without watching all the films of Frederick Wiseman.


Last, what music inspires you nowadays? I imagine you are still listening to your old FEAR records, but I could be wrong. Does anything new excite you?

I build houses.  It’s like making a movie except I don’t have to take any crap off of idiot studio executives.  Ha!

Thanks!  ~~ Penelope



To learn more about DECLINE OF WESTERN CIVILIZATION: PART III or Penelope, please visit the links below:




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All little bit of humor, horror, heavy metal and heavy makeup.

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Sage Cage

Mad props #dudesforlyfe

Dylan Massey

Oddly enough just watch it last weekend.

Joseph Bando

Phil Zedner