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State and Main (2000)

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A movie crew invades a small town whose residents are all too ready to give up their values for showbiz glitz.


David Mamet


David Mamet
7 wins & 8 nominations. See more awards »



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Cast overview, first billed only:
Michael Higgins ... Doc Wilson
Michael Bradshaw Michael Bradshaw ... Priest
Morris Lamore Morris Lamore ... Bunky
Allen Soule Allen Soule ... Spud
Clark Gregg ... Doug Mackenzie
Rebecca Pidgeon ... Ann
Ricky Jay ... Jack
Julia Stiles ... Carla
Matt Malloy ... Hotel Clerk
Charles Durning ... Mayor George Bailey
Tony V. ... Water Delivery Man
Tony Mamet Tony Mamet ... Electrician
Jack Wallace ... Bellhop
Michael James O'Boyle Michael James O'Boyle ... Chuckie
Charlotte Potok Charlotte Potok ... Maude


Having left New Hampshire over excessive demands by the locals, the cast and crew of "The Old Mill" moves their movie shoot to a small town in Vermont. However, they soon discover that The Old Mill burned down in 1960, the star can't keep his pants zipped, the starlet won't take her top off, and the locals aren't quite as easily conned as they appear. Written by Jon Reeves <jreeves@imdb.com>

Plot Summary | Add Synopsis


When a film crew came to Waterford, Vermont - They Shot First And Asked Questions Later. See more »


Comedy | Drama

Motion Picture Rating (MPAA)

Rated R for language and brief sexual images | See all certifications »


Official Sites:

Fine Line


France | USA


English | Italian

Release Date:

12 January 2001 (USA) See more »

Also Known As:

State & Main See more »

Filming Locations:

Beverly, Massachusetts, USA See more »


Box Office

Opening Weekend USA:

$580,163, 25 December 2000, Limited Release

Gross USA:

$6,920,692, 11 March 2001
See more on IMDbPro »

Company Credits

Show more on IMDbPro »

Technical Specs


Sound Mix:

Dolby Digital



Aspect Ratio:

1.85 : 1
See full technical specs »

Did You Know?


Jonathan Katz, of the animated television series 'Dr. Katz', has a droll turn in 'State and Main' (2000) playing studio honcho Howie Gold. Katz had previously appeared in the earlier David Mamet movies 'Homicide' (1991), 'Things Change' (1988), and 'The Spanish Prisoner' (1997) and had co-written with Mamet the story for Mamet's 'House of Games' (1987). See more »


When Annie and Joseph are standing outside the book store in the rain, a cameraman, wearing a white raincoat, is reflected in the glass door behind Annie. See more »


Tommy Max: I'm very sorry, I...
Walt Price: You're very sorry, you passive-aggressive, son-of-a-bitch... Can we replace him?
Bill Smith: We start shooting in three days.
See more »

Crazy Credits

Only 2 animals were harmed during the filming of this motion picture. See more »


Referenced in Michael and Claire: A Portrait of Love and Dreams (2004) See more »


The Song of the Old Mill
Words by David Mamet
Music by Theodore Shapiro
Sung by Patti LuPone
See more »

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User Reviews

Rare Mamet excellent writing and comedy directing
26 May 2006 | by spelviniSee all my reviews

Clever, quotable, and funny David Mamet's dialogue is loved by performers because of its literate substance. "State and Main" like "Day for Night" is a look on the inside of the very crazy business of putting together a film and there are some real funny gems in this flic.

Mamet's characters are always after something, and the reason he is so popular with actors is his ability to write very "playable" lines. The DVD of "State and Main" a rare comedy from the writer/director has a wonderful ensemble of actors presenting a wacky and at times cock-eyed version of the film-making world.

Anyone who has ever worked on an independent film crew will find a rueful pleasure in the characterizations auteur Mamet gains from his actors.

The story is about a film crew on location directed by Walt Price (William H. Macy) in the back woods of Waterford, Vermont having been run out of another town in New Hampshire for murky salacious reasons, but it is hinted that lead actor Bob Barrenger (Alex Baldwin) may have had some sort of personal tryst with a young (very young... below the age of consent) citizen. Walt Price has to find a location to fit the title of the film he's directing, "The Old Mill", and this town reportedly has such a landmark. After the film rents out the hotel and sets up shop, they find out that the old mill of the town that is listed in historic literature for the area was burned down in the 1970s as part of some rumored conspiracy, one that actually was responsible for the forming of the Waterford Huskies, the local fire department. The screenwriter Joseph Turner White (Phillip Seymour Hoffman) is brought in for rewrites. He is eclectic- only writes with an actual typewriter, and goes to the local resale shop to find one. There he meets Ann Black the owner of the shop and through their love for "theatre" (she has a copy of White's fist real stage play), they form an attraction for each other and begin to fall in love. Love in this world is a brittle thing, but not beyond the grasp of two kindred souls like Ann and Joseph, and amidst all the shenanigans, their relationship is something that weathers the test of any and all conflicts. This screwball comedy escalates to a fast and furious pace as Barrenger hooks up with youngster waitress Carla (Julia Stiles), and is ultimately arrested for child abuse by Ann's fiancée and local politician Doug McKenzie (Clark Gregg) seeking a trophy for his climb up the local political mountain. Added to this lead actress Claire Wellesley (Sarah Jessica Parker) refuses a nude scene that she agreed to do to make the film, and producer Mary Rossen (David Paymer) has to finagle some way to appease her and get his lead actor Barrenger out of jail, while also attempting to attach post-modern product placement into a period film dated in the 1800s. It all comes to a head, but happily for the pure of heart Ann Black and Joseph Turner White, and ultimately the film goes into production with the entire town turning our for extra work and emotional support for the crew and those involved.

It's all tongue-in-cheek with many a laughable moments generated from the performances, the dialogue, and this ideas that Mamet generates about the film industry and an alternate culture to be reviled as well as honored for many of the same reasons.

A few of the really good lines: (there are many more punctuated by sight gags!) - Walt Price: "It's not a lie. It's a gift for fiction."

  • Joseph Turner White: "What's an associate producer credit?" Bill Smith: "It's what you give to your secretary instead of a raise."

  • Bob Barrenger: "I know my lines. … I just don't know what order they come in."

  • And a great line that gets tossed around by just about every character as an exclamation point to something they've just said – "Go you Huskies!"

I would recommend that any film student see this as class assignment in their first year of film school, because it brings up many of the actual issues that a film company faces when making a movie, and pokes fun at them at the same time.

Mamet has the unique ability to craft very quotable lines and this film has plenty of them and very well placed, interacting with visual cues.

One of the best scenes is with William Macy and Sarah Jessica Parker in the director and actrees moment in the "Eleonora Duse" scene in the cramped bathroom.

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