See you in L.A.

As he paces inside a State Street apartment, Steven Soderbergh’s rapid rant grows more animated with each breath. From behind bushy beards, Paul Ledford and Joseph Wilkins stand back and quietly measure their 19-year-old colleague as he rails against the Red Stick. “L.A. is the place to be—the films are in L.A., not Baton Rouge,” he exclaims, his lean frame and frizzy curls barely containing the torch lit behind his eyes. “Coming back to Baton Rouge is like downshifting from fourth to reverse!”

This artistic angst played out in 1982 in front of the future Oscar winner’s camera for his autobiographical short, Rapid Eye Movement. Soderbergh’s friends who’ve seen this rare gem say it remains one of his best. Perhaps because it is steeped in self-examination, self-deprecation, and his complex relationship with Baton Rouge, the city that fostered the formative years and creative collective this preternatural artist thrived in, yet seemed intent on speeding past into adulthood.

Born the second of six children in 1963, Soderbergh’s led an itinerant youth. His father Pete Soderbergh was an educator, so the family lived in Atlanta, Austin, Pittsburgh and Charlottesville, Va., as he hopped from college to college. In 1976 the Soderberghs settled down when Pete accepted the position of dean of the College of Education at LSU.

As dean, Pete oversaw the university’s lab school, and he enrolled his son in U-High’s ninth-grade class. Introducing himself as “Steve” Soderbergh, the clean-cut new kid with the UVA baseball cap and a Jaws obsession made an immediate impression.

“Steve was funny from day one,” says classmate Ted Firnberg. “He admired Mel Brooks and Woody Allen, and he came off as very bright and creative.”

Soderbergh thrived in art class, where his fascination with film shone through his own versions of posters for Rocky and A Clockwork Orange. A lot of mornings Firnberg picked up Soderbergh for school in his Beetle, and they’d drive to Sambo’s on Acadian Thruway for breakfast before the morning bell.

“Steve had a little bit of a mischievous streak to him, but he didn’t cause trouble,” Firnberg says. “He was a voracious reader, so he was always kind of self-educated.”

That education began with his father, who had a tremendous collection of old big band records, deejayed for WBRH 90.3 FM, and even acted in local commercials. Soderbergh credits his father for giving him the film bug, but as a teenager he struggled to understand his mother, Mary Ann, a free spirit who practiced astrology, parapsychology and psychic surgery. Most outsiders considered her a kook, Soderbergh told The Guardian in 2003.

“I remember going to their house and she’d be hanging out, and had left glasses of milk sitting out on the counter all day, never putting things up,” says Soderbergh’s classmate Michael McDuff. “She was a very liberal, kind of odd lady—a different personality.”

Actor and friend David Jensen recalls both of Soderbergh’s parents as kind and talented, but it was Pete whom Soderbergh spent hours with every Sunday afternoon listening to big bands on vinyl.

Pete always encouraged his son’s pursuit of the arts, and when he heard about an animation class being taught by LSU students in January 1977, he enrolled his 13-year-old.

“I found out pretty quickly that animation was a little too time-consuming for me, so what I did was I would take the camera off the animation stand and go and shoot live action stuff,” Soderbergh says. “The students who taught that class introduced me to other students who were in a film production class at LSU.”

Every afternoon Soderbergh crossed the campus to an old chemistry lab in Coates Hall that had become a makeshift film studio. There he joined a Super 8 film class taught by the man who would provide him with his first contacts in the industry and reinforce the maverick, do-it-yourself ideology that has been a hallmark of his career.

Michael McCallum was an award-winning documentary filmmaker who knew Howard Cosell, Monday Night Football creator and Louisiana native Don Ohlmeyer and just about everyone behind ABC’s Wide World of Sports, the ESPN of its day. While filming a documentary at Angola prison, he began dating a woman who worked at Leisure Landing music store on Chimes Street. “Michael was so much like Steven,” says Jensen. “If he wanted something he’d act on it. He’d just go. So he went to LSU and pitched the idea of a film class.”

But McCallum was no university conformist. He didn’t wear a tie, and he smoked marijuana. He was kind of a hippie. Still, with an impressive résumé and a lot of enthusiasm, he persuaded Chancellor Paul Murrell to give him a shot.

McCallum’s class attracted a small but passionate group of visual artists, including sound mixer Paul Ledford and animator Joseph Wilkins, photographer Chuck Farrier, and photographers Reni Rosselot and Jim Zietz, who would later marry.

“Before there was Yoda, there was Michael telling us ‘Go out and do it,’” says Ledford, a longtime collaborator with Soderbergh, Billy Bob Thornton and other Hollywood directors. “He’d say ‘Learn by doing.’”

This tight-knit group turned others off, though. Zietz recalls one student signing up for the class and dropping it the next day. “She thought it was too cliquish,” he says. More worrisome to administrators were McCallum’s liberal social activities. According to Farrier, their charismatic teacher was often stoned.

But this unlikely film class with an unlikely instructor was the first support system for Soderbergh’s interests, one that provided an arena, unlike high school, where he would finally apply himself.

“That was my four years of film school,” Soderbergh says. “I spent more time in Coates Hall than I did at U-High.”

It was not the 14-year-old’s talent but his passion and quick wit that first impressed his new college friends. “He was often the center of attention, not because he was the youngest, but because he was the most into it,” says Zietz.

Soderbergh’s first efforts were not well received. Once he shot footage of a blimp flying over campus, sped it up and slowed it down to make the airship lurch and jerk across the sky. “I remember the group watching that and just laughing,” says Zietz. “Maybe it was all the beer we had been drinking. Other people thought Steve would do great things, but at the time I had my doubts.”

McCallum disagreed. One afternoon he stopped class to announce that a certain student among them would be a great success. After an awkward pause, Farrier says, everyone turned to acknowledge the 14-year-old in the room.

“If you want to be an actor, get to know Soderbergh,” Jensen recalls McCallum saying. “Soderbergh’s the guy.”

That fall he shot October 16, 1977, a documentary about a section of U-High that burned down, and in 1978 tackled his first dialogue piece, a Taxi Driver-esque short called Janitor. Neither got rave reviews among the film students. Undaunted, Soderbergh began work on something more personal, a 20-minute film that would say everything he wanted to say about his high school experience. He called it Skoal.

Shot in stark black-and-white, this experimental collage shows Soderbergh gripping a baseball as his voiceover begins: “I can’t really see anyone liking me. I guess I have a poor self-concept of who I am.”

McDuff remembers Soderbergh scripting Skoal during English class. One improvised scene shows a group talking about drinking, dipping and girls. A slow-motion pep rally panorama shot by Farrier plays out like a lament to the teenage condition. Cheerleaders move in unison as Soderbergh looks on from the sidelines, a 17-year-old Charlie Brown in Chuck Taylors and an Apocalypse Now shirt.

“I like asking girls out on the phone rather than face-to-face,” he says in the film. “You can run away faster on the phone.”

Soderbergh rarely dated and spent little time with his classmates outside of school, says Firnberg. While U-High students gathered at Mr. Gatti’s and other Chimes Street hangouts on Friday nights, Soderbergh would cruise to the movies in the backseat of Ledford’s Fiat Spider. Ledford, Soderbergh and Wilkins watched hundreds of independent and foreign films at the LSU Union Colonnade Theater, taking in each from the center of the front row. “They would always stay through the credits,” Jensen says. “Then Steven would ask ‘Did you see how that was lit?’ Or he’d remember the dialogue exactly. That attention to detail was the great insight they had into filmmaking.”

Ledford puts it more bluntly: “We were movie geeks.”

With the completion of Skoal in January 1980, Soderbergh also saw the finish line at U-High. He had promised his father he would graduate, but by 17, Soderbergh had taken to calling himself Mr. X, and focused almost completely on filmmaking. Still, senior year he served as a yearbook photographer, acted in a production of The Teahouse of the August Moon, and delivered a razor-sharp impression of The Gong Show’s Chuck Barris as host of the class talent show.

LSU had axed McCallum’s class by then, and he was working for NBC in Southern California. Soderbergh made plans to move out there after graduation. His yearbook quotes say it all. After shout-outs to John Lennon, Glenn Miller, George Lucas and Nerf football, he signs off with, “See you in L.A.”

“Get ready for Sambo’s,” Soderbergh wrote in Firnberg’s yearbook. “Someday I’m going to call you from California, and you’d better be ready.”

By the fall of 1980, Soderbergh’s few tangential industry connections hit dead ends, and most friends and co-workers had panned his screenplay After School. But McCallum hired him as an editor for the NBC reality show Games People Play. Then another of McCallum’s former students, Brad Johnson, plucked Soderbergh as a scorekeeper for Showtime’s Laff-A-Thon. By accident, Soderbergh once made the wrong contestant win.

After a year on the low rungs of Hollywood, Soderbergh had accomplished little beyond securing an agent and a dingy couch to crash on. He’d had enough of L.A. He wanted to do things his way, like he’d done in high school.

“I felt [moving back to Baton Rouge] was as legitimate a path as any others,” he says. “I just kept writing and making shorts. There are all kinds of routes you can take to get in. I just felt like that was the percentage play for me.”

In October 1981 he moved in with Wilkins off State Street and immediately began work on Rapid Eye Movement, a hilarious personal statement about waiting for his big Hollywood break. It improved on Skoal in every respect. While filming, Soderbergh took a job as a coin attendant at an arcade.

“That job gave him plenty of time to write his scripts in between people asking him to make change, but he needed to be doing production,” says Park Seward, owner of Video Park. Seward hired Soderbergh as an editor for local commercials and television shows. Filmmaker and former Video Park employee Bob Boccaccio watched LSU baseball games with Soderbergh and remembers him as a stealthy practical joker. Soderbergh liked to move Boccaccio’s equipment around, then sit back and watch him search for his belongings. Usually, though, Soderbergh spent downtime making baseballs out of gaffer’s tape and humming them around the office. “He wasn’t goofing off, though. He was there to work,” Boccaccio says. “He had a great eye for reworking commercial scripts.”

Soderbergh’s high school buddy, Ted Firnberg, was attending LSU at the time, and the pair reconnected. “I wasn’t sure where he was going with it all, and I remember wondering if Steve was really going to be able to break into the business,” Firnberg says. “But I didn’t say anything to him about it.”

Ironically, Soderbergh’s two biggest breaks were upon him.

Soderbergh’s Laff-A-Thon boss Brad Johnson hired him to re-edit a Mel Brooks comedy special for Showtime, and an associate of Johnson’s nominated Soderbergh for a job with the rock group Yes. Soderbergh sent the band’s management a copy of Rapid Eye Movement and a music video he’d directed for a local band. In 1984, he filmed an irreverent tour documentary for Yes. Pleased with that, the group asked the 21-year-old to write and direct the feature-length concert film Yes: 9012 Live.

This was Soderbergh’s second shot at making it, and he knew it. In August 1984, Soderbergh formally retired from Video Park. Boccaccio recalls some tension because Seward didn’t want to lose his talented young editor.

“Steven felt like he enjoyed Video Park but was pulled toward Hollywood at the same time,” Seward says. “He thought, ‘If I stay here I won’t be able to do what I really want to do.’”

Soderbergh’s local work had already caught the eye of John Hardy, the creative director for what is now the ad agency Cranch-Hardy & Associates. Hardy had graduated with a film degree and produced a feature in the early 1970s. He recognized Soderbergh’s talent immediately. “He was an editor, and a damn good editor for sure, but he knew how to make things work,” Hardy says. “Steven always had fresh ideas. He was obviously more than an editor.”

Hardy hired Soderbergh to direct his TV spots, and the first was a Lockworks salon commercial that featured Campbell Brown, now a CNN anchor. While working with Hardy, Yes: 9012 Live earned a Grammy nomination. “I remember him at the ADDY Awards [a local advertising competition] that year hiding in the background,” Seward says. “Steve was kind of embarrassed by the accolades he was getting.”

Soon other musicians were eager to work with the young filmmaker, Neil Young included. Soderbergh turned them all down. “He said to me ‘I don’t want to be the music video guy,’” recalls Jensen. “He didn’t want to be boxed in.”

Instead Soderbergh wrote several screenplays back-to-back, but none materialized, because another idea kept nagging him, “pressing against his chest,” as he would later describe it. Driving through the suburbs of Baton Rouge in the fall of 1987, Soderbergh wondered, “What’s going on in all these houses?” Feeling melancholy after divulging past trespasses to a girlfriend, he could imagine an awful lot of duplicity and emotional scarring just beneath the delicate sheen of suburbia.

“I wasn’t really imagining myself being a studio filmmaker at the time,” Soderbergh says. “I didn’t see how I could get in that door. But there happened to be good independent movies coming out that were made for not a lot of money, and I loved independent films.”

His idea was inexpensive, too: a relationship drama about a “recovering liar” with few actors and fewer locations. “I thought, ‘I can be back in Baton Rouge, with a support system here,’ and I had people to work with,” Soderbergh says. “Even a star should probably star at home first. It’s more comfortable. That’s how I felt.”

Jane Fonda stands behind the podium at the Cannes Film Festival awards ceremony with the ultimate prize, the Palme d’Or, in her hands. She calls Steven Soderbergh’s name, and his heartbeat throbs like an alarm inside his red-hot ears. The applause is for him and the little movie—even the title was in lower case—shot and edited in Baton Rouge for just $1.2 million. “Well, I guess it’s all downhill from here,” Soderbergh says, stunned and bashful and self-deprecatingly funny. Minutes later Soderbergh is so fazed by adulatory press and paparazzi he forgets the trophy under his seat.

That was the surprising scene in May 1989 when Soderbergh became the first American to receive the Palme d’Or in nine years and, at 26, the youngest Cannes Film Festival winner ever. His first feature, sex, lies and videotape, had become an international phenomenon.

“Yeah, it was very weird,” Soderbergh says. “We didn’t know what to make of it at the time, and I still don’t. We were just in the right place at the right time.”

With the right film. (Read more about sex, lies and videotape here.)

The guy who started out filming a blimp over LSU had become one of the most celebrated directors in the world. But if this success seemed to the foreign press and Hollywood establishment to happen instantly, Soderbergh rejects that notion. “You know, it was sort of an eight-year ‘overnight’ thing,” Soderbergh says with hints of irony. Always wary of attention, Mr. X remained circumspect, even cautious, about his newfound fame that summer.

A mere four months earlier he had been so unknown at Robert Redford’s U.S. Film Festival—now called Sundance—he volunteered as a driver to shuttle stars like Jodie Foster to screenings. But by the end of the festival sex, lies and videotape had garnered the audience award, and Soderbergh had Redford’s eager ear for future projects. A stranger tried to kiss his feet on the streets of Park City. Demi Moore asked him out to lunch. A few weeks later Miramax purchased rights to the film that went on to earn more than $100 million.

While critics hailed Soderbergh as the next big thing, he avoided studio offers and major distributors to remain as independent as possible. Instead, his next projects were two small period pieces: the black-and-white Prague-set Kafka and a Depression-era coming-of-age drama called King of the Hill. Each was a stylistic shift from sex, lies and videotape.

“If you’re always changing you can never be a failure at what you do,” Hardy says. “Steven was very versatile. He kept moving, and he’s still moving. That way you stay one step ahead of the film grim reaper, because he’ll cut you down.”

Kafka earned mixed reviews and some head scratching, while King of the Hill wowed most critics, but failed to find an audience.

“People consume little indie films like King of the Hill all the time today,” says Joe Chrest, an LSU Theatre alum who acted in the film and other Soderbergh productions. “If it came out now, it would be a hit. But back then, it wasn’t the case.”

Kafka and King of the Hill were two films Soderbergh painted big bull’s-eyes across. He knew lightning struck with sex, lies and videotape, and instead of trying to repeat that success, he says he made the movies he wanted to make. Go ahead, treat me like a celebrity after watching these. In almost every interview from this period he felt the need to demystify his success.

Two months after winning at Cannes, Soderbergh left Hollywood for a 40-acre farm in Charlottesville, Va., where he married Betsy Brantley, an actress seven years his senior. “I didn’t want to live somewhere that I had to escape from every weekend,” he told the St. Petersburg Times just after the move. Soderbergh didn’t ask for fame, and he didn’t want it.

As a kid Soderbergh wanted to be a Major League pitcher, and for good reason. While his father was Associate Dean of Academic Affairs at the University of Virginia, Steve was a Little League ace on the mounds of Charlottesville, even notching a 7-0 record with a no-hitter and a .450 batting average one season. Then overnight, Soderbergh says, he lost confidence in his talent. Gone. At age 12, a sobering, fateful realization struck him like a wooden bat cracking into a fastball: He wasn’t going to be the next Tom Seaver.

In 1994, Soderbergh came to the end of the indie film plank he’d been walking since stunning the world with sex, lies and videotape five years earlier. He was in Austin shooting a crime thriller called The Underneath with Peter Gallagher, and for the first time in his life, making a movie felt boring. Battling producers for creative control and distributors for exposure on three straight pictures had all but zapped his love for directing. “He was pretty fed up with the film industry at the time,” says Hardy. “He wanted to get back to just ‘I’ll think it and go do it.’”

That October, he and Brantley divorced. Years later Peter Biskind interviewed Brantley for Down and Dirty Pictures: Miramax, Sundance, and the Rise of Independent Film. She said her ex-husband was like two separate people: confident professionally, but personally “the most insecure person I’ve met.” Soderbergh told Biskind he felt lost. The same month, the 31-year-old director watched a fast-talking former video store clerk named Quentin Tarantino become Miramax’s new poster boy with Pulp Fiction and revel in the limelight he himself had abdicated. After four films, a Palme d’Or and an Oscar nomination, Soderbergh was at a crossroads.

Was he losing his confidence, his focus, maybe even his passion on a film set like he had lost it on the pitcher’s mound?

No, he decided. This was different. This time he would get his fastball back, if only he could return to his roots. Start over. Shoot what he now calls his “second first film.” Grab the guys he grew up making movies with and do it again.

He needed to move back to Baton Rouge.

After buying a house off Perkins Road near City Park, Soderbergh set to work completing the screenplay for his first feature-length comedy in 1995. Much of the public misunderstood who he wanted to be as an artist. Critics had called him the next Woody Allen, but he was writing a book about Richard Lester. His business was in Los Angeles, but he was residing in the same city he’d itched to leave as a teenager. His ex-wife thought he had two personalities. He called the film Schizopolis.

“That’s a very stressful job being in front of the camera,” Soderbergh says. “But that was a film I had to make.” Soderbergh also had to cast Brantley and their 5-year-old daughter Sarah as his on-camera family. He says he liked the challenge and unpredictability of working with his ex-wife. Soderbergh himself plays dual roles as a speechwriter for a self-help guru and a womanizing dentist. Opposite Soderbergh, Jensen plays an exterminator who woos housewives, and Eddie Jemison is Soderbergh’s anxiety-ridden office mate.

“Steven seems to love movies and the process of making them more than any director I’ve worked with,” says Jemison, best known from Ocean’s Eleven as the gang’s computer wiz, Livingston Dell. “He encouraged improvising on Schizopolis, but that said, the script was fully realized and absolutely brilliant.”

Hardy, Jensen, Ledford and Soderbergh made a lean, mean production team for the low-budget feature. The crew was small and the pace relaxed—exactly what Soderbergh wanted.

“Steven was comfortable here,” Hardy says. “He felt like he really understood Baton Rouge and it would be a safe place to make movies.”

While shooting Schizopolis, Soderbergh directed Chrest and Jensen in a play at Swine Palace called Geniuses and shot Gray’s Anatomy, a monologue performance piece by the late actor and humorist Spalding Gray. Inside a storage facility off Airline Highway, Soderbergh’s camera roves in and out like Gray’s windy narrative, making expert use of minimal sets and lighting changes. Rarely has a film about a man talking for an hour into the camera been so arresting.

In 1996 Schizopolis was entered as the Film Surprise at Cannes, and “boy were they suh-preezed,” Hardy jokes. But if the madcap movie failed to herald the second coming of Soderbergh as a commercial force, it did something far greater for his career. The stint in Baton Rouge helped teach him to give audiences what they wanted but still do things his way. It got him out of what he calls the “arthouse ghetto.”

He explains, “If I were only doing one kind of film at a time, that’s a trap. Both independent films and major studio films can be traps.”

After two small films, his next was much larger. Filmed partially at Angola prison, Out of Sight was a splashy Elmore Leonard-penned cops-and-robbers adventure starring Jennifer Lopez and George Clooney.

Boccaccio shot a behind-the-scenes documentary of Out of Sight, and remembers Soderbergh really ribbing Clooney for being named People magazine’s “Sexiest Man Alive.” So Clooney printed shirts with that title, but over Soderbergh’s picture instead, and handed them out to cast and crew. The director and actor clicked immediately.

“He really bonded with Clooney,” Hardy says. “And it was a good change for him. sex, lies was big, but Out of Sight took him from the indie world into a bigger world.”

Unfortunately, Pete Soderbergh would never see his son’s commercial resurgence. He died before Out of Sight’s release. Pete and Mary Ann had long been divorced, and she had moved away. After the funeral, there was little reason for Soderbergh to return to Baton Rouge.

In 1990 Soderbergh had published a book called sex, lies and videotape that included his original screenplay and journals from the time. He ends his introduction with a simple equation: “Talent + Perseverance = Luck. Be ready when it happens.”

This hard-earned luck paid off again in 1998 when Out of Sight was credited with a flair and excitement audiences had not seen since Tarantino’s Pulp Fiction. Last year Entertainment Weekly named it the sexiest film of all time. Finally, Soderbergh was back in the game.

He followed Out of Sight with the ’60s-style revenge thriller The Limey, and then 2000’s twin titans: the class-action legal drama Erin Brockovich and the kaleidoscopic drug war epic Traffic. Critical and box-office smashes alike, the Academy nominated him for Best Director for each, the first time a director had been recognized twice in the same year since 1938. Soderbergh won for Traffic, a multi-threaded film that was massive in scope but shot like a documentary with Soderbergh’s shoulder-mounted camera. Instead of crediting himself for cinematography, he used the pseudonym “Peter Andrews,” approximating his late father’s first and middle names in tribute.

“My attitude on Traffic was if I play this one properly everyone who takes a side on the drug issue will think we took the other side,” Soderbergh says. “And it’s the same now with Che [his latest film]. I can make a film about a true believer without believing what he does. I just find him a fascinating historical figure.”

With Erin Brockovich and Traffic, the Academy recognized Soderbergh as delivering on the promise he’d shown with sex, lies and videotape.

“It just all seemed right,” Jensen says. “He’s just a jewel. He’s not a wannabe. But awards are byproducts for Steven. He just has to get the work out.”

In 2003 Soderbergh married former model and TV host Jules Asner. He has become perhaps the most prolific filmmaker in the industry, directing the Ocean’s trilogy, Solaris, The Good German and others, plus producing 20 more since 2000. Perhaps the greatest testament to his talent is the loyalty actors show him. Don Cheadle, George Clooney, Albert Finney, Matt Damon, Catherine Zeta-Jones and more have been in several of his pictures.

“Work seemed like play [on the Ocean’s films],” Jemison says. “That was a big theme for Steven. On Ocean’s Eleven I was nervous, being my first big movie, and I would look to him after takes a lot, and he would give me a reassuring nod and that was all I needed.”

Actor Joe Chrest recalls King of the Hill feeling like summer camp. Soderbergh had everyone relaxed. Shoots finished early, and cast and crew ate pizza together. There were no boundaries.

“Steven said, ‘There’s a chain of command, but there’s no chain of respect,’” Chrest recalls. “That really speaks to me personally. The lowest production assistant should be treated with no less respect than the director. And Steven’s experienced that. He’s been the low man on the totem pole, but never on his set are people mistreated.”

With a Palme d’Or, an Oscar, and the ability to translate any genre script to the screen, Soderbergh is in position to make exactly the kind of films he wants, and as many as he possibly can. Last month saw the release of the two-part Che Guevara biopic, Che, and after this spring’s small-budget call girl drama The Girlfriend Experience, Soderbergh will release The Informant, his first mainstream comedy, starring Matt Damon. He is busy prepping Cleo, a musical version of Antony and Cleopatra with Catherine Zeta-Jones, and next year he’ll turn Traffic star Michael Douglas into Liberace.

Baton Rouge has been the breeding ground for the director’s early artistic development, the launch pad for sex, lies and videotape and host to his surprising turnaround, but is there yet another role for the city to play in the Soderbergh show? High school friend Michael McDuff believes another Baton Rouge film would be a win-win for Soderbergh and the state.

“I’m sure I will at some point,” Soderbergh says. “I just feel like there are so many movies being made here, I wouldn’t want to come back and do something generic. I’d want to do something very specific to Louisiana, and I’m just not sure what that would be yet.”

Jensen thinks Soderbergh will return only if this is where his cinematic intuition leads. “That’s the lesson for me from Steven,” Jensen says. “His life is a lesson in following your heart.”

Click here to read more about the 20th anniversary of sex, lies and videotape.