Race You to the Bottom

Race You to the Bottom awards, a film by Russell Brown

Race You to the Bottom, a film by Russell Brown

Worldwide distribution:
Here! Films

Race You to the Bottom awards, a film by Russell Brown

“Top notch… Writing and directing with perceptive wit, Brown adroitly captures the quicksilver shifts in moods within a tempestuous, passionate romance between two articulate, free-thinking young people.” – The Los Angeles Times

“Brown’s screenplay and direction, both economical and unshowy, sketch character dynamics in crisp terms that resist the temptation to explain all, beg sympathy, or heighten drama for purely histrionic purposes.” – Variety


Nathan (Cole Williams), 24, is a travel journalist from Los Angeles assigned to write about romantic hot-spots in California’s Napa Valley. Maggie (Amber Benson), 24, is trying to figure out how to turn her political science degree into a career. Although Nathan and Maggie both have boyfriends, they are in the throes of a passionate affair, and this will be their first weekend away together. En route to Napa, they visit Joe (Justin Hartley) and Carla (Danielle Thomas) – friends of Maggie’s from college. A spontaneous seduction brings to light their hopes and fears, forcing Nathan and Maggie to confront the reality of their romance as they drive through a gold and green autumn in wine country. Each turn is a test as these unconventional lovers try to rescue the sensuality and fantasy that bonds them.


Written and directed by
Russell Brown

Produced by
Russell Brown
Roni Deitz

Edited by
Annette Davey

Cinematography by
Marco Fargnoli

Amber Benson
Cole Williams

Also starring
Jeremy Lelliott
Justin Zachary
Danielle Harris
Justin Hartley


“Nathan and Maggie are getting ready for a romantic weekend of wine tasting in the Napa Valley. Maybe they should have told their boyfriends. Nathan is a young travel writer on assignment, but his real agenda is getting away from his boyfriend for an affair with Maggie, who also has a man of her own back home. After a pit stop, where Nathan quickly seduces the husband of Maggie’s old friend, the two settle into the beautiful Napa region. The wine begins to flow, with emotions, flirtations, jealousy and more lies flowing right behind. These two aren’t drifting sideways through life, but zigzaggin all over the terrain of each other’s heart. Cole Williams, who starred as the young pop idol in ‘Harry and Max’, gives a strong, conflicted performance as a young man still driven by his demons and getting by on his looks and charm. Amber Benson, best known as Tara from TV’s ‘Buffy the Vampire Slayer,’ gives a beautiful and mature performance as the blossoming young woman held back by juvenile impulses. With tension and wit, ‘Race You to the Bottom’ is a provocative look at young adults for whom labels mean little and the pursuit of love and sex is paramount.” – Frameline Film Festival Guide


“One of the year’s Top 10…” Bay Area Reporter


Writer-director Russell Brown’s first feature, “Race You to the Bottom,” is a well-observed road pic about two mid-20s Angelenos driving up to the Napa Valley for a part-business, part-pleasure weekend that turns out to be mostly painful. Barbed little character study has plenty of modest virtues, but in commercial terms will face an uphill climb: It’s a bad heterosexual date movie (more a date-gone-wrong), has too limited a gay angle for that demographic, and is about characters who are not particularly likable as individuals or as a couple.

Though both have boyfriends, Maggie (Amber Benson from “Buffy the Vampire Slayer”) and Nathan (Cole Williams of “8 Simple Rules”) have been having a secret affair for some months. He invites her along on a travel-writing assignment to visit Napa wineries.

En route they briefly visit her ex-b.f. (Justin Hartley) and best girlfriend (Danielle Harris), now married and “settled down” to uneven satisfaction levels. Left alone with the uber-straight, jockish husband, Nathan scores a conquest sure to have repercussions later on. The visitors then move on to do Ecstasy in San Francisco.

As they proceed farther north, the odd discordant notes grow louder. Dissatisfied with her own boring-nice-guy mate back home, Maggie mulls getting closer to Nathan – they’re good sex partners, and on the same personality plane as rather bratty, snide, self-centered young urbanities. One might say they deserve each other.

But for all his barely sublimated homophobia as a “mostly” gay man who disdains the “gay scene,” bisexual Nathan isn’t ready to commit to the other side of the fence. Then again, maybe he just can’t commit, period. His own b.f. is a tabula-rasa boytoy.Things rapidly degenerate as Nathan’s behavior grows more loutish, and Maggie gets more shrill and accusatory. The trip ends with a seemingly permanent rift that wreaks collateral damage on their relationships in Los Angeles. Yet chance-meeting coda a year later suggests duo might not be done with each other yet.

Brown’s screenplay and direction, both economical and unshowy, sketch character dynamics in crisp terms that resist the temptation to explain all, beg sympathy or heighten drama for purely histrionic purposes. While some viewers may find lead figures too shallow and irksome – qualities usually given full play only in supporting roles – they should strike a chord among auds of the same age, or those who’ve since outgrown early adulthood’s rough edges.

Perfs are solid all around, tech and design contribs sharp. Marco Fargnoli’s lensing captures beauty of the surroundings without defusing pic’s bite. – Variety


Top-notch ‘Race You to the Bottom’

Russell Brown’s engaging first feature, “Race You to the Bottom,” provides an illuminating glimpse into some of the more challenging complications that contemporary relationships can present. Writing and directing with perceptive wit, Brown adroitly captures the quicksilver shifts in moods within a tempestuous, passionate romance between two articulate, free-thinking young people who discover they are not as mature as they thought.

In one of several deft flashbacks, Brown reveals that Nathan (Cole Williams), a preppy-looking travel writer, and Maggie (Amber Benson), a poli-sci major in search of a career, cross paths at the Mulholland Fountain. The two click, and Nathan offers Maggie his card. When the film opens, they are in the throes of their affair, and Nathan has asked Maggie to join him on a tour of Napa Valley’s romantic hot spots for an article he is writing. It will be the first time they have gone off together; the catch is that both have live-in boyfriends who are under the impression that Nathan and Maggie’s relationship is platonic.

Maggie is captivated by the confident Nathan, who has a seemingly boundless sense of fun and spontaneity. She experiences a feeling of freedom and exhilaration with him that she has not found with other men. When she finds herself falling in love, the trouble starts. Hurt feelings lead to horrible behavior, especially on Nathan’s part.

The problem isn’t so much that Nathan sees himself as essentially gay but that he has no sense of the responsibilities that real love entails. In the meantime he sees no reason to rein in his gifts as a serial seducer. Maggie as well has considerable growing up to do if their relationship has a prayer of enduring.

Benson is irresistible as Maggie – exquisite, vulnerable yet resilient. Similarly, Williams is consistently persuasive, even when his Nathan is cruel and obnoxious. Maggie and Nathan remain involving, not only because of Benson and Williams but also because Brown has written them as individuals capable of honesty. “Race You to the Bottom” has an ending that is rightly open yet thoroughly satisfying – as is the entire film. – By Kevin Thomas, Special to The Los Angeles Times


Writer-director Russell Brown’s moving romantic drama concerns twentysomething characters who refuse to label themselves “gay” or “straight,” in favor of just being sexual. Of course, refusing to label oneself as gay can sometimes be a sort of self-loathing denial – and so it turns out here. Young bisexual travel writer Nathan (Cole Williams) invites best friend Maggie (Amber Benson) to join him on a trip to Napa Valley on an assignment. Given the nature of the friendship, their respective boyfriends are not worried about the pair getting into trouble: Little do they know that Nathan considers himself a “70-30” bisexual and has been having a secret affair with Maggie for some time. During their tour of the picturesque wineries and spas, Maggie begins to fall deeply in love with her buddy, while he begins to use her as a shield to convince himself that he’s not queer at all.

Given its setting, thoughts of Sideways are inevitable, but the backdrop is used to a decidedly different effect in this unexpectedly sad and thought-provoking effort. Brown’s script subtly and articulately fleshes out the characters’ weaknesses – and the tragedy of the two characters loving, not each other, but what each other symbolizes. Benson and Williams have great chemistry together: Williams’s harshly cynical Nathan contrasts nicely with Benson’s sweeter, more sensitive Maggie. – Paul Birchall, LA City Beat


Nathan (Cole Williams, son of songwriter Paul Williams), an arrogant and not entirely likable 24-year-old travel writer, has a sweet boyfriend and a caustic gal pal named Maggie (Amber Benson) with whom he’s been secretly sleeping for six months. Maggie’s attached too, but her pretty boyfriend bores her as much Nathan’s does him. Watching this interesting, well-acted debut feature from writer-director Russell Brown, one begins to reason that what Nathan and Maggie have in common, besides desire, is a need for a partner who’s not completely kind. Their banter, which grows increasingly barbed and accusatory as they work their way up the coast from L.A. to Napa, where Nathan plans to write a piece on vineyards, made me think of younger (less witty) versions of George and Martha from Who’s Afraid of Virginia Woolf?, although Brown may have been more directly influenced by Richard Linklater’s great sightseeing-lovers film, Beyond Sunset. A 75-minute movie with plenty of sex but zero titillation, Race You to the Bottom is likely to disappear from theaters in a blink, but those who keep an eye out for promising young filmmakers should take notice – and someone in Hollywood should take Mr. Brown to lunch. – Chuck Wilson, LA Weekly


“…Both actors hit their marks as a bi guy and a hetero girl swept up in an affair in Northern California’s wine country. The movie is a smart window on a new world of romantic complications. Where old-world queers were traumatized by the thought of an either/or coming out, young queers with fluid sexual boundaries are up against a whole new set of dilemmas.” – Anne Stockwell, The Advocate


Set in the California wine country, this film features a new twist on the gay guy/straight girl relationship. In Russell Brown’s absorbing drama, Nathan (Cole Williams, from “Harry and Max”) is a bisexual travel writer who invites his fag hag, Maggie (Amber Benson), to accompany him on a business trip. Unbeknownst to both of their boyfriends, Nathan and Maggie have been having an affair for months, and things come to a head while they are away. “Race You to the Bottom” boasts terrific, moving performances by the two leads, both of whom are given some pretty interesting – and intense – dialogue. This may be a slight film at 75 minutes, but it worth some serious attention. – Gary Kramer, Around Philly.com


Writer/director Russell Brown dares comparisons with the much touted Sideways with this precisely observed twenty-something comedy detailing the romantic misadventures of a travel writer who’s skateboarding across the Kinsey scale. Nathan (the comely Cole Williams, last observed as the bi-sexual pop star flirting with brotherly incest in the underrated Harry & Max) has planned a weekend getaway with the woman of his life. The rub is that woman has a boyfriend, and in fact so does Nathan. Just before Maggie and Nathan depart for the Napa Valley in Nathan’s humble VW wagon, Maggie’s unemployed boyfriend, Milo, a wannabe investigative journalist, tries to put a good face on his symbolic cuckolding at the hands of a puff piece artist, no less. “Take care of my girl, this weekend.” “Don’t worry. I always take care of our girl. Nice ass!” Cole Williams plays the tortured subtext of a man who claims to love aggressive women and passive men while dishing out mean one-liners. “The taste of another man on you makes me hot.” Race You To the Bottom is a sublimely funny take on a new generation some have labeled “the undefineds,” an under twenty-five set for whom the old labels – “gay”– “fag hag” – bi-sexual – are supposedly obsolete. But as Nathan and Maggie take a winery tour led by a raging fem of a guide, Nathan’s long buried resentment of blatant gays surfaces and in turn provokes Maggie’s insecurity about being caught loving a guy who’s on the run from love from either sex. Director Russell gives us tantalizing snippets of Nathan’s checkered past — erotic snap shots as brutally revealing as old prize fights. Amber Benson as Maggie, graduates from her sidekick role on TV’s Buffy the Vampire Slayer, to trade verbal punches with the champ, a boy/man who calls her his girlfriend when confronted with an old college buddy he’s not out to. “Must be exhausting keeping all those facades percolating along. Something about a serial need to seduce people reeks of self-loathing.” Climaxing in the mud bath from hell, this is a prescient look at a frisky collection of metro-sexuals, where anybody can be had, if not happy. – David Lamble, Bay Area Reporter


Race You to the Bottom features a new twist on the gay-guy/straight-girl relationship. In writer-director Russell Brown’s absorbing drama, Nathan (Williams) is a bisexual travel writer in Los Angeles who invites Maggie (Benson) to accompany him on a business trip to the Northern California wine country. Unbeknownst to both of their boyfriends, however, Nathan and Maggie have been having an affair for six months, and they hope to determine if they will ever move beyond being ‘friends with benefits.’ Brown gives his two actors some pretty intense and economical dialogue, and the drama builds naturally, with many scenes forcing aggressive Nathan and passive Maggie to look deeper into themselves and reevaluate their relationship(s). The sexual tension is palpable throughout, but the film really benefits from its strong central performances. Benson and Williams allow their characters to transform in unexpected, often moving ways that ultimately satisfy. Take this trip. – G.M.K., Frontiers


“…Far better is ‘Race You to the Bottom’, which inverts the familiar tale of a closet case enjoying copious amounts of shameful gay sex with one of a gay guy sneaking off behind his boyfriend’s back to pursue an affair with a female friend from from his college days. Sent on a travel writing assignment, Nathan sees the perfect opportunity for a dirty weekend away with girlfriend Maggie. However, things don’t go according to plan and our two secret lovers are soon weighing up the cost of their infidelity. Good performances and a solid script make this a worthy addition to the programme. Still, not sure who the bottom was, though…” – Paul Burston, Time Out London


“Race You to the Bottom is a simply terrific and surprising entry in this year’s Miami Gay and Lesbian Film Festival lineup. It will screen on Saturday, April 30 at Cinema Paradiso in Ft. Lauderdale and it is quite honestly a must-see. The film takes an uncompromising and gut-wrenchingly honest look at the complexities of Nathan and Maggie’s relationship.” – Martin Haro, The Wire


Shot on location, the photography is quite beautiful and, occasionally, truly inspired — the washed-out pastels and goofy sound of the ecstasy scene when they first arrive in San Francisco is particularly great. And the story line is appropriately complex for such a plot. You can actually see yourself getting mixed up in such a situation — the bright line test for good writing. – Metro Weekly

-Will Doig


An honest look at a cheating partner — complete with its seductiveness and heartbreak. – A., Washington Blade


Race You to the Bottom awards, a film by Russell Brown

Director's Notes

In the spirit of Two for the Road or Bob and Ted and Carol and Alice, Race You to the Bottom is a window into the sexual mores of a new generation. From the pages of Myspace to the cover of New York Magazine, Generation Y is experimenting in a world without definitions. Do the terms bisexual, gay and straight really no longer have a purpose? Can a more utopian view of sexuality replace what might have previously been a divisive system of categorizing love? The lead characters in the film, Nathan and Maggie, plunge into this dilemma as they try to define a relationship on their own terms: sensual, liberating, rebellious, but also fraught with complications that they might not have the maturity to overcome.

But in this larger exploration of a social phenomenon, Race You to the Bottom is also a sharp examination of how two people use each other to hide from certain fears in their own coming-of-age. Nathan and Maggie both have boyfriends, but they have been conducting a secret affair with each other for over six months. Maggie is avoiding finding a career, finding a husband, or settling on any definition or restrictions for her own life. She sees the relationship with Nathan as a childhood fantasy — as she says, “an endless stream of now.” Because Nathan is gay, she’s relieved from the normal expectations that might be placed on a young woman, and can indulge in this romantic fantasy because she intuits it will have an inevitable conclusion. Nathan, also, is avoiding the expectations that come with being a gay man in America. Turned off by gay culture and values, and dreaming of the pleasures of a traditional, heterosexual relationship, Nathan is also playing out a fantasy. As he says, his “biological imperative” calls for certain needs to be fulfilled, but Maggie would be the woman he would settle down with if could be straight.

Stories of love between gay men and straight women have been told in the past, but generally it is the sexual component that gets in the way. But in the context of a world without definitions, the erotic element might actually be the strongest and simplest aspect of this love affair, while the real difficulty arises about how the future might work or what the expectations are on each side. Although she truly believes that “making each other happy” is enough, and that she’s willing to compromise when it comes to his proclivities, Maggie secretly thinks that she can change Nathan — that with enough hard work and dedication, he will choose a life with her. Nathan, on the other hand, would prefer to live in the present — with Maggie fulfilling his filial desires (“I had a dream the other night that we were married. We were lying by the fireplace all quiet”) but still enjoying an occasional fling on the side with men. When he seduces Joe, the husband of Maggie’s good friend from college, Nathan symbolically plays out this drama, and creates a test for Maggie to see how open minded she really is. In the end, Maggie and Nathan learn that they can only love each other to a certain point, and that this fantasy doesn’t hold up in the face of real life. But perhaps with a few years and more experience under their belts, they can figure out another way to define their unusual, but still passionate and caring, love for each other.

All of this is played out over the course of a wine-filled, bright and golden autumn in Napa Valley. Despite the tough questions and hard realizations, Race You to the Bottom is ultimately a warm, joy-filled celebration of the eccentricities of youth and the vigor of hot-blooded, rebellious romance. As these two hedonists tear through Northern California, the film reminds us of the glorious moments when romance seems to have no boundaries.

Production Notes:

Race You to the Bottom started as an exploration of how certain personal needs are played out in relationships. Initially the script consisted of a series of conversations — meditations, during the course of a driving trip from Los Angeles to San Francisco, on what characterizes the dynamic between a straight woman and a gay man. The sensual and romantic interaction that my two characters seemed to be experiencing was one that is rarely explored in a “gay-themed” feature film. It was layered with the complexity of unfulfilled expectations and ulterior motives, and therein I saw the potential for a moving film. As the plot emerged, the themes of the film began to play themselves out more dramatically, as the characters faced situations and external pressures along the way. The process of workshopping many of the scenes with acting/directing coach Joan Scheckel helped bring the ideas of the film into sharper perspective. And although the script remained dialogue-driven, as we progressed it took on a more cinematic energy and form. It was perhaps not until editing was well underway, months later that the relationship between words and images would find its equilibrium.

The director of photography, Marco Fargnoli, was the first crew member to become involved. While the script was still in its early stages, we were introduced over lunch by a mutual filmmaker friend. Marco’s questions and thoughts on the aesthetics of the film helped the script come to its final form. One of the great pleasures of making this movie was working with him — a “perfect collaboration,” as I have told him many times.

Over the course of the next few months, I took a job as script supervisor on a low-budget feature called Harry and Max. The director, Christopher Munch, has always been an inspiration to me and the chance to work in this position was a good way to learn more about the super low-budget independent filmmaking process. This invaluable experience led me to Roni Deitz, who eventually agreed to produce the film. Roni is that rare producer who knows everything, and is “in the game” for all the right reasons: To do good work, have fun, and run a smooth production.

Meeting Amber Benson was perhaps the first moment when I felt the script would actually come to life. Strangely (or not-so-strangely), she was the first actress to read for the part. Before we launched into the audition, Amber told me that she loved the script but hated the ending. I was immediately smitten. Amber brought intelligence to her reading that I had hoped to find, but also a vulnerability that I was not expecting. To the horror of the casting director, I read the part of the male lead during Amber’s callback audition, and felt we had an immediate chemistry.

Casting Nathan was the opposite experience. We couldn’t find anyone. Cole Williams, who starred in Harry and Max, was staying in my spare room throughout the casting process. Cole always had a unique understanding of the script, but had played a much younger character in Harry and Max. To me, he was always the 15-year-old boy band singer of that film, and not the more mature-looking 25-year-old. A week before production began, we still hadn’t cast the male lead and it was looking like we might shut down. At the end of our final casting session, Cole appeared with a new haircut, facial hair, and demanded to read for the part. Turns out he was perfect and we had already become great friends, so I knew we could work together. Amber and I had been rehearsing for a few weeks, but the three of us worked intensely before production began — blocking the scenes and getting Cole up to speed. These two actors had immediate chemistry and genuinely liked each other a great deal, so it ended up being a perfect match.

By most filmmaking standards, our 20-day shooting schedule was extremely tight. Split between Napa Valley and Los Angeles, we were constantly at odds with time. Adding to this, the majority of the film takes place outside, and many of our long dialogue scenes could’ve been ruined had the weather not cooperated, or had the schedule not been so perfectly planned by Roni Deitz. Our tiny, dedicated crew believed passionately in the project. Most notable were the super-human efforts of Fred Helm and Lee Ascher (production sound mixers), Doran Meyers (art director), and Kristen Anacker (costume designer). Roni and I have frequently joked that our production was blessed. When it was supposed to rain and be foggy on our San Francisco beach shoot day, we showed up to the warmest, clearest October day that San Francisco had seen in years. Every location in Napa was cooperative and the production is indebted to them for their generosity.

Editing began two weeks after we wrapped. I was lucky to enlist Annette Davey, a veteran film editor, to cut the project together. Annette had read the script before production, and given me tips on common mistakes of the first time director. (“Oftentimes they overshoot the actors from behind. We want to see their faces!”) Working with Annette was like attending a master-class in film editing. The structure of the story was constantly changing and evolving, and the greatest lesson — you must try everything! — proved fruitful as we chiseled the movie into its final form.

When we finally locked the film, Christopher Munch agreed to take on the thankless role of post-production supervisor. Having never made a film on 35mm, I am convinced we would still be working today had he not so courageously and generously taken on this position. Our first task after the film was “locked” was to find a composer. Annette introduced me to Ryan Beveridge whose score captured the “Berkeley” vibe of the movie, and brought an emotional element that had not been there. Two songs by M.C. Honky and Eric McKeown were part of the temp, and we were able to license them. Fred Helm oversaw the sound editing and Mark Rozett, another veteran, mixed the film on a meager budget and tight schedule. Ronna Wallace has since come on as our sales representative, and like many other members of the crew, I am grateful for her experience and wisdom.

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