Natasha Lyonne was not a cheerleader. Director Jamie Babbit knew that much. She wasn’t at all who Babbit had pictured when she’d come up with the idea for her first feature, a razor-sharp satire about a high school cheerleader who is abruptly shipped off to a “homosexual rehabilitation facility.” Trapped in what is possibly the campiest conversion camp of all time, the cheerleader naturally finds love—not just with the facility’s brooding bad girl, but also with the person facing her in the mirror.
Lyonne wasn’t blond, bubbly, or all-American. But something about the 19-year-old piqued Babbit’s interest. So did the rest of the film’s cast, which reads like a who’s who of future stars: Clea DuVall! Melanie Lynskey! Michelle Williams! Julie Delpy! Babbit and her team balanced all that fresh-faced talent with cult favorites like an out-of-drag RuPaul Charles, Harold and Maude’s Bud Cort, and John Waters favorite Mink Stole.
Babbit came at the project with a singular vision and clarity. She wanted to bring the hyperstylized, monochromatic world she had in her head to life, take on a serious subject with laughter, and do it all while making what was (with apologies to 2022’s Bros) Hollywood’s first true gay rom-com.
“I’m not surprised that, 25 years later, we’re still talking about the movie,” Lyonne says.
In honor of that milestone, Vanity Fair spoke to more than 30 people involved in its making—reporting out the root of its fabulous, absurd singularity.
Step 1: Admitting You’re a Homosexual
In January 1995, Jamie Babbit was an aspiring filmmaker manning the box office at the Sundance Film Festival. There, she met Andrea Sperling, a producer who was there with Gregg Araki’s The Doom Generation.
JAMIE BABBIT (director): I’d started working at Sundance as a volunteer. While I was there, I realized there was this whole independent-film community I wanted to be a part of. I saw a lot of young women directors making short films, making their first features, getting agents. I realized that was the pipeline. So I set my sights on getting a short into Sundance, then a feature, and launching myself that way.
ANDREA SPERLING (producer): She was interning at the reception, checking people in, giving them their badges and their tickets. We noticed each other. She doesn’t present as queer, really, so I wasn’t sure if that was what was happening. There was a lot of eye contact.
BABBIT: We were hanging around the festival making goo-goo eyes at each other.
SPERLING: We had one date, I think. And then she was about to go to San Francisco to make a short film called Frog Crossing. And I said, “Oh, I’d be happy to help you.” The way she tells it, she was annoyed that I offered.
BABBIT: I think I’ve always been an independent, stubborn person who wanted to do everything myself. [Pause.] But in the end, the truth about directing is that you actually have to let collaborators help you.
SPERLING: After she made Frog Crossing, she really wanted to make another short film called Sleeping Beauties.
BABBIT: It was a lesbian fairy tale.
SPERLING: That was with Clea [DuVall].
CLEA DUVALL (Graham): I hadn’t done much when she cast me.
BABBIT: I had met her at Buzz Coffee, which was underneath the Laemmle Sunset 5 theater.
DUVALL: On Saturdays, girls would come in. It felt like a real lesbian hangout on Saturdays during the day. And Jamie came in with—this is so gay. She was dating someone I was dating.
BABBIT: She gave me free coffee.
DUVALL: I was talking to both of them and ended up inviting them to my house for dinner that night, which was such an insane thing to do, looking back on it now. I made them spring spaghetti.
SPERLING: I loved Sleeping Beauties. I thought that you could really tell that Jamie had a vision and a point of view, and also great style.
ALIX FRIEDBERG (costume designer): It had a similar aesthetic to But I’m a Cheerleader.
SPERLING: We were like, “Okay, well, now we really want to make a feature.”
BABBIT: So I was at a coffee shop in San Francisco, and I was reading a free newspaper. It had an article about ex-gay rehab.
DOUGLAS SPAIN (Andre): I didn’t even know that those places existed.
SPERLING: Jamie also based it partially on the experience she had with her mother running a rehab for drug addicts in Ohio.
BABBIT: I spent all my holidays and weekends with my mom’s patients.
SPERLING: So she came up with this one-line pitch: What happens if two girls meet in a rehab that’s meant to make them straight, but instead they fall in love?
EFFIE T. BROWN (line producer): With love in my heart, there wasn’t a hell of a lot of queer representation and films at the time that weren’t tragedies, you know what I mean? Where it’s like, someone dies at the end. [But I’m a Cheerleader] was a romantic comedy. At the end of the day, she gets the girl.
BABBIT: [Megan] was always a cheerleader. And not because I was ever a cheerleader—I was a theater nerd—but it just was like the archetype of high school femme. I always wanted a happy ending, and I always wanted the femme to rescue the butch.
NATASHA LYONNE (Megan Bloomfield): It is such a positive and beautiful love story.
BABBIT: I’ve never thought of myself as a writer. Brian [Wayne Peterson, the screenwriter], he FedEx’d the first draft of But I’m a Cheerleader to me at Sundance.
MICHAEL BURNS (executive producer): I was at Sundance, and I’d made a couple independent movies, and I was segueing out of investment banking at the time. My producing partner, Leanna Creel, was a big champion of it.
CREEL: From the minute I read it, I was like, “This has to be told.”
BABBIT: Leanna grew up in Orange County, which is a very Christian, conservative environment.
CREEL: I knew about conversion therapy. I was raised evangelical Christian. I never was officially part of a program, but I went to some therapy where they tried to pray it away. And I went to some seminars, Exodus seminars.
BURNS: I said, “You know what? Let’s make this.” So I wrote a check.
Step 2: Rediscovering Your Gender Identity
Babbit conceived the role of Graham for DuVall, but didn’t have a particular person in mind for the titular cheerleader.
BABBIT: I needed someone who was one of those “I don’t give a fuck” people to do the film. I was one of those “I don’t give a fuck” people too.
LYONNE: I was with Clea. She was making a movie in San Francisco, I believe, with Daryl Hannah, maybe Wildflowers. I’d come up to visit her, and she was driving in the hills of San Francisco, which I thought was really unsafe, because I’m from Manhattan. So instead of looking at the roads, I looked down at the passenger-seat floor, and I saw the script.
DUVALL: We read it in my bed.
BABBIT: I had a coffee meeting with [Lyonne]. I flew to New York.
LYONNE: I showed up to that meeting in the East Village—bell bottoms, smeared mascara, and eyeliner—and I was like, “Check out this new voice.” And then somehow we convinced Jamie, and then we were off to the races.
SPERLING: Natasha was a really unusual choice because it’s not who you’d think of for a cheerleader. But she had a little bit of heat on her because of that movie she’d just done [Slums of Beverly Hills].
BABBIT: She’s so fearless. And she’s a star. The camera loves her, and you can’t stop watching her. I thought, Okay, I’ll get a wig, I’ll put it on her, and I’ll put her in a cheerleading outfit. And everything will be fine.
CREEL: Is it public knowledge that she’s wearing a wig in that movie?
Babbit and her casting team, Sheila Jaffe and Julie Kim, began the search to fill out the movie’s ensemble.
JULIE KIM (casting director): This was the hot, weird script out there.
MELANIE LYNSKEY (Hilary, in a 2022 interview with People): It was such a smart way to tackle that subject. It’s smart to make it a satire and make it so absurd and so campy and over the top and colorful.
CATHY MORIARTY (Mary Brown): I started laughing out loud. I was by myself, just lying on the floor reading the script upside down. And I just was like, Wow, there’s something special here.
KIM: The material really is what drew in the hip kid actors. Word spread amongst the community.
DANTE BASCO (Dolph): I ended up reading with Rashida Jones.
BABBIT: Rosario Dawson was incredible. She had a great audition and was very much like the all-American girls that I went to high school with.
KIM: I recall meeting a young James Franco and thinking he certainly had star quality.
JULES LABARTHE (director of photography): I think the material itself was edgy, so I’m sure we got our share of passes.
BABBIT: I had a meeting with Arsenio Hall at the Chateau Marmont. Lily Tomlin was someone we asked, but we never really heard back. I remember I had a meeting with Julia Sweeney from Saturday Night Live too. I always loved Pee-wee Herman, and obviously knew him as someone who had started Natasha Lyonne’s career. [As a child, Lyonne appeared on Pee-wee’s Playhouse.] And I offered him Larry or Lloyd Morgan-Gordon. He passed.
LYONNE: In the early aughts, all I had to do was answer questions about, “Oh my gosh, it’s so brave. Were you scared to play a gay person?” I was like, “Were you scared to ask me that question?”
SPAIN: It was still a big, taboo, career-damaging thing. We all watched that episode of Ellen.
CREEL: I remember thinking, Ellen’s losing her career. She lost her sponsors. Actors did not come out of the closet. It was such a big deal. I can’t quite underscore what a big deal her coming out was.
BABBIT: I had loved [Melanie Lynskey] in Heavenly Creatures. So we contacted her manager, who was in LA, and she said, “Oh, she lives in New Zealand.” I asked Michael Burns if he would use his frequent flyer miles to fly Melanie from New Zealand to LA, and he said yes.
LYNSKEY (in a behind-the-scenes featurette): I loved the script when I read it, and I thought, I wonder what this director is going to be like? Because I knew she’d never directed a feature before. But I saw [Sleeping Beauties], which was beautiful.
SHEILA JAFFE (casting director): Dante [Basco] was another one who kind of emerged the strongest because he’d worked with [Steven] Spielberg. He was Rufio [in Hook]. He was well-known already.
BASCO: I’d already done Hook, so I had already been around the block a few times. But I was surprised when they offered me the role because the way the original script read, Dolph is the quarterback of the football team and he’s like a six-foot blond, you know?
SPAIN: I went all out. I completely went into character for that audition. I had, like, Daisy Dukes and Keds on. I think I had my shirt tied. Very feminine, very playful.
KIM: Some of these kids did go that extra mile.
JAFFE: And that Joel Michaely guy, he was hilarious, with his little yarmulke on.
MICHAELY: I was like, “They’re looking for [someone to play] a character named Joel. I’m Joel, who’s Jewish. I’m Jewish.” And, you know, at the time I wouldn’t ever admit to anything else besides that. And so I was like, “I have to get this.”
JAFFE: And Katharine Towne. She was so perfect for that punk role.
KATHARINE TOWNE: I actually auditioned for Natasha’s role many times. I never auditioned for Sinead. God, it’s coming back to me. I think I had to do kicks in the auditions.
JAFFE: Yeah, she was fantastic.
TOWNE: I think it was a natural fit. I did get sent away when I was a kid to one of those girls camps, where you get sent to be punished for being a young person born in a woman’s body who doesn’t like the rules. It was really a fucked-up time. I think it was probably a little bit cathartic to be in a situation like that again, but in a way where I got to take the danger out of it.
They also inadvertently cast two future marquee names in cameo parts.
MINK STOLE (Nancy Bloomfield): Michelle Williams, who knew?
BABBIT: She’s in that opening scene because she was a fan of Clea and of me and a fan of the project. She flew in from North Carolina, where she was making Dawson’s Creek, and did two scenes on the weekend.
KIM: Julie Delpy playing a lipstick lesbian.
BABBIT: Julie was actually my friend as a director. We had both taken a filmmaking class at NYU together.
JULIE DELPY (Lipstick Lesbian): I was like, “Yeah, I’ll be the ‘Lipstick Lesbian.’” I was in the middle of moving to my new house, so I had to have someone supervise the move. I was making out with Natasha all day while Michael Burns, the producer, was moving my boxes.
BURNS: That’s true. I was.
KIM: It was cool to have the freedom to find the young talent and then pepper it with more seasoned talent for the adult roles.
BURNS: I said, “Come on, you’re not going to get RuPaul.” And all of a sudden, there’s RuPaul.
BASCO: My guy, he was already a legend back then, you know what I’m saying? Like, he already had the hit song.
FRIEDBERG: I was nervous to meet him because I was such a fan and didn’t feel worthy to dress him.
BABBIT: He came in and we talked. He was a very big pop star at the time, and so it was really fun to realize that he had such a great sense of humor.
KIM: Casting RuPaul to play a man onscreen, stripped of his usual glamour, was groundbreaking.
CREEL: I remember thinking he was so handsome, because he had never really performed out of drag.
STOLE: RuPaul does have the best-looking legs on any human that has ever lived.
BROWN: Eddie Cibrian was a big star. He was our heartthrob.
KIM: We were very surprised Eddie Cibrian was game to do this.
BABBIT: I think it takes a very confident straight guy who is excited to explore that side of themselves, especially in the ’90s. And I think Eddie never had any fear of playing this part.
SPAIN: He was gung ho for the whole thing.
BABBIT: [After Pee-wee passed], I ended up getting Richard Moll from Night Court. And Wesley [Mann] came in and auditioned with him and was fabulous.
WESLEY MANN (Lloyd Morgan-Gordon): What Jamie was looking for was this sort of “Mutt and Jeff” duo.
JAFFE: I was obsessed with [Megan’s parents] being Bud Cort and Mink Stole.
STOLE: I have been adjacent to and a part of what now is called queer culture since the summer of 1966, when I met John [Waters] in Provincetown, Massachusetts. So [Cheerleader] was something that I fully agreed with.
BABBIT: And Cathy [Moriarty] I had loved in Soapdish. She has such an incredible voice.
MORIARTY: I was busy and I was tired, and I had a wedding to plan. I was 38. I was working a lot. I wanted to take some time off, but I really liked this movie.
KIM: She’s such a glamorous woman. She’s so glamorous, but she just really rolled up her sleeves and relished in the role.
BABBIT: Once we had Natasha and Cathy Moriarty and RuPaul, we realized we couldn’t ask Cathy Moriarty to change in a car.
BURNS: I think we all felt like we had something, so I was not afraid to put more money in.
SPERLING: I think we ended up doing it for $1.2 [million]. I mean, there was still no money. I think it was SAG scale for everybody.
MORIARTY: You definitely weren’t showing up for the paycheck, that’s for sure.
BASCO: It felt cool to be—you know when you’re with the cool kids? Yeah, that’s what it felt like. Behind the camera was very diverse, and a lot of women too—which was different, especially at that time. My memory of Cheerleader was almost all women in every department, which is pretty wild.
BROWN: Andrea and Jamie were about being inclusive before it was a thing. Nowadays I work a lot, but back then—“A young Black woman in charge of the money? Are you out of your mind?”
SPERLING: It felt important that we have people on our crew that reflected the real world. And I felt like we would make something better for it.
BROWN: I’m going to get a little on a soapbox, but it was like the America that I want to live in. It was Black, it was Asian, it was Latino, it was gay, it was straight, it was men, women.
LABARTHE: The shooting schedule was very short.
SHAWN DAVIS (production assistant): I would say it was somewhere between 28 and 32 days.
VAN HAYDEN (assistant director): I think we started shooting a week before Christmas. We had Christmas Day off, and New Year’s Day off. Maybe.
FRIEDBERG: Jamie had a real command of that set.
HAYDEN: She really had a crystal clear vision, and she was very effective at communicating it.
MORIARTY: God bless Jamie, man, because she wrangled the crew and she put the time in, but she gave the time to each and every one of us individually as well. You know, there were no favorites.
LYONNE: I always loved Jamie.
STOLE: I love that she made me look like Nancy Reagan. I thought that was fun.
TOWNE: She actually asked me if I would shave my head. And I was such a dick about that. So she had Kat shave her head instead. I dyed my hair black and put my piercings back in.
KATRINA PHILLIPS (Jan): I wasn’t allowed to pluck my eyebrows for months. And I wore men’s tighty-whities under my skirt. That’s where I kept my cigarettes.
DUVALL: She was really bossy with me, but in a way that I really liked. It worked for me because she always knew when I was not fully committing. I was young and I was shy, and I had so many defense mechanisms, one of which was like “cool guy.”
MICHAELY: Clea has always had an effortless coolness to her. You’ve never seen anyone smoke a cigarette quite like Clea. It’s like James Dean and Clea DuVall.
DUVALL: And so I wouldn’t want to do anything that made me feel vulnerable or put myself out there. Jamie could always see that, and always pushed me to go further than was comfortable.
BABBIT: I remember Clea and Natasha saying, “You were so serious when we were making the film.” And I’m like, “Yeah, because my career was on the line. You guys all had careers. I didn’t.”
SPAIN: I mean, if she was stressing out, she hid it well.
BABBIT: I felt a lot of pressure to have the movie be good. I was losing weight, I wasn’t eating. I was under so much pressure and it was self-imposed pressure.
SPAIN: Jamie and Andrea were like warriors. They were like, “This is a story that needs to be told, and we’re just gonna do it.”
CREEL: I looked up to them tremendously. I wanted to be brave like them.
Step 3: Family Therapy
Much of But I’m a Cheerleader was shot in and around Los Angeles. For the all-important exterior scenes depicting the conversion camp True Directions, Babbit took the production to Palmdale, a city outside of the so-called studio zone. There, she and the rest of But I’m a Cheerleader’s crew set about constructing an artificial reality of Pepto Bismol pinks and baby blues, plucking from influences like John Waters, David LaChapelle, Sandy Skoglund, and Liza Lou.
HAYDEN: Palmdale is 80, 90 miles north of Los Angeles. That was pretty ambitious for a film of that scale and that budget level, because it meant you had to put the crew up on location four or five days a week.
STOLE: I was actually surprised to learn that [Palmdale] is in Los Angeles County because it seems like a million miles away. It is a desert. It is flat. It is treeless.
BASCO: We were all staying at a Holiday Inn.
SPAIN: I think it was a Ramada.
STOLE: Anyway, I found Palmdale to be particularly charmless.
BABBIT: The city is very conservative.
LYONNE: The [production] signs would say But I’m a Cheerleader. I think the local town thought that it was a porn film called Butt I’m a Cheerleader. So they were trying to shut us down. It really taught me to make sure that, whatever you do, make sure your film does not seem like a porn when you put up your location signage.
BABBIT: The neighbors were very upset.
DAVIS: We took this beautiful Victorian house and painted it the pink and green that it was in the film.
BABBIT: I know that the owner of the house needed money and so he said, “You can shoot in my house, but can you hire me and my sons to paint the house?” So he actually painted it.
BASCO: Jamie was doing a John Waters kind of thing in creating a whole world.
STOLE: I didn’t make the connection that it was like John, because I don’t like to think that things are like John. I think John is like John. And Jamie is like Jamie.
BABBIT: The biggest inspiration was the Barbie Dream House, and the toy store aisles of pink and blue at Toys “R” Us.
RACHEL KAMERMAN (production designer): We definitely both had obsessions with Barbie.
FRIEDBERG: This is how we grow up as kids: Boys dress like this, girls dress like that. Girls are pink, boys are blue. And we weren’t just getting regular “shop at the mall” clothes. We were building everything. From the uniforms to the vinyl dresses they graduate in, those ridiculous plastic outfits. I mean, we made everything in my living room.
DAVIS: We were working crazy 16-, 17-hour days.
LABARTHE: We were under the gun a lot.
FRIEDBERG: We were doing everything out of our trailer like, an hour before they were supposed to shoot, which is just sort of the guerrilla, low-budget filmmaking experience. It was just me and one other friend of mine with a sewing machine doing everything.
KAMERMAN: We were so enthusiastic about it. It wasn’t like, “Oh, well, that can’t be done.” There was never a “no.” It was always “yes, and how can we do it?”
MACIE VENER (art director): We custom-painted furniture to match the sets.
CECILY RHETT (editor): They would be shooting while the paint was wet.
BROWN: It would never dry on time. I remember Jules the DP would lean back while doing something, and paint would get all over the back of his jacket.
VENER: I remember the wallpaper with the flowers. There were these three-dimensional flowers that were hand-glued on the walls.
BABBIT: Her husband hot-glued all the flowers in the bathroom.
KAMERMAN: My husband is a documentarian and Oscar-nominated. But if you look at his IMDb, I think that there’s still a credit as “hot gluer” for Cheerleader.
LABARTHE: There was a lot of laughter on the set.
RHETT: RuPaul, I just really crack up when he says, “I myself [was once] a gay.”
LABARTHE: [RuPaul] was such a good leader for a lot of the younger actors.
MICHAELY: RuPaul was very much a mentor. We’d sit there and gossip and kiki and just laugh, and he would tell me stories. I think he saw me as his kid who needs a little help. This kid’s a little lost. This kid needs to see that there is a life besides living in fear. He was very helpful for me in that regard.
BASCO: When they flipped the camera around on us, I mean, he would start telling us some things, like, real things about gay life, sexual stuff. He was like, “Boys, do you know what this is?” In vivid detail. Just look at our faces [in the finished film].
RUPAUL CHARLES (Mike, in the behind-the-scenes featurette): It’s interesting working with all the kids on the movie because they’re [in their] early 20s or late teens or whatever like that. So it’s fun to corrupt their minds.
MORIARTY: And Eddie Cibrian, who would make me absolutely weak.
BROWN: In his booty shorts. [Laughs]
TOWNE: There’s a story. Can I tell you a story?
BASCO: Me and Kip [Pardue] had to kiss, right? We’ve never—I mean, we’re both straight. Like, “What are we gonna do?” It was a different time. It was a little mischievous.
TOWNE: I don’t know what we were thinking.
BASCO: I was like, “Okay, we want to save the kiss for the actual filming of it, but let’s rehearse the scene.” One actress volunteered. We’ll just leave it nameless.
TOWNE: It was me.
BASCO: I’d be like, “Okay, Kip, you kiss her, and I’m gonna watch and study. And then I’m gonna kiss her. And you can watch and study.”
TOWNE: We were in, like, a honeywagon. It was very much just a weird ruse so that we could all kiss each other. [Laughs]
DUVALL: It was fun. I remember all of us being just young people who were kind of wild and having a good time, and then Jamie, to us, seeming like the adult on set, even though she was 27 years old.
BABBIT: I missed all that. I was working. Plus, I also grew up in a rehab, so the last thing I was gonna do was party.
BROWN: There was no bar for us to go hang out at. There was no dance club for us to go to.
MORIARTY: Poker nights, of course. We’d always be in my room.
BASCO: We’d all meet up and go to the Applebee’s. That was our spot.
MICHAELY: Melanie and I basically lived at the Applebee’s.
BROWN: I remember having drinks with Bud Cort, hanging out and smoking cigarettes with him.
SPAIN: We were having such a great time running in the halls of the Ramada from room to room.
BROWN: I think we’d get in a little bit of trouble because there’d be other guests in the hotel, and we might be making a little too much noise. People were knocking on our door more than once to be quiet.
PHILLIPS: At one point we had two days off, so we had a huge party in Effie’s room.
BROWN: Kat narc’d! [Laughs] I will say this: I am [18] years sober now. But I remember I threw a blowout party.
TOWNE: I think there’s some things that we probably can’t tell you.
LABARTHE: I have no comment at all. Those are stories I tell in private. People are sworn to secrecy.
BROWN: I’m super glad there were no iPhones back then.
CREEL: I think hindsight is 20/20. I’ve smoothed out all the rough edges, and I only remember the positive stuff.
DAVIS: We were all in it together, going through the hell that was Palmdale.
DUVALL: It was cold.
SPAIN: We were out in the desert, all wearing skimpy suits.
PHILLIPS: As soon as they would say “cut,” people would race up to us and throw coats on us.
BABBIT: There was a cold going around.
BROWN: Everybody, my whole staff, literally got pneumonia. Walking pneumonia. The crew was falling like flies.
MICHAELY: I remember Cathy got sick. She was coughing. And she had one line in this scene, and they were like, “Cathy, go home. Go rest.” And she was like, “No, I’m not going home. I do not leave my fellow actors.”
BROWN: When we left, the hospital was sort of sad to see us go because we sent so many people to them.
BROWN: Then the set blew down.
SPERLING: It was really windy in Palmdale.
KAMERMAN: I forget—there’s a French term that Jamie used.
BABBIT: I said, “Wouldn’t it be so cool to do a total Magritte reveal at the end? Where the camera pulls back from the sets to see them all lined up outside, with the sky behind them?” So we brought them out to Palmdale.
LABARTHE: I mean, it’s like a sailboat with the sail up.
BROWN: We couldn’t do anything besides watch it blow away.
SPERLING: I thought, Oh God, Jamie’s gonna freak out. And she was like, Oh, okay, well, moving on to the next thing.
MORIARTY: She was so calm.
BABBIT: I had a thousand more things to shoot that day.
BROWN: The catering. That’s a terrible story.
DAVIS: I chose the caterer, and failed miserably on the first try.
BROWN: That’s the only time I think the crew revolted.
DAVIS: Somebody found a band aid in the lunch.
SPERLING: Literally disgusting.
DAVIS: I had to replace them halfway into the shoot.
BROWN: But then we got Alex Gourmet Catering, and then the world opened up. Sandra Ninham [the film’s transportation coordinator] was friends with him, so she made a deal.
ALEX UCEDA (caterer): The shoot the first day? I made a roasted shrimp with the demi-glace mushroom sauce. I made a citrus-marinated chicken breast with a watermelon feta cheese. I made grilled salmon with a lime caper sauce. I made some steamed rice and I also made Italian potato wedges. [Pause] I can’t remember the vegetables, I’ll be honest with you.
BROWN: Everybody was like—it was like that song from The Wiz. “Can you feel a brand-new day?”
Step 4: Demystifying the Opposite Sex
After production wrapped, Babbit and her editor, Cecily Rhett, worked out of a makeshift editing suite in an extra room at the Directors Bureau, the production company owned by Roman Coppola and Mike Mills.
BABBIT: We had a lot more dildos in the original footage.
RHETT: The most important thing was to safeguard the emotional heart of the story, which to me was the love story. We changed the ending. Originally she was still cheering, but in a different way.
BABBIT: It was just done in a very high school way, with flips and pom-poms. [Cecily] said, “Don’t have her do it as a high school cheer. Have her do it as a spoken word, emotional poem. Go deeper.”
RHETT: No jumping around, no cartwheels, just a spoken cheer that was really about it being, I love you and I’m not leaving here without you.
BABBIT: We actually reshot it. I went with Natasha and only Natasha. In that close-up of her, there are no leaves on the trees behind her, because it was something like a month later.
RHETT: We got great feedback in the cutting room from Angela Robinson. We got great feedback from Dody Dorn.
BABBIT: Gregg Araki gave notes. He liked the film. I remember him saying, “Wow, this is so gay, Jamie.”
Only a few scenes were left on the cutting-room floor, including a campfire sing-along and a scared-straight sequence starring Ione Skye. (Both were reinserted by Babbit for the movie’s 4K Blu-ray release in 2020.) A bigger issue presented itself in the form of the Motion Picture Association, Hollywood’s pearl-clutching ratings body.
BURNS: The ratings agency, their heads exploded.
BABBIT: Obviously Cheerleader is very PG.
CREEL: But we knew going into it that if you have two people of the same sex kiss, at that time, it was an automatic R.
PHILLIPS: They wanted to give us an NC-17 rating.
LABARTHE: I mean, it was so innocent. There’s no nudity. They’re just basically kids falling in love. What’s the problem? Obviously, the problem was that it was minors being lesbians.
RHETT: It made me really pissed off because it was that same year that Election came out. I like, “Okay, well, Reese Witherspoon’s character is a minor and she’s in really sexual situations.” And that didn’t get an NC-17.
SPERLING: The hypocrisy was blatant.
A furious Babbit eventually acquiesced, agreeing to edit the sex scene, as well as cut both a sequence showing Megan masturbating to the thought of Graham and a line about oral sex.
BABBIT: Cutting Melanie’s line about Megan eating Graham out caused a continuity error. If you watch the scene now, in one shot, Melanie has glasses. In the next, Melanie doesn’t have glasses. I kind of like that it’s a little fucked up, because it’s proof that the MPAA made me do it.
Step 5: The Final Test
But I’m a Cheerleader had its premiere at the Toronto Film Festival in September 1999. It went to Sundance a few months later.
BABBIT: We were at Sundance in January 2000.
BASCO: It’s a cool way to start going to Sundance, for sure. We stayed in the middle of town.
BROWN: I remember sleeping on the floor of a hotel, if I’m not mistaken. Sort of like little Pound Puppies.
PHILLIPS: The reaction from the audience at Sundance was kind of mind-blowing.
RHETT: I remember people just laughing. You couldn’t hear the lines.
BABBIT: There were lines around the block of young Mormon queer people.
LYONNE: Teenage girls would come up to us, crying, saying, “Hey, I just want to say, thank you so much. I’ve never seen my story up onscreen before.”
DUVALL: There was a mom and her kid who was maybe 10 who had heard about the movie, and wanted to come and see it because she was gay. And the mom had driven her hours to come to the screening.
LYONNE: Clea and I were so moved. We understood in that moment that we had a real responsibility.
BABBIT: Our biggest fan was Roger Ebert, but I knew that he would like it because he had [written] Beyond the Valley of the Dolls.
MICHAELY: He sat directly behind me at the Toronto Film Festival premiere. I’d watched him my whole life, being a film buff psychopath. He was laughing in my ear the entire movie.
ROGER EBERT (critic, from his review): It feels like an amateur night version of itself, awkward, heartfelt and sweet.
MICHAELY: That was really the only positive thing, PR-wise, we had to work with.
THE WASHINGTON POST: Two, four, six, eight! Name a movie we really hate!
SALON: Desperately forced and outmoded.
VARIETY: Pandering to the audience without subtlety, the film makes the most obvious choices.
THE NEW YORK TIMES: The movie’s one joke is apparent very early on, and even if you’re only half watching, you’ll be a step ahead.
CREEL: I remember being really embarrassed, and I remember Jamie Babbitt going, “Well, at least we touched a nerve.”
BABBIT: I knew I had touched on a sensitive spot, because I wasn’t getting a C: I was getting an F.
DUVALL: I remember being really bummed out, because I loved the movie and audiences seemed to love the movie. The critics did not understand what we were doing.
BABBIT: I was part of the riot grrrl movement. We were so used to people saying, “You sound like shit! Stop playing music.” And riot grrrl people were like, “Fuck you. We don’t care if we can’t play good music. We’re playing our music. Get the fuck out of our screening.”
CREEL: I also remember we got some pretty strong reactions from the older gay male community, who felt like we weren’t taking a serious topic seriously.
RHETT: We heard that from a lot of people. Like, “You’re still carrying the mantle for this movement.”
PHILLIPS: It was interesting because it [screened at Sundance] the same night or same day as Boys Don’t Cry. The dichotomy of the queer world was just smacking people in the face.
RHETT: That just made me feel like there’s plenty of room for all of these stories. Some people are going to make these fierce, sad stories, and other people are going to make fierce, fun comedies. There’s room for everyone.
After an initial deal with Fine Line fell through, Lionsgate picked the movie up. But I’m a Cheerleader was released into a smattering of theaters on July 7, 2000.
FRIEDBERG: I remember taking my whole family to Sunset 5. And we all went to see it and wore pink—just like the way people went to go see Barbie.
LABARTHE: I walked in on it a couple of times at the Laemmle theaters in Los Angeles when I was there to see something else. I liked the way people responded to it.
BURNS: Obviously that’s in West Hollywood, so a receptive audience.
TOWNE: It wasn’t a big money maker.
But I’m a Cheerleader made just $60,000 on its domestic opening weekend, eventually earning $2.6 million at the global box office.
SPERLING: We didn’t talk about it in terms of whether it would have a legacy. We just were like, Okay, you make a movie, it comes out in the theater, it’s on DVD, and then you move on to the next thing.
RHETT: A lot of people were saying, “Well, who would want to watch a comedy about a forced gay conversion camp?” And 25 years later, I’m like, “Well, a lot of people.”
Step 6: Graduation
The cast and crew moved on, with little expectation that the film would have much of an afterlife. Moriarty gave birth to twins; Spain flew to Europe to shoot Band of Brothers; Burns became Lionsgate’s vice chairman; Phillips went on to work with at-risk LGBTQ+ youth; and Babbit began what would eventually become a storied television directing career. She and Sperling broke up after 14 years together, though they remained close. All the while, something strange was happening with their movie.
SPERLING: It would be on HBO every week.
MICHAELY: It was played legitimately almost nightly, at around midnight or 2 a.m. If you couldn’t sleep, you could turn on your television set and watch But I’m a Cheerleader pretty much every day of the week on HBO.
LABARTHE: Because it was under 90 minutes, they could fit a lot more movies into a day on cable.
MICHAELY: Queer people slowly started to find it.
LABARTHE: I’ve had so many notes passed to me saying that this was a movie that helped people come out to their parents.
PHILLIPS: I showed it to my grandmother. I was like, “I’m gay.” And she goes, “I know.”
KIM: There was a Variety article with Elliot Page where he basically said this movie really helped him with the shame and self-hatred that he had felt.
TOWNE: I think it really does belong in this time. It found a life with Gen Z kids.
BASCO: My first social media was Tumblr. And my Tumblr would be filled up with people writing to me. There were always a lot of notes about But I’m a Cheerleader.
SPAIN: The memes and GIFs I have of Andre. They’re great. I love them.
MICHAELY: I love the fan art online. Every six months or so, I go and I look through them all, and they just make my heart soar.
SPERLING: People just kept screening it.
MICHAELY: [Quentin] Tarantino’s theater, the New Beverly, screens it almost every year.
KAMERMAN: When it played at Vidiots [in February 2024], it sold out. I couldn’t even get a ticket. I had to use Jamie’s ticket.
LYONNE: I screened it with Peaches Christ, a really famous, amazing drag queen, up in San Francisco at the legendary Castro Theater. There was a song and dance number put to it, you know, Rocky Horror Picture Show style. It was a blast.
SPERLING: When we made it, we had no idea it was going to resonate the way it did. We were making it because we thought it was fun and funny, and we loved it. But we had no idea it would catch on the way it has.
BURNS: It just keeps going and going and going. It was [an in-flight option] on my plane recently. If you had said to me 25 years ago that it was going to be on my Delta flight, I would have said you were insane. Right by John Wick and The Hunger Games.
DUVALL: It just felt so ahead of its time.
SPAIN: It predicted so many other movies.
CREEL: Did you see Bottoms? Oh my God. I was like, Are we passing the torch?
LABARTHE: We’ve come so far. A lot of people who are grabbing onto this movie now don’t even understand how messed-up things were. Now we have [gay] marriage, adoption, all that. Of course, we’re moving back the other way right now, like a pendulum.
LYONNE: We’ve got presidents and laws in place that are dismantling trans rights.
BILL AUGUSTIN (lyricist, But I’m a Cheerleader: The Musical): This is our way to fight back against the forces of evil—the forces that are pushing back against LGBT equality, all of these horrible anti-trans laws, the banning of trans kids from sports and all of that stuff. For us as artists and writers, this is our only weapon.
DUVALL: I mean, I’ve always liked the movie, but I think being an adult now and further away from that version of myself, I’m able to watch it a little more objectively. And I’m so blown away by what Jamie did. She just really killed it. I can’t believe she was only 27. It’s just bananas.
BABBIT: I am very proud of the 20-something that I was.
BROWN: But I’m a Cheerleader is the movie that I hold up as the litmus test. That movie was magic.
FRIEDBERG: Actually, Joel Michaely still has his graduation suit.
MICHAELY: It’s my favorite possession in the entire world. It is blue-plastic realness, deliciousness.
CREEL: It is the movie that meant the most to me out of every movie I’ve done, and it’s the one that’s had the biggest staying power of any movie I’ve done.
LYONNE: I’m immensely proud of it.
DUVALL: I feel so lucky that I got to be in it. It is really, really meaningful to me, both in my career and also just as a human being. The fact that we made this movie 25 years ago and people are still watching it and being affected by it? That doesn’t get old.
Interviews have been edited and condensed.
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The post “Wow, This Is So Gay”: An Oral History of ‘But I’m a Cheerleader’ appeared first on Vanity Fair.
