Maddox, Missouri, was a dark river beside the darker rust of storage tanks. Maddox was rats nosing boldly over greasy, indestructible U.S. centennial cobblestones, Maddox was wiry grass pushing through rotting wooden loading docks and BB craters in plate glass and collapsed grain elevators. Maddox was no more or less than what you saw just beyond the

Welcome To sign on River Road: the skeleton of a rusted-out Chevy one-ton pickup not worth selling for scrap.

But for John Pellam, Maddox was heaven.

A month earlier, he had just finished scouting locations in Montana. He had been sitting outside of the Winnebago, his brown Nokonas stretched out in front of him and pointing more or less at the spot where George Armstrong Ouster's ego finally caught up with him. Pellam had been drinking beer when his cellular phone had started buzzing.

He hadn't more than answered it before the speaker was barraging him with a story about two young lovers who become robbers. A machine gun of facts, as if the caller and Pellam were resuming a conversation cut short minutes before by an ornery mobile phone. Pellam believed the name of the man with whom he was having this animated talk had passed his way a moment before, but he'd missed it in the onslaught of words.

"Uh, who's this again?"

'Tony Sloan," the surprised, staccato voice fired back.

"Okay." They had never met. Pellam knew Sloan, of course. But then, so did everyone who read Premiere or People or Newsweek. A former producer of TV commercials, he had directed last year's Circuit Man, a computer sci-fi political thriller, a megahit that had snagged Oscars for best special effects and best sound and had grossed thirty-six million dollars its first weekend against a total budget of seventy-eight million.

Pellam had seen the first two of Sloan's films and none of the rest. He preferred not to work for directors like Tony Sloan-special-effects directors, he considered them, not people directors-but that day in Montana he had listened to the man with some interest, for two reasons. First: After his recent hit Sloan could write very large checks to those he hired and never be questioned by his studio. Second: Sloan was explaining with a gravity surprising for a child of television that he wanted to make a movie with some meat on it. "Artistically, I want to expand. A Badlands tone, you know what I mean? Minimal. Essential."

Pellam had liked Badlands and his favorite films were minimal and essential. He felt he should hear Sloan out.

"John, I've asked around. People say you been all over the country. They say you're a walking site catalog."

Perhaps not. But Pellam did have many scrapbooks filled with Polaroid snaps of quirky, cinematic locales just right for the sort of feature film that Sloan was describing. Moreover, Sloan had less location experience than most directors because his flicks were usually soundstage setups and computer graphics transfers. To make his movie he'd need a solid location manager.

"Keep talking," Pellam said.

"They're bank robbers," Sloan was explaining. "Young bank robbers. It's a vehicle-for like Aidan Quinn and Julia Roberts before she was Julia Roberts. I don't want to go with anybody who's been on the cover of People. Nobody bankable. It's got me scared, but I need to make this change. Between you and me I'm suffocating under the system. You know what I'm saying?"

Pellam did and he told Sloan so.

"They're not understood, this couple. They're angry, they're disaffected-"

Listening to Sloan back then, Pellam had seen what he believed were the Black Hills. They weren't black at all, but were dark blue. They were very far away, but in the awesome, undisturbed sky towering above, they looked both regal and unsettling.

"It sounds vaguely familiar, Tony."

"I know, you're thinking Bonnie and Clyde," Sloan said.

Ah, right. That was what Pellam had been thinking.

"This's different," the director continued. "It's called Missouri River Blues. You hear about it? Orion was kicking it around a few years ago before it was belly-up time. These characters are real. They live and breathe. Dunaway and Beatty were… Dunaway and Beatty. What can I say? Good movie, one of my primal influences. But I'm going beyond it. Okay, Ross, that's the boyfriend, he's in prison and going crazy. He's going to loll himself. He can't take it anymore. We open on these incredible shots of a lock-down. That's when… See, in prison-"

"When they close up the maximum-security cellblock for the night."

"Right. How'd you know that?"

'Tell me about the film, Tony."

"I've got the DP working on a special micro lens. Angles on the insides of the locks and bars clanging shut. It's beautiful. So we get a sense of confinement. Everything closing around him. Well, Ross escapes, and he and Dehlia-"

"Dehlia?" "'

"… he and Dehlia drive around the countryside, robbing armored trucks mostly. They're highwaymen, modern highwaymen. Ross's driven by his fear of the lock-down. She's driven by the social convention that forces women to be homemakers. Claustrophobia. The script plays off the risk of freedom versus the fear of imprisonment. Which is worse? Prison with its security, freedom with its dangers?"

"It sounds a lot like Bonnie and Clyde."

"No, no, the characters are all different. Also the freedom of love versus its confinement. Oh, and the kids're concerned about the environment." He added significantly, "This's the early fifties. They're concerned about A-bomb testing."

"A-bombs," Pellam said. "That's very socially conscious." Sloan completely missed the irony and Pellam asked, "Set in Missouri, I presume?"

"Medium-sized town," Sloan said. "The postwar boom has passed it by. That sort of town."

"Bonnie and Clyde was set in Missouri," Pellam pointed out. "Part of it anyway."

"It's not like Bonnie and Clyde," the director said icily.

Pellam flipped through his mental Rolodex of locations he knew in the Midwest. "I did a job in Kansas a few years back.

Small town on a river. How's Kansas?"

"I want Missouri. The title, you know."

Pellam asked, "Could you tell Kansas from Missouri?"

"I grew up in Van Nuys. I can't tell Ohio from Colorado. But that's not the point. I want Missouri."

"Got it."

Sloan now paused. "The thing is, John, I've got some timing problems here."

The tail of the sentence wagged silently.

"Timing."

"You know, I've had nothing but headaches with the project. You know the Time article about me? Last year?"

"I missed it," Pellam said.

"When they called me the 'High-tech Visionary'?"

Pellam said that whatever they had called him, he'd still missed the article.

"I mean, Sony or Disney would have written a check for the GNP of France if I'd made the sequel."

Son of Circuit Man, Pellam thought, then reconsidered. He said, "Circuit Man Rewired."

"Ha, John. Very good. Very funny. But Missouri River? It was a battle to get the green light. It's an action film, but it's a period action film, and it's an intelligent period action film. That scared people."

Perhaps competing with Kurosawa and Altman and John Ford-and Arthur Penn, the director of Bonnie and Clyde- scared people, too.

"So what are you saying, Tony?"

"I'm saying that I'm in a bind. I got the go-ahead yesterday and I need locations in two weeks, absolute maximum.

Pellam laughed a laugh that terrifies producers and directors. It means: Not only are you asking the impossible but I don't need the job nearly badly enough to put up with the crap I know I'm going to have to put up with to do what you want.

"Six," Pellam said. He was, in fact, ready to leave that night-just as soon as the Black Hills turned truly black and he finished his beer. But two weeks was impossible to find sites for the hundreds of setups in a full-length feature.