In late May of 2011 I returned to Milwaukee to make a third version. This one was shot with a Sony HD camera. For this second re-make I decided to go back to the original idea, that is, to simply document the architecture in Milwaukee’s industrial valley. I searched for buildings that looked like the ones from 1977. I found 18 of them. A few of them are also in the original 1977 film, and the others look as if they could have been. I then decided to shoot each of these building for five minutes. I felt a longer duration was necessary to study their true presence. During filming a few fortuitous events occurred that reminded me of the constructed minimal narratives of the original film, so I decided to add one constructed narrative (myself as the actor) to this latest film, ONE WAY BOOGIE WOOGIE 2012. (James Benning)