The 'Crossroads' director is still angry at male critics who once panned the Britney Spears-led film: 'Shame on you'

• "Crossroads" is back in theaters, timed to the release of Britney Spears' memoir, "The Woman In Me."
• Like parts of Spears' career, the once-panned film deserves a second look.
• Director Tamra Davis spoke with Insider about the film's legacy and working with Spears.

In the spring of 2001, Britney Spears was not a girl, not yet a woman.

A world of possibilities stretched out in front of the 19-year-old pop star: She was readying the release of her third studio album, "Britney," which would introduce the world to a more grown-up, sexualized version of her. She was also filming her acting debut, "Crossroads," in which she played good-girl Lucy, who travels across the country with her two friends Mimi (Taryn Manning) and Kit (Zoe Saldaña) in hopes of reconnecting with her mother who abandoned her.

She was madly in love with her boyfriend, Justin Timberlake. Director Tamra Davis recalled to Insider that she'd scribble the name "Britney Timberlake" in a notebook that kept her entertained between takes.

Spears' career was veering close to the stratosphere. Inundated with so much public attention, Davis said she had a maternal instinct to protect the singer.

"We shielded her and put a bubble around her in a sense of just like, the outside world doesn't matter — it's just us on a set and us on the film," Davis told Insider ahead of the "Crossroads" rerelease.

More than 20 years later, Spears is encountering an emotional crossroads. Her memoir, "The Woman in Me," out now, offers an intimate look back at what was going through her mind at the height of her fame and during the conservatorship that gave her father, Jamie Spears, and his associates control over the decisions made about her body, career, and money.

Since the legal constraints were lifted in November 2021, Spears has lived for herself. In her memoir, she finally tells fans her story after more than 13 years of silence. At 41, she's also looking back fondly at that 19-year-old and giving the world a chance to reexamine "Crossroads," which is back in theaters timed to the release of her book.

Though the road-trip drama was dismissed at the time as a trite vanity project that was "not appropriate" for Spears' young fans — given it touches on topics like teenage pregnancy and rape — Shonda Rhimes' feature debut offered a roadmap for young women, helping them learn how to refine their voices, own their bodies, and follow their dreams.

Below, Davis speaks with Insider about making "Crossroads," what she thought of Spears' Method acting, advice she'd give to fans who are just learning about Spears' abortion, and what she'd say to her today, if given the chance.

How did you get involved in "Crossroads" and what was your first impression of Britney Spears?

The opportunity came to me through one of the film's producers, Ann Carli, who I knew from working on music videos with Britney's record label, Jive Records. I was hesitant at first, but they flew me out to Las Vegas to meet her and I was amazed.

I spent the day with Britney and I just fell in love with her. I was like, "Oh my God, you're not who I thought you were" — and I really admired her. She really wanted to make this movie. It was like she was determined to do it; the professionalism, the rehearsals, the commitment. She promised me that she was really serious about it.

Speaking of being serious about it, in her memoir, Britney writes that she used Method acting, so she had a difficult time on set because she got lost in the character of Lucy. What was your experience of her on set?

It was really interesting for her because she had to stop being Britney Spears, the pop star, and she had to be an actress. I knew that whatever acting she did on "The All New Mickey Mouse Club," that's not the kind of acting you need to do, especially when you're surrounded by really amazing actors. We wanted to surround her with super-talented, authentic actors. Taryn Manning, Zoe Saldaña, and Anson Mount were just fantastic.

And so I kept trying to get her to not act and really feel the performance, and make it feel like it's really coming from her and from inside. I have no idea how she internalized that process, but we worked really hard to get her performance to feel natural. I love that she called it Method acting, because she really did a lot of rehearsals and practice to come up with this character, and it was very different from who she was.

Given that unplanned pregnancy and pregnancy loss were a theme in "Crossroads" for Taryn Manning's character Mimi, who is pregnant in the film and ultimately loses the baby, did you talk about the subject on set with Taryn, Zoe, and Britney?

We talked about the judgment that sometimes comes with being pregnant and how to be brave through that. We have these preconceived ideas of what somebody's going through or what somebody's pain is. And until you really know that person and they reveal their truth to you, you don't really have any right to pass judgment on people.

In "The Woman In Me," Britney reveals that she had an abortion while dating Justin Timberlake. How does it feel knowing that she might've been going through that while filming?

A, I'm glad they had a choice, and B, sometimes you realize it's not just the girls' choice and men should have a choice too — and that's something that's super important. And I don't want Justin to be victimized for this. It's very important that people make decisions like this together and it's a joint decision. These two were madly in love. I saw them. I spent so much time with them. They were an incredible couple. Couples need to talk about these things. I don't think they were 21 yet. So let's be really careful about how we criticize.

There are always things that can happen that we might regret. They might regret the fact that they broke up because they were such a beautiful couple.

What surprised you the most about Britney's performance as Lucy in the film?

She didn't act like a movie star or diva. Every day she was in the little rooms with us with our fold-up tables and chairs practicing these scenes. And she was really able to go deep in getting her performance to be real. I think that's what was hard for her because the opening scene where she's talking with her father about missing out on high school events, that's her. I had to get her to tell that story as Britney, not as Lucy.

So when she talks about the Method, she had to find those lines and make them real for her. And she probably never really realized that she really did miss out on her whole teenage life because she worked so hard for her other goals.

She had to find that reality part in her, which, it hurts. It's raw. It's real and I'm grateful that she did that.

Looking back, what do you think you, Shonda Rhimes, Britney, and the "Crossroads" cast achieved with the film that its detractors didn't see in 2002?

This was a very rare film for that time period and I feel like what we tried to do is make a movie that tells a female story. "Crossroads" was Shonda Rhimes' first feature film script. You see that at such an early time she was working out complex females and also diverse females, and how you could have three different people from different walks of life go through an experience together and bond.

Britney loved it. Shonda loved it. I loved it. And that's all you can go for at the time, and you just hope history catches up.

How does it feel knowing that over two decades later, it really still holds up?

I watched it again and it made me so mad to tell you the truth; about all the male critics who said something about our girl culture. You don't belong in that bedroom.

That's why we closed our door. Bedroom culture exists in there because you can dance to your favorite songs on your bed and you can go on the internet and talk about your loves, and that door is usually closed to men. And we let you in to see our personal lives. For you to come in there and criticize us, I just think, shame on you to criticize girl culture.

That's our culture — made for women, by women. If you don't have anything nice to say, don't criticize our culture. It's not for you.

Do you remember feeling worried for Britney and how she was dealing with fame at the time? This was the height of her career.

I'm a very maternal person and I'm super protective, and I've seen so many of my friends who are vulnerable and big stars fall and really get taken down by the voices. It's very upsetting to me because artists are giving you a piece of their truth and then people criticize that.

I was also, during the film, very protective of her. We shielded her and put a bubble around her in a sense of just like, the outside world doesn't matter — it's just us on a set and us on the film. I'll always be protective of her and care about her. I love her dearly.

It was Britney that got the rerelease of "Crossroads." I've been trying to get it on a streaming service for years. And one phone call from Britney got the film rereleased. She was the one that wanted people to see "Crossroads" again to promote her book.

What has it been like for you, watching the teenager you met going through all of her later struggles?

I didn't initially watch "Britney vs Spears," but when I did I was like, "What did that little girl go through?" That was crazy to be hunted like that and chased like that. How can you be normal after going through that?

My heart goes out to her. I can't wait to read her book and listen to her voice getting this chance to speak out. I think we should all just send love to her. We need to support our artists and be very careful with how we speak about people because these are humans.

I know you're not directly in touch with her, but what message would you want to give her if you could?

She can't do "Crossroads" press because of the SAG rules, but I wanted her to know that if she could do it, Shonda, Ann, and I would be right there with her. I would never let her do anything alone right now. I love her, and she knows that I'm one of her people who just believes in her and would do anything for her. I'm such a pro-Britney person.

"Crossroads" is back in theaters October 23 and October 25.

This interview has been edited and condensed for clarity.