By JR Radcliffe   Published Aug 21, 2003 at 5:27 AM

Mike Starling has never met Ryan Walter. Sure, they've corresponded pretty regularly, but chances are they won't shake hands for the first time until August 21, when the film "Coffee Refills are Free" -- into which they both put some measure of work -- debuts at the Rosebud Cinema Drafthouse in Wauwatosa.

"Last year I got an e-mail from Ryan -- I'm guessing that he found my music on a Web site," says Starling, who served as one of many area artists on the soundtrack for the Milwaukee-based movie written and directed by Walter.

"He just sent an e-mail telling me a little about his project, asking me if I'd like to submit some music. I sent him a couple CDs, and a few months later he told me he chose three of my songs to be on there."

The unconventional collaboration seems to fit the style of Walter, who developed the comedic film about three Milwaukee men coming of age as a "summer project" during time away from his job as a high school psychology and history teacher.

"It came about over the course of a couple years," the 26-year-old Walter says of his film. "I would sit down with different people and I found myself acting in many ways like a reporter, writing down a lot of the interesting things people say in regular conversation ... the absurd things that happen in everyday life.

"I had notebooks filled with material like that, some of it in the film comes word for word out of the mouths of people who said it."

Focusing on three characters portrayed by Milwaukeeans Lucas Wall, John Lewandowski and Brian Hubert and chronicling their interaction as they seek the strength to leave the sometimes-humiliating past behind and carve their own path, the flick features numerous familiar city landmarks. Local moviegoers will recognize Rock Bottom Brewery, The Comedy Café, The Astor Hotel, Howard's Pub and Grill in Mequon, South Shore Park, lakefront scenes of the Milwaukee skyline and Gyros Center West in Waukesha, which serves as a local coffee shop in which the majority of action takes place.

"They talk about some things that only Milwaukee people will know about like Summerfest," says Walter, who indicates the movie would probably most appeal to viewers of college age or a little older familiar with the city. "There are some bars that people will know, a lot of the sites and sounds are Milwaukee-related."

Some of those sounds are included on a soundtrack that offers 30 songs, mostly from area musicians such as Starling. After placing an advertisement for music submissions in a local paper, as well as personally seeking out some individuals, Walter had a wealth of material from which to choose.

"The use of the Internet for independent musicians like myself has been a great thing for us ... this kind of thing wouldn't have happened five years ago," Starling says. "Just because our music is available on the Internet, I've gotten CD sales all over the country and Canada, radio requests as far away as Russia and Brazil. This is a really exciting time for musicians.

"I'm just hoping it sounds good and helps put the point across that [Walter] is trying to communicate," Starling says. "I'm just really looking forward to see how he's using the music and to hear the other bands that he's chosen in the movie."

Starling, whose other projects include collaboration on a soon-to-be-launched rock haiku Web site and a flurry of his own CDs, will have his chance at the film's premiere Thursday at 7 p.m., likely getting a waiver on the $3 admission fee. Walter says he's looking forward to the reaction people have to his creation, a 105-minute effort that involved countless hours of his own personal time.

"The editorial process was the most difficult thing," he says. "We did all the filming over two and a half weeks, but putting the whole thing together was very hard ... it's a very solitary process. I had to sort through about 40 hours of footage for a movie that's about an hour and 45 minutes. It's like basically finding a needle in a haystack.

"What's really nice in the modern era, though, is that this is all within reach for someone like me. If you have an Apple and a camera and a dream you can make a movie ... people are accepting of films that aren't very traditional."

One of the films Walter points to was the zombie-horror movie "28 Days Later," which has already exceeded $40 million in American box office revenue alone with a filming budget of just $8 million. He also mentions "The Blair Witch Project," a low-budget 1999 release that grossed over $140 million and changed the way moviegoers looked at small independent films.

"Refills" is a far cry from a horror flick, evident upon noticing that Walter's production company, lightheartedly named Cheeseheads In Exile Productions, produced the film. Now a New Jersey resident, Walter named his company to reflect his Wisconsin roots in Greenfield.

"That title refers to me being a terminal Cheesehead," Walter says. "It's like a disease with me. Even if I have to go to a bar 15 miles away, I never miss a Packers game, and I always try to get back to Summerfest in the summer."

Walter is equally as optimistic as fervent Wisconsinite.

"With what I've already done in my mind, the movie's a success," he said. "People who have seen it have enjoyed it and have seen something of themselves in it. Hopefully there's going to be a lot of people at the premier, and I hope they laugh. After that, I'm going to kind of send it out to the film festival world and that's basically going to be my little hobby ... stuffing envelopes and sending it out."

First, there's the local premier, and naturally, the chance to meet some of the people that helped make his "little hobby" a big deal.

"Coffee Refills are Free" will air Thurs., Aug. 21 at the Rosebud Cinema Drafthouse, 6823 W. North Ave. at 7 p.m. Tickets are $3. For more information, call (414) 607-9672.