Austin Pendleton

The actor: A Yale graduate and accomplished playwright, stage actor, and theatrical director, Austin Pendleton has lent his daft, sweet, quirky presence and voice to star-studded extravaganzas (1968’s Skidoo, 1970’s Catch-22, 1974’s The Front Page, 1979’s The Muppet Movie, 1980’s First Family), television shows (Oz and Homicide, both executive produced by Tom Fontana), a smash-hit Pixar cartoon (Finding Nemo), and a slew of plays, some wildly successful, some outright disastrous. Pendleton appeared in a key supporting role as a married professor infatuated with an eccentric protégé in 2007’s Lovely By Surprise, which just hit DVD. 

Lovely By Surprise (2007)—“Jackson”

Austin Pendleton: They offered me another part in it, the part of the car dealer. I actually think that Richard Masur, who plays that part, is one of the best things in it. But I read this script and I really liked it. I said, “I will take that part you want me to play, but I’ll only take it if you let me audition for this part of the professor.” I said to my agent that they were probably going for a Frank Langella, who is a friend of mine. So my agent called back and said they had, as a matter of fact, offered it to Frank Langella. 

I said, “Don’t tell them this, but I’m pretty sure he would turn this down. If by any chance Frank turns it down, I would like to read for it. And if I don’t get the part, then I’ll play the part they’ve offered me, because I would like to be in the movie.” They were kind of reluctant about that. So then after a week or two, Frank did turn it down. They [told me] they had somebody else in mind. So I told them, if they’re ever not sure and they’re in a moment when they don’t have an absolute offer, just let me read for it. That’s all I was asking. So finally, they said, “Okay. All right. You can come in on Friday. But you should know we have someone else in mind.” I just said “Fine. I just want to read for it.”

And so I went in. And the director—who is a very sweet guy, but is the kind where you never know what he’s thinking when you’re talking to him, if you know what I mean—well, he became openly excited during the reading. It’s the only time I ever really saw him like that. He couldn’t believe it. And I thought, “Why don’t I do this more often? Why don’t I just insist on reading for things that people don’t want me to read for?” And he was just blown away. He started jumping up and down, and he’s like, “Are you sure you’re available for this?” So that was how I got that part. It’s a beautiful part. It’s different from anything I’ve ever played before, on film, anyway. And I just thought it would be fun. 

The A.V. Club: So what appealed to you specifically about that part?

AP: Well, his involvement with that woman. I’ve never played that kind of a relationship onscreen before. I’ve played something kind of in the ballpark a couple times in the theater, and on TV I have, too. But never in a movie. 

Catch-22 (1970)—“Lt. Col. Moodus” 

AP: That was just two weeks, because everything I had was with Orson Welles, and he only agreed to be there for two weeks. So you just had to work around that. But of course he did everything he could to sabotage those two weeks. [Laughs.] He was a pill. But he was also, of course, irresistible. So the whole recollection I have of that is how tense everybody was. Everybody thought the movie was going down the tubes, which I don’t think was true. I think Skidoo did go down the tubes. I know people love that movie, Skidoo, but I don’t. I love a lot of Otto [Preminger]’s movies, but just not that one. Catch-22 I think is brilliant, but on the set it was, every day, this feeling of “This is not working. Shit.” They would take a scene they had shot two weeks before and spend a whole day re-shooting it because it looked so uninteresting to them. That would happen a lot on that film. And we were all away somewhere in the desert in Mexico, and we were almost the only ones at the hotel; it was off-season. It was just a very unhappy atmosphere. And then Orson made things very difficult. 

AVC: Why did he try to sabotage the film? 

AP: I think he wished he were directing it. He’d been trying to get the rights ever since the book came out, which had been six or seven years before this. And he really didn’t like that it was Mike Nichols’ movie. And we would rehearse a scene and be about to shoot it, and Orson would say—in front of everybody— “Mike, we can’t shoot it this way.” And you could see in Mike’s face, Orson’s not going to let the scene be shot unless he re-directs it and makes it worse. The scenes that Mike directed, those scenes are exactly what Mike does best, and he would have directed them brilliantly; Orson would turn it all into clichés. Now, the scenes are so well-written, and the actors are so good in them that it kind of comes across anyway. I mean, Orson wasn’t able to fully have his way, just because of the sheer quality of the thing. But if those scenes had been filmed the way Mike directed them, I think the film would have been far better received when it first came out. Now that’s a film that over the years has been more and more appreciated. But I think that Mike—I still see in interviews with him, he still reviles it. He was shattered when it wasn’t well-received. 

AVC: Did you think the iconic status of Heller’s novel added to the pressure and tension on-set? 

AP: Well, that. But I think the exact film that he made would have been much better received if it hadn’t been for M.A.S.H., which came out about six months before. Which was the kind of film everybody was hoping Catch-22 would be. I auditioned for M.A.S.H. and I got the part of Radar, and I turned it down. Then I was on the set of Catch-22, which I thought was going to be a masterpiece, and I still think it is, actually, but even with all the unhappiness on the set, I thought it was going to be just awesome. I thought the script was so good, and all that. And so regarding M.A.S.H., I told him I’d tell him after I came back from Mexico, and that alone didn’t make [Robert] Altman happy, because I kept him waiting. Then that actress who was in the scenes with Orson and me, who played the nurse, had just been in the Altman film before that, which was called That Cold Day In The Park. And we were talking about how I was up for M.A.S.H. and she said, “Take it!” I said, “Why? I don’t like the script of M.A.S.H. very much.” She said, “Take that! Altman is incredible.” I said, “I’ve never heard of him!” [Laughs.] And oh boy, do I regret that. And he got so angry when I turned that down that he told me at a party a few years after that, when I was reintroduced to him by a friend—it was a party around one of the openings of his films—he was stoned, of course—he said, “You know, you blew it with me. And I’m the only director in Hollywood who would have understood how to use you. So you really blew it in a big way.” I said, “Does it help to say that there is no professional decision I regret more than that?” He said, “No, it doesn’t.” 

And then I thought, “Well, fuck you.” This was now five years later. In the meantime, of course I saw M.A.S.H. and I couldn’t believe how good it was. And the irony is that the only Oscar M.A.S.H. won was for the screenplay, because Altman transformed that screenplay. To me it was sort of a standard-issue, anti-war comedy. It was unremarkable, and it wasn’t anything like the script Buck Henry wrote for Catch-22—wasn’t anywhere near as good. And he transformed it. So then of course I got a call from (Skidoo/Brewster McCloud screenwriter) Bill Cannon: “I’m going to push you for Brewster McCloud,” because that was his next film. I said to him, “I think you’re going to have some trouble.” 

And Bill Cannon called me and said, “I can’t believe you turned down M.A.S.H.” And I said, “I didn’t know he was going to make Brewster McCloud. In a minute, I would have done it if I’d known that.” And he totally did do to the script for Brewster McCloud what Otto did to the script for Skidoo. So the real Bill Cannon touch never emerged from the film. They changed the scripts in two completely different ways, of course, in ways as different as Robert Altman was from Otto Preminger. But in each case, the script that got filmed was nowhere near as good as the script Bill Cannon wrote. Bill ideally should have directed them himself. There was a very particular way Bill told a story. Each of those scripts was kind of like someone who was stoned. And it had that kind of flaky, arrhythmic thing that was just its own. And in that context, the scripts made sense. Otto and Altman, in their two different ways, tried to make them more like, respectively, an Otto Preminger movie and a Robert Altman movie. Which are opposite from each other, obviously, but in this case, they took all the flavor out of the original.

But I saw Brewster, and even with all of that, it was so incredibly well-made. And then I saw McCabe & Mrs. Miller, and I thought, “Oh God.” I can’t get enough of that movie. And he used the same actors, and I thought, “I could have been in all these movies. I don’t fucking believe this.” [Laughs.] Then I was introduced to him again years later at a screening of Gosford Park, and he said, “Didn’t I try to hire you once?” I told him yeah, and he said, “You’re a very good actor.” I thought, “I wish we’d had this moment 20 years ago.” 

What’s Up, Doc? (1972)—“Frederick Larrabee”

AP: That was because Peter Bogdanovich had been on the set of Catch-22 with Orson, because he had done all those interviews with Orson over the years. They were published in a book called This Is Orson Welles. It’s wonderful. He interviewed Orson over the years all over the world, and he kept the tapes of the interviews someplace, and then after the death of Orson he went into them and played them back and turned them into a book. You’ve gotta read it.

It’s the best book about Orson I’ve ever read. And it’s just Orson talking. It’s absolutely delicious, and perceptive, and profound, and all those things he was, in addition to being a very bad boy. And his bad-boy aspect comes out in it, too. He would boast on the set of Catch-22 how he had thrown Fred Zinnemann off the set for his scene in A Man For All Seasons, and directed it himself. He loved to do that. I met Peter, because he would sit with Orson in the middle of the desert in a canvas-backed chair, right next to Orson, with a tape recorder, just for hours. And Peter would be dressed every day in a black suit, in that heat, and his skin would of course be totally pale, and it was the most unforgettable sight. And Peter was very unapproachable in those days. He’s now the opposite of that. But he was very serious. It was before The Last Picture Show and all that. At that time, he was essentially a film historian who had made one film for Roger Corman. And so at that time I got a call from my agent in New York, and he said he managed to get me an audition for the new Peter Bogdanovich film, which is a farce. I said, “What do you mean you managed? You mean it was hard?” And he said, “Yeah, he just thinks you’re totally wrong for this part.”

But I’m drawn to roles that people don’t think I’m right for. If somebody thinks I’m wrong for it, I’ll do it on the spot, sight unseen. So my agent said Peter would take a meeting with me. I went in and it was very strained, and he said “I just don’t think you’re right for this at all.” I hadn’t been allowed to read the script at that point. And I asked why. And he said it wasn’t at all like the part in Catch-22. And I said—actor bullshit—“Oh, Peter, I just did that part as a favor for Mike.” I think he actually believed that. I do one movie, then I participate in the most anticipated movie of that era, and it’s just a favor for Mike Nichols? What kind of delusional actor is that? I’m either completely lying, which is what it was, or I’m totally delusional if I say that. But he said okay. Maybe he just liked the brass of my saying that. So he said, “I’m going to give you a scene, and you just come back and read the scene for me in about a week.” But he said there were things going on there, because the screenplay was by [Robert] Benton and [David] Newman, and he had gotten rid of them and hired Buck Henry. I said, “All right. Buck Henry wrote Catch-22.” He said he was aware of that, and that Henry was good. But I thought, “Benton and Newman are also very good. Why would you get rid of Benton and Newman?” But I didn’t say that. So then I went home and worked on the scene and came back in and read it, and he was pleased. And I said, “I see what you mean. This is so well-written. This is a great scene.” And he said, “Actually, that is a Benton and Newman scene.” And I didn’t know what to say. “If Buck’s script is even better than this…” 

So then I got the part, and I read the script Buck had written. Now I don’t laugh out loud when I read scripts, except when they’re by Buck. I just thought it was so funny. But that film was very tense to make. It wasn’t because of anybody; he whipped us into an ensemble, Peter, in no time at all. But it was just that kind of comedy, Howard Hawksian type of comedy that he was doing there; it’s exhausting to do. You can’t go fast enough; no matter how fast you go, it’s not fast enough. And Peter likes to do these long, Otto Preminger-like takes where everything is in the frame and there isn’t any coverage. So it’s a group scene, and if one person slips at all, you have to go back and do it again. I think that’s part of how he got us into such an ensemble. There was no hierarchy on that set, because we were all utterly dependent on each other. 

AVC: Even Barbra Streisand?

AP: Oh yeah. She was a mensch, and he was too. But part of it was, I guess, they were at a period of their life where they were relaxed about that. But also, as I said, it was about how we were going to stand or fall as a group. Just the way the film was shot, it was like that. Then, 24 years later, when I went in to meet with Barbara when she was directing The Mirror Has Two Faces, we hadn’t seen each other in 24 years, and she asked her people to tell my agent to have me come in at the end of the day so we could talk. And the first thing she says when I walk in is, “Can you believe that piece of shit turned into such a classic? Remember how hopeless we all thought it was?” And actually, it was so hard to do that it was no fun at all. But the comedies I have been in that have been successful were the ones where the set was the most tense. It seems that the comedies where you have a real nice time on the set, the film just sits there on the screen. Now that just may be the pictures I have made, I don’t know.

AVC: There is the old saw that no good movies are made in Hawaii. People go to Hawaii and they just want to have fun and relax. So it’s not about making a great movie, it’s about getting off at 5 o’clock so you can hang out and drink. 

AP: We were like a boot camp on What’s Up, Doc? We would do these long takes over and over and over again. He was like a martinet. He was never unpleasant, but he was utterly humorless. He was like, “Nope, nope, we’re gonna do it again. It’s not sharp enough yet.” It was like quaking with anxiety all the time. Then about three months after that, I saw a screening of it in New York, and I said, “Oh my God, Peter was right: this thing really works. Thank God he was like that.” Because we were all such eccentric actors, including the two leads, that it could have turned into one of those eccentricity-fests. You know what I mean? But he had us all, as I say, kind of a unit. So it really worked. 

The Front Page (1974)—“Earl Williams”

AP: That was wonderful. [Billy Wilder] just offered me the part. I hadn’t even met him. He’d seen me, I guess, in some plays, and he wanted me for that. And in fact, I had to leave a play in the middle of a run to go and do the film. I arrived on the set, and we started to do a scene, and he said, “Austin, I respect you too highly to print that take.” That was the way he would tell me he’s unhappy.

The whole shoot was like that. He and Jack [Lemmon] and Walter [Matthau] weren’t getting along. And both Jack and Walter said independently of each other: “We’re never gonna work with him again.” Well, they did. I asked why, and they said he was just impossible. I didn’t see that. But of course I had no previous experience. He was being very sweet to me. He wouldn’t print anything until he was happy with it, but he was very encouraging. And I got to know Carol Burnett, which was wonderful. 

AVC: What was the source of the tension between Billy Wilder and Walter Matthau and Jack Lemmon?

AP: I think he was very clear with them all the time about exactly what he wanted them to play, and they had their own ideas. And he didn’t want their ideas. I don’t know if he had been like that with them before, and all of a sudden they had had enough of it, or he suddenly was beginning to be that way with them, but they were unhappy.

AVC: That’s so strange, considering how often all three of them worked together. 

AP: Well, I guess they made up. But they were all resolved at the end of the shoot that they weren’t going to work together again. But that happens on shoots, and then the phone rings, and people do it.

The Muppet Movie (1979)—“Max”

AP: Oh yes. Yes. That was just after I’d had, as an actor in New York, a disastrous season on the stage, where every role I played… I went from being one of the highly praised actors in New York to the most reviled in a period of three months. There were reviews that were actually advising me to leave the profession. It was like freefall. And indeed, for years after that, I couldn’t get a job in a play in New York. But then they began to happen again. I just didn’t know it could happen that quickly. I thought every actor goes through ups and downs, but this, I was like hiding under the sofa. 

AVC: What was the play that caused your downfall?

AP: It was a combination of three. The first was The Play’s The Thing, an old Hungarian farce, which is very funny. Then there was a production of Julius Caesar with Richard Dreyfuss, who was at that time at the peak of his fame, and I played Mark Antony, which was the director’s idea. I thought, “Clearly he has a very lofty idea for this role if he wants me to play it, so fuck it, I’m going to do it.” I’d never done any Shakespeare. Since then, I’ve done a lot, but at that time… Mark Antony is not a role you kick off with. Also, I’m just not anybody’s idea of that part. But then I thought he had a really interesting idea for it; he’s an English director, very talented. But no, we get into rehearsal and he wanted a very traditional Mark Antony, and I thought, “I don’t know how to do this.” And he said, “What’s the matter? Why don’t you step up to the plate?” So I tried. At least it was controversial. It really had some fans, including in the press, but a whole lot of the press and public just hated what I did. I thought they would just see I was wrong for the part and forget about it, but that didn’t happen. 

Right after that, I was in a production of Waiting For Godot, and my agent kept saying, “That’s going to work for you.” But it was directed by this guy from Germany who had been the assistant to [Samuel] Beckett himself on his own play in Berlin. And he wanted to recreate exactly the Beckett production, including all the line-readings, which was bad enough. But particularly since the version he had worked on had been in German, the line-readings made no sense in English. It was like a nightmare, and I don’t know how we got through it. That just got horrifying reviews. So all of a sudden I’d done three plays in three months, and it was all in ruins. I didn’t know what to do. I called up theaters that had been offering me parts to get auditions for some of the shows, and they would try to get out of auditions with me. It was like all of a sudden I had some illness. And in the middle of this comes this call for The Muppet Movie, and by this point, I was so depressed. I read it and it was sort of a nowhere little part, from the script I read. So I said to my agent, “I’m turning this down.” And she said, “Dear, it’s a movie. You could use this.” It was just that I had played some really good parts in movies, and I didn’t want to play this part. I wanted to wait. 

And then the director, his name was Jim Frawley, called me at home and asked what my problem was. I told him “The part doesn’t do anything; he doesn’t go anywhere. He just drives the car and occasionally makes some offhand remark about it.” I told him I’d just had a rough time and I didn’t want to do that. He said, “I know you’ve had a rough time. I’ve been following it.” And his tone was “You really better do this.” And I told him I heard him; I did hear him. But I said I wasn’t up to it right then. So then he called me in about a week and said he’d added a lot to my part; he’d given him a whole arc. I said, “That’s very kind of you.” Then he said, “Now will you do it?” And he described how he’d built the role. So I said okay. It would have been just plain rude if I didn’t.

That was a very unhappy set, because Jim was very unhappy directing that movie. And I noticed that was the only time the Muppet people used an outside person to direct a Muppet movie. They never did that again. After that, it was either Jim Henson or Frank Oz. And I would have liked to have been in one of those, because those sets were very harmonious. But this was not. All my scenes were with Charlie Durning, whom I already knew, because he had a part in Fiddler On The Roof when I was in it, but his part got eliminated out of town. We got to know each other during that. And now of course he’s having quite a film career. So at the L.A. airport, just after we were through with The Muppet Movie, on my way back to New York, I called Charlie from the airport and said, “I loved working with you, and I don’t know how I would have gotten through that movie without you.” Just hanging out with him really pulled it together for me. He said, “Well, we can hang out some more, because I’m about to go to New York and do a film.” I asked what, and he said, “An Alan J. Pakula film.” I said, “Oh fuck, you lucky dog.” And so he said he’d get me into the film, and he did. It was that Alan Pakula movie with Burt Reynolds.

Starting Over (1979)—“Paul”

AP: I had to audition for Alan, but I got the audition because of Charlie. So that’s what The Muppet Movie led to. I got a call to come in and meet Alan again at the end of the day, because he wanted to have a long talk. He said he wasn’t going to have me read again, but he didn’t understand why I wanted to be in the film. I said, “What do you mean?” And he said he didn’t think it was my kind of material. “In what way?” He said, “This is like a regular human being in life.” And I said, “Oh, well, I think maybe I can do that.” He said, “I don’t know if you can. People enjoy you on film because you’re like from some other place. And that would really hurt this film. Besides, it’s not your gift. I don’t know why you’d be interested in this.” But he was saying all this very benignly. And he was taking the time to have this conversation with me. It didn’t just come through my agent that they weren’t going to use me, which is what usually happens. So he asked why I wanted to be in it, and I said, “First of all, I love the script, and I would like to play a part like that.” Although the part did emerge pretty eccentric. But underneath that there was another reason, and I said, “All The President’s Men [which Pakula directed] has more good performances in it than any movie I’ve ever seen. That’s why I want to be in this movie. I want to see what you do. I want to experience it.” I thought since I was clearly not going to get the job anyway, I might as well say that. “I won’t blow the part by being too manipulative, because I’ve already blown it, so I’ve got nothing to lose.” And he said, “Oh, that’s fair, and nice to hear.” I said, “I understand if you don’t want to cast me, although I do think I can do what you want, but that’s the real reason: I just want to work with you.” 

So then he called me in for another reading, this time with Burt Reynolds, and I got the part. But it turned out it was all because of one line-reading I did that they loved. But of course when it came time to shoot that scene, I couldn’t reproduce that line-reading. I just couldn’t do it, and I thought “Oh God, they cast this dude for one moment, and the guy can’t do the moment anymore.” He got openly worried about it, and finally I said, “Alan, I can’t. I’ve lost it. I don’t know. That was just an impulse in the reading. I don’t even know where it came from. I’m trying to do it, but I can’t do it.” He finally said okay, but he was disappointed. But other than that, it was a great shoot. I loved that shoot. 

Simon (1980)—“Dr. Carl Becker”

AP: That was an offer that just came on the phone from [future super-producer] Scott Rudin, who was at that time the assistant to the casting director. I was one of the first professional people Scott Rudin met. I was directing a play, and he was this fat little kid from Long Island. Fifteen years old, and he sent me a letter: “I saw your production three years ago”—he would have been 12—“Uncle Vanya at Williamstown, and I really liked it, and I would very much like to work with you.” And I said, “Come into the city, and we’ll have a cup of coffee.” And he came in, this sweet, nervous guy, and he spoke so perceptively about Chekhov and everything, so I called up, and it was being produced at the Kennedy Center, but it was being rehearsed in New York. I called them and said, “This guy wants to be my assistant. He’s very bright.” And they said, “We can’t afford an assistant for you. He’ll have to pay everything.” I don’t think he could afford that, so I said, “Look, give him a job in your office, even as a clerk or something. He’s still in high school or something. Just for the summer.” This all took place in June. And so they did.

And within eight months, I ran into him on the street in Schubert Alley one cold winter day, and he had a long, beautiful overcoat. He was using his umbrella as a cane, the way he could twirl it. He was already on his ascent in the business. So now he calls me and says, “Do you want one of the leads in the new film by Marshall Brickman?” [Co-screenwriter of Annie Hall, Sleeper, and Manhattan. —ed.] I said, “Wait, are you offering it to me, Scott? You’re his assistant.” He said, “Yeah, I’m offering it to you.” I said, “Well, can I read it?” I read it, and it was a fucking mess. It made no sense at all. We had a reading of it with Alan Arkin and Meryl Streep and me and other excellent people, and it just made no sense at all. And I thought, “I don’t even know how to play this. I don’t know what to do.” Finally, Marshall said, “Let’s do it.” And my agent said, “Austin, this is a leading role. What are we talking about?” I said, “Yeah, it’s a leading role in what I think is a catastrophe. I’m a little nervous about it.” And he said, “Just do it.” He’s a smart man. So then Marshall rewrote the script a lot, and I thought it was a pretty good movie. It sort of falls apart in the last half hour or so, but it was really exciting to make.

AVC: It seemed that with Simon and Lovesick, Brickman had an opportunity to establish himself as a director. After that, he mostly went back to screenwriting.

AP: Yeah. And I don’t quite know why that happened. I don’t know him sufficiently well. We got to actually be pretty close during the making of Simon, but then we kind of drifted apart. I do run into him. He’s now got this huge success. He co-wrote the script for the musical Jersey Boys. I’m just so curious to see it. To see how he would write that. I run into him a lot, and he always seems contented enough. He doesn’t walk around with the air of a man going “What happened?” This business is full of such people. 

First Family (1980)— “Dr. Alexander Grade”

AP: Oh, that. That really threw me, because that was one of the best scripts I’ve ever read. I mean, I just thought, “Whoa!” And again, that was an offer. And I did it because I’d worked with Buck twice by now, for his screenplays. And he just offered it to me, and I thought, “Oh my God. This is a classic. This is the best political satire I have ever read, and one of the best scripts I’ve ever read.” And then I heard who the cast was, and I thought, “There is no way this can go wrong.” And the shoot was perfectly okay. It went well. And then I went to the film opening day, and it had gotten, for some reason, a very good review in The New York Times, so I went in Times Square, and the theater was jammed because the review in the Times had been great. And for about 20 minutes or so, the audience was howling with laughter, and then it just stopped. And it turned into this freefall, and things that had been so funny on the page just weren’t. And the actors were all perfectly okay. You sat there not knowing how this had happened. I still don’t really know. And that just flattened Buck, I think.

AVC: It was Buck Henry’s first and last film as a solo director.

AP: I guess I should have known there was a problem about six weeks before it opened. We were all called out for a re-shoot of a certain key sequence right toward the end of the film. It was Election Day in 1980; even as Ronald Reagan was being elected, we were re-shooting the scene. And I said to Buck, “How come we’re here? Why did you have to do this?” He said, “Well, we had a screening in October in L.A., and it was a disaster.” In fact, he said, “I couldn’t get out of bed for a couple weeks.” He takes things hard, Buck. He’s the sweetest fellow in the world, and I think he’s absolutely brilliant.

And I said, “Oh shit, really?” And he said, “Yeah. They just trashed it. So what we’re trying to do in this scene is clarify some of the premises.” But then the film fell apart a long time before the end. Pretty early into the film, it just stopped working. It was like watching a plane in the sky, and suddenly for no reason it falls to the ground. And it was to the point that as soon as it ended, I just fled. I was afraid somebody would recognize me. Which is ridiculous. Come on, they’re not gonna tar and feather you. In fact, the even worse thing that happened is, they didn’t even recognize me. So that was a disappointment. For everybody. I mean, particularly for Buck, of course. This thing, it should have worked and it didn’t. 

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Short Circuit (1986)—“Howard Marner”

AP: Oh yeah, right. That was directed by a guy I’d been to college with. You know, John Badham. And again, it was an offer. I don’t know, some stuff was cut out of my part in the film. And also the two leading roles were cast with really talented, attractive people [Steve Guttenberg and Ally Sheedy] who were not right for the parts. And again, that script was just heartbreakingly beautiful to read. And now it’s a nice little slightly bland kids’ movie. Nothing exactly wrong with it. Those two people who are in the leads are good, very likeable, easy-to-work-with people, and have done some good work; they just weren’t those people that were written in the script. And I said to John when it was about to open, “Why did you cast them?” And he said, “That was what the studio insisted on.” And it sort of ended the discussion. I said, “Okay.” The film kind of works, but again, it was going to have been quite a beautiful film.

AVC: Was there more of an emotional aspect to the original script?

AP: Well [the role Guttenberg ended up playing] was a person who could not relate to other human beings, so he poured all that into the creation of the robot. Well, Steve, he’s a lovely guy, and I think he’s talented. I think he has a real sharp—especially in those days when they were hiring him all the time—he had a wonderful kind of charisma. Very easy, but utterly social. He’s just so very engaging and open with people. He’s wonderful to be on a movie with. He’s just a real colleague. But he’s just that way with people. He does not bring onscreen with him the problem that the character in that movie has. So you hear that he’s shy and everything, but it’s more like a convention than anything else. The perfect person for the role, 20 years earlier, would have been Dustin Hoffman. That thing that Dustin brought to The Graduate that a more affable actor would not have.

AVC: A sense of discomfort?

AP: A sense of utter alienation from everything around him. Which made that character in The Graduate just heartbreaking. That’s, I think, one of the most brilliant pieces of casting in the history of movies.

AVC: Which is ironic, because it’s so different from the character in the book. He’s an über-WASP in the book, so they cast Dustin Hoffman. 

AP: And I think the producer of The Graduate was just appalled when Mike did that. But it made it into a very great movie. And that kind of energy in Short Circuit, I think would have just been shatteringly beautiful. 

Mr. & Mrs. Bridge (1990)—“Mr. Gadbury”

AP: That’s my favorite movie that I’ve been in. Everything about it. First of all, the movie itself. Secondly, the experience of doing it. That afternoon, acting with [Joanne Woodward] in that scene in her living room is the best four hours I’ve ever had working on—no, it was eight hours, because [James] Ivory is a very meticulous director. It was, I think, the best time I ever had on a movie set. First of all, she’s just a great actress. But also, just the way Jim Ivory allowed that scene, the way he edged it along, that’s the happiest I’ve ever been in a movie. And I think the movie itself is essentially flawless. I think it utterly does completely what it was trying to do. And their two performances are just brilliant. And with the exception of a couple of indies I’ve made recently, it’s the work of mine I had the least amount of discomfort watching.

Paul Newman was the ultimate sweet fellow. I didn’t have anything opposite him in that film, but I’d known him slightly before that. He was just the nicest person you’ve ever met. He was very funny and thoughtful, and when you had a conversation with him, it was an actual conversation. He never in my presence uttered an uninteresting word. He was just fascinating. His outlook on things. And he was famously generous. When I was made artistic director a few years later in New York of a theater that was going down the tubes, they said, “Can you take this over and see if we can turn it around?” Well, we couldn’t. The theater was hopelessly in debt. And we didn’t even have the money to go into rehearsals for individual productions. I would call Paul. I felt so awkward doing it. After that, people would come to me with things they were trying to raise money for and say, “Would you get in touch with Paul Newman?” I’d say, “No. I can’t do that. That is now taking advantage of him coming through for me on two or three occasions.” He was trying to save the theater I was asked to try and save. 

But I would call him at home and they would be sitting down to dinner, and he would take the call. I would say, “Paul, we’re going into rehearsal tomorrow with Olympia Dukakis. We don’t have any money.” He would say, “Okay. Tell me exactly what you need.” I’d be prepared on that, and he’d say “Fine. It’s yours.” But very like a colleague. It didn’t have that weird vibe that a call like that can often have. And the last time I saw him was, I think, a little over a year before he died. I think before he was even ill. I was in Central Park in a production of Romeo And Juliet with Lauren Ambrose and Camryn Manheim. He and Joanne came, and we had kind of a little party with them afterward at a picnic table in the backstage, and quite late. We just had wine. And then he and I walked back through the park together at like 12:30 or 1 in the morning. We had this long talk while walking slowly about why he didn’t want to act anymore and all that. He was just so open and… he was profoundly—and this is putting it kind of negatively—but he was profoundly unmanipulative. And you don’t realize a virtue like that until you run into it. Where there’s suddenly a whole energy that’s not there. That would be in the way if it were there.

My Cousin Vinny (1992)—“John Gibbons” 

AP: Oh God. Oh Jesus. That was rough. I desperately didn’t want to do that. When I was an adolescent, I had a terrible problem with my speech. Terrible stammer. And I loved the way they used that in the script. I thought the script was wonderful, and I thought the idea of having a public defender who couldn’t talk and was blissfully unaware of his shortcoming was… Well, I just didn’t want to do it. The director was an old friend of mine. I’d met him in London. He played the part I had originated in Fiddler On The Roof; he played it in a London production. So we got to know each other, and by the time My Cousin Vinny came along, it was 25 years later or something. I said, “John, I just can’t do this.” But he had to come to New York anyway, so he took me to a Greek restaurant and we emptied two bottles of wine and had a great meal, and I agreed to do it. But of course, I thought, “That film is not going to be that popular. It’s a terrific script, and it’s going to be one of those offbeat comedies that a few people really like.” And he’s a good director, Jonathan [Lynn]. The dirty secret in the business for years has been, I have a little trouble with [speaking]. I’m essentially over it, but it’s there; you don’t ever totally get rid of it. And everybody kind of understands that, and we proceed as if it weren’t true. Now I play this part and he said, “Don’t worry about it. Furthermore, the very reason is that because you have this history, no other actor could do it as well.” I said, “Oh. Okay.” So of course I did it, and it turned into this huge hit. And the result of course is that I couldn’t get work in the movies for three years after it.

AVC: You made movies after that, looking at your IMDB entry. For example: Mr. Nanny

AP: Actually, Mr. Nanny I made before My Cousin Vinny came out. 

My Boyfriend’s Back (1993)—“Dr. Bronson”

AP: That was directed by an old friend of mine, [Bob Balaban]. And that film was ruined by Disney. Again, that was a great script. And he’s a wonderful director. Disney was sending him all these directions every day, having watched the dailies, and he would come up to me saying, “They’re killing this movie.” It was a very dark, weird, edgy, countercultural script, and they turned it into a—well, the original title was Johnny Zombie, so the change in title tells you everything. They blanded it out. And if you bland it out, there’s really no reason to make that film. And he had all these ideas for it. Disney instructed him away from all of those. And that had such a great cast, oh my God. It was fun to do. But I only got that job because of Balaban. I got a whole flock of movies in the mid-’90s at once, but they were all with people I had worked with before. I could not get a job with anyone who had never worked with me. They would all but tell me it was because of My Cousin Vinny

I said, “I can get through a whole movie without stuttering.” But they said, “Now the whole audience is going to want you to stutter.” And Jonathan got so guilty about that that he proceeded to cast me in three more movies. He was so distraught by that happening. He felt very bad about it. And I said, “Well, you didn’t put a gun to my head, Jonathan. You don’t have to feel guilty.” But he was like, “Yeah, this is what you said would happen.” Well, actually, it’s the industry’s fault; they’re being stupid. So we shouldn’t feel guilty or strange about this. But then all those films I made in the mid-’90s were not hits. So there began a long period of just making indie films, some of which have not been theatrically released. The exception being A Beautiful Mind

Searching For Bobby Fischer (1993)—“Asa Hoffman”

AP: Oh, I had a huge scene in that that they cut. And I ran into Scott Rudin, who as I told you before, I had this long history with, about two weeks before the film opened, and he said, “Your scene is still in the movie.” Well, what his tone meant was “We’ve been really struggling to keep it in.” Because it was a little bit off the point of the story. But it was a long scene of me and Joe Mantegna and Ben Kingsley around a table, and I did all the talking. It’s a great scene. Finally, they cut it maybe two days before it opened. Because the film was just a little too long. And when I read the script, I thought, “This scene isn’t going to stay in it. The script is too big. It’s too long.” You kind of develop an instinct for those things if you make a lot of movies. And indeed it wasn’t. I haven’t been able to bring myself to watch it. I hear it’s a very good movie. It was a beautiful script, certainly.

Home For The Holidays (1995)—“Peter Arnold”

AP: That was a beautiful script, too. That’s not a bad movie, I don’t think. And it was my reunion with Steve Guttenberg. Well, I just did that one scene where the high point is a long, wet kiss with Holly Hunter. And I remember saying, “Okay. Now I have to ask this…” because we had rehearsed this, but we had rehearsed it conservatively, I said, “What do you want with the kiss?” And Holly and [director] Jodie [Foster] said, “Go for it!” And I said, “You really mean that? Because it’s terrible when you do that and the other person is offended.” She said, “Don’t worry about it.” So I didn’t. And actually, that was when I was in charge of that theater they wanted me to save, and of course they wanted me to save it because they had no money at all and were in debt and all that, so we were having to get rid of a lot of people. Simply to eliminate a lot of positions in the theater, and people who had been with the theater for years. It was very painful. And I remember Jodie said to me, before we shot the scene… The scene is where I’m [Hunter’s] boss and I fire her at the opening of the movie. And Jodie said, “Have you ever fired somebody, Austin?” I said, “Well, funny you should say that, I’m about to.” She said, “The thing when you fire somebody is, you have to make up your mind that you’re not going to change your mind. Particularly if you’re sympathetic to the person. Everything will come at you to make you want to change your mind. And you just have to keep that in mind all the time.” Which was a terrific direction for the scene, and also was great direction for my life at that point. But I was only on that film a day. 

Oz (1998-2002)—“William Giles”

AP: Ah yes. I’d known Tom Fontana for years. And before that, I’d been on Homicide. In the whole final season, I was the medical examiner. That went very, very well. So I ran into Tom at a party, and in the middle of that, I said, “How’s Oz going?” and he said, “It’s going really well.” And I said, “Well if you really want that thing to work, you should put me in it.” It was that kind of thing you say at a party to an old friend, you know, as a joke. Next thing I knew, he had written this part. 

AVC: What was your character like? 

AP: He was a guy who was in solitary confinement, and had been for years. Not the kind where you’re in a little hole, but the kind where you’re alone in a cell. And he talked completely in code. They were trying to find out some information in a whole lot of episodes about something he had seen. He had witnessed something. They were trying to get information from him. And he would only talk in code. And I would say to Tom, “What is the code about?” And he said, “I don’t know. You think of something.” He knew, but he wanted me to make it my own. So I thought of things. I would say all these lines that made no sense, and they could never crack the code. That was kind of what the part was about. And then he developed it into where I was going to be executed, but then I found out there’s a rule that you get to choose the way you get executed. So he had my character do some research on that and demand to be stoned to death. And because they didn’t want to do that, I didn’t get executed. It was a terrific little part. After My Cousin Vinny, Oz and Homicide are probably what I get stopped the most about on the street. 

AVC: It seems like an odd character to play.

AP: Oh yeah. Very. And to his credit, it’s the very opposite person from the part I played on Homicide, which I played for a whole season. We were doing the two kind of at the same time. I would go to Baltimore and do Homicide and come back to New York and do Oz. They were opposite people. And I like that kind of thing.

Trial And Error (1997)—“Judge Paul Z. Graff”

AP: Which was the last of the films I did with Jonathan Lynn, the first of which was My Cousin Vinny. Yeah. That was great. There wasn’t anything about that experience that wasn’t great. It’s a great part. He’s a good director. Loves actors who are fabulous. I love the movie. I don’t know why it wasn’t a bigger success. Everything about that experience was terrific. 

AVC: It was a test balloon for Michael Richards as a leading man in movies. 

AP: Well, I think what happened to Michael is that the character he had created, Kramer on Seinfeld, was so specific that the public didn’t want to see him do anything else. And that was the thing that dogged him until that episode kind of ended him.

AVC: Something much worse dogged him after that.

AP: But he was having trouble in finding a way out of that. I’ve always been terrified of being on a highly popular TV series for a long time, in a prominent role, because I saw what he was going through on Trial And Error. They paint you into a corner and you can’t get out of it. And he struggled with that. He’s a terrific actor, and it’s just too bad. He’s a real talent. But somebody makes an inappropriate remark, and oooh. You know? He shouldn’t have said that, but come on, a career-ender? It’s like people still go after Sally Field about saying “You like me. You really like me.” That’s like two seconds in time. Get over it. Let’s move on. It was a quarter of a century ago. Please. And Michael, there are dark corners in Michael. They came out in that thing he said at that nightclub in L.A. But he’s talented. The history of film is full of people who said things like that, but they were hushed up in the old days.

The Mirror Has Two Faces (1996)—“Barry”

AP: Yeah. I love [Barbra Streisand]. I love acting opposite her. If you can’t act opposite her, it’s time to hang it up. She’s so present. She’s so there for you, even when she’s off camera. She plays off camera when it’s on your close-up as if she were on camera. She’s just fully there. You get everything you need. I love being directed by her. I wish the part had been larger, because I like everything she said. I just like her energy. I like who she is. And of course I think she’s wildly talented. But you know, she got turned into a camp figure or something. I don’t know. I wish she’d make some more movies. But I think the industry just loathed The Mirror Has Two Faces. I never quite figured out why. 

AVC: The perception was that it was very narcissistic. 

AP: I didn’t think it was.

AVC: That’s been the big knock on her as a director. 

AP: I didn’t think that about that movie. Certain guys have directed themselves in films where I thought it was a lot more narcissistic, actually. Like Mel Gibson. But they don’t seem to mind that when a guy does it. She was making a film in Mirror Has Two Faces certainly about one of her personal obsessions, but isn’t that what filmmaking is supposed to be about? And I thought she gave equal camera time to Lauren Bacall and Jeff Bridges and all that. I just couldn’t see what they were all screaming about. I was at a press screening of it in L.A. and I ran into a critic I knew and respect very highly, and he said, “Oh, this is narcissistic shit.” And I said, “Look, she gives everybody else just as much camera time as she gets, in the way it’s cut.” If you’ve been in films, you get a sense of those things. He says, “Aha, but she does that to throw us off the scent!” I said, “Oh come on. What you’re saying is, there is nothing she can do where you won’t say that.” He says, “Well, I just don’t like her.” It didn’t exactly turn into an argument, but I said, “Look, that’s not criticism, what you’re saying.” He said, “I know. I just don’t like her, Austin. I don’t like her, I don’t trust her, I think she’s a narcissist.” I said, “Okay. All right. Every personal filmmaker is a narcissist, if you want to be like that.” And certainly every personal filmmaker who puts himself in the film, because they only make films where they’re obsessed with what it’s about. So I go, “Well, I can’t follow what you’re saying. So then Warren Beatty is a narcissist, right?” Which he is, of course, but a very talented one. Well, it didn’t affect anything; I didn’t make a dent. The feelings she would arouse in people were such that you couldn’t even have that conversation with them. They just wouldn’t take it in.

AVC: They’re more emotional than logical. 

AP: And they’ll say, “Oh, she did take after take after take, it’s outrageous.” And I’ll say, “What about David Lean? What about Alan Pakula? God, in Starting Over, he did like 25 takes of people hiccupping! Why is it so outrageous when she does it? But these conversations—I finally stopped trying to defend her, because you couldn’t get anywhere.

A Beautiful Mind (2001)—“Thomas King” 

AP: Oh yeah. That was great. The big scene I have with him in that, at the end—I have two tiny scenes, and then I have the big scene in the dining hall there. And they didn’t get to the camera being on me in that until about 11:30 at night, and [Russell Crowe] and I had been at it all day, shooting all day. The two small scenes were, for some reason, very hard to get. And then we got to the big scene, and they did a close-up of Russell at about 6 o’clock. And then, for some reason, Ron decided to shoot all the people putting the pens down on the table from every angle, which went on for five hours. 

Finally it got to be about 11 or 11:30, and we were going to get the close-up on me, which was like 80 percent of my part, and I was too tired. I just thought, “I can’t do this. I don’t know what I’m gonna do. I can’t do it. Why couldn’t they have gotten the close-up when they got the one on Russell? Could have done it then. I just don’t have it. I’m not gonna be able to say the words, let alone get up to the energy that the scene requires.” I said this all to myself. I didn’t say it to anyone. “Why did I do this? I’m about to piss away this whole thing.”

And they said to Russell, who had been all day in old-man makeup on the Princeton campus in June, “You can go home. We’re just gonna get the close-up on Austin.” And Russell said, “No, I’m gonna stay here.” And they said, “At least let us take your makeup off.” And he said, “No, at least let him look at me the way I am in the scene.” I said, “Russell, you don’t have to do this,” and he said, “Well, I’m going to.” And he was evidently exhausted. And he had a long day the next day. I was through the next day. So we did a take, and he did that scene as fully as he had done it five hours before on camera, and I got the take. That performance was pulled out of me by him. People congratulate me on that scene, and I say, “You’re watching Russell Crowe’s work.” I wasn’t going to be able to do that: to be that simple and clear and on it. So part of what you’re seeing is the feeling I have about him, that he’s doing that; as an actor, as a colleague. So the take we got, the first take, is I think the take in the film. I think they took another one in case there was a problem with the first one, from a technical point of view. And then they said, “Okay, that’s a wrap.” And I said to Russell, “Can I say something to you? [Lowers voice.] You are one of the great actors, first of all. What you do, your work. But your relating to another actor is just… you’re one of the greats.” And he took it in. He didn’t try to say “Oh, well…” He took it in. I was very moved by him.

Bad City (2006)—“Julian”

AP: That’s a great little movie. I play the villain in that. I play the worst human being you can possibly imagine. It’s a very interesting little movie. I don’t know why it never went theatrical. But it is on DVD, where it’s had some success.

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