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hi this is Jane Nicholson I directed

shock to the system quite a while ago

now but it's uh it's really a kick to

revisit it it was a lot of fun to make

it had its challenges let's all films do

but it had Michael Caine and had a

terrific script a great concept and I

had a great group of people to work with

to make it certainly the cast was

fantastic Elizabeth McGovern Peter

Riegert they were really a great team

SUSE Kurtz you know there are a lot of

folks in the film

you

um was to find the tone for it

you know it's a black comedy and black

comedies are notoriously tricky to kind

of walk a fine line between well the

blackness and the comic and as it

originally was conceived there was a

much darker peace but as you can see

Michael really embodies both that the

darkness and the trauma which she's

great at but he has a terrific sense of

fun and a great sense of the macabre and

without him this film really would be

nothing you can see there's a lot of

camera movement in the film

you

on a couple of films together so when we

came to this one we had a common

language we had a way of working

together which was really a delight and

as they say we decided that we wanted to

keep the camera moving we didn't want to

do it handheld so we used you know

pretty heavy equipment to do it this is

all shot on a luma crane with the arm of

the crane stuck through a window the

dining room window right there just so

that

you

even here we're kind of trying to get a

little feel for films from the 50s and

60s I had kind of gone back when I was

preparing the film and looked at a lot

of films about American experience in

business like the man in the gray

flannel suit and that was an error that

really interested me and seemed to have

a lot of resonance in when we made the

film so we tried to have a very composed

look and at the same time have the

camera move a lot and that's why the

equipment we chose like the luma crane

shooting everything on a dolly not

handheld that's why Paul chose to do a

lot of that there's the luma crane shot

you can see coming out of the house

you

I can't wait there you go so then that

was really the key that sense of power

the loss of power it's something that

Alice Arlen picked up on she did a very

extensive rewrite she did all the

voice-over that we did as we were

putting the film together in the editing

room and she really I think found the

core of the film she really picked up

that it was about power and the

diminution of power and she was able to

kind of ride with Michael on that and

the disappointment of this man who's

worked so hard and strived so hard and

finds his world crumbling around him and

all of the sorcerer the power motif that

comes into it is really her contribution

and I think deepens the film and gives

it just a level that the original

adventure didn't have

John Donne was a terrific designer you

notice here these guys are in very light

suits and as the film goes on all of the

clothing darkens and tone is the film

darkens in tone we really tried to have

an overall design and a pattern to the

film so that things at the beginning are

much lighter and airier the costumes are

brighter and as the film goes along

things across the board darken there's

the luma green again again trying to get

a lot of that movement so we would often

Park the the crane inside instead of

using it outside this is more

conventionally done but this is all luma

crane work

hey buddy give me a buck right here what

do you make maybe

it is gonna be like Calcutta

yeah Alice got a associate producer

credit of course these things are you

know done by the WGA and budge

his first film role

he was great he came in he read for it

it was an extended sequence that

unfortunately got cut out but there he

is I'm very proud to have him in the

film

so the office building they're going

into is something that we built entirely

not the lobby here the lobbies uptown

but the the office itself we built from

scratch

you

it's mostly glass making it very

difficult to light and difficult to

photograph but making a broad area for

us to move around in and making things

visible from character to character so I

could stage the action within offices

but have a sense of openness and a sense

of connection between the characters it

was also built to be very large so that

we could move the camera it's always on

a dolly it's not handheld but as you can

see it's moving around with a tremendous

fluidity rolling on the floor we built

the floor so we could roll on the floor

and tried to hire choreograph things so

that the camera would bring us from

location to location from office to

office and again there you can see a

good example of the glass walls that did

as I say make it very difficult to light

but once it was lit we could really

shoot and shoot with uh with a lot of

freedom in this space so there's a huge

shot right it's 360 degrees so here you

go again you can see the camera just

moving through the space and making it

as fluid as we possibly could trying to

energize the whole beginning of it and

here you begin to get the motif or the

the slats and the blinds in the city

behind him so we work very hard on the

windows to balance everything so that

you could always see out see the

backdrop of the city its Wall Street

we're downtown Manhattan and really try

and set the drama where it should be in

the heart of the financial world

Melanie O'Conner do you remember I told

you about her my roommate mr. Marshall I

just want to take this opportunity to

thank

but the job I'm sure you'll do just fine

stellar will take you over to personnel

and she'll put you to work okay my

resume

you

of being in the world of this office

without getting stuck into a corner of

an office and that was a big challenge

that

you

Peter and Michael had a great time

together and they're both great

raconteur is great storytellers Peter

you

so there you go there's one of the kind

of iconic shots we were trying to get

with the city behind him him at his desk

and again by shooting through the glass

walls of the offices in personality I

heard you're gonna replace Mr Brewster

it's about time yes I guess it isn't

that so again you know having them

swivel in the chair like that or trying

to kind of get the two faces of Michael

you

I'm not letting her live with us we're

kind of playing around with slow motion

stuff trying to underscore just little

moments of behavior between these guys

just trying to bring to life that world

and the way these guys bonded Tara's

coming out to the house Tara what kind

of a name is that

her last name is Rob boom ba so Michael

was always the leader of this this group

and as as a character and as an actor

and always kind of embolden people to

take risk to have fun and to keep things

loose it's another reason why we really

wanted to shoot it with a camera moving

a lot Michael was so comfortable so at

ease being the great actor that he is

that we could run scenes as long

sections long takes and Michael was very

very comfortable doing that he loved

doing it and it energized him and I

think energized everybody around him god

bless and keep the old-fashioned

you

existed

just kind of point out some of the

discrepancies in the world I think the

first big ad in the New York Times was

you

- and want to make sure that we had in

the film I love the way Howard built

these offices they're kind of stepped

out so that as you can see nothing lines

up and it means you can always see again

down hallways you can always see people

in the background and again you can

always get these shots of these figures

against the buildings outside against

the financial world and yet be very

intimate and the blinds obviously served

a couple of functions they were for

lighting so we could control the light

so Paul could very easily have a general

lighting and then control the light from

the windows as the day progressed the

Sun moved around but also so that we

could put some kind of shape behind the

the actors are in front of them so here

you'll see it's behind him but soon he's

going to turn and will be

you

kidding me sorry girls I don't believe

this

[ __ ] our sauce oh no ball game pal

who got it George

who's a new head Benham

hail the conquering hero that's the shot

so we're kind of building up to that

shot and you know a lot of the way I

think try and make films is to make them

from the end towards the front that is

you know what you're aiming at you know

what you're going for and that look of

Michael through the the glass partition

there was very much the point of that

whole opening sequence was to get to

that moment and so this was in there

interesting sequence there's a you know

another piece on the blu-ray you can

take a look at about the ending and the

setup for the ending and finding the

tone of the film but certainly this was

a big moment for me and trying to figure

out exactly how to hit the tone of a

black comedy and when we were down

scouting in the subway and trying to

figure out how to do this stunt with a

guy getting hit by the train there were

a lot of mechanical questions okay we're

gonna throw a dummy how are we going to

do it you know right here how does this

happen what does he actually fall on how

do we make this shot but the most

important thing was learning that as the

plane as the train barrels through the

station it's gonna send the guy 300

yards ahead of the Train so that when

Michael looks down having pushed the guy

in fact there's nothing there and when I

learned that the transit cops explained

to me how this would work I realized

that that in fact was the tone of the

film that yeah he killed somebody but

there's no blood there's no body he gets

away with it and that's really what

makes the sequence work and that's what

taught me oh that's the tone of this

film

if you see him as a bloody murderer it's

really a problem he can never recover

from that but if he's learning that he

can kill and get away with it and enjoy

it and if we enjoy it then we're on his

side and that was really the task of the

film was to keep the audience on

Michaels side all the time hey you have

Michael Caine so he's doing that and

working very hard to do that and what

often as we were working come to me and

say you know we've gotten very serious

here I need a little moment where I can

lighten up just to make sure people are

still with me he was very very aware of

how the audience would be reading his

performance and that obviously for a

director is a godsend

you

little moments like that where Michael

is really just electric and so attuned

again there's another shots we're trying

to get at the city trying to get of the

world trying to really place the film in

a real context there was a lot of

difficulty in making the film in in

really harnessing everybody to

understand what the tone of the film was

and to get the audience so that they

would stick with this guy if

you

what Michael really clued into so in

doing all of these scenes we're really

trying to look ahead to the ending where

are we gonna go where are we taking the

audience so here you know we're

calibrating and he's very fraught he's

scared he's just killed someone after

all and gotten away with it but he's

going to learn that it's something that

he likes to do and likes to do in a way

that we all maybe have fantasies

obviously of a power of revenge of

getting back of just moving ahead of not

being beaten down by the world and

Michael found a way to calibrate that so

as we go on from sequence the sequence

he becomes more and more comfortable

with this new self yeah so here we're

kind of using the Dutch dangles and

trying to make the world begin to be a

little bit out of whack right because

for our guy for Graham it is out of

whack Suzy was again you know I say a

comic actress what I mean is that they

they really have tremendous

you

again having the glass allowed us to

keep everyone on stage so you saw Stella

in the background there and just the

different ways we could see things here

again we're using the the venetian blind

to kind of separate michael from us now

i suppose if we were rival princes i

could just have you killed save a lot of

politics it's not that easy to kill

someone and get away with it i thought

instead it would be good if we could get

together this weekend out of the house

you and leslie me and Tara oh the actual

tour ah yes that would be nice but yeah

there you go these guys really

and that undercurrent really it helps

them so there's the famous lighter and

the lighter later becomes a part of the

plot and part of his undoing and that

was a very difficult part of the film to

kind of work out so they're more bums

kind of trying to keep that theme going

here and keep Michael kind of engaged in

what he's done but it never did all he

felt was good clean free

as if he'd taken a thousand pound load

off his back

this was a lot of fun to do I remember

Paul really trying to experiment with

different colored light and to give this

scene some pop there you can kind of see

that what would you call that kind of

reddish magenta with a lot of green Paul

like to take colors that just didn't mix

and put them in the space and it does

give the whole sequence a very wonderful

kind of electric feel so it was always a

delight to kind of we'd rehearse and

Paul would get to work and do his

lighting and we come back and suddenly

there you go you know suddenly things

just began to pop and a lot of that is

Paul's use of color no discussion we

find out have a side order of bran

flakes he was also Paul was very aware

of making people look good

so there's Michael he looks good and he

really knew how to make a close-up and

make it play but there's something very

playful and wonderful about his lighting

that always just thrilled me and it's

also it has a real effect on the set in

the way actors are working and all of

all of these technical things actually

send a message to the actors as to kind

of what the film is gonna be like and

what the world is going to be like not

the husband it doesn't

usually I just reach out my hand and

obstacles disappear so that little

gesture of Michael's that kind of

magical gesture is what Alice again

really brought to this that that this

character Graham and Michael was really

discovering that that magician that guy

who could make people disappear and make

the world into what he wanted it if I

had to keep going down I'd lose the

whole aerobic benefit you're not turning

it on right you turn it on like this

well that's very impressive mr. Einstein

but aren't you supposed to scream Booga

Booga or something I think Michael

really is so pleasant it's just a great

spirit and wonderful as they say kind of

you

and just kind of stunning when he would

come on the set and it was so

professional and so at ease

and we'd kind of walked through things

we'd block it out he'd kind of walk it

through you'd be very affable as soon as

the camera was turned on a whole

different creature emerged and what

Michael really could understand in this

guy was that that repressed energy and

he never was judgmental about it he

really went with it and he enjoyed it

and of course without that there's no

way the audience could

you

important for your balance

right gonna hold now reach out your left

hand get hold of that chain pull down

hard oh I see and here's the fuse box

right here so there you go that's the

evil magician practicing is art I didn't

get the job Leslie oh I see so what do

we do now just what the promotion I

didn't get it

no of course you got I just found this

very moving as I say I think that for me

my father had been in the war had come

back and actually had worked in

television were kind of an advertising

it was a commercial artist and I was

just a very tiny young child I think as

I grew up and I began to look back on

that world and understood the world that

he came back to that was really

something that I wanted to have in the

film these guys who had worked hard and

thought they had done everything right

and just found that life wasn't offering

everything that it should and their

achievement just wasn't recognized and

that is another underpinning in the film

and something that again we're trying to

aim at here on the rent I think we have

to

so this was actually the first day of

filming we're at on this boat I guess it

was a good way to start although there

we were out on Long Island Sound crammed

into a sailboat having quite a good time

it almost didn't feel like a film so

long a jolly clip - doesn't shake

she jolly well does

my darling

I have to say it's not easy shooting on

a sailboat and for the crew and for me

on the first day and a big film with a

big movie star

it was a challenge you know it's a big

camera Panavision Platinum with a big

lens and getting it down in these spaces

it was a real

you

he doesn't like to do a lot of takes I

think as an actor he's very aware of his

rhythm that he's ready to go when the

camera rolls and he really expects the

crew to be ready to get it and get it

quickly and move on and I really applaud

that that's a great rhythm of work and

so the crew was really challenged the

idea was we would have about two takes

we had to get it right and the crew and

everybody had to be ready

we all had to be ready to go and Michael

set the pace and he kind of set the bar

and we all I think learned a lot and it

brought up everyone's game I know at

some point standing around

we realized that Michael had been in

more films at that point than all of us

around the camera combined so he was he

was the guy our hackers can't have

Dober extend ourselves I think it's

exciting to plan so big like you to be

at that San Francisco convention next

week that should give you the real

overview of where we're headed

what day next week

actually yes I chaired that meeting bub

well so again this was at the beginning

of the shoot and since obviously films

are shot out of sequence it was really

remarkable to me that I kind of first

met Graham the character through Michael

around this table

you

has really got it and as soon as I saw

that it was absolutely stunning and I

you

no he can do that so I don't have to

work so hard because he's gonna do it

and I know that he's on top of this so I

remember after the first two days just

feeling elated that Michael could

contain both the charm of this man and

that darker drive he could do both and

he could switch back and forth

seamlessly and instantly within a scene

actually within a take and always keep

the audience going with both of them so

if he felt like he was going too dark as

I said he would always come to me and

say I just need a little little moment

to win them back

and he would give him another take and

there it would be by the way I fixed

your stair stepper oh so they're the two

dogs I just mentioned about the dogs

you

that was the setup at the beginning and

at the opening of the movie instead of

seeing the dogs he would have seen the

two little kids that was one of the

first things that I really wanted to

change because as I got on the track of

this film being as I say a black comedy

and that the motor that ran it was the

audience's appreciation of Michael if he

killed the mother of his children I just

thought that would never work that I

always had to find the line where the

audience would enjoy what he did be

slightly horrified by it but really want

to go with it and killing the mother of

your children is kind of tough so the

kids were replaced with a dog two dogs

for two kids and I you know I think

they're a lot of choices along the way

that do that it's certainly what I was

always looking for what Howard the

production designer what Paul was always

looking for how could we walk that line

so here yeah here's an example where

Paul's lighting him from below not the

most flattering look it's not something

usually do but in intercutting it was

swoozie down here in the basement and

the machinations of his plot lighting

him from below is really a very very

smart move and again Paul was very very

tuned in to finding the same balance of

the comic and the blackness and

there there are many many small choices

like that that really do it yeah it's in

another little sequence with the camera

continually changing angles you'll see

on on Michael an accident yes I'm very

sorry oh my god what a shock

yep

aren't you gonna say something

yes of course

dearest Leslie your mother

and I have brought you to this spot to

share this last private this moment

grief

yeah I think when I was reading the

script and I got to this the original

script and the kids were there

I thought mmm that's not going to be a

good moment for the audience dogs are

fine but not so much the kids yeah

Michael Michael loved doing that

abra kadabra so here comes will patent a

fabulous actor someone I revered in a

wonderful New York stage actor and just

a great spirit playing the detective a

little unusual casting I think and but

really effective these two had prayed

turned rhythms of working will like to

feel his way into things rather slowly

he kind of would begin to get working

when the camera rolled that was kind of

the way he worked and he was used to

being movie sets where he would do a lot

of takes in fact I think he'd just come

off a film with Debra Winger and Nick

Nolte I'm not sure he was directing it

but he he took me aside said you know we

never ever do less than twenty takes and

I said well well you know here's the

thing

Michael likes to do too so we're gonna

have to find some way of negotiating

this it was difficult I would try a lot

of tricks I rehearse with will a lot

with the camera I would shoot Michael

first so that will would get extra runs

at it now after a while they worked it

out but they really had a very very

different performing energy something

that often happens in films with actors

who just have different interior ways of

working but he's a lovely lovely actor

and it was just a treat to have somebody

playing the part who he might not right

out of the box think of being as you

know a detective a little time to myself

absolutely I just wanted to clear that

up you go ahead and let the grieving

process happen

[Music]

so I kind of can't resist here when we

were shooting this loft and down on

Wooster Street in New York City it was a

big space it has some big windows a a

little bit later you'll see a scene shot

in here at night the guys were rigging

up on the roof hanging stuff over the

front of the building and one night

someone got loose and uh I think a big

frame off one of the 12 Ches fell down

and it went through the skylight of a

neighboring building which it was bad

enough but unfortunately it fell into

the apartment of the head of the Film

Commission

you

all right I didn't get to send you a

card yet about your wife has Bobby

gotten here yet so now we're getting

into the part of the film in the middle

where a lot of the film making decisions

became more difficult because I was very

much guiding the film towards an ending

where Michael essentially gets away with

everything he does that to me was the

point of the film and I have to say it

was for Michael too that very much he

was drawn to the project and I was drawn

to the project because the point was to

to show this man as I say embrace his

feelings of power to exercise them and

to act on them in a way that the

audience could relate to they're not

gonna try and kill anybody

you

away with it there were a lot of other

forces at work as we're making the film

I thought that well maybe morally had to

be arrested at the end and I just knew

that that was never going to work and

they're very much trying to set up

his killing is real yes I mean in the

film he does kill his wife he does kill

these people but there's no mayhem

there's no blood there's no bodies

there's none of that that you would find

in a horror film instead we're really

trying to keep the audience focused on

the inner the inner life of this guy and

his growing realization that yeah

there's a part of him that has been

neglected and now it's gonna come out

Opena would just write her off as a

loser which is why you didn't get

George's job because you wouldn't treat

people the way they do you know you're

very perceptive

you talk about people and you listen to

other people talk did you never talk

about yourself we struggled to make that

shot that's a very very long telephoto

shot shot outside Lincoln Center in

Manhattan midtown Manhattan that was

stuff

[Applause]

[Music]

world as they say had become his oyster

now he was going to try it

[Music]

so you can see the film is actually

darkening and all the choices in there

the mist on the buildings all of this

stuff here's another example of Michael

and when he came on the set that day he

was he always would come on as they say

it's very affable guy and full of energy

and usually begin the day with a couple

of jokes and some stories and this day

he came on he was pretty grouchy and I

really noticed that I thought oh gosh I

wonder what's happened and we you know

laid out the scene Bob just felt it was

crazy not to have a computer in he it's

not the computer it's you and you've got

that desk there you go

so what I realized when the cameras were

rolling was Michael was doing his work

and he could really access that anger

and bring it to bear

so again a lot of the point of building

that office that way and having floors

that we can roll on with no track so

that the camera is very very free to

move around was to always track the

energy of Michael to kind of keep it

going keep up with him let him drive it

and have that be what's what's setting

the tone of the film and the energy of

the film that decorator is harder to get

an appointment with in the mayor tell me

this is about something there is a man

in my office I thought it'd be more

efficient to have you and Henry working

closely together

it is my office it is the assistant

chief office it's still your office why

don't you bring Henry Park in here huh

what did you bring Bella we need to make

sure the function sounds it how we could

bring it into her goddamn New York mix

just to make sure your class hits the

basket how's that I thought I needed an

assistant to do my job

meaning what that I don't do my job then

why don't you have me removed Bobby boy

because you're too senior in the company

to be fired for anything less than gross

insubordination so you've decided to

have me removed piece by piece a

privilege here a responsibility they're

never enough to fight over just a subtle

drain of power right

well let me tell you something pops you

don't know the first [ __ ] thing about

power I have more power in this hand

you

well there you go while that shutting me

up and I remember it is it's a time I

mean again Michael was the guy who only

liked to do a take or two I'm pretty

sure that was take one and when he when

he was there he was totally there and it

was riveting there you go there's that

lighting of Paul's again green and kind

of blue colors that don't mix so it is a

little odd to see the grain in this shot

to me it's a beautiful thing it's film

obviously and digital images don't do

that it just has this really lovely

texture to it but again if here so here

we've got yellow and green and going on

here is yellow in the background green

on the top and red on their faces and it

was just the kind of thing that Paul

gravitated to and it's really taking the

film making a darker making it uneasy

these colors don't blend and that's

really the point here it's really

interesting to me not only is Paul's

work just loose and reactive that is

he's very tuned in to what's going on in

the moment what's going on with the

actors but his lighting is - and you'll

notice also that in these shots the

camera is often moving from very wide

shots to tighter shots like that one

so rather than breaking things up with

cuts we're moving the camera from wide

to close to wide that puts a huge burden

on on the lighting guys to provide

illumination that's general enough that

I can get the camera moving but it's

specific enough so that things look

really good and create exactly the right

mood and that's something that Paul and

his crew could really do and for me

it made my work and my job of of working

with Michael of getting that performance

and keeping it energized a treat have a

cookie George yeah here we are this is

the famous night when they dropped

equipment through the skylight

that's why I really liked about working

with Paul kind of come up to the set at

night and walk in and it's completely

dark and

you

so it's never hitting a light same in

this office as you notice that no light

stands you know it's odd to be talking

kind of technically but the point is

that that is the style of the film and

of course with movies the technicality

and the aesthetic are the same and the

fact look at that shot so that's about

300 degrees without a lighting

instrument in sight and the fact that I

could come in there were the actors at

the beginning of the day move them

around the space and make the shots and

get the get the movie done was kind of a

miracle it also energizes everybody and

I think both Paul and I really

you

as you can see she looks great and Paul

was always about making people in just

the right way look good

you

I would very much like to see this

report we've been working on well I

don't know Bob told me to bring it out

this weekend so we can have a first look

at it he wants it all hush-hush

what a thing is Henry this isn't Bob's

office it's mine and as my name is going

to be on that report I would like to see

it maybe you should talk to Bob

no maybe you should talk to Bob because

gross insubordination could be the cause

for your dismissal and I am asking you

to show me that report I don't know it's

hard not to get a kick out of Michael I

think that he when he understood what

this one was gonna be and where he could

go with it he just had a good time every

day and it shows hello dr. Sims please

my name is George Brewster

abracadabra Alakazam

byebye baby so again there's that motif

in there of magic and magic and power

and that was I think the second level of

the film so the first level of the film

was very much about a guy again in a

world of greed and a world of money and

a world of power being supported and

kind of unleashing the forces to get

where he wanted to go but the other

deeper story is about a man feeling the

D munition of his power and finding

suddenly a way to retrieve it to get it

back and the moments of the film that

really sing are the moments where

Michael is reveling in that and again

that was the the wonderful lineup in the

constellation of the stars here that

that Alice Islands perception that that

was the heart of the story and Michael's

pleasure in playing that together with

Paul Goldsmith and the cinematography

with this tremendously fluid way of

working all the you know these shots

that seemed little a little rotating

camera a little moving camera very hard

to do and very expressive and very much

tuned see there you go it's still going

and very much connected to Michael's

feeling yeah I'd like to ran a car

Saturday yeah

my name is George rooster I'm at the

gate building

you

so there's Paul being playful and being

playful I think responding to Michael's

sense of fun

[Music]

you

getting more into the procedural part

how is he gonna do stuff and how is he

going to make it happen and there's the

famous lighter there are endless endless

endless conversations about the lighter

trying to figure out how to to as they

say to aim at that that bull's eye at

the end of of Michael almost being

caught but not being caught and

ultimately getting away with it the

lighter was always the you know the

MacGuffin the thing that wow the artist

is supposed to track but we don't really

care about it it doesn't really matter

this is what we care about it's the two

of them and this right there

the magic so even though yeah this is

the set up so he can kill Benham and all

the things the moves that he has to make

in the apartment to do it the glasses of

wine the lighter that this to that you

know those things really aren't so

important I think what what the audience

is enjoying is seeing this guy get the

girl get the job and working his way

back up and that's what we're trying to

hold the audience's attention with at

the same time you know we have to kind

of pay off the mechanics of the plot

when we were making the film there were

kind of two teams there was the how

shall I say there was the team the

producing team who wanted to make sure

that all of those things were in place

the pills and the wine and the cigarette

lighter and the credit cards and all the

things that narrative lis you need to

make the story spin and then there was

Michael and myself Paul Howard and the

others trying to

to create a world of pleasure in this

man and pleasure in that discovery of

his power there you go

so it's the little moments like that why

you're so beautiful Stella

after this

so there you get some of that strange

lighting color again even in the car

Paul is always playing with the color

actually I said earlier that the

sailboat was the first day it was the

first day but not sailing the first day

was this inside the sailboat at night

and the really crazy thing to do on the

first day of the shoot watching it this

time I'm reminded that in fact there was

supposed to be an added problem in the

boat there was supposed to be a raccoon

in the boat that interfered with him

doing this so that while he's trying to

set up this explosion he's being

harassed by a raccoon well you know like

in all films you look for specialists

and you hire animal Wranglers and they

all said Oh raccoons no problem we have

a trained raccoon we can put them in the

boat well first of all there is no such

thing as a trained raccoon and putting a

raccoon in a small boat is really a

mistake they don't like water they're

terrified this raccoon instantly got

lost you know somewhere back in a

bulkhead of the boat we were all

terrified to go in there because you

could hear it hissing and scratching

back there Michael didn't want to go in

there so here is my first day on this

huge movie with a big movie star trying

to persuade Michael Caine to go into the

hold of this little boat with an insane

raccoon you'll notice that there is no

raccoon in the footage that you see and

that's because we could not control the

raccoon and of course the animal

Wranglers could not control the raccoon

no one could control it so we shot the

whole scene with this creature kind of

hissing and scratching in the background

and just trying to spend as little time

as possible as we could

inside the boat it was a great

introduction to filming with Michael he

was wonderful

and yeah here's another example I was oh

it's my favorite Cara Morgan this

sequence of course we're going to go out

and Long Island Sound and blow up a boat

so once again I don't know how to blow

up boats I'm the film director and of

course we hire a bunch of guys who

assure us that if we buy this boat for

tens of thousands of dollars and we sail

it out in Long Island Sound that they

can blow it up well I had no doubt they

could blow it up they looked like they

could blow it up the problem was I

wanted it to blow up slowly I didn't

want a huge explosion for a couple of

reasons one as I thought while this guy

is an amateur he's rigged up someone

with the gas stove

would it be nice just to have enough

you

I'm Rizal around the bay they're out on

that jetty and the little boat sails out

there and they're trying to keep it

stationary there's nobody on it

obviously they're going to blow it up

but they have to have the sails up this

is not easy to do and sure enough it

gets out there and we're ready to go he

pushes the top and boom well the boat is

gone in about one second

because it was full of explosives and

gas

it's obviously double cut and we use

every inch of footage we had to extend

it to kind of slow down the explosion

these guys really like to blow stuff up

and I think my saying could it be

smaller was really not what they wanted

to hear but it works

he felt like one of those gods who

appeared of matings in human form he

knew he'd been great really did you

think so I guess I have to reveal that

that that is not Michael Caine that is

Michael stand in that little piece of

footage was shot a couple of a couple of

months after principal photography and

in that case Michael wasn't available

but his stand-in who walked just like

him and from the back you really could

not

you

in a freakish accident off the

Connecticut shoreline this morning a

privately owned sailboat burst into

flames and sank

we spoke to police lieutenant Larry

Laker at the scene this afternoon

lieutenant what exactly happened here

the boat

Tara's dream was demolished so it's

gonna be very hard to determine the

precise cause of the explosion the

investigation is continuing the

investigation

I always say that what can I say you're

tired you have no penis [ __ ] do you mind

I hate watching myself what do you think

well Bruce Todd I think I need a new

doorman

you

I don't know I get a kick out of

watching these two guys together as they

say they had very very different rhythms

as actors and a different approach to

the work and actually I think that

played to everyone's advantage this kind

of nice tension between the two and it's

obviously good acting that's what they

do but it's also that these guys are

just different in the way they work and

in their rhythms

and how they approach it and I think you

kind of sense that you questioning me

and my suspect

I spent the night with a girl called

Stella Anderson am I sure I apologize a

very personal question

well yes actually I was there I I'm sure

yeah we just need a witness to confirm

his whereabouts I'm not sure why she's

holding a hammer there must be some

reason but I cannot remember it's kind

of a nice touch though Bob Benin would

have gone far I'm sure he did what would

but life goes on and more importantly

business goes on I need you to act as

head until the board decides on a

replacement that doesn't bother you no

not at all

no hard feelings about Bob getting this

part over you oh no I I believe the best

man always wins in the end

good well you better get back out there

it's been a madhouse today and I need

that reorganization report Benham

promised me I don't know these sailboats

I think my cessna is safer any time you

fly plane every weekend so it's

interesting you know it's a little

throwaway line about the plane and at

this point in the film as I've alluded

to there was a lot of back and forth

about exactly how this film was gonna

end and again just to say you know films

are complicated there are a lot of

people involved and they go through a

lot of a lot of revision but by now in

the film Michael and I have really we

put our stamp on

the front rather than the front to the

back what I mean is always being aware

of where is this arrow going to hit and

the arrow has to hit with his victory

and if you punish him you punish the

audience for their enjoyment so that was

just not going to happen and the comment

about the Cessna as you'll see or you

probably

you

those mechanics really come into play if

you're thinking about what are the clues

that will lead the police to arrest and

ultimately punish this man to me it's

what are the steps that he's going to

take to seal his victory and the victory

is a man has reclaimed his power so the

Cessna is really important but here he

is talking about his lighter so now

we'll spend some time in the film

you

see also and here's where Elizabeth

govern is such a wonderful actress just

really playing this so beautifully as

she begins to suspect something is off

and obviously she's doing that so we in

the audience can can keep this part of

it going who did it

Willie get caught and where's that

lighter and here it is

I took it upon myself to make some

changes for all great office so that was

the back of the office again then Howard

built out it's quite a view but as I

said at the beginning of all of this

that was so important to us that this

world not be said in little cubicles in

an office but be against a backdrop a

real backdrop I had the wrong take on

you Marshall I had you pegged as one of

George Brewster's hold the fort boys

[Laughter]

[Music]

inside now to see all the homeless

people here in Grand Central but in fact

we didn't do this this wing of Grand

Central Station in that era was filled

with homeless and in fact it was kind of

well not kind of it was tolerated by the

Transit Police and by the city of New

York it was a safe shelter and it kind

of kept the homeless in one area of the

station instead of wandering around the

station and it seems strange now but

that was absolutely the way it was

George Brewster says he didn't rent a

car rental company says he did one to

get hope skimming hard well into my

office at 3 o'clock this afternoon no

Graham it's funny until today I've never

really noticed difference we should get

rid of anybody that doesn't put the

company first now this man is good he's

got something to tell all of us the

Sanders

listen it's it's not personal it's just

we really need to establish this alibi I

told you at my house Saturday night all

night

listen so I don't know if it's a great

interest but this is the only sequence

in the film shot on a Steadicam for

obvious reasons it's outside it was

actually a pickup shot it was done after

principal photography and we just

couldn't possibly do this with the

equipment we've been using before which

was a dolly luma crane a hothead so

there you go that's a Steadicam shot and

it works very well yes I said at the

beginning John Donne who did the

costumes they did a fabulous job you can

see Michael now is actually he's in

darker suits and Stella is actually in

darker colors so there's a whole a whole

team at work here to kind of help darken

this film but to kind of you know bring

it home at the end and it's across all

the departments Brewster ever come into

the office cuz you just got a package

and I don't see his address here and

that Oh mr. Marshall is a message from

mr. Jones thank you

you

the gears move so there it is actually

when there was a lot more of it when

this film was shot for some reason it

had a release date and the release date

was very very soon after the end of

principal photography I don't remember

exactly how long it was it was obviously

shot on film at that time believe it or

not there were no digital editing

machines we used one of the very first

systems which used beta tapes to cut

with a computer and it was very

cumbersome very time consuming and in

fact the film had two editors Bill

Anderson a fabulous editor where I

worked with many many times absolutely I

always felt more than confident going

off to work knowing that bill would be

cutting it was always a pleasure to come

into the cutting room and often I'd be

watching stuff going oh my god who shot

that that's fantastic and that was

really because of the way bill would

energize sequences and cut them together

in this case we had two editors because

you

sequence by sequence and I would run

back and forth from room to room and

then every couple of days we'd put it

together and screen it and you know see

what we needed to work out it was a

novel experience for me I think these

guys work together incredibly well it's

seamless and I had the benefit of two

really really sharp editors and they

sure saved me through a lot of this

stuff tracking this cigarette lighter

there it is once again so that court

just reminded me I haven't much

mentioned Gary Chang and a fabulous

composer that I met on this film when we

were cutting it again we were trying to

move very quickly and as filmmakers do

we would temp in music and temp it in to

try and kind of get the rhythm of the

film get the cut of the film I know that

you

stan getz and it just had this fabulous

playful kind of magical brew feeling and

so we tempt out a lot of the film with

Stan Getz

it seemed like the right period it was

playful it was yeah just a little

demonic and but approachable warm and

had all of those qualities and then of

course came the problem which often

happens with films when you tempt them

out you kind of get attached to the

sound of it and it's very hard to let go

of and you have to get you have to make

sure that the final music is going to

kind of do for you what that temp track

is going to do that's kind of worn a

groove in your head in any event I came

across Gary Chang he sent some stuff in

and I thought it was great that he got

that he got that quality of this kind of

slightly off playfulness using a lot of

really unique instrumentation kind of a

jazz feel that Stan Getz had suggested

but very much his own very much his own

tone I think that's kind of a marimba

thing they are kind of bubbling under

the surface and everything just a little

bit off in just the best musical way and

he was able I think to very artfully

turn that from the themes at the

beginning to this kind of tension stuff

that's going on now in the last third of

the film so Gary was also very very much

in tune to that double tone of the film

the darkness and the comic and I think

that's really in the score that he did

which is pretty wonderful he he recorded

it with I think the Turtle Island

quartet it's for a long time was

floating around so CD is great CD really

good

music all on its own but did wonders for

the film

right away

so it is sort of interesting as I've

alluded to right from the beginning

there was this kind of split in those of

us making the film Michael and I and

kind of my group Paul Howard Bill

Anderson and Gary all these folks really

making a film that was absolutely going

to end with Graham getting away with

this and others again on the producing

side who were never fully convinced that

that was going to be okay so they were

always hedging their bets and kind of

watching over what we were doing and I'm

very much trying to yes kind of keep the

suspense will he get caught won't he get

caught going but at the same time really

trying to keep the audience connected to

- Michael again - that inner drama in

him and very very much dedicated and

absolutely planning that this film will

end with him ascending to the pinnacle

of power take quote getting away with it

but getting away what was not the issue

it was reclaiming as I say his power

that that was the movie and that would

be the audience's pleasure

so as we're filming all these sequences

I guess you might say my group is making

one movie but there's another movie

that's hovering out there with with

Michael being led off in handcuffs and

I'm thinking that just cannot be and

hoping against hope that we're never

going to film it

that that's not something that I want on

to be recorded on film I have a very

strong idea of where this is going and

Michael has a very strong idea and we're

going to push this film to that one

inevitable conclusion

and it is of course what you're going to

see at the end of the film I've included

on the blu-ray the the alternate ending

or what became the alternate ending it

was the ending that was screened at

first in which he does get captured and

it really didn't work nobody liked it

and so we were then allowed to complete

the film the way we first envisioned it

I think you have my lighter I called the

cop

I called laker he's coming you betrayed

me

huh you killed your wife didn't you you

did you killed your wife you killed

Benin that's why he was asking me all

those questions that's why I couldn't

remember anything on Saturday oh come on

you betrayed the magic magic

I trusted you

give me the lighter

you

felt his power she'd never testify

against him now

you

in a way that eventually makes you love

him I got to say without being too

overreaching it is like Richard the

third and and Queen Anne you know he's

killed her husband and he Woo's her and

marries her and that's what Michael

could do here so this is of course the

ending in which some folks thought yeah

he's about to get arrested but in my

version in fact and the version that we

were always intending the audience to

see

if the scene were to continue he would

be in handcuffs but it doesn't continue

we we cut it off and that little bit

used to happen a little earlier in the

film and we were able to in the editing

room to come up with what I guess we

have to call an alternate ending but in

fact it was the ending that I always

envisioned I just never got to shoot so

the way we did it was by taking bits of

stock footage by picking up on the clew

of the head of the company and his

Cessna and with this wonderful piece of

stock footage and some sound work we

were able to for how shall I say it

without spending any more of the

production's money just providing some

sound effects

[Music]

very nicely imply that abracadabra

alakazam byebye baby there are ghosts

and that solved the end of the film and

Michael was insistent on that last

little turn from the window and he very

rightly reminded me that the audience

would need to leave the theatre with

that image of him and

confluence of just a great bunch of

filmmakers who all were excited there

Samuel Jackson right there samuel

l.jackson ulysses he was the card dealer

now i got oh gosh and we cut the scene

out well there you go

in any event just revisiting the work of

all these talented people was really a

treat and that everybody was so on board

with that inner story that excited

Michael when I first met him in London

and talk to him about the film that he

wanted to play this man and the man who

who grew in touch with that part of

himself

and a little gift to the audience of

enjoying it and making sure that they

enjoyed it and doing something that was

both dark and comic really lit him up

and I think we're all the happy

beneficiaries of of that wonderful

energy

[Music]

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you

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you

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