Star
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“I have.”
“Does he like it?”
“He does.”
“Does he want to do it?”
“He does.”
“Did you offer it to him?”
“I did.”
“Did he accept?”
“He did.”
Toback was hurt and angry. He made what he calls “a pathetic threat.” He said, “If that’s the way you feel, I may not even help out on the movie.” Beatty replied, “You don’t understand. Unless you meet Barry and he likes you, you won’t be able to help out on the movie.” The writer recalls, “It was a harsh moment, because in effect what he was saying was, ‘You finished the script, and now, if the director I’ve hired without consulting you doesn’t want you around, your role in this movie is over.’”
From Beatty’s point of view, it may have been ruthless, but it was just business. He was unsentimentally doing what he always did—what’s best for the picture—regardless of the bruised feelings of a friend. “As a producer what you try to do is get the best from everybody you’re working with,” Toback continues. “He probably thought to himself, If I say to Toback now, ‘Forget it, you’re definitely not going to direct the movie,’ I would have said, ‘Fine, get another writer.’ But he wanted to get me to write the best possible script. He would never overtly lie, but on the other hand, he was not going to say something that would get me so down that half of me would be angry that I was writing a good script, because I would not be directing it. If he had had to choose between the two of us, he would have chosen to keep Barry as the director. It wouldn’t have been, ‘I’m excluding Toback,’ it would have been, ‘I hired a director who’s excluding Toback.’”
Levinson was a good-looking man with prematurely gray hair and a track record of fine movies, including not only Diner, but Good Morning, Vietnam and Rain Man. He was one of the few genuine talents to come up in that benighted decade, the 1980s, and everyone wanted a piece of him. In Beatty’s eyes he was even more desirable in view of the fact that Robert Redford had long since made his Levinson movie, The Natural (1984), a hit. When the star gave him the script of Bugsy, a big, sprawling thing, 250 pages long, as thick as a phone book, he expected Levinson to dilly and dally, express his doubts, request time to chew it over, seek the opinion of friends, do another movie first, discuss it some more, pick up something he’d put down years before, behave, in fact, the way he would behave. But Levinson had always been fascinated by Las Vegas, the mob, the hookers, and the hustlers, as well as the crooners, the comics, the magicians. So, says Beatty, he “came back the next day and said, ‘Okay, let’s do it.’ I said, ‘What?’ I thought, I’m afraid I got mixed up with a grown-up here who actually knows how to make movies.”
Mark Johnson, on the other hand, who had been Levinson’s producing partner for over a decade, had no interest in Las Vegas, nor the mob, and therefore the script failed to grab him. “It was a mess and needed a lot of structuring,” he says. “I didn’t immediately recognize the emotional strength that it had, that would eventually make it work. Barry was much more perceptive than I.” Johnson may have been no novice, but he was not Beatty, and was aware of the star’s reputation for being a hands-on, micromanaging producer. He was rightly worried about being shoved aside. He continues, “I was scared of it, and I had talked to people who had been involved in Dick Tracy, and knew what a control freak Warren was, and quite frankly I wasn’t sure why they needed me. He reassured me that during the making of the movie he had to be an actor and was not in any way going to be a producer, which was absolutely true. He completely lived up to it.”
Levinson too recognized that the script was ungainly, badly in need of cutting and shaping. He recalls, “I got this long thing, and I said, There’s great stuff in here, but it’s at least two or three movies.” Toback met with him to discuss it. “When I first met Barry, I didn’t realize how smart he is,” the writer says. “As a result, for the first half hour, I felt, I’m justified in carrying out the plan I have, which is, I intend to kill him after getting friendly with him. Which would have been in the spirit of Bugsy. And then I’d be director of the movie. The only person who’d really know I did it would be Warren, who would accept it. Then Barry started to make some comments that not only made sense to me, but that actually made me see the movie structurally in a completely different way, and elevated my level of excitement. I actually started thinking maybe this is a good collaboration, maybe it’s actually better that it’s the three of us doing this instead of me directing.”
Preproduction got underway in the fall of 1990. Medavoy agreed to pay Levinson and Johnson another 10 percent of first dollar gross. As was his practice, Beatty was reluctant to circulate the script. “Warren is very secretive,” says production manager Charles Newirth. “No one got copies of the script. Whoever read it did so on a must-see basis. They had to go into a room where the script was, read it, take notes, and leave without it.” Adds costume designer Albert Wolsky, “Everything was so secretive. I couldn’t take the script home, I had to read it on the spot.” Dennis Gassner, the production designer, gave it to someone in the art department, who shared it with someone outside the company. Recalls Newirth, “It got back, and they fired the guy.”
THE CASTING of Bugsy has gone down in the annals of Hollywood romance for one simple reason: Beatty met Annette Bening, fell in love, and then did the unthinkable: married her. As the 1980s ended, Bening, thirty-three, had become the best-kept secret in the industry. But those whose business it was to track actresses on the verge, especially those as talented as she was, knew all about her. Beatty had already stored a few megabytes of information about Bening in the hard drive he uses for a memory bank—Milos Forman sent him her screen test for Valmont, and she was also the beneficiary of exceptional word of mouth. “In a way, a lot of it happened before I met her because you get opinions of certain people’s opinions,” says Beatty. “I heard about Annette, and we were supposed to meet on Dick Tracy, but she couldn’t because someone she cared about was going through something. I was impressed by that.” Mike Nichols had cast her in Postcards from the Edge, which came out in September 1990, and Stephen Frears put her in The Grifters, which was released in December.
Beatty asked Bening to meet him at Santo Pietro, an Italian restaurant in the Beverly Glen Center, just down from Mulholland, near his office. It was right before Thanksgiving 1990, just two weeks after DeLauné Michel walked out on him. “I think Annette’s agent didn’t want me to meet her,” Beatty recalls. “What he said was, ‘He’s meeting every girl in Hollywood. This is not like some very [exclusive thing.]’” The actor adds, “He thought I was just going to make a pass at her. And it turned out he was right.”
But Beatty, who plotted his moves so far in advance the other players didn’t even realize they were on the board, was auditioning her for wife and mother of his children, as well as for Virginia Hill. Recalls Marshall Bell, who was still working out with Beatty at the gym in his house, “By the end of [his affair with Madonna], a shift in his thinking had taken place that made him want to settle down. Rock ’n’ roll is not his bag. He would rather have been at home reading. He was in that Truth or Dare movie saying, I don’t want to be around this. Think of listening to Art Tatum, his favorite piano player, and then “Like a Virgin.” That’s a big leap.” One day, working out together on the StairMaster, Beatty asked his friend, “What would you do if you were me?”
“I think I would settle down and have some kids.”
“Well, why don’t you have kids?”
“The question was, ‘If I were you,’ I would do that. But I’m not you. I’m Marshall.” Bell continues, “He started to feel, I’d rather have kids. He was in his fifties, so it was, Let’s get moving or this isn’t going to happen. When they talk about how women have their biological clock? And they’re going, ‘Something’s missing from my life’? I think that happened to him too.”
By the time Beatty met Bening, he was p
rimed. In his office, before the lunch, he had been muttering her name to himself: “Annette Bening,” “Annette Bening,” “Annette Bening.” He arrived at the restaurant in a state of heightened expectation. Bening, on the other hand, was oblivious to his unstated agenda: “I didn’t have any sort of realization or anything. I was an actress going to an interview.” Of course, she added, “I knew all about Warren’s reputation as a ladies’ man. I would have to live on another planet not to have.”
Beatty continues, “I was elated to meet her, and then, at the same time, I had mixed feelings, because simultaneously I began to mourn the passing of a way of life. But after five, ten minutes, I thought, Everything’s going to be different. I take great credit for that. For knowing that.” Bening remembers that he was exceptionally verbose. “I didn’t let her talk one minute the whole time,” he confirms. “I went into the peacock syndrome. I couldn’t shut up, I did everything but stand up and do a soft-shoe on the table.”
After lunch, the two of them walked around the cul-de-sac behind his office in the hot noonday sun, while thin women with too much face work in that year’s Bimmers and Benzes cruised back and forth looking for parking spaces. “She talked about her family, her mother and her father, and her brothers and sister,” he recalls. “Then I went upstairs to my office. Toback was in the cutting room placing bets. He asked me what I thought.” Says the writer, “He let out this growl, like ‘Grrrr!’ A primordial yelp of love, lust, desire, enthusiasm, a sound that one would expect a starving man to make at the prospect of finally being able to devour a huge and delicious meal. I realized that without question the role was already now settled.” Recalled Beatty, driving down Benedict Canyon later, “I had to stop the car. What had happened to me was so fully engaging that I had to pull over. I sat there for about five minutes and I thought it through. It was as if all the nines had turned over and everything made sense.” But well aware of his reputation, Bening was more reserved: “I didn’t fall in love with him instantly. I was wary.”
Beatty called Levinson, who was in Baltimore, where he lived. The director asked, “How did it go?” Beatty replied, “She’s terrific. I love her, and I’m going to marry her!” Beatty took her out to dinner. “I asked her if she wanted to go to my house for dessert,” he recalled. “She rolled her eyes and said okay. So there she is, in her sensible car, following me in my mid-life crisis two-seater Benz up to my house in the hills. And when we get there, we’re in my kitchen, eating ice cream, and I just say to her, ‘Do you want to have kids with me?’ And she says, ‘Yes.’ And I say, ‘Are you serious?’ She says, ‘I’m serious if you’re serious.’ And I say, ‘Good then.’”
Production coordinator Allegra Clegg, twenty-nine, was an attractive young woman with a fine mane of blond hair. Newirth offered her a job, “Bugsy, with Warren Beatty.” Clegg’s reaction was, “Yuchh!” She was of an independent cast of mind, a bit of a feminist, and was not impressed by his reputation. “He’s such a womanizer,” she added, making a face. A few weeks later, Clegg and Newirth were in bungalow R on the Culver Studios lot, when Beatty walked in. As he always did, he took stock instantly, scanning the room for attractive women. His gaze landed on Clegg. He walked over, took her hand, and wouldn’t let it go, saying, “I’ve never seen anyone so beautiful.” He locked eyes with her and turned on the charm. When he finally let go of her hand, after what seemed like hours, and walked out of the room, she said, “He’s not so bad.” Beatty flirted with her throughout the shoot. He was still on the lookout for a suitable ovum. She recalls that one time “he came up to me, and said, ‘You should have my children.’
“‘You don’t want to marry me, Warren, I’m not your type. You want the actresses, you need someone who’s famous.’ He wasn’t aggressive, he has impeccable manners, which is unusual in Hollywood. When I had to ask him something, if he was busy he’d say so. If I went to his trailer while he was eating, he’d never be rude and eat in front of me. He’d either stop and deal with me, or he’d invite me to sit down and eat with him. He’s really charming, lovely.”
PRINCIPAL PHOTOGRAPHY began in January 1991. Beatty, Levinson, and Toback worked well together. It was the first, best, and last incarnation of Beatty’s “hostile intelligences” theory. Beatty was always more at ease when he had people around him off whom to bounce ideas and keep him engaged. “Half of him is thinking like a producer or studio executive about budgets, because he does take this stuff very seriously,” Toback observes. “He needs to have that tension and nervousness defused. He takes a nap every day, which relaxes him, and then wherever he can find some kind of fun, he’ll grab it. One of the reasons his performance in Bugsy is so good is because the three of us had such a good time that it worked well for him as an actor.”
Outside, perhaps, of Arthur Penn, and less plausibly Hal Ashby, Levinson is the only director Beatty hired—when he produced—who was able to work with him productively. Levinson’s secret? Selfconfidence. Says Johnson, “There isn’t an ounce of insecurity in Barry. The day before we started shooting Rain Man, Dustin Hoffman called me in a panic, because he couldn’t find Barry. He wanted to go over the next day’s work, and he said, ‘Where is he? Where is he?’ We were in Cincinnati, and I said, ‘He went to a Reds game.’
“‘What are you talking about? He went to a baseball game?’
“‘Yeah, he went to a baseball game.’ Dustin just could not believe it. Most directors would have been in the bathroom vomiting. So like Dustin, Warren didn’t have anything to go after, to attack. They said, ‘Okay. This guy, not only does he know what he’s doing, but more important, we’re not going to be able to get to him anyhow, so we’re just going to sit back and enjoy the ride.”
Beatty researched Siegel with his customary zeal, as he did John Reed, or Howard Hughes, for that matter. “Bugsy was a fairly articulate man,” he says. “He kept himself in very good shape. Slicked his hair down a lot. He was a completely split personality. I spent time with Wendy Barrie, an actress who had had a relationship with Bugsy. And when Wendy would use four letter words at dinner, Bugsy would feign horror and say to her mother, ‘I just wish she wouldn’t use that kind of language. It’s just so upsetting to me.’ On the other hand, we had transcripts from FBI wiretaps of conversations between Bugsy and Virginia Hill in which every other word was ‘fuck, cocksucker, shit’ all down the line. That’s definitely the way Bugsy and Virginia talked to each other. He was also absolutely a fanatically meticulous dresser. Hundreds of shirts. They all said ‘Ben.’ The jewelry, the rings, the jackets, the suits. And the most important thing of course, was that nobody called him Bugsy. You simply did not mention that name around him. You just didn’t do it.”
Bugsy may not have been an unhappy set, but it was a serious one. Says Clegg, “Barry’s not a very gregarious or open person. He was quiet, never shared a lot with the crew. He didn’t know anybody’s name, didn’t even say, ‘Hello.’” By way of contrast, Beatty was a happy-go-lucky backslapper.
In the beginning, at any rate, although Toback has denied it, Newirth remembers that he and Beatty constantly talked sex, who had slept with whom, how many girls each one had had, etc., etc. The two of them grazed the extras in a scene in Union Station the first week, making, in Newirth’s words, “a shopping list of attractive extras. Jimmy was using Warren to get phone numbers, he would draft off of Warren’s wake.” Beatty was still seeing Stephanie Seymour. She used to visit the set pushing her baby in a stroller, her body tilted forward, butt out. “The men followed her around,” recalls Clegg, “going, ‘Oh my God,’ and staring at those long legs.”
Free from the responsibility for directing, Beatty was in a reasonably good humor. “It’s just more fun to not direct yourself,” he says. “The difference between being directed and directing yourself is the difference between making love and masturbating. We didn’t really have disagreements on this movie.” Beatty and Toback enjoyed each other, did schtick, Ishtar-grade, sometimes better. Toback, seriously over
weight, showed up one day in his friend’s trailer wearing a liver-colored jacket crosshatched with zippers and dripping with braid, epaulets, tassles, all manner of pendulous things. Beatty grabbed a hank of braid, made a face, and said, “This is really tacky.” A PBS documentary about U.S. intelligence agencies was flickering across the TV screen behind him. Toback glanced at it and asked, “Who was the only guy who ever headed the CIA and the FBI?” Beatty was puzzled, and puzzled that he was puzzled, because he knows stuff like this cold.
“Who?”
“William Webster. Who’s the only guy who headed the KGB and the Soviet Union?”
“Andropov. Can you name each KGB head in order?”
“No, I can’t,” replied Toback, stumped. “Can you?”
“Yes, but you’d never know if I were right, would you… ?” And so it went. Beatty did the same with Marlon Brando trivia, challenged Toback to name show tunes from snatches of lyrics, as if his life were a fifty-year-long game of Jeopardy.
Beatty was at ease enough to say things to Toback like, the writer recalls, “‘That’s a fucking moronic idea. I don’t think you really mean that.’ It would only be if you really kept fucking up, if you were on the wrong wavelength and were never in sync, that it would start to get unpleasant.
“Warren wanted to do a Jewish accent for Bugsy. I thought, Unless I get really cruel, he may actually do this. I knew that if I was really certain I was right, I had to be ready to go down the line with it by making a really extreme statement. I said, ‘That is among the most witless ideas I’ve ever heard. I’m not going to sit here and have you destroy everything with this idiotic idea of a Jewish accent. Why don’t you just burn the negative.’”
Beatty recalls, “Bugsy was a guy who spent a lot of time getting rid of his Brooklyn accent. So I got a thick Brooklyn accent that I was very much in love with, and thought was very charming and effective, and then I worked to get rid of it. I wanted to play a guy who had gotten rid of an accent that I didn’t have. That’s a strange step.”