Cher & Robert Altman's Comeback in 'Jimmy Dean' 1982

Cher as Sissy, the tart with a heart. Robert Altman directed Cher in

"Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean,"

first on Broadway and then on film. 

Director Robert Altman was not an admirer of Hollywood’s star-making mythology. Which was exactly what drew the movie maverick to Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean, novice playwright Ed Graczyk's look at the downside of star worship. Ironically, Altman cast the most sparkling of stars, Cher, as one of the leads. 

This was a surprising collaboration, but a compatible one, as both Altman and Cher were outspoken contrarians who loved bucking Hollywood norms. The director and star were also both at career crossroads, so they each had a goal: Altman to control his own work and Cher to show that she could act. 

Cher and Robert Altman, an unlikely duo, got on just fine for "Come Back
to the Five and Dime, Jimmy Dean, Jimmy Dean."

Altman was famously contentious toward the Hollywood studio system. He gained a lot of clout after 1975's Nashville. But he lost it all with a string of flops and a very disappointing blockbuster, Popeye. That, plus Altman's feuds and lawsuits made him persona non grata with film studios.

As for Cher, she had made a huge comeback as a TV superstar in the '70s. The downside was that her flamboyant image made it hard for many people to take her seriously. In fact, when Cher talked to Bob about her desire to act, famously blunt Altman asked her just how was he supposed to tell if she had any talent, from the crap that she had done on TV. Mind you, Altman got his start on television, directing Bonanza and Surfside 6, and other TV fluff. When discussing his movies, straight shooter Cher told him that he ruined Popeye for her. 

***Spoiler alerts from here on***

The Disciples of James Dean circa 1955, in 1982's "Come Back to the
Five and Dime, Jimmy Dean, Jimmy Dean."

Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean is set in a fictional small Texas town, September 30, 1975—the 20th anniversary of James Dean's untimely death. A local fan club, The Disciples of James Dean, is holding a reunion in his honor. The high school pals are a mix of those who got away from the dying town, and those who sought comfort in staying behind. Their reunion reveals broken dreams, resentments, and long-kept secrets. The gathering is informed by flashbacks of 20 years earlier, when James Dean came to nearby Marfa to film Giant. The local teens are thrilled, especially Mona, who takes idol worship to the extreme. With gay Joe as a willing sidekick, they go to Marfa to be extras on the film. Mona later claims that she became pregnant by Dean from one night stand. This is made more dramatic when Dean has his fatal car crash that September. Mona’s friends Juanita, Sissy, Stella Mae, and Edna Louise don't question this bold claim. Nor do the locals, as publicizing the son of James Dean is a short-lived boon to the dying berg. Joe, who has been outed in a traumatic way, fled town shortly after.

No, this isn't "The Witches of West Hollywood!" Director Robert Altman surrounded by his "Jimmy Dean" stars: Sandy Dennis, Karen Black, & Cher.

Altman and Cher worked on the stage and film versions of Jimmy Dean, and she made cameos in his The Player and Ready to Wear. Altman took a big chance casting acting newbie Cher in a Broadway play. Later, when Bob wanted to film Jimmy Dean, he approached Cher to star. She was already set to appear in Mike Nichols' Silkwood, and was ready to move on. When Bob said he couldn't get financial backing without her, she said yes to repay his faith in her.

Sandy Dennis and Karen Black had both worked with Bob Altman before and adored him. Like Sinatra, Cher is one of those stars who get bored easily. Altman's fast, improvisational style suited Cher, and she loved him, as well. One person who didn't love all this was the playwright, Ed Graczyk. He felt Altman's style was changing the play and complained about Cher's changing some of her lines. Graczyk, who passed away this April, 2026, aired his grievances in a DVD commentary interview a dozen years ago. He ignored the fact that if it wasn't for Altman, the play wouldn't have been brought to Broadway. And if it wasn't for Cher, his play wouldn't have been made into a movie. Ah, showbiz!

When Altman auditioned Cher, it was originally to read for Joanne, the flashy mystery woman. But Cher asked if she could read for Sissy, the good-hearted floozy—a smart move on Cher's part. The baroque Joanne might have made Cher harder to accept as an actress. But Sissy's brash warmth was perfect for Cher. This happened again later with The Witches of Eastwick, where Cher was to play the role Susan Sarandon eventually played. Again, Cher was better cast as the no-nonsense witch who could tell off Jack Nicholson's horny little devil. Not sure how Black and Sarandon felt! 

During the short Broadway run, two of the Jimmy Dean actresses came to Altman, saying Cher was "too alive" in certain scenes. Bob relayed this to Cher, who asked what she should do. Altman said, "Keep doing what you're doing."

Cher in rehearsals for the Broadway version of "Come Back to the Five and Dime,

 Jimmy Dean, Jimmy Dean."

Sandy Dennis was not one of those actresses. She was comfortable with big stars. Dennis and Elizabeth Taylor got on well in Who's Afraid of Virginia Woolf? They even had burping contests to relieve the film's tension. Sandy enjoyed Cher's potty mouth and raunchy jokes, and they became pals.

While the critics generally praised the actresses, the play got bad notices. Jimmy Dean was written in '76, made it to Broadway in '81, with the film version made in '82. The playwright was obviously inspired by mid-century giants Tennessee Williams and William Inge. They were both temporarily considered passé at this time, so someone writing something derivative of their era was certainly going to get dismissed. And the big reveal that Mona didn't conceive her love child by James Dean, but by gay pal Joe, felt a bit like the revelation about George and Martha's child in Edward Albee's Who's Afraid of Virginia Woolf?

While "Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean" was not a hit, 

it garnered good reviews for its stars, especially acting newbie Cher.

The critics may have been right, but there's still some merit to this play. The characters are authentic and so is the social landscape. The playwright lived in Midland, Texas for five years and visited Marfa, where Giant was filmed. 

The film version of "Come Back to the Five and Dime, Jimmy Dean,
Jimmy Dean" was essentially a filmed play, with some special effects
for the flashbacks. All done in 19 days!

And as someone who grew up in a small Upper, MI town and moved back much later, the characters and their attitudes feel authentic. Several of these remind me of local characters that I have known in my hometown of Manistique. I have not read the original play, but have seen it performed locally, and didn't find it radically different from Altman’s Broadway or filmed version. I didn’t think the play was trailblazing, but found it thoughtful and entertaining.

"Jimmy Dean" was a major first step in Robert Altman's career comeback.

Bob Altman's depiction of this slice of small town life is skillfully woven. A memory play, the use of the past is done with mirrors, windows, lighting, music, and dialogue cues, all expertly done. The past is always in our present, as director Joseph Mankiewicz once wrote, which Altman explores here.

Some simple but effective ways of showing flashbacks from 20 years prior, 

in 1982's "Jimmy Dean."

And I thought the decision to have the mature actors play their younger selves was an artistic and economical decision that works. Altman invested his own money for the play and the financing to film the play called for it to be done in just 19 days. I think Jimmy Dean is a beautiful presentation.

"Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean" is set 

September 30, 1975, and also 20 years earlier, the day James Dean died.

I was sadly surprised to find that many of the cast members of Jimmy Dean died prematurely. Sandy Dennis died in 1992 at 54, of ovarian cancer. Karen Black died in 2013 at 74 of ampullary cancer. Sudie Bond died in 1984 at 61, of a respiratory ailment. Marta Heflin died in 2013 at age 68 of a prolonged illness. Mark Patton is still with us at 66 of this writing, but has recurrences of AIDS-related illness. On the upside, Kathy Bates will turn 78 June 28, is slimmed down and starring in Matlock. And Cher, a first wave baby boomer, turns 80 May 20.

And director Robert Altman died in 2006 at 81. Writing all this reminds me of the final scene of Jimmy Dean, with the dime store later disintegrated with time, and characters faded away.

The entire cast is excellent of Jimmy Dean.  Robert Altman loved actors and always gave each of his their moment to shine.

Marta Heflin as sweet Edna Louise, in 1982's "Jimmy Dean."

Marta Heflin as Edna Louise: Heflin had huge expressive eyes and a great smile, which made her perfect for the sweet character that’s always pregnant. You'll love it when her child-like Edna Louise finally stands up to Bates' bossy bully, Stella Mae.

Kathy Bates as bully Stella Mae in 1982's "Jimmy Dean."

Kathy Bates as Stella Mae: This was the beginning of Bates trajectory to stardom. By the beginning of the next decade, Kathy would be a Best Actress Oscar winner for Misery. As Stella Mae, Bates mixes brash humor and a nasty edge as the alleged happy member of the group who needs to ridicule Edna Louise.

Sudie Bond as Jesus loving, fly swatting Juanita in 1982's "Jimmy Dean."

Sudie Bond as Juanita: Bond is gives a feisty, realistic performance as Bible-banging Juanita, proprietor of the fading five and dime store. She clings to religion and unrealistic memory of her late husband. Sudie plays the role even-handedly, both irritating yet empathetic. Bond would co-star next with Cher in Silkwood, as Thelma, as in "Thelma got cooked!"

Mark Patton as Joe, with Sandy Dennis as Mona, in 1982's "Jimmy Dean."

Mark Patton as Joe: The role of the bullied gay boy hit home for Patton, both in his early years in Kansas City, Missouri and in Hollywood. His life became fraught. Tired of hiding that he was gay, Patton left the biz after discovering he had AIDS. Patton recently came back, including a documentary on his life and how he's turned it around in Scream Queen! My Nightmare on Elm Street. 

Karen Black as the mysterious Joanne, in 1982's "Come Back to the Five and Dime,

 Jimmy Dean, Jimmy Dean."

Karen Black as Joanne: Black plays this tricky role straightforwardly for the most part. The play, director, and star handle the transsexual plotline realistically and empathetically. When Black makes her revelation, Karen goes a bit big, but it's not out of character in this type of small town melodrama. Black plays the Joanne's mixed feelings about her old friends authentically. And while everyone leaves with no hard feelings, it's not all warm and fuzzy. 

Sandy Dennis as the fervent fan of James Dean, in "Come Back to the Five and Dime,

 Jimmy Dean, Jimmy Dean."

Sandy Dennis as Mona: Dennis has her juiciest role since Honey in Virginia Woolf. Sandy's Mona is actually the starring role. The film and stage star gives one of her quirkiest performances, with her arsenal of Sandy-isms. One of the highlights is when Cher's Sissy mocks the mannerisms of Sandy/Mona. Yet her Mona has many powerful moments as her facade crumbles away like her beloved ranch from the Giant set.

Surrounded by well-meaning friends, Dennis' Delta Dawn is enabled to live her 20 year daydream that she gave birth to the son of James Dean. Her dysfunctional dream also perpetuates the lie that son Jimmy Dean is mentally challenged. Mona also uses her “severe” asthma to avoid any uncomfortable life situations. So when Sissy and Joanne burst Mona's bubbles one by one, you are treated to some stellar Sandy acting moments. While it's fun to watch Dennis go big, Sandy's just as skilled in the small moments, as when Mona slowly realizes Joanne really is actually Joe. Or when Mona confesses why she told her life-long whopper. Mona is one of Sandy Dennis' best misfit portrayals.

Sandy Dennis as Mona sees the light in 1982's "Come Back to the Five and Dime,

 Jimmy Dean, Jimmy Dean."

Cher as Sissy: For her only time on Broadway, Cher got some serious praise as the small town "tart with a heart." Some critics were amazed that Cher had any actual talent, while others were more reserved in their praise. To me, Cher had already evolved as a performer, from a deadpan teen idol in the '60s to an increasingly polished TV star in the '70s to a solo star on TV and in concerts. Why not Cher the film actress, too? It just showed how strong Cher's tabloid image had become once she left Sonny. This led Cher to go to NYC and study acting. A mis-dialed call from Cher's mom to her pal, Mrs. Altman, asking for Cher, got Mr. Altman to wondering what Cher would be like in his latest project. Though the production was short-lived, word of mouth was good about Cher. Mike Nichols came to see her backstage. He once questioned her talent and came with an apology gift, a role in Silkwood. 

Cher as Sissy, with Sudie Bond, in "Jimmy Dean." Cher really reminds me of future

 co-star Olympia Dukakis here.

First, Cher agreed to film Jimmy Dean. The reviews for the film were better. And there was some Oscar talk, but the best supporting actress category was filled with strong nominees that year. Still, Cher gives a strong performance as the tough-talking Sissy, who has a secret of her own. Cher's delightful, watching her tweak Bond's devout Juanita, while telling deluded Sandy’s Mona to snap out of it. But her big moment comes when Joanne dares her to tell what really has become of Sissy’s long distance marriage, among other things that are MIA. Cher perfectly plays her monologue, with her trademark stoicism and humor, which makes it even more touching. And she holds her own with Sandy Dennis in their increasingly angry blowouts. This is Cher pre-plastic surgery, and she is completely natural in appearance and performance. A part of me wishes that she would have continued on this path, but by the '90s, Cher realized there was more money to be made in her 401K years as “ageless” Cher. 

Cher as Sissy, was an acting revelation to many people, in 1982's "Jimmy Dean." 

But not to me!

While she wasn't in it for the long haul, Cher gave a string of solid performances in Jimmy Dean, Silkwood, Mask, The Witches of Eastwick, Suspect, Moonstruck, Mermaids, and Tea With Mussolini.

By the time the stage and film version of Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean was done, Robert Altman and Cher's careers gradually got back on track. Altman did a few more filmed plays before getting back to features like The Player and Gosford Park. He buried the hatchet with Hollywood when he received an honorary Oscar in 2006.

Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean may have not been a groundbreaking play, but there are some truths that director Altman and the cast illuminate beautifully with their collaboration. 

The gang of "Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean"

 sing "Sincerely" for old times sake.

My deep dive into Cher's memoirs: 

https://ricksrealreel.blogspot.com/2025/05/chers-memoir-brings-back-memories-for.html

A testament to the charms of Moonstruck is that it’s remained a favorite over the decades. My take on Cher's finest hour on film: https://ricksrealreel.blogspot.com/2021/05/cher-shines-in-modern-classic.html

Guided by Robert Altman, McCabe & Mrs. Miller comes together gracefully as one of the best films of the ‘70s. My look:

https://ricksrealreel.blogspot.com/2018/01/mccabe-mrs-miller-1971.html

My look at the Texas epic Giant here:

https://ricksrealreel.blogspot.com/2016/11/1956s-giant-timely-and-timeless-epic.html

 

 

  

Movie-Making & Myth-Making: "Who's Afraid of Virginia Woolf?" 1966

Richard Burton, Elizabeth Taylor, & Mike Nichols pose to promote 
"Who's Afraid of Virginia Woolf?" 1966

Audiences eagerly accepted an invite for an evening of fun and games with those hosts from hell, George and Martha, when Who’s Afraid of Virginia Woolf? was unleashed the summer of '66. Public curiosity was at a peak, since its highly-publicized filming the year before. Social media makes today’s moviegoers instantly in the know regarding behind the scenes film drama. Back then, columnists and critics mostly clucked about Edward Albee’s shocking play starring glam Richard Burton and Elizabeth Taylor in the unflattering film roles. Directed by novice Mike Nichols, filming went seemingly smooth, though a closed set helped insure that image. What was reported on the making of Who’s Afraid of Virginia Woolf? has been repeated so much that it is the stuff of myth—yet there are many less known facts that are equally fascinating.

A closer look decades after Virginia Woolf’s production, with most of the participants gone, the stakes for each read like the start of an Agatha Christie mystery. No corpses turned up on the set, but some egos suffered bodily harm. There’s been a subtle but sizable amount of myth-maintenance and real-life tensions before, during, and long after the shooting was over.

Some Goddamn Warner Brothers Epic

Bette Davis circa the "Virginia Woolf" era.

Studio head Jack Warner had just been raked over the coals for “box-office” casting, choosing A-list Audrey Hepburn for Eliza Doolittle over stage “Eliza” Julie Andrews, for the movie version of My Fair Lady. The movie mogul stuck his neck out again in casting the Burtons as the alcohol-fueled, acerbic academics. Warner paid Albee $500,000 for the film rights, a then-record for a Broadway non-musical.

According to Albee, Warner envisioned his former top star Bette Davis as Martha and James Mason as George. As Albee wrote Martha with Davis in mind, my guess is Warner merely placated the playwright while negotiating the movie sale. Davis had made a recent dramatic comeback in Warner’s Whatever Happened to Baby Jane after a dozen years in cinema Siberia since All About Eve. And Mason did memorable work with Judy Garland a decade before in Warner’s epic A Star is Born. Albee was excited about this, but blinded by theatrical convention, where the stage was more forgiving about age. Mason was 56 at the time, 10 years older than George. Davis was 57 when Virginia Woolf was filmed, certainly closer to 52-year-old Martha than Taylor, then 33. But Davis liked her scotch and smokes, and without makeup wizard Gene Hibbs’ skin tapes and magic marker makeup, Bette looked a decade older. Had Bette been cast, would she have dropped the Davis drag? Her ‘60s films indicate no. And how would audiences react to Baby Jane-era Bette rubbing up against a 30-ish campus stud? Virginia Woolf’s producer had another proposition. Studio head Warner was tough, but not afraid to listen.

Martha, Martha, Martha

Warner hired West Side Story screenwriter Ernest Lehman for his first time out as producer, who had a canny casting idea: Elizabeth Taylor as Martha. Lehman recalled: "I started getting very, very excited about the idea, which I kept a deep, dark secret, because everyone in town was playing the game of casting this picture."

Studio head Jack Warner "jokingly" choking Liz!

The names bandied for the prize role of movie Martha recalled the search for a silver screen Scarlett O’Hara—and some were the very same! Except the plum role wasn’t from a crowd pleaser like Gone with the Wind, so an actress with talent and box office clout was crucial to attract movie audiences to the bleak story. Quirky Geraldine Page blew her chance when she turned down Woolf on Broadway. Vivien Leigh might have repeated her success in WB's A Streetcar Named Desire, but mental and health issues made her risky business. Patricia Neal was not really box-office, despite a recent Oscar win, plus a stroke sidelined her in 1965. Even Rosalind Russell was mentioned, though her criticized casting in Warner’s (again!) 1962’s screen version of Gypsy didn’t reap awards. Who else was on the Hollywood scene back then? Lauren Bacall? Great at playing comic bitches, but Bogie’s baby was now cast in supporting parts. After playing Bette Davis’ part in the film of Night of the Iguana, Ava Gardner might have been a contender. But when Nichols met Gardner the next year about playing Mrs. Robinson in The Graduate, he was put off by Ava’s diva act. Speaking of Mrs. Robinson—Anne Bancroft—potentially a great Martha, was probably not considered, since she was only a year older than too-young Elizabeth Taylor.

 "Every actress wanted to play the role," Lehman said at the time. "People know how Uta Hagen played it. They certainly know how Bette Davis would do it, but they wonder how Elizabeth Taylor will do it."

Aside from more sensuality, Lehman wanted an actress less of a bulldozer than Bette Davis. After Uta Hagen, the original Martha that roared, other whiskey-and-cigarette powerhouses like Mercedes McCambridge and Elaine Stritch followed, setting a template. Lehman felt that underneath Martha’s scathing hatred was heartache. He saw that vulnerability in Taylor, in her two best Tennessee Williams roles, Cat on a Hot Tin Roof and Suddenly Last Summer. So Lehman sent Liz the script.

Hey, George!

In casting sessions, Broadway’s original George, Arthur Hill was mentioned to re-create his role, with the idea that Hill would bring stage prestige and Elizabeth, movie marquee value. Henry Fonda was offered the stage role first, but his agent turned it down without telling him. Fonda’s name resurfaced, but he would be 60 when filming started, opposite a Martha nearly 30 years younger. Glenn Ford, 50-ish and dull-ish, was considered, but mercifully declined. Jack Lemmon, 40, showed dramatic chops as an alcoholic in The Days of Wine and Roses—a possibly powerful George. Reports vary on whether Lemmon was actually offered the role. Cary Grant’s name came up—can you imagine Grant spouting George’s lines in his best “Judy, Judy, Judy” voice? Montgomery Clift, Taylor’s close friend and frequent co-star, was famous for his introspective roles and in a perfect world, a perfect fit as the henpecked professor. In reality, Monty, called Hollywood’s “slowest suicide,” died before reuniting with Taylor in Reflections in a Golden Eye. All of this was moot, once Elizabeth chimed in on Burton’s behalf.

Burton on Board

George reflecting on Martha... A great Bob Willoughby shot.

I’m not sure why Burton was considered such a stretch for George, when he had already played beaten men in Night of the Iguana and The Spy Who Came in from the Cold. Off-camera, his critics were already saying Burton was under his real-life Cleopatra’s thumb. Talk of how strong Richard was, like Lehman saying Burton had four sets of balls onscreen, seems like the same ego-stroking for Elizabeth’s much-ballyhooed “weight gain” as Martha. During filming, Burton, in full George drag, told Lehman: “I am George. And George is me.”

Broadway’s Boy Genius

Mike Nichols was in bed with the Burtons.

On the revealing 2006 DVD commentary for Who’s Afraid of Virginia Woolf?, Nichols says, “It was my idea that I should do it.” He told director Stephen Soderbergh that he was friends with Burton and Taylor in Rome and shared the same publicist, John Springer. Nichols asked Springer to convey his strong interest in Virginia Woolf to Elizabeth. Long after, when writer Tom Fontana asked how you get to direct such a huge film, Nichols said, “I sucked up to Elizabeth Taylor.”

Regarding the controversy around Elizabeth Taylor’s casting—too young, too pretty, too much the movie star—it’s important to remember that Burton and Nichols came on board later, at her request. Taylor could have asked for a proven past director, like Richard Brooks or Joseph Mankiewicz, with stage star Arthur Hill as her lesser-known co-star. Though Taylor knew Martha would be a challenge, she took a chance on Nichols and was unafraid to be pitted against Burton.

Nichols told Vanity Fair in 1994 that he shot the film in order, and “claims that you can see him becoming a better director as it goes along.” For a first-time film director learning his trade and making his reputation, Nichols squeezes a few sour grapes while looking back: “They gave me $250,000 for making it, and there were no points left after Richard and Elizabeth.”

Elizabeth especially wanted Nichols, calling him a genius, though Mike needed permission from producer Lawrence Turman, with whom he was under contract to do The Graduate. “I couldn’t get to first base with the studios with Nichols,” Turman told film writer Mark Harris. “They didn’t care about Barefoot in the Park—he had never directed a movie before.”

"Elizabeth and I both suggested we get a fresh, young director," said Richard Burton, "because it's a young play, though it's about middle-aged people."

Timing paid off in Turman’s favor, since the Burtons wanted Nichols for their film first. Turman told Harris, “Let Mike do all of his learning on Virginia Woolf and then he can do my picture second.”

Nichols’ contract gave him three months to learn directing prior to the production’s start in March 1965. Nichols admitted, “I wasn’t entirely sure how a camera worked.”

The New Couple on Campus

To play simpering Honey, Nichols hired Sandy Dennis, who was a consecutive two-time Tony award winner for her roles in A Thousand Clowns and Any Wednesday, though she only had one small role in Splendor in the Grass to her film credit.

Redford turned down George & Martha's invite.

Robert Redford turned down shallow stud Nick, who “even then didn’t want to play schmucks,” according to Nichols. Though Redford called Albee “magnificent,” he thought the roles of George and Martha were best, and that Nick “just died in the text. I felt he started powerfully, but the author didn’t know what to do with the character, and so he trailed off after the first half.”

That’s hardly the case, since Nick and Martha have sex at the end of Act II, fueling George’s revenge. At the beginning of Act III, Nick is humiliated by Martha, then George, for being too drunk to “deliver.” Potential leading men were much more conscious of protecting their image back then. Redford’s agent was shocked, as was friend and director Nichols: “I thought he could have invested some real magic in that role.”

Nichols settled on George Segal, whom he had directed off-Broadway in The Knack.

The Burtons

In 1965, the press and the play’s fans were skeptical of the dynamic duo playing aging academics. After the fact, it’s long been a kneejerk reaction to say they were just playing themselves, but as George and Martha reply to guest Nick’s accusation that they can’t distinguish truth or illusion, “Maybe. Or maybe not.”

Early makeup and wardrobe: 
Liz as Martha. Not quite there yet.

Taking Richard and Elizabeth from the bedazzling Burtons to gorgons George and Martha was a journey that required tact from everyone who dealt with them. Lehman met with Taylor and Burton in Paris, in November of 1964, where they were filming interiors for The Sandpiper. On hotel stationary, Lehman took notes. Richard was working on ways to suggest “weakness” through costume, such as eyeglasses, and wanted to test different kinds. At this stage, Taylor was planning on playing Martha at age 38. She was thinking of a wig with relatively short hair, and wanted hair and makeup tests.

Talk of aging up Liz seemed secondary to Richard’s top priority—a cameraman who would keep his face from looking obviously pock-marked. Lehman notes say that Burton could not perform to his utmost ability unless he felt absolutely secure about this. Milton Krasner and James Wong Howe were brought up. Lehman wrote, “Elizabeth said, ‘Don’t rule Krasner out,’ but she did feel that my description of Haskell Wexler’s filming methods were important.”

“Martha is 108...years old. She weighs somewhat more than that," zings George to Nick. In the play, Martha is described as 52, large and boisterous, looks somewhat younger, and George teases that he is six years younger, but their ages are not mentioned in the film version. Taylor was 33 and Burton turned 40 during the shoot—my guess is that they are both supposed to be between 45 and death.

There, that's better!

Regarding Taylor’s figure, there was a publicity field day over Taylor appearing fat on film. But the press releases were also a bit overblown. All you have to do is watch her prior films, The V.I.P.s and The Sandpiper, to see an increasingly plump Liz. The difference was that those movies accentuated Taylor’s assets and disguised her debits.

La Liz was well-schooled by her alma mater, MGM, and their publicity machine. “Listen, Ernie,” Lehman claimed Taylor told him before shooting. “You must be sure to tell the press tomorrow that you and Mike ordered me to get fat for this picture. I don’t want them to get the idea that I’m overweight and sloppy simply because I don’t know any better.”

Taylor, kidding on the square, asked Haskell Wexler not to use a wide angle lens to make her look even rounder. But it’s a credit to Elizabeth that she allowed herself to be photographed flaws and all in Who’s Afraid of Virginia Woolf?

The men of Virginia Woolf also got in the act over onscreen appearances. "In the beginning when we were shooting wardrobe tests," editor Sam O'Steen said in his memoir, Cut to the Chase, "Mike Nichols had Burton try on glasses but Ernest Lehman was whining, 'I don't like his glasses.' Mike said he did, that they fit Burton's character. So Ernie said, 'Well, what if it comes down to the last day and we have to go one way and I don't want him to wear glasses.' 'Well,' said Mike, 'I'll kill you.' End of conversation."

Bang! You’re Dead: Shooting “Who’s Afraid of Virginia Woolf”

Nichols revealed on the Virginia Woolf DVD commentary that a colleague advised him to fire someone on the first day of production to establish his authority on the set. The unlucky person was the first assistant director. When Nichols overheard him say after the first shot of the first day, "Oh well, it's just another picture," he was so angry that he fired the guy on the spot.

Nichols was Elizabeth Taylor’s first director who was her contemporary—they were just several months apart in age. However, in film experience, this was Taylor’s 35th film to Nichols’ first. On the DVD commentary, Nichols talks at length about Taylor’s innate movie skill and how stage-based actors like Burton, Sandy Dennis, and George Segal closely watched Liz at work.

Set photographer Bob Willoughby noticed that the Burtons didn’t automatically take Nichols direction at first, but came to trust his judgment.

Willoughby had snapped Taylor a number of times before, but was shocked when he saw her in Martha mode for the first time. More shocks came, as Willoughby recalled: “The dialogue “was like a slap in the face…and some of the crew just said ‘no thanks’ and left—something I had never seen happen before and never saw again on any film.”

One reason why Virginia Woolf was filmed in B&W:
Liz still looked too young and pretty.

Warner was adamant that Virginia Woolf be filmed in color, even though for the first half of the ‘60s, black-and-white signified drama when used in a big budget film. The studio head was hedging his bets with color as added box office allure, but his insistence also shows how swiftly black-and-white films were on the way out. Director Nichols held firm, feeling that black-and-white would enhance the bleak and boozy late night story, that Elizabeth Taylor would look too young, and her “age” makeup too artificial in color. Ironically, 1966 films were the last year the Oscars offered categories in black-and-white, andVirginia Woolf won three: costumes, set decoration, and Haskell Wexler’s cinematography.

"We shot makeup tests 'til they were coming out of our ears," said O'Steen of Taylor. "First they put lines every place, and she looked old enough, but you saw the pencil lines. Mike sweated that out quite a bit, but in the end they didn't put much make-up on her. She did gain weight for the part, and had a double chin, which helped...She really didn't care about how bad she looked, she was a pro."

"Mrs. Burton, are you trying to seduce me?"

Nichols was already irritated by Woolf’s first cinematographer Harry Stradling, asking why he put “all those ravishing shadows on Elizabeth’s neck.” When Stradling suggested that they shoot the film in color and print it in black and white, Nichols fired him, suspicious that Warner would weasel out and demand a color print.

Nichols then selected Haskell Wexler, who had several documentaries as well as Elia Kazan’s America, America and Gore Vidal’s The Best Man under his belt. Nichols knew Wexler and his family from Chicago while in college, and felt he could trust him.

 "Every day Mike would learn more than some directors learn in years of shooting," said Wexler, though the two battled to the point where Nichols later referred to Wexler as “my nemesis.”

Woolf was Sam O’Steen’s first film as full editor and the two new guys bonded over their affinity for overlapping dialogue. O'Steen recalled that Nichols requested someone from the outside to cut the film, but Warner demanded he use an in-house editor. "The reason he picked me," O'Steen said, "was that most of the Warner editors were 65, 70, and I was the youngest. But he was still dead set against me."

The cast and crew arrived at the Smith College campus in Northampton, Massachusetts to shoot the opening title sequence, and the few exterior shots: the yard and the roadhouse parking lot. Incredibly, this took a month. "Mike ended up being thirty days over schedule and doubling the budget," said O'Steen. "The studio thought about kicking Mike off the movie. They tried, but they knew if they fired Mike, the Burtons would both walk."

Nichols later saw that his insistence on location shooting at an actual college campus was a waste. All of the location scenes could have easily been recreated on the studio back lot and audiences would have not noticed the difference. "I was a New York theater director," he said. "I was cocky and I was afraid of Hollywood. They tried to tell me I could have done it right on the back lot. But I didn't know anything about movies."

On the DVD commentary, Nichols lists the delays: rain and fog; shooting so far from the studio, the Burtons’ long lunches; Wexler’s perfectionism, and his own inexperience.

He further mentions that Richard couldn’t work every day, surprising, since he was at his career peak. “Richard had his black days,” Nichols recalled. “During the production, he had 8 or 10 of those days, and they took various forms.”

Burton wigs out like Martha, Liz rocks go-go boots!

Nichols was nervous when it came time to shoot George’s famous “bergin” monologue, recalling that “Richard was not so great at remembering long things at this point.” However, it was a perfect take—at least by Richard. Nichols said that Haskell had miscalculated by 8 stops of exposure. He let Wexler know that Burton was never going to give another great take, and ordered him to fix it.

Ernest Lehman had already hired respected composer Alex North to create the music for Virginia Woolf. However, Nichols wanted to use Andre Previn instead and fought with Warner Bros. executives over it. Over schedule and over budget, the studio was at the end of its patience with Nichols. "So he kept fighting and that was the last straw, that's what finally did it," said Sam O'Steen. "That was just before Warner threw him off the lot. Mike and I were working in the cutting room, we'd just finished shooting a couple weeks before, when they told him he had four more days to finish the movie...he yelled about it, but there was nothing he could do."

“Then they wouldn't even let Mike [do the sound] mix,” O’Steen said. “I mixed the picture and at the end of each day I'd call Mike and hold the phone up so he could listen. We did that every day for about a month."

Nichols and Lehman

Nichols once told Vanity Fair, “I’m somebody who wears things—and people—out.”

Mike Nichols was incredibly beloved by actors and writers, evidenced by affectionate tributes at various lifetime achievement awards in recent years. Upon Nichols passing, his gift for friendship became even more apparent. However, early in his career, despite his stage success, Nichols was not yet comfortable in his Hollywood skin. By his own admission, the young director did not “have the patience” to compromise with either Stradling or Wexler, and especially Lehman. On the Virginia Woolf DVD commentary, Nichols admitted, “I started out as a prick on the set. Not to the actors much, but by and large to everybody. I don't know who I was then or what was happening. And I got nicer as time went by. But I was a prick.”

All smiles on the first day of rehearsals: producer/screenwriter
Ernest Lehman,director Mike Nichols, and their star, Elizabeth Taylor.

The turning point for Nichols’ and Lehman’s relationship was when Who’s Afraid of Virginia Woolf, once considered an Ernest Lehman production, became a Mike Nichols film. Still, Lehman got top billing, which probably rankled Nichols. A decade later, Lehman told American Film that he became a producer with Virginia Woolf for more creative control, “and Mike Nichols promptly took over my baby.” To some showbiz insiders, Lehman’s reputation went from a hit screenwriter to high-priced hack, and Nichols, from a boy wonder to beloved director.

One critic was Richard Corliss, who derided Lehman in Talking Pictures for abandoning original scripts to become "Curator-in-chief of the Hollywood Museum of High-Priced Broadway Properties."

"He is meticulous and particular in the extreme," says Robert Wise, director of four Lehman screenplays, told Movieline. The same could be said of Mike Nichols.

A colleague later said, "If you looked up the term 'passive-aggressive' in a psychoanalytic dictionary, you'd find Ernie's picture."

When Nichols came along, Lehman had written several drafts. Included were such changes as making George and Martha’s imaginary son real, who committed suicide on his eighteenth birthday. Lehman admitted toAmerican Film a decade later: “I hate to tell you some of the ideas some of the awful ideas I had which I then thought were good.”

Nichols goal was to rightly return to Albee’s text, and edit—not change. The task was to cut Albee’s 3 hour play to a reasonable film running time—the movie Virginia Woolf clocked in at 2 hours and 11 minutes. Did director and producer/screenwriter collaborate at this point, or did Nichols just take over? It’s not clear, though one senses the later.

Some of the changes Nichols did agree with were taking the two couples out of the living room and to different parts of the house, the yard, and the roadhouse.

Lehman's career was just as varied as Nichols. Ernest Lehman was a publicist, a short story writer, and also wrote original screenplays, but he didn’t have Nichols’ confidence and stamina for the long haul. After Virginia Woolf, Lehman’s career became sporadic, totaling little over 20 years. Lehman said, "I would never see anyone as if I were auditioning. It would have been too painful for me to be turned down."

Even recently as 2006, Nichols dismissed Lehman, who died in 2005, as “the so-called writer-producer who was neither producer or writer.” One senses that sides were drawn, Lehman aligned with the studio, and Nichols with the Burtons. What if Lehman had called Nichols on his reasons for firing some of the crew or spending a month filming on location for a handful of scenes? Or taking five months on a film about four characters? For a director with little directing background, Nichols was accorded much power. Would the new director have respected Lehman for exerting his own new power as producer? I doubt it.

"Ernie, where's my present?!"

The Burtons lavished praise on Nichols in interviews but were conspicuously silent regarding Lehman. Except for hinting/hectoring the producer for her end-of-film gift of jewelry, I could not find one quote from Liz on Lehman. Taylor’s taste in men, professionally as well as personally, seemed to run from gruff alpha males like George Stevens, Mike Todd, and Richard Brooks to acidic wit and intellects like Joseph Mankiewicz, Richard Burton, and…Mike Nichols.

Jack Warner fell in the former category, though as a studio head, was not especially loved by La Liz. Perhaps this Warner quote helps explain: “I’m paying her a million and one hundred thousand, plus ten percent of the gross. Let her by her own goddamned brooch!”

Martha…Decency Forbids!

Who's afraid of the censors? Not Elizabeth Taylor as Martha!

How was Warner going to get vitriolic Virginia Woolf past the censors? My guess is that Warner knew in his gut that the Motion Picture Association of America (MPAA) wasn’t going to halt a screen version of a Broadway smash from a major studio showcasing Hollywood’s biggest star. Especially when the star was Elizabeth Taylor, who managed survive both Cleopatra and condemnation from the Vatican’s newspaper.

TCM host/historian Robert Osborne later wryly noted times had changed since Warner Brothers filmed the Broadway hit Life with Father 20 years prior with a young Elizabeth Taylor, and movie censors had nixed the famous curtain line, “I’m going to be baptized, damn it!”

At Nichols’s insistence, no “cover shots”—frames without profanity or prurient content as a safe substitute—were filmed during production. Intentionally, there wasn’t much room for negotiation with the censors.

So, there was no surprise when the Production Code office refused to give Who's Afraid of Virginia Woolf? their seal of approval, citing its content and language as too vulgar. Warner Bros. appealed, but the decision was upheld. The Catholic Church's censorship group had passed the film with a rating of "Morally unobjectionable for adults, with reservations."

Nichols ditched Nick's "hump the hostess" scene.

Often seen as a merely mercenary mogul, Jack Warner stood behind the film, saying "The play was undoubtedly a play for adults and we have gone ahead to make Virginia Woolf a film for adults. I don't believe a controversial, mature subject should be watered down so that it is palatable for children. When that is done, you get a picture which is not palatable for children or for anyone else."

Warner announced that all contracts with theaters would include a clause prohibiting anyone under 18 from seeing the film unless accompanied by an adult. It was the first time Warner Brothers had released a film for adults only. The MPAA ultimately decided to grant the film an unprecedented exemption as "a special, important film" which was not considered to "exploit language for language's sake." Four months after Who's Afraid of Virginia Woolf? opened, the MPAA announced a less rigid Production Code.

The Sweet Smell of Success

The gang's all here at the roadhouse! Waiting for the reviews to come out?

Who's Afraid of Virginia Woolf? was not only controversial, but costly, the most expensive black and white film ever made. Everyone involved had a lot riding on its success: aging mogul Warner; superstars Burton and Taylor, seeking artistic redemption post-Cleopatra; novice film director Nichols; first-time producer Lehman; film newcomers George Segal and Sandy Dennis; and cinematographer Haskell Wexler and editor Sam O’Steen, their first time at the helm in such a prestige production.

Jack Warner’s dramatic reaction in Life—“My God, we’ve got a $7.5 million dollar dirty movie on our hands!”—seems more like showbiz savvy than shock, since the old studio shark knew exactly what he was buying.

Taylor won her second Oscar as Martha; Burton should have
for George. Think that didn't create some off-camera tension?

The reviews were mostly raves, except for a few that praised Burton and patronized Taylor, similar to a few critics on Laurence Olivier and Vivien Leigh’s stage work. But as Taylor once famously said about surviving in showbiz: “There’s no deodorant like success!” Virginia Woolf was the third highest-grossing film of the year, next to epics The Bible and Hawaii.

 Albee has run hot and cold regarding the film adaptation of Who’s Afraid of Virginia Woolf? When he is interviewed about the movie for tributes, he is usually measured in his praise. "It's the best work Elizabeth has done on film," Albee said in an interview for the 2006 two-disc DVD of Virginia Woolf, "and Richard did his usual splendid professional job." Of the film, he added, "I felt very, very fortunate that it was as good as it was, and it's pretty damn good."

After Virginia Woolf

"I was astounded by the size of the guns that were suddenly trained on me," Lehman told Movieline in 1990 about his then new role as producer, and his collaborators on Virginia Woolf, "who fought back in ways I wasn't used to."

Lehman found out the surviving stars were still not afraid of him when he let portions of his production diary be printed in the April 2000 issue of Talk magazine. The publication followed up with a letter by Mike Nichols, co-signed by Taylor and Segal, which tore into Lehman with a wrath worthy of any Virginia Woolf characters. Some choice excerpts from the letter: “Do you ever check anything? Do you print strange and sour attacks on people without giving the targets a chance to comment?” “There are people, lots of them, who could have told you the diary is full of fictions.” And that Lehman’s script was “hooted into the wastebasket.”

Nichols then strikes a nerve about hypersensitive Lehman, saying he was “included in a group that in fact had little to do with him.” Did Nichols ever consider that if Warner hadn’t backed producer Lehman’s controversial casting of Elizabeth Taylor, she would have never been remotely thought of for Martha, nor husband Burton as George, and their friend Mike Nichols would not have been specially requested as director?

Lehman, asked by Talk for comment, caved, apologizing “for all the pettiness and inaccuracies apparently made in my diary 35 years ago. It was Mike’s genius and all others concerned that gave Virginia Woolf its power and lasting life.”

 “Clearly he saw the point, he couldn’t defend it,” said a satisfied Nichols.  

I got my hands on that issue of Talk via Amazon and eagerly speed-read through the article. All I can say is, in this era of internet celebrity feud du jour, where’s the gossip shock and awe? A mention that Mike Nichols seemed mildly intoxicated once while location scouting. Shocking. Or that new director Nichols was touchy about his status in the production’s hierarchy. No kidding. Or that George Segal had a hissy fit about the size of his dressing room. That must have really hurt Georgie, because Nichols actually brings the subject up in the film’s DVD commentary 40 years later! And the final shock, that Nichols had doubts whether Taylor could pull off the role of Martha. Who didn’t, besides Ernest Lehman? He says Nichols worried that asking Taylor to play Martha was “like asking a chocolate milkshake to do the work of a martini.” That sounds like Nichols to me, and apt, as Elizabeth loved both equally.

Lehman gave his own eulogy at the end of the Movieline interview: “Who was that guy who stood up to Billy Wilder, dealt with Hitchcock, Jack Warner, Taylor and Burton, Mike Nichols, Bob Wise, Gene Kelly, and spent two hours nightly on the phone with Barbra Streisand all through Hello, Dolly? I'd have to go into training before I could face that kind of thing again.”

The reality? Lehman was easily defeated in the face of combative egos.

The Woolf Pack Moves On

Despite an Oscar, Dennis never cut it as a leading lady.

 Who’s Afraid of Virginia Woolf? was a victory lap for some of its participants and a launching pad for others. After their triumph, Taylor and Burton’s careers swiftly became secondary to their lavish lifestyle. Warner soon retired. Despite his backing the groundbreaking Virginia Woolf, Jack Warner disdained the new way of filmmaking. Lehman next labored over Hello, Dolly!, which proved more lackluster than blockbuster. After a few more disappointments, Lehman said goodbye to showbiz. Despite an Oscar win, mainstream audiences quickly tired of Sandy Dennis’ quirky acting style and attempts at making her a leading lady ended with the ‘60s. However, George Segal found his niche as a comedic leading man for the next decade, later segueing into character roles. Haskell Wexler’s cinematographer career was launched, lensing some of the most memorable films of the ‘60s and ‘70s, with the distinction of winning two Oscars, one for black and white cinematography, Virginia Woolf, and one for color,Bound for Glory. Sam O’ Steen’s editing career was equally distinguished, winning three Oscar nominations, and editing such influential movies as The Graduate, Rosemary’s Baby, and Chinatown.

Mike Nichols & Haskell Wexler didn't always see eye to eye.

Newcomer Nichols fared best of all, but not without a tough learning curve. The next year, Mike Nichols won his first and only Oscar for his second film, The Graduate. And this time, the opening credits listed his name over the producer’s. Then came some serious film setbacks: the disappointing Catch-22, the panned Day of the Dolphin, and likewise, The Fortune. This was capped by the shelved Neil Simon film, Bogart Slept Here, later directed by Herb Ross as The Goodbye Girl. Nichols returned to Broadway and didn’t direct another film until 1983’s Silkwood. After that, Nichols found his prolific groove, mixing screen and stage work. Nichols’ diverse directing resume ran from highbrow fare like Death and the Maiden onstage to HBO’s Angels in America to crowd-pleasers like his stage and screen versions of Biloxi Blues and the movie smash, The Birdcage. Before Nichols died in 2015, he was still directing top-drawer projects like Charlie Wilson’s War and a rave revival of Death of a Salesman, with Philip Seymour Hoffman.

Six decades later, "Virginia Woolf" still causes controversy.

52 years later, the main cast and crew of Virginia Woolf? are gone—but film is forever. Who’s Afraid of Virginia Woolf? captures this collaboration of talent at their peak, making a hell of a movie, and Hollywood history, too.

Check my blog for a dozen other Elizabeth Taylor movie essays: 

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