Inside the Star Wars Empire

by Bill Kimberlin

  My goal was to get an internship with a Hollywood director. I didn’t need any more film courses—I wanted to start working with real film industry people. During my interview with the staff that placed interns with directors, I explained that I didn’t really need to be with some celebrated director, just give me an old pro, someone who could take a few hundred pounds of film and in three months give you a movie. I’m sure they had no idea what I was talking about, but they sent me to interview with Richard Fleischer, who was a solid old-time studio director whose father was the creator of the Betty Boop and Popeye the Sailor comedy shorts.

  Richard was probably best known for having directed 20,000 Leagues Under the Sea, which was a huge hit for Disney, and Tora! Tora! Tora!, which got a lot of publicity but dropped dead at the box office. He had also made Compulsion about the famous Leopold and Loeb murder case, starring Orson Welles as their defense attorney, Clarence Darrow. In 1971 Fleischer was slated to direct The New Centurions, which was based on the best-selling police novel by Joseph Wambaugh, and I was to be his intern on that picture. I had read the book and it was very good, and better still the screenplay had been written by Sterling Silliphant, who had written one of my favorite movies, In the Heat of the Night.

  Wambaugh was an ex-cop whose first novel on police procedures became a New York Times bestseller, introducing a new kind of literature. This was a raw depiction of a cop’s life on the streets of Los Angeles before and during the Watts riots of 1965. It was to star George C. Scott, Stacy Keach, and Jane Alexander.

  I was instructed to meet Fleischer for lunch at the executive dining room on the Columbia Studios lot in Hollywood. This time I had an appointment and the guard at the gate had my name. Columbia was originally part of a group of studios that were called “poverty row” because they made low-budget pictures, mostly Westerns. It was run by the legendary Harry Cohn, probably the most hated man in Hollywood, who in thirty years managed to never have a negative return on his slate of films. It was also the home of Frank Capra, who directed It Happened One Night with Clark Gable and Claudette Colbert, which catapulted Columbia into major studio status. At Cohn’s funeral, one fellow when asked why he had attended said, “I wanted to make sure the bastard was dead.”

  Fleischer was in his mid-fifties and very cordial, but wary. He explained that these internships could be tricky politically because I would be seen to have jumped ahead of everyone else on the crew, so I had to be very diplomatic. I tried to convince him that while I had only made documentaries, I wanted to learn how to make feature films with actors.

  Every once in a while people would drop by our table and ask Fleischer when his current film, The New Centurions, would start production. This whole ritual reminds me now of the opening scenes of The Godfather, when the wedding guests were coming by to show their respect and to ask for favors. These were studio production people whose jobs depended largely on directors like Fleischer getting their projects green-lit, with an approved budget, and put on the studio production schedule.

  Fleischer had a reputation as a studio director, someone the studio could trust. He struck me as a gentleman—in charge, but without the braggadocio of many Hollywood studio directors. He told me I could stay through the entire process, right up to the final sound mix and premiere. This was a golden opportunity. Then he asked me how I was going to live for a year without a salary. I just wasn’t prepared for this question. Everything had happened so fast that I couldn’t give a convincing answer.

  Flying home, I reviewed my performance and I realized I had blown it. The next day I sent him a telegram explaining my reluctance to be specific and assuring him I would do whatever it took to make this internship happen. When I called the AFI, they said they didn’t know what happened but Fleischer had asked to interview someone else. It seems a little dramatic now, but back then I thought I was running out of chances.

  Opportunities like this just didn’t come along all that often and here I had been afraid to pull the trigger, afraid to just wing it and see how far I could get. Why hadn’t I been able to communicate, “I’m all in, I have no reservations”? It was the money. I just couldn’t afford to quit my job and do this, and I guess it showed. Normally a person could go to their parents, but I just didn’t have that option. So maybe I was a little screwed up. Was it this “orphan” thing? Perhaps you have to know more about who you are before you can go jumping off cliffs. Then something kind of strange happened.

  Back when I was talking with Francis Coppola at American Zoetrope, there had been a photographer there who took a picture of Francis and me talking under one of those huge black-and-white pictures of Hollywood directors he had in the hallways, one of the ones that would later wind up in my office at ILM. This photo was published in a flashy new magazine called Show, and when my buddies saw it, they thought I must have hit the big time because here I was hanging out with Coppola.

  When they checked in with me, we got to talking, and I learned they weren’t doing any better than I was, maybe worse. One of my friends at the time was Jim O’Fallon. He was trained as a chemist but had caught the film bug in college and had tried for a year to get a film job with no luck. When he finally had to find work just to pay the rent, he went looking for a job as a chemist and had one the next day at a soft drink company. This demonstrated how difficult it was to try to get into the movie business.

  Don Sanders, the guy I had called after getting in trouble with Medavoy, was trying to make it as a movie sound recordist. He had struggled forever and couldn’t catch a break. It took years, but he finally got hired at the very last minute when a company producing a new television pilot was leaving for location in Texas the next day and was desperate. Don told me the producer said, “I’m going to hire you, but just remember, I can fire you just as easily.” About a year later they aired the pilot and it was called Dallas. This show ran for fourteen years. A job like that is one in a million. When I finally caught up with Don again, I asked about his big break. “Oh, they fired me and everyone else when the pilot was picked up by the network. Brought in all their own people.” Hollywood is a tough town.

  So, I’d had it. In 1973, when my brother and I came into a little money from leasing a small piece of property our parents had left us, I decided that if I couldn’t get a start in Hollywood movies, I’d make my own damn movie. But before that could happen, before I made the film that finally got me into big-time moviemaking, I had to bump along the underground of independent filmmaking, trying to stay alive as a creative person.

  Chan Is Missing

  My days were now spent working at Palmer’s and trying to make some headway in the larger filmmaking world. I kept myself busy with making small movies wherever I could.

  I directed a public service television spot starring Slim Pickins, who had famously played Major “King” Kong in Stanley Kubrick’s Dr. Strangelove. Pickens had been a rodeo cowboy and bit player in movies until Strangelove made him famous. He told me Kubrick was a genius who could carry on a complex conversation with you while at the same time playing chess with someone else, but he would often make you do a scene a hundred times. Slim kept forgetting his lines with me and I had to learn ways around that, real fast. It was all about experimenting, taking whatever opportunity presented itself and seeing if you could make something out of it. The writer Hunter S. Thompson had summed it up in advice to a friend by telling him to “beware of goals,” because while you may achieve them, that won’t give you a happy life. Instead, Thompson said, “decide how you want to live and then see what you can do to make a living within that way of life.” I had decided how I was going to live: I was going to make films however I could.

  My friend Rick Schmidt, who would later write the influential book Feature Film Making at Used Car Prices, which outlines how a person could make their own films at a moderate cost, was working as an editor on an early film of Wayne Wang’s (who later directed The Joy Luck Club) calle
d Chan Is Missing. This movie cost about $20,000 to make and was largely financed with grants.

  Around 1980 Chan Is Missing, like almost all locally made independent films, was rejected by the San Francisco International Film Festival. We were all very much used to this, but this time things went a little differently. Wayne Wang was a Chinese American living in San Francisco, which has a large Asian community, and his entry film cans had been set up to reveal if they had been opened. They had not. It was an embarrassing development for a film that came to represent a new look at the Asian-American experience, through San Francisco’s Chinatown. Festivals often view only several minutes of an entry if all the judges agree to not go on, but to not even open the film cans of a local Chinese filmmaker?

  Wayne didn’t give up and his film got in the New Directors program at the Museum of Modern Art in New York, and that basically launched his career. Roger Ebert wrote, “Chan Is Missing is a small, whimsical treasure of a film that gives us a real feeling for the people of San Francisco’s Chinatown . . . Charlie Chan is missing from this film, and what replaces him is a warm, low-key, affectionate and funny look at some real Chinese-Americans.” The New York Times’s Vincent Canby called it “a matchless delight.”

  This was just more evidence to me that the “art film” game was somewhat rigged and I had to find another way. What about Hollywood? Ever since Easy Rider had upended the movie business with a cheap road picture that seemed to come out of nowhere and make a fortune at the box office, the commercial movie business had changed. It was guerilla filmmaking at best, but if you could get a movie finished or almost finished, Hollywood could not afford to not take a look at it.

  American Nitro

  Working at Palmer’s I had seen a lot of different kinds of small films come through that were fairly straightforward documentaries, industrials, commercials, or sales films. But a few were quite different. These were films that were made for a specific audience, like ski films or aviation films.

  One day Bob Cummings came into our studio to do some voiceover work on a record called “The Sounds of Aviation.” Cummings was an actor who had been in Alfred Hitchcock’s Saboteur and Dial M for Murder, but he was perhaps most well-known for his long-running television program, The Bob Cummings Show. Bob’s passion was airplanes, and for good reason: He was the godson of Orville Wright who, along with his brother Wilbur, were the aviation pioneers known as the Wright Brothers. It turns out that there was, and is, a passionate audience for anything aviation, even just the classic sounds.

  Many similar projects came through, from the hugely popular ski films to one called The Alaska Wilderness Adventure by a man named Fred Meader. These filmmakers rented auditoriums or movie theaters for “one night only” showings and just raked in the cash from wildly enthusiastic fans of the subjects. The films were in fact smaller versions of Hollywood’s so-called exploitation films. These guys deliberately targeted an audience and made “special interest” films just for them. Hollywood did rock ’n’ roll and beach blanket movies, and these fellows did aviation, back to the earth, or sports films. Both were popular and made money. Hollywood did the drive-in circuit, and our guys did auditoriums or what was then called “four-walling,” where you rented a movie theater on a slow night for a flat fee, ran your own show, and kept all the cash from the box office.

  My friend George, who had done the DiMaggio recording, went to one of the screenings of The Alaska Wilderness Adventure and came back to report that the filmmaker, Fred, had come out of the auditorium with pockets stuffed full of cash. So, I began to think, why couldn’t I do that? All I needed was a suitable topic to exploit.

  The whole subject of “exploitation films” has been vastly misinterpreted. Mel Gibson’s The Passion of the Christ is an exploitation film. Michael Moore’s Fahrenheit 9/11 is an exploitation film. It’s a category, not a scarlet letter. These are genre films. They used to be called “B” movies and they occupied the bottom half of a double feature. They often had subjects like science fiction or horror; others were Westerns. Jack Nicholson went on to stardom from one of them, Easy Rider.

  The distinction between “A” pictures and exploitation films ends when the bottom half of a double bill breaks out, as Bonnie and Clyde did in 1967. It was based on a little-known book that I happened to have read called Dillinger Days, by John Toland. When I first read the book, the chapter on Bonnie Parker and Clyde Barrow intrigued me. What a great movie idea, I thought.

  When I finally saw that someone had indeed made the movie, it was at a drive-in as the bottom half of a double bill. In those days, drive-ins were called “ozoners” and walk-ins were called “hardtops” by the movie industry trade magazines. Bonnie and Clyde was the first movie that so impressed me that I went back the next day––this time to a hardtop––to see it again. I saw it as a brilliant breakthrough movie, and it was. But it didn’t survive a horrendous Bosley Crowther review in the New York Times, and the distributor pulled the film from release. Crowther had called it “a cheap piece of bald-faced slapstick comedy that treats the hideous depredations of that sleazy, moronic pair as though they were as full of fun and frolic as the jazz-age cut-ups in Thoroughly Modern Millie.”

  But then, in an unprecedented event, the critical consensus reversed. Time magazine wrote a favorable review and apologized for its first negative one. The prominent film critic Pauline Kael wrote a rave review in the New Yorker, with the film going on to be a smash hit across the country. The movie’s impact was so strong, it even influenced fashion styles for a time.

  This event was a marker for me. A single bad review could destroy all your efforts in one day. Like a Broadway show with millions of dollars invested, your small effort could die at the box office before you even had a chance. In the movie business no one is immune to the prospect of an empty theater, not Steven Spielberg, not George Lucas, not anyone. No one cares that you have put your heart, soul, and all your money into a film that just dropped dead. Nor should they. It is one of the last great gambles that a person with no credentials can make, and if it pays off, there is no limit to the profits that are possible. When a film hits big, it is the fastest return of investment capital in the history of capitalism. Invest $200 million in a big-city skyscraper and you might see a return on your original investment in ten years. In a blockbuster film, you could see it in six months or less.

  Years later, on Jedi, I was sitting next to George Lucas during an ILM lunch break and was able to engage him in a movie conversation. I mentioned that I thought that Arthur Penn’s Bonnie and Clyde was a great film. George said, “Arthur called my office the other day, looking for work. His problem is that he is an ‘A’ director and an ‘A’ director commands an ‘A’ salary, and there aren’t that many ‘A’ projects around these days.” He also suggested that Penn was more of a “theatrical” director than a filmmaker, implying that that was a little passé. I felt like I was hearing Irving Thalberg explain why the legendary filmmaker Erich von Stroheim could no longer be a director and had to find work as an actor. It is not that I doubted anything George said, it was that this dose of reality just made me sad. It also reminds me now of something George said years later, when I was nearing the end of my Lucasfilm/ILM career. He was quoted as saying, “I am at a point financially where no one can tell me I am too old or too un-cool to make movies.” That was to become my goal as well.

  In my lifetime effort to remain independent enough to always be able to be “uncool” and still make movies, I found a project that I thought might fit the bill. What if I made a film that had a built-in audience?

  My brother Jim and I were going to be partners in this project, and somewhat later we invited a friend of mine, Tim, to join us. We explored various topics but I really wanted to make something that was the exact opposite of my Johnson documentary, which had been a classic historical piece made with tons of research and the rare still photos and antique movie clips I had collected. I
wanted to make something full of color and sound with as much action as was possible to record.

  One weekend as Jim and I were driving around, we came upon what appeared to be an abandoned drag strip where they raced hopped-up cars. Neither of us knew anything about this sport, but as we peered through the chain-link fence, we could see large grandstands that held the spectators. My brother felt strongly that there was something here, something in this subject matter that could have, as he described it, “energy.”

  We later learned that this huge tract of land was owned by the Southern Pacific Railroad and it was currently leased to something called International Raceway Parks. There was perhaps a half-mile of asphalt strip with a carefully measured-off quarter-mile, equipped with a sophisticated array of timing lights that could measure speeds into the thousandths of a second. Overlooking the strip was a tall observation tower with large glass windows, which housed the race announcer as well as track officialdom. There was little else besides a snack bar and a tall white fence covered with billboard ads for cigarettes and motor oil. This security fence surrounded the racetrack in such a way that only paying customers could see anything or enter. Somehow we had slipped through an unlocked gate.

  When I thought about it, I did have a connection to this place. All my summers as a child had been spent at my aunt’s summer resort located in the Anderson Valley, which is about a hundred miles north of San Francisco. It was an idyllic place for childhood explorations and fun: sixty acres of farmland, a mile of riverfront for swimming and fishing, and the wonders of resort living, with its soda and ice cream fountain, recreation hall, croquet and tennis courts, and interesting guests from all over California. The guests got a cabin and three home-cooked meals a day in the large dining room for $65 a week. It was a real vacation for all the mothers—no cooking, just playing with the kids all day at the river and taking strolls down our country road after dinner. I loved it there.