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20 Hilarious Facts About Waiting for Guffman

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Though it didn’t make much of a dent in the box office when it hit theaters 20 years ago, Christopher Guest’s mockumentary Waiting for Guffman has become a cult hit in the years since. This movie follows a group of small-town residents-turned-amateur actors from Blaine, Missouri, and their eccentric director, Corky St. Clair, as they put on a production called Red, White and Blaine in honor of the sesquicentennial (that’s a 150th anniversary) of the town’s founding by Blaine Fabin. When they get word that New York film critic Mort Guffman is coming to their performance, they begin to dream about taking their show out of Blaine’s high school gym and onto the Broadway stage—until fate intervenes. Here are a few things you might not have known about Waiting for Guffman.

1. THE MOVIE WAS INSPIRED BY A JUNIOR HIGH PRODUCTION OF ANNIE, GET YOUR GUN.

Christopher Guest told Deborah Theaker, who plays Guffman’s Gwen Fabin-Blunt, that he was watching one of his kids perform in Annie, Get Your Gun when inspiration struck. “There were all these little kids with handlebar moustaches and he thought it was just hilarious and sweet at the same time, and wanted to translate that into a movie. That was the impetus,” Theaker said in Best in Show: The Films of Christopher Guest and Company.

“I was just drawn to the idea how earnest everyone was, how devoted they were to do the best performance they could, albeit at the level that they were working at,” Guest said in DVD commentary. “There’s something charming about the expenditure of energy to watch these amateurs.”

2. THERE WASN’T A SCRIPT …

Guest’s mockumentaries famously have no scripts. Instead, they’re entirely improvised by the actors based on outlines written by Guest and his collaborators—a tradition that began with Guffman.

Guest chose Eugene Levy, who had starred on the Canadian sketch show Second City TV (SCTV), to co-write Guffman with him. (Levy at first thought the call was a joke, but Guest was a fan of his work on SCTV.) Together, they wrote an outline stuffed with details about the story and its characters. “We provide much more information about the characters than you would find in a normal screenplay … anything that will help the actor understand who his character is and then create things on his own,” Levy, who played dentist Alan Pearl in Guffman, explained to Back Stage West. “We know what information has to come out in the movie on a scene-by-scene basis, and the actors know what information has to come out, but how it comes out is entirely up to them.”

That blueprint, Guest told The A.V. Club, is not so flexible. “What is flexible is the dialogue that's used to convey the actual exposition that we need,” he said. “Every scene has a point; it's not just people rambling. There's exposition in every scene that has to be accomplished before we can move on. And so that can't change, otherwise you have this free-for-all.”

The outline for Guffman ended up being 16 pages long, and as they were writing, some elements changed. For example, Blaine was originally in Kansas, and Corky owned a store called Over the Rainbow. In DVD commentary, Levy said that in the original outline, the cast never made it to the show; instead, a tornado came and destroyed the theater. “The camera was knocked on its side and you saw feet running by the camera,” Guest said. But after Blaine was moved to Missouri, those Kansas-centric details were tweaked, discarded entirely, or relegated to the background.

3. … BUT SOME ELEMENTS OF GUFFMAN DID NEED TO BE SCRIPTED AND REHEARSED.

Namely, the songs and dialogue of Red, White and Blaine. Guest turned to his This is Spinal Tap (1984) collaborators to help him with the music: He and Harry Shearer co-wrote “Stool Boom” and “Nothing Ever Happens on Mars,” while Guest and Michael McKean co-wrote “Covered Wagons, Open Toed Shoes” and “Penny For Your Thoughts.”

The dialogue in Red, White and Blaine is the only dialogue in all of Guffman that isn’t improvised; Guest said in DVD commentary that “writing the book for [Red, White and Blaine] was one of the most fun parts.” The cast rehearsed the choreography for the numbers over the course of four days. “It was just the right amount, because when we eventually did the show, it was at the level it should have been: Under-rehearsed, and if you watch closely, there are many things being screwed up,” Guest said.

4. MARTIN SHORT WANTED TO BE IN THE MOVIE.

Fred Willard, who plays Ron Albertson, recalled in Best in Show that Guest had run the idea for Guffman past some of his friends, including Martin Short, who had worked with Guest on Saturday Night Live and The Big Picture. “[He said] that Marty loved the idea [for the movie]. [Short] said, ‘I love it, when do I start?’ and Chris said, ‘No Martin, I want people who aren’t that recognizable.’” Famous faces, Guest reasoned, would be a distraction.

5. CORKY ST. CLAIR WAS BASED ON PEOPLE GUEST KNEW.

In 2010, Guest told Entertainment Weekly that he based Corky—who moves to Blaine after “living in New York, and working there, as an actor, and director and choreographer for 25 years or so,” as the character says—on “a compilation of people I’ve seen or met over the years, some of whom worked in regional theater. The heart of that character is how guileless he is. He has no concept of his lack of talent.” (Though some people thought Guest had to get a terrible haircut to play Corky, it was actually a toupee: “I thought it would be funny if he had a toupee. There was this box of … I’ll loosely call them wigs. It was just the silliest-looking one and clearly didn’t match the sides.”)

6. CHRISTOPHER GUEST CAST PARKER POSEY AFTER A 10-MINUTE CONVERSATION.

When it comes to casting his movies, Guest often relies on people he knows. “The characters are very much tailored for the actors and actresses … who we want for the parts,” Guest said. “You can’t train them. You can do this or you can’t.”

That said, Guest is open to new talent, and relies on informal interviews rather than auditions. "I just talk to people,” he told Back Stage West. “There's nothing to read and there's no audition. I can tell pretty fast if they can do it, just by talking to them. I make a big leap of faith and, again, it's just based on my instinct—something I get from them during a meeting.”

Parker Posey, for example, had never done improv before Guffman, but as Guest told Back Stage West, “I met [her], and about 10 minutes in I thought, Definitely.” Posey was cast as Dairy Queen employee and ingenue Libby Mae Brown.

7. FRED WILLARD TOOK INSPIRATION FOR HIS AND CATHERINE O’HARA’S CHARACTERS FROM AN ACTING COUPLE HE KNEW.

When he was starting out in New York, Willard took acting lessons from a married couple—and he used them as inspiration for Ron and Sheila Albertson, travel agents who have never left Blaine. “I don’t know that they’d ever worked professionally in their life,” Willard said of the couple, “but they had this acting workshop and you could imagine their home life.”

Willard also drew inspiration from a little closer to home. “My aunts were always drinking, and my uncles were always saying, ‘For god’s sake, put that down,’ and she’d pull away from him,” he said in Best in Show. “Our relationship was based on that. She was drunk, and I’d say ‘We need some coffee over here.’” Willard also came up with the character’s track and field background and how his and O’Hara’s characters had met before cameras rolled.

8. GUEST SUPPLIED THE SONGS, BUT THE ACTORS CAME UP WITH THEIR OWN AUDITIONS.

Though Guest gave the actors their audition songs (most of which had to be in the public domain to avoid fees), he didn’t tell them how they should audition, leaving that up to the actors themselves—so the first time he saw the auditions was when cameras rolled. “The first time we ever did it, was performing in front of the camera,” Levy said in DVD commentary. “So in essence it was more of an audition. We didn’t know if the piece we worked up was going to work, whether it was going to be funny, and not only that, we were doing it in front of a camera.”

O’Hara and Willard’s audition was based on “those coffee commercials that were on TV maybe 15 years ago where they made them almost as if they were little scenes,” Guest said in DVD commentary. “I talked to Catherine about that, and I recommended [the song 'Midnight at the Oasis'], and they came up with this.”

“We had to actually rehearse these auditions,” O’Hara recalled in Reel Canadians. “So me and Fred are actually trying to get laughs for being bad, but at the same time we had to do our choreography. Fred was so serious, he wanted to wear the towels around his neck and I was so nervous.”

Posey, meanwhile, called Guest from New York and told him she had an idea for her audition. “She sent me this two-page, single-space monologue that she wrote, asked if she could do it in addition to singing ‘Teacher’s Pet,’” Guest recalled in DVD commentary. “It’s one of the most extraordinarily bizarre scenes. For a while I had it in the movie instead of the song. I fell in love with how crazy it was.”

9. BOB BALABAN WAS SUPPOSED TO PLAY THE PIANO.

Bob Balaban said in Best in Show that when he got the call to be in Waiting for Guffman, “I had the good sense not to ask too many questions and just say, ‘Anything you want to do, let’s do that.’” But Guest wanted Balaban to play the music director—and to play the piano during the show’s rehearsals. Though he had taken piano lessons and thought he might be able to memorize the music by the shoot, Balaban ended up not feeling comfortable doing it—so instead, Guest had him train with musical director C.J. Vanston to play the conductor, and an assistant played the piano instead.

10. LOOK CLOSELY AND YOU’LL CATCH A GLIMPSE OF BETTER CALL SAUL’S BOB ODENKIRK.

He’s in the hallway during the audition scenes dressed as a vampire. Odenkirk had been cast as the town minister, but the part was cut when he had a scheduling conflict. You can see his audition in the video above.

11. THE MOVIE FILMED IN LOCKHART, TEXAS—AND A LOCAL WAS CAST FOR ONE PROMINENT AUDITION.

Guffman was shot over the course of 29 days in Lockhart, Texas, and the production cast several locals for bit parts. Most of them were cut for time, but one resident did make it into the final film in one of its most memorable auditions: an older gentleman performing both sides of an expletive-filled scene from 1980's Raging Bull.

Jerry Turman—who had previously appeared on the big screen as the chauffeur in The Best Little Whorehouse in Texas (1982)—was called in to audition for the role. To prepare, Turman said in Best in Show, “I checked out Raging Bull, and I studied the scene over and over again, and there’s no way that a guy from East Texas is going to do De Niro or Pesci—either one, so I did it in my natural voice and told [Guest] and the casting director at the beginning of it, ‘That’s the only voice I have.’”

He nabbed the part and worked on it for a few days before it was time to film. “I knew it very well, and had to learn both parts because the responses were so strange to me. We don’t talk that way here,” he said. “And sure enough when I got in, he had me do both parts. So I was prepared.” Turman had no problem with the profanity, “but I do have grandkids, and suddenly I’m aware that my grandkids are going to know about this.”

12. GUEST’S DANCING AS CORKY MADE LEVY BREAK CHARACTER.

“There’s a rehearsal scene where Corky tries to teach us that move that we just saw in the apartment,” Levy recalled in DVD commentary. “I was laughing so hard I actually worked my way to the back of the group, fell to my knees, and crawled off the set ... When these things are being improvised, you don’t want to ruin something that people are working so hard to create because find you it funny and you laugh instead of the audience laughing. The easiest thing to do is to slink off the set and let the scene continue.” (In a speech at the Austin Film Society in 2010, O’Hara recalled that “Eugene Levy would just leave scenes all the time—just go around a wall and wait” when he thought he’d break character.)

But Levy also made Guest lose it. “The idea of the lazy eye was one of the first things in the writing session that got us both on the floor,” Levy recalled in DVD commentary. “That was a very, very heavy laugh.” Said Guest: “And when you came out in the show … I said, ‘I can’t look at you, when you’re doing this thing. I’m going to look way upstage, if that’s OK.’”

(Look closely in the video above, by the way, and you’ll notice a funny detail about the jeans Guest is wearing. “I put on these jeans,” he recalled in DVD commentary, “I said, ‘These are huge, I could wear them backwards!’ And I am wearing them backwards.”)

13. WILLARD CLUED GUEST IN ON ONE IDEA HE HAD FOR THE CHINESE RESTAURANT SCENE.

Normally, the actors wouldn’t tell Guest any ideas that they had for a scene, but Willard made an exception for the Albertsons’ double date with the Pearls, where Ron reveals that he had penis reduction surgery. “I said to Chris, ‘I have an idea for something I want to do,’” Willard said in Best in Show. “Chris said, ‘I usually don’t like to know what another actor is going to do in an improvised scene, but in your case I have trouble keeping a straight face, so please tell me what you’re about to do.’ So I said, ‘I’d like to get up and drop my trousers to show Eugene my operation.’ What could be more humiliating to someone?”

14. “STOOL BOOM” WAS THE TOUGHEST NUMBER TO PERFORM.

Willard recalled in Best in Show that the hardest number to master was “Stool Boom,” which covers Blaine’s distinction as “The Stool Capital of the World” after President McKinley visited the town and took one of its footstools home with him. “Going in, all of us thought we would just play amateurs trying to dance and sing, and there was some discussion whether or not we’d lip-synch or sing live,” Willard said. “Well, much to our surprise, they brought in a woman, a choreographer, and she put us through paces like we were going to do an Off-Broadway show. We were all taken back with all these steps they had us do.” The cast had to rehearse on Saturday afternoons, and at one point, Levy hurt his foot. He “was taking aspirins and wrapping his foot, so he was in pain during that,” Willard said.

The number wasn’t just painful for the performers—the actors who sat in the audience suffered, too. “It was really tedious,” Theaker said in Best in Show. “I thought if I heard ‘Stool Boom’ one more time, I would just snap like a twig in the wind ... I thought I was going to lose my mind.”

According to Willard, “The happiest moment of shooting was when we finished filming that number, and they said, ‘Okay, cut, let’s move on.”’

15. WATCHING GUEST DIRECT IN COSTUME WAS A TRIP.

Michael Hitchcock, who played city councilman Steve Sark, recalled in Best in Show that, “The hardest thing about this was Christopher in Corky-guise giving direction, because he would still be wearing the toupee and those outrageous outfits, and he just looked so funny that it was hard not to be looking all over his body and that silly toupee while he was giving you notes.”

16. THE CAST WATCHED DAILIES TOGETHER AT THEIR HOTEL.

The cast stayed in a hotel in Austin, and, as O’Hara said in 2010, “Every night was movie night … when Chris invited us to watch dailies. You want to go to dailies on a Chris Guest movie, because we shoot 80 hours of improvisation … and then he cuts it down to 86 minutes, so if you don’t go to dailies, you miss 90 percent of the movie.”

17. GUEST HAD TO WHITTLE 58 HOURS OF FOOTAGE DOWN TO 90 MINUTES.

That meant that entire characters and musical numbers had to be cut. Frances Fisher, who played Johnny Savage’s mother, appeared in the trailer (above) but didn’t make it into the movie. Red, White, and Blaine itself ran 40 minutes long, so the numbers “Nothing Ever Happens in Blaine” (which came before “Nothing Ever Happens on Mars”) and “This Bulging River” were cut for time, and a dance sequence and solo were trimmed from “Penny For Your Thoughts.”

Editing the movie took 18 months, and Levy recalled in DVD commentary that at one point, Guest had cut Corky out completely. “In the initial edit, when you cut this thing for the first time, you had literally cut yourself out of the movie. I looked at the first cut, there was no Corky in the movie … You thought your little runs were a little too insane and maybe not grounded, and everybody said 'Let’s put them all back in, how about that.'”

18. THE ENDING COULD HAVE BEEN DARKER.

In alternate endings, Dr. Pearl ditched his wife and baby to go to Miami to become a performer; the Albertsons supplemented their Hollywood income by selling hand cream; and Corky and Steve lived together in New York. “It started on a close-up of Corky talking,” Hitchcock recalled in Best in Show, and then the camera pulled out to reveal Steve. “We were barbecuing on the roof, and we did a little limbo, so it was a little bizarre, but very funny.” But Levy and Guest ultimately ended up feeling that some of the endings were too dark, and so the epilogue of Guffman sees the Pearls living in Florida; the Albertsons making a go of the acting thing in Hollywood; and Corky back in New York City.

19. THE MOVIE HAS SOME SERIOUS FANS.

Guffman has many famous fans, including Alan Cumming (who told NPR’s All Things Considered that he could watch it “a million times”), Casey Wilson, Kristen Bell, Neil Patrick Harris, and Meryl Streep. But the film has plenty of non-famous fans, too, as Guest found out when he went on tour with McKean and Shearer. “I sang ‘Penny for Your Thoughts,’” Guest told Entertainment Weekly. “People would ask strange things like ‘Where is [Corky] working now?’ I’d say, ‘It was actually a film.’ At one of the performances, a group called the Blaine Players or the Corky St. Clair-something Society showed up. It was about 12 people, and they have meetings … Well, I don’t know exactly what they do. The movie is discussed, I guess. They had T-shirts and a lot of, well, information.” Wonder what Guest would make of the 2014 production of Red, White and Blaine that was put on in Chicago?

20. CORKY MAKES A CAMEO IN ANOTHER ONE OF GUEST’S FILMS.

Posey told The A.V. Club that when Guffman wrapped, “I had never worked in this way that felt so real and felt like family. I loved Corky so much. I was so sad to lose him. I cried in the van on the way home, and he held my hand, and I didn’t think I’d see him again.” So she must have been thrilled when Guest donned the terrible toupee to play Corky in Mascots as the coach of Posey’s character, Cindi Babineaux.

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Kevork Djansezian/Getty Images for PCA
12 Surprising Facts About Robin Williams
Kevork Djansezian/Getty Images for PCA
Kevork Djansezian/Getty Images for PCA

Robin Williams had a larger-than-life personality. On screen and on stage, he embodied what he referred to as “hyper-comedy.” Offscreen, he was involved in humanitarian causes and raised three children—Zak, Zelda, and Cody. On July 16, HBO debuts the documentary Robin Williams: Come Inside My Mind, directed by Marina Zenovich. The film chronicles his rise on the L.A. and San Francisco stand-up comedy scenes during the 1970s, to his more dramatic roles in the 1980s and '90s in award-winning films like Dead Poets Society; Good Morning, Vietnam; Awakenings; The Fisher King; and Good Will Hunting. The film also focuses on August 11, 2014, the date of his untimely death. Here are 12 surprising facts about the beloved entertainer.

1. ROBIN WILLIAMS GOT HIS START AT A COMEDY WORKSHOP INSIDE A CHURCH.

A still from 'Robin Williams: Come Inside My Mind' (2018)
HBO

After leaving Juilliard, Robin Williams found himself back in his hometown of San Francisco, but he couldn’t find work as an actor. Then he saw something for a comedy workshop in a church and decided to give it a shot. “So I went to this workshop in the basement of a Lutheran church, and it was stand-up comedy, so you don’t get to improvise with others, but I started off doing, ostensibly, it was just like improvising but solo," he told NPR. "And then I started to realize, ‘Oh.’ [I started] building an act from there."

2. HE FORMED A FRIENDSHIP WITH KOKO THE GORILLA.

In 2001, Williams visited Koko the gorilla, who passed away in June, at The Gorilla Foundation in Northern California. Her caregivers had shown her one of his movies, and she seemed to recognize him. Koko repeatedly signed for Williams to tickle her. “We shared something extraordinary: laughter,” Williams said of the encounter. On the day Williams died, The Foundation shared the news with Koko and reported that she fell into sadness.

3. FOR A TIME, HE WAS A MIME IN CENTRAL PARK.

In 1974, photographer Daniel Sorine captured photos of two mimes in New York's Central Park. As it turned out, one of the mimes was Williams, who was attending Juilliard at the time. “What attracted me to Robin Williams and his fellow mime, Todd Oppenheimer, was an unusual amount of intensity, personality, and physical fluidity,” Sorine said. In 1991, Williams revisited the craft by playing Mime Jerry in Bobcat Goldthwait’s film Shakes the Clown. In the movie, Williams hilariously leads a how-to class in mime.

4. HE TRIED TO GET LYDIA FROM MRS. DOUBTFIRE BACK IN SCHOOL.

As a teen, Lisa Jakub played Robin Williams’s daughter Lydia Hillard in Mrs. Doubtfire. “When I was 14 years old, I went on location to film Mrs. Doubtfire for five months, and my high school was not happy,” Jakub wrote on her blog. “My job meant an increased workload for teachers, and they were not equipped to handle a ‘non-traditional’ student. So, during filming, they kicked me out.”

Sensing Jakub’s distress over the situation, Williams typed a letter and sent it to her school. “A student of her caliber and talent should be encouraged to go out in the world and learn through her work,” he wrote. “She should also be encouraged to return to the classroom when she’s done to share those experiences and motivate her classmates to soar to their own higher achievements … she is an asset to any classroom.”

Apparently, the school framed the letter but didn’t allow Jakub to return. “But here’s what matters from that story—Robin stood up for me,” Jakub wrote. “I was only 14, but I had already seen that I was in an industry that was full of back-stabbing. And it was entirely clear that Robin had my back.”

5. HE WASN’T PRODUCERS' FIRST CHOICE TO PLAY MORK ON MORK & MINDY.

Anson Williams, Marion Ross, and Don Most told The Hallmark Channel that a different actor was originally hired to play Mork for the February 1978 Happy Days episode “My Favorite Orkan,” which introduced the alien character to the world. “Mork & Mindy was like the worst script in the history of Happy Days. It was unreadable, it was so bad,” Anson Williams said. “So they hire some guy for Mork—bad actor, bad part.” The actor quit, and producer Garry Marshall came to the set and asked: “Does anyone know a funny Martian?” They hired Williams to play Mork, and from September 1978 to May 1982, Williams co-headlined the spinoff Mork & Mindy for four seasons.

6. HE “RISKED” A ROLE IN AN OFF-BROADWAY PLAY.

Actor Robin Williams poses for a portrait during the 35th Annual People's Choice Awards held at the Shrine Auditorium on January 7, 2009 in Los Angeles, California
Michael Caulfield, Getty Images for PCA

In 1988, Williams made his professional stage debut as Estragon in the Mike Nichols-directed Waiting for Godot, which also starred Steve Martin and F. Murray Abraham. The play was held off-Broadway at Mitzi E. Newhouse Theater at Lincoln Center. The New York Times asked Williams if he felt the show was a career risk, and he responded with: “Risk! Of never working on the stage again! Oh, no! You’re ruined! It’s like you're ruined socially in Tustin,” a town in Orange County, California. “If there’s risk, you can’t think about it,” he said, “or you’ll never be able to do the play.”

Williams had to restrain himself and not improvise during his performance. “You can do physical things,” he said, “but you don’t ad lib [Samuel] Beckett, just like you don’t riff Beethoven.” In 1996, Nichols and Williams once again worked together, this time in the movie The Birdcage.

7. HE USHERED IN THE ERA OF CELEBRITY VOICE ACTING.

The 1992 success of Aladdin, in which Williams voiced Genie, led to more celebrities voicing animated characters. According to a 2011 article in The Atlantic, “Less than 20 years ago, voice acting was almost exclusively the realm of voice actors—people specifically trained to provide voices for animated characters. As it turns out, the rise of the celebrity voice actor can be traced to a single film: Disney’s 1992 breakout animated hit Aladdin.” Since then, big names have attached themselves to animated films, from The Lion King to Toy Story to Shrek. Williams continued to do voice acting in animated films, including Aladdin and the King of Thieves, Happy Feet, and Happy Feet 2.

8. HE FORGOT TO THANK HIS MOTHER DURING HIS 1998 OSCAR SPEECH.

In March 1998, Williams won a Best Supporting Actor Oscar for his performance as Sean Maguire in Good Will Hunting. In 2011, Williams appeared on The Graham Norton Show, and Norton asked him what it was like to win the award. “For a week it was like, ‘Hey congratulations! Good Will Hunting, way to go,'” Williams said. “Two weeks later: ‘Hey, Mork.’”

Then Williams mentioned how his speech accidentally left out one of the most important people in his life. “I forgot to thank my mother and she was in the audience,” he said. “Even the therapist went, ‘Get out!’ That was rough for the next few years. [Mom voice] ‘You came through here [points to his pants]! How’s the award?’”

9. HE COMFORTED STEVEN SPIELBERG DURING THE FILMING OF SCHINDLER’S LIST.

At this year’s 25th anniversary screening of Schindler’s List, held at the Tribeca Film Festival, director Steven Spielberg shared that Williams—who played Peter Pan in Spielberg’s Hook—would call him and make him laugh. “Robin knew what I was going through, and once a week, Robin would call me on schedule and he would do 15 minutes of stand-up on the phone,” Spielberg said. “I would laugh hysterically, because I had to release so much.”

10. HE HELPED ETHAN HAWKE GET HIS AGENT.

During a June 2018 appearance on The Graham Norton Show, Ethan Hawke recalled how, while working on Dead Poets Society, Williams was hard on him. “I really wanted to be a serious actor,” Hawke said. “I really wanted to be in character, and I really didn’t want to laugh. The more I didn’t laugh, the more insane [Williams] got. He would make fun of me. ‘Oh this one doesn't want to laugh.’ And the more smoke would come out of my ears. He didn’t understand I was trying to do a good job.” Hawke had assumed Williams hated him during filming.

After filming ended, Hawke went back to school, but he received a surprising phone call. It was from Williams’s agent, who—at Williams's suggestion—wanted to sign Hawke. Hawke said he still has the same agent today.

11. HE WAS ALMOST CAST IN MIDNIGHT RUN.

In February 1988, Williams told Rolling Stone how he sometimes still had to audition for roles. “I read for a movie with [Robert] De Niro, [Midnight Run], to be directed by Marty Brest,” Williams said. “I met with them three or four times, and it got real close, it was almost there, and then they went with somebody else. The character was supposed to be an accountant for the Mafia. Charles Grodin got the part. I was craving it. I thought, ‘I can be as funny,’ but they wanted someone obviously more in type. And in the end, he was better for it. But it was rough for me. I had to remind myself, ‘Okay, come on, you’ve got other things.’”

In July 1988, Universal released Midnight Run. Just two years later, Williams finally worked with De Niro, on Awakenings.

12. BILLY CRYSTAL AND WILLIAMS USED TO TALK ON THE PHONE FOR HOURS.

Actors Robin Williams (L) and Billy Crystal pose at the afterparty for the premiere of Columbia Picture's 'RV' on April 23, 2006 in Los Angeles, California
Kevin Winter, Getty Images

Starting in 1986, Williams, Billy Crystal, and Whoopi Goldberg co-hosted HBO’s Comic Relief to raise money for the homeless. Soon after Williams’s death, Crystal went on The View and spoke with Goldberg about his friendship with Williams. “We were like two jazz musicians,” Crystal said. “Late at night I get these calls and we’d go for hours. And we never spoke as ourselves. When it was announced I was coming to Broadway, I had 50 phone messages, in one day, from somebody named Gary, who wanted to be my backstage dresser.”

“Gary” turned out to be Williams.

Robin Williams: Come Inside My Mind premieres on Monday, July 16 at 8 p.m. ET on HBO.

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MGM Home Entertainment
11 Fun Facts About A Fish Called Wanda
MGM Home Entertainment
MGM Home Entertainment

In 1988, the British heist comedy A Fish Called Wanda had audiences in the UK and across the pond rolling in the aisles. Thirty years later, the Oscar-winning ensemble movie about a clueless (but don’t call him stupid) weapons expert, a bumbling barrister, a quick-witted femme fatale, and a stuttering con artist remains a cult favorite. Starring John Cleese, Kevin Kline, Michael Palin, Jamie Lee Curtis, and of course, the eponymous fish, the film is packed with smart writing, silly slapstick, and some of the strongest comic performances of its starring actors’ careers. Here are 11 facts about A Fish Called Wanda for your unreserved enjoyment (just don’t ask us to repeat the part in the middle).

1. IT WAS DIRECTOR CHARLES CRICHTON’S FIRST FILM IN TWO DECADES.

Back in the 1950s, Charles Crichton was a famous director of Ealing Comedies—a series of comedy films produced by London’s Ealing Studios—who was known for his work on films like The Titfield Thunderbolt (1953), Hue and Cry (1947), and The Lavender Hill Mob (1951). By 1988, however, he hadn’t directed a feature film in two decades (though he had worked on TV shows and documentary shorts). He came out of semi-retirement to work on what would become his final film at the behest of John Cleese.

2. CRICHTON AND JOHN CLEESE SPENT FIVE YEARS WRITING THE FILM.

A Fish Called Wanda was years, even decades, in the making. Cleese and Crichton first met and began discussing ideas for a comedy heist film, inspired by The Lavender Hill Mob, all the way back in 1969. Though they parted ways professionally, Cleese continued to look for opportunities to collaborate on a film with Crichton. More than a decade later, he finally got his chance when he found himself working with Crichton on a series of business management training videos.

Though Crichton was already in his late seventies, Cleese managed to convince the semi-retired director to brainstorm ideas for a feature film with him. For the next few years, the two met periodically to throw around ideas and work on the script. All in all, the entire scriptwriting and pre-production process took more than five years and cost $150,000 of Cleese’s own money.

3. IT WAS INSPIRED BY THE EALING COMEDIES.

Unsurprisingly, A Fish Called Wanda was heavily indebted to the Ealing Comedies, especially Crichton’s own The Lavender Hill Mob, a heist comedy which starred Alec Guinness and Stanley Holloway as a pair of bumbling bank robbers. Cleese, however, claimed the parallels between the Ealing Comedies and A Fish Called Wanda were unintentional, but embraced the comparison.

“I knew that my memory of all these great Ealing films was very present, although I wasn’t consciously trying to write an Ealing comedy,” Cleese explained. “But I do remember when we interviewed Johnny Jympson when we were looking for an editor, and Johnny’d read it, and he came in and sat down, and Charlie said, ‘What’d you think?’ and Johnny was almost nervous and he hemmed and hawed a little bit and then he said very uncertainly, ‘Well, it’s an Ealing comedy, isn’t it?’ and we both said, ‘Yes!’”

4. THE ACTORS HELPED SHAPE THEIR CHARACTERS.

Cleese encouraged Kevin Kline, Michael Palin, and Jamie Lee Curtis to contribute ideas and help develop their characters. Curtis, in particular, was responsible for major changes to Wanda’s personality. "She was a sexually brazen, cold-hearted manipulator, who simply wanted money,” Curtis told The New York Times. “I didn't find that real. I decided she didn't altogether know what she wanted, but finds a wonderful power in manipulating people and feels personal satisfaction in trying to fool them. She plays a slightly different role for each man, yet she enjoys being herself, and she's not cold-hearted, not vicious.''

Curtis told The New York Times she reveled in the rare opportunity to shape her own character: ''Most films, one person is in charge, and you're afraid even to raise your hand with a suggestion,'' she explained. ''That's frustrating if you're a bright person and trust your instincts. But this was totally a collaborative effort, and I'm afraid it's spoiled me.'' She was, apparently, so enthusiastic a contributor over the course of a two-week rehearsal period that Palin gave her a shirt that read, “Wait, I have an idea.”

5. KEVIN KLINE’S CHARACTER WAS INSPIRED BY A LOS ANGELES SELF-HELP GURU.

In A Fish Called Wanda, Kline’s Otto is a pseudo-intellectual who constantly misinterprets everything from the teachings of Buddhist philosophy to the writings of Nietzsche. According to Cleese, his character was inspired by the real-life self-help guru Zen Master Rama, sometimes called the “yuppie guru.”

“I got the real key to the character out of Los Angeles Magazine,” Cleese explained in an interview. “I found a double-page spread for a guru, and I’m pretty sure his name was Zen Master Rama, and he looked about 32 and very unsure of himself, and he had a funny sort of hairstyle like a dandelion at the end of September. But the key thing was the line across the top of this two page advertisement for the seminars he ran at weekends, which was ‘Buddhism gives you the competitive edge.’ And I thought this was unbelievably funny.”

6. CLEESE’S CHARACTER WAS NAMED AFTER CARY GRANT.

Cleese named his character Archie Leach after movie star Cary Grant, who was born Archibald Leach. Though Cleese’s bumbling lawyer has little in common with the famously debonair Grant, Cleese explained that he chose the name because he and Grant shared a hometown, and because it was the closest he would ever get to “being Cary Grant.”

7. THE ORIGINAL ENDING WAS MUCH DARKER.

A Fish Called Wanda started off as a much darker comedy, but test audiences in America were apparently uncomfortable with the film’s cruelty, and lack of romantic payoff, so Crichton and his cast went in for a few re-shoots. In addition to softening Palin’s character a bit, they ended up re-shooting the film’s ending three times.

“We played the whole movie with this very sort of dark intent—it was a very black comedy—and of course, when they tested the movie in America, it tested very funny, except that people didn’t like that there was no real love story,” Curtis said, further explaining:

“The original ending of the movie was much darker. The costume designer and I had a really great time costuming this character, and in a department store in London on sale, we found a pair of shark shoes, and we bought them because we just thought, ‘Well, she’s just a shark.’ And we wore them in that last scene, and literally the last shot of the movie was going down my leg and freeze framing on the shark shoe. And right then, you knew she was going to take him for everything. The minute they got off the plane, she was going to bop him on the head, take the stuff, and leave.”

8. CLEESE CUT A BIG CHUNK OF THE CATHCART TOWERS SCENE.

In addition to changing the ending, Cleese cut several minutes from the film’s penultimate scene, in which Archie tries to get the stuttering Ken (Palin) to telling him where Wanda, Otto, and the diamonds are. Ken, whose stutter gets worse under pressure, can’t seem to utter the two words “Cathcart Towers.”

Initially, the scene was a Monty Python-esque series of increasingly absurd stunts—Ken attempting to sing the words (which remains in the final film), Archie trying to feed a tissue through a typewriter, Ken writing in toothpaste on a window—but Cleese worried the scene, which arrives at the climax of the film, was overly long and dragging the plot down, and so deleted most of it.

9. ONE AUDIENCE MEMBER LAUGHED HIMSELF TO DEATH.

Ole Bentzen, a Belgian audience member, was so tickled by the scene in which Ken has French fries stuck up his nose, that he actually laughed himself to death. The scene reminded him of a similar experience at a family dinner, in which his family had shoved cauliflower up their noses to great comic effect. He began laughing so hard, his heart rate escalated dangerously, causing a fatal heart attack.

10. IT WAS NOMINATED FOR THREE OSCARS.

Comedy movies rarely fare well at the Oscars, but A Fish Called Wanda was an exception. The film was nominated for three awards: for Best Original Screenplay (for Cleese and Crichton), Best Director, and Best Supporting Actor for Kevin Kline, who took home the statuette.

11. IT WAS THE TOP VIDEO RENTAL OF 1989.

A Fish Called Wanda beat a number of higher-budget blockbuster movies, including Die Hard (1988) and Coming to America (1988), as well as the Oscar-winning Rain Man (1988), to become the top video rental of 1989. Its success was due, in part, to an advertising partnership with Cadbury Schweppes, which plastered grocery stores for weeks with ads for the film.

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