One day in 1989, something odd was happening in the thirtysomething offices. The female assistants kept disappearing. I’d walk into the bullpen and find it empty. One by one, women were making up excuses to visit the soundstage. It seems word had spread that a “dreamy” actor was working that day on an episode for the third season. His name was Brad Pitt; he had been cast as a day player with one line. In the episode, while confronting their diminished sex life, Hope and Michael come home early from an evening out to discover the babysitter in flagrante delicto with her boyfriend, played by Brad. His line, spoken when he looks up and sees the grown-ups standing there, is, “Hey . . .”

Apparently, it was enough to set hearts aflutter. I couldn’t have known then that Brad and I were fated to meet again.

thirtysomething ended, the enjoyable and disheartening experience that was Leaving Normal played out, and then I was in London to start constructing the House of Pain that was Shakespeare in Love. Returning from London after that first attempt at Shakespeare fell apart, tail between my legs, I moped around the now-ghostly thirtysomething offices, occasionally wandering down to the soundstages to watch our sets being torn down. After having observed a similar demolition of the Shakespeare sets, this was becoming an unhappy ritual. And so, when Stacy Snider—who had recently taken a job serving under Mike Medavoy at TriStar—called to resurrect Legends of the Fall, I couldn’t have been more grateful.

To do the rewrite on Bill Wittliff’s script, I turned to Susan Shilliday. It might be easier to create an unalloyed professional relationship uncluttered by the thorny dynamics of marriage, but my producing partner Marshall Herskovitz’s spouse loved Jim Harrison’s novella and we had developed a happy creative rapport when I would direct her writing on thirtysomething. Working together, we came up with a new outline that we hoped would address the problems of the earlier drafts. Eight short weeks later Susan handed in a masterful script. The key had been for us to re- imagine the story in the idiom of oral history. It is a story told by the Cree elder One Stab as he sits before a campfire, and in the vein of the great epic sagas of earlier times, his narrative hurtles forward from event to event, choosing behavior over psychological explanation. The script also returned to Jim’s original text in one crucial way; by using a rotating epistolary device, we learn of the characters’ inner lives not so much from their speeches as from their letters. When the studio read the new draft, the winds shifted dramatically and for the first time they began to talk about casting.

Medavoy was intent on getting Tom Cruise to play Tristan and had CAA send him the script. Cruise read it and invited me to come to Wyoming, where he was in the middle of filming Far and Away.

I flew into Casper, rented a car, and headed west. It’s always an awkward moment when one director visits another’s set. Everyone is nice and welcoming, but there’s the inevitable sidelong glance from a crew member, possibly someone who recognizes you, as if to say, What the hell is he doing here? But Ron Howard, whose reputation as the nicest man in Hollywood is deserved, greeted me warmly and we chatted, as directors invariably do, about actors. Ron is such a nice man I doubt he would have said anything critical even if he’d felt it, which he obviously didn’t. He corroborated what I had heard many times before; Tom Cruise was a director’s dream. As I was to learn in years to come, that is entirely true. It is also, however, a bit more complicated—but I’ll get around to that eventually. Tom came out of his trailer to greet me, as gracious and enthusiastic then as he will forever be.

“Do you ride?” he asked.
“Sure.”
“Then let’s go!”

Moments later I found myself galloping, no, check that, racing hell-bent-for-leather across the sagebrush-covered plains. The horses on the set of a western are famously fast, reliable, trained to respond to the slightest command—imagine a Ferrari with the suspension of a Cadillac. Nevertheless, as we hurtled across unfamiliar ground, one misstep into a gopher hole and I would have been catapulted into Idaho. I wondered if this was some kind of test, but it soon became apparent it wasn’t about me at all. Tom’s unbridled glee, his absolute absorption in the moment, was infectious. His need for speed was metabolic, as if only extreme motion could match the RPMS of his internal engine.

After an hour or so of riding, or in my case holding on for dear life, we retired to his trailer. The word doesn’t do it justice. Larger than certain apartments I’d lived in, complete with a Jacuzzi, a queen-size bed, and full kitchen, I tried to be nonchalant about the trailer and not gawk overtly as we chatted. We never got to talking about the Legends script—I quickly realized this was more of a meet-and-greet than a meeting—but Tom seemed interested in the few thoughts about the movie I slipped in and asked if we could meet again when he returned to L.A. in a couple of weeks. Leaving, I ran into Nicole Kidman and said a brief hello (we’d had lunch years before when she first arrived in L.A.), got back in my rental car, and headed for the airport. I was home in time for dinner with absolutely no way to gauge the level of Tom’s interest.

We met again a few weeks later. This time, Tom had some penetrating and helpful things to say about the script. But after an hour or so, he asked about Tristan’s ethics—to which I responded that he essentially had none, and that was at the heart of the character. It was then I realized he would never do the movie. I’m told his question had something to do with Scientology, but if it did it was the only time over the course of making movies together that it ever found its way into a creative conversation. In any case, Tom eventually demurred. We wouldn’t see each other again until ten years later when I directed him in The Last Samurai—which would be one of the most gratifying experiences of my career—but for now, my hunt for Tristan continued.

With Tom out of the picture, Medavoy’s enthusiasm quickly cooled. It turned positively cold when Robert Duvall, who had been interested, jumped ship to sign on to another movie. Lily Kilvert, our production designer, was called back from a preliminary scouting trip, and Pat Crowley, the line producer we’d hired to do a budget, was let go. With no cash flow and no cast, the movie was once again in limbo.

I never gave up hope on getting Legends made, however, and was always looking for the right actor to play Tristan. In the years since his fleeting appearance on thirtysomething, Brad Pitt’s career had gained traction. I made a point of following each thing he did and watched his craft grow from movie to movie. Yet even after starring in Robert Redford’s A River Runs Through It and his memorable shirtless appearance in Thelma & Louise—with special mention to Geena Davis’s $6,700 orgasm—I was still unable to persuade Medavoy that Brad could carry our movie. Nevertheless, I asked his agents if he’d like to meet. Sitting with him in my office only confirmed my instincts. It’s not enough that a movie star be handsome; good-looking actors are a dime a dozen. And it’s not just the way light and shadow plays on someone’s bone structure. It’s the unnamable thing behind their eyes suggesting a fascinating inner life, whether they have one or not, that somehow emanates. We don’t know what’s going on inside their heads, but we desperately want to, and often that’s enough. Brad also had a genuine passion for the script and a strong attraction to the character. Growing up in rural Missouri, he had known men like Tristan, he said. When he left the meeting, I felt I had found the right actor. I was more determined than ever to push it over the line.

In his years as a talent agent one of Medavoy’s clients had been Sir Anthony Hopkins. When I prevailed upon Medavoy to get a script to him, I couldn’t have known that the acclaimed classical actor from the National Theatre had always wanted to do a western. When I met him, he regaled me with imitations of the great cowboy stars of his childhood. He did a perfect Lee J. Cobb in How the West Was Won, a spot-on John Wayne in Red River, and a brilliant Jimmy Stewart in The Man Who Shot Liberty Valence. He could talk avidly about everything from John Ford’s Cavalry Trilogy to Sam Peckinpah’s The Wild Bunch. He insisted I call him “Tony” and committed to the movie. Medavoy at last had the international marquee name he needed to keep the foreign distributors happy. He gave Legends the green light. After fifteen years of dreaming about it, we were a go.

Marshall (who was producing with me) and I invited Jim Harrison to a celebratory dinner before we were to head up to Canada to begin prep. I would have other meals with Jim over the years—one a memorable feast at Babbo with more courses, more wine, and more iced vodka than a normal human should consume in a month—but this moment had special significance. It had been a long time coming for Jim and me both. We’d corresponded but never met; I knew he’d become blind in one eye in childhood, but I wasn’t prepared for his voice, oddly high-pitched for such a bear of a man—the phrase “high hilarity” comes to mind. He was a remarkable storyteller in person as well as on the page. He told us about his ancestors from the Upper Peninsula of Michigan, and the Union uniform that hung in the barn, worn by a relative who had been wounded at Gettysburg.

From the Archive: A Commanding Lead

He also described the origins of Legends of the Fall, about finding a trove of letters in an old chest of drawers in an attic, and that on reading them he had fallen into a deep sleep and the story had come to him in its entirety, that he had woken up and written it down for twelve hours without pausing to eat—which, for Jim, was perhaps the most remarkable part of the story. “Automatic writing like Coleridge and ‘Kubla Khan,’” he said, his laughter ringing through the restaurant, causing other diners to put down their forks and stare. I learned later that he had once written his own adaptation of the novella, but typically he was much too polite to bring it up. Jim was known for his generosity to other writers, some of whom he mentored throughout his life. He was also notably gracious about the departures of plot we had undertaken in our screenplay, even going out of his way to say, “A book is a book, and a movie is a movie.”

As we got closer to production, the budget began to climb. Medavoy, already edgy about its commercial prospects, became even more so. Only weeks before shooting he demanded we cut $2 million from below-the-line, an arbitrary and unreasonable request this close to our start date. After we told him it couldn’t be done, he persisted. When it reached a stalemate, he insisted that unless Brad and I give back half our fees, he would shut us down. I called Brad to see how he felt. Neither of us was making a killing on the movie, but like me Brad was so emotionally invested that he agreed. Our agents negotiated a caveat in our deals: should the movie do well at the box office, we would get paid double. It turned out to be one of the best bets either of us ever made.

We were only four weeks from shooting and still hadn’t found our Susannah. We read many wonderful actresses, but none of them had the combination of vivacity and sadness—in other words, manic depression—that foretold her tragic end. It was during one of these readings that Brad met Gwyneth Paltrow. Though she was too young for the part, there was more than movie chemistry in the room as they read. When I saw them together months later at our premiere, I wasn’t surprised.

Mary Colquhoun, our casting director, called as I was about to leave for location in Calgary. She urged me to see an HBO movie called Stalin, starring Robert Duvall and a relatively unknown actress named Julia Ormand. As always, Mary was right. I showed the movie to Brad, and he liked Julia too. That night we were on a red-eye to New York. Julia flew over from London to meet us in an empty warehouse for a hastily arranged screen test. John Toll, our DP, was unavailable but he prevailed upon his friend the magnificent Allen Daviau to shoot it. After Brad and Julia did the first scene, he and I exchanged a look; we had found her.

Days before shooting, we held a table read. Given the script’s dependence on narration and visuals, it didn’t play very well in the sterile conference room. I could see Brad’s growing discomfort as it went on. Hours afterward, his agent called the studio to say Brad wanted to quit. It fell to Marshall to talk Brad off the ledge. It was never mentioned again, but it was the first augury of the deeper springs of emotion roiling inside Brad. He seems easygoing at first, but he can be volatile when riled, as I was to be reminded more than once as shooting began and we took each other’s measure.

It was the wettest summer in Alberta history, which turned our beautiful location into a hellscape of mud that stalled five-ton trucks, ruined actors’ costumes, and played hell with our schedule. It also brought forth the most beautiful cloud-scudded skies and sunsets of heart-stopping beauty. Lily Kilvert, John Toll, and I had come up with an audacious plan. We would build a practical house on location in sight of the Rockies—a radical decision because it obliged us to travel much farther to get to the set. But the benefits far outweighed the cost. Every day we had the flexibility to move outside at will, to break a big scene in the middle, race out to shoot exteriors during magic hour or to capture an incoming storm or an awe-inspiring sunset, then return the next day to finish the scene we had interrupted. It’s exactly how John Ford shot his great westerns. The evening the three Ludlow brothers set off to war was shot over the course of three magic hours.

After only two weeks of shooting, we had our first disaster. The weekly cost report revealed an overage of a million dollars in costumes alone. We had run into terrible trouble sourcing the period costumes and racked up ungodly hours of overtime to have them made in England. Medavoy went ballistic; this amount of weekly overage, if continued, suggested a runaway production like Heaven’s Gate, the 1980 Michael Cimino western that had almost bankrupted United Artists. No matter how sincerely we assured him this was a onetime aberration, Medavoy decided he had had enough and issued an ultimatum. Cut ten pages from the script or he wouldn’t allow us to go to Jamaica at the end of production for the scenes depicting Tristan’s travels.

Those scenes were as essential to the movie as any dialogue, and I couldn’t countenance losing them. I enlisted Marshall in a devious scheme. I told him to wake Medavoy up the next morning at home at 5 a.m. L.A. time and tell him I was refusing to come out of my trailer, that those were my favorite scenes, and I was in there weeping and disconsolate. He was to say I had locked myself in and the cast and crew were standing around, listening to me sobbing. When Medavoy heard this, he panicked as I knew he would. He insisted that Marshall persuade me to go back to work by saying he would come to Calgary to figure things out. Somehow, magically, Marshall managed to get me back to work! When Medavoy showed up on location a week later, Marshall offered to take him out riding and explore the location, neglecting to mention the regular afternoon thunderstorm was coming in. When they straggled back to the set two hours later, Medavoy was a wreck, teeth chattering, clothes soaked and mud-splattered, his expensive Italian loafers ruined. He was driven back to his hotel, two hours away, and returned to L.A. the next morning without ever having his conversation with me. Tristan’s travels to Borneo, Africa, and Jamaica remain some of my favorite scenes in the movie.

While staying in an old-fashioned cattleman’s hotel in Calgary, I was given a room on the same floor as the actors on what was called the “concierge” level. I discovered this meant breakfast was served every morning in a little nook on the same floor, sparing the movie stars the humiliation of going down to the dining room and mingling with the real people. Sir Anthony Hopkins (“Call me Tony”) and I were always the first ones awake. We would sit quietly, respecting each other’s privacy as we prepared for the day’s work. Every now and then I would sneak a glance at his script and notice “N.A.R.” scribbled beside a scene. Finally, I got up the nerve to ask what it signified.

“Oh,” he chuckled. “No acting required.”

As the shoot continued, Brad’s anxiety about the movie never quite went away. Sometimes, no matter how experienced or sensitive you are as a director, things just aren’t working. You think the actor is being oppositional, while he finds you dictatorial. Some actors have problems with authority, but just as many directors are threatened when intelligent actors ask challenging questions that reveal their lack of preparation. Both are right and both are wrong.

There are all sorts of reasons an actor might pick a fight. Most likely he’s afraid. Insecurity manifests as arrogance and fear precipitates bad behavior—on the director’s part as well as the actor’s. Brad would get edgy whenever he was about to shoot a scene that required him to display deep emotion. It was here that his ideas about Tristan differed from mine. Brad had grown up with men who held their emotions in check; I believed the point of the novel was that a man’s life was the sum of his griefs. Steve Rosenblum had been complaining in dailies that he was having trouble cutting scenes where Brad’s stoicism appeared more blank than internal. I agreed. Yet the more I pushed Brad to reveal himself, the more he resisted. There’s a bright line between strong direction and dominance, especially when a male director is directing a male star. At times it risks becom- ing what a shrink and friend once called “an issue of phallic identity”—in other words, dick-measuring. A strong director working with a strong actor can be like two dancers who are both trying to lead. But such tension can also yield very good work. George Clooney and David O. Russell got into an intense altercation on Three Kings. Each claims the other started it. Was it worth it? It was a great movie.

So, I kept pushing and Brad pushed back. One afternoon I started giving him direction out loud in front of the crew—a stupid, shaming provocation—and Brad came back at me, also out loud, telling me to back off. The considered move would have been to tell the crew to take five and for the two of us to talk it out. But I was feeling bloody-minded, and not about to relent. I was angry at Brad for not trusting me to influence his performance. Also for the reluctance he’d shown after the first table read. Who knows, I might even have been acting out my own inability to be vulnerable. But Brad wasn’t about to give in without a fight. In his defense, I was pushing him to do something he felt was either wrong for the character, or more “emo” than he wanted to appear on-screen. I don’t know who yelled first, who swore, or who threw the first chair. Me, maybe? But when we looked up, the crew had disappeared. And this wasn’t the last time it happened. Eventually the crew grew accustomed to our dustups and would walk away and let us have it out. “We hate it when the parents fight,” said one.

Yet, after each blowup, we’d make up, and mean it. It was never personal. Brad is a forthright, straightforward person, fun to be with and capable of great joy. He was never anything less than fully committed to doing his best. I, on the other hand, am a movie director masquerading as a rational human being. I present myself as a mensch, a thoughtful, collegial guy who wants everybody’s opinion while in fact I am Ahab in a baseball cap. I want it done exactly as I asked and I want it now. Now, meaning before we lose the light, or the storm hits, or another plane passes overhead, or the studio shuts us down for going into overtime, now, because I’m only going to get to shoot this movie once, because this shot will most likely be in the movie and I’m going to have to look at it a thousand times in the cutting room and the previews and in the premiere and live with it for the rest of my life. Because in the insane intensity of this moment, it feels like my entire career depends on it, that I will have another flop and might never work again unless I get this take right.

Scratch the surface of any director worth his DGA card and you will find a roiling madman, his inner son of a bitch held tightly in check but capable of emerging at any moment like the monster bursting out of Kane’s chest in Alien. Some of us use self-effacing charm to hide the depth of our ambition, rage, and exalted self-regard. Some sublimate it by being passive-aggressive—like William Wyler sitting behind the camera and after each take only saying “Again,” or David Fincher making Jake Gyllenhaal walk through a doorway 67(?) times. Others, I’m told, are sadists for whom the opportunity to order hundreds of peo- ple to jump at their beck and call is a thrill bordering on the sexual. When my six-year-old daughter was asked in kindergarten what her father did for a living, she answered, “He yells at people.”

When all was said and done, the movie Brad and I made reflected the depth of our passion. Was it worth it? I’d have to say yes.

Directing an ensemble brings its unique challenges. In this case, the four leads came from as diverse a set of backgrounds and training as can be imagined. Henry Thomas, playing Samuel, the youngest of the Ludlow brothers, had grown up on film sets since starring in E.T. Brad had made his way from dressing up as the chicken mascot for an El Pollo Loco restaurant to this moment of stardom. Aidan Quinn, playing oldest brother Alfred, was a prized product of Chicago’s inde- pendent theater scene, while Tony Hopkins, playing the father, had emerged as one of Britain’s National Theatre’s many gifts to the movies. At times I felt like one of those interpreters at the UN who wear the headphones, except I was translat- ing English to English. Invariably, one actor needed multiple takes while another lost his spontaneity. Thus, the less well-trained actor gets the attention while the grown-ups are short-changed. Ludwig Erhard defined the art of compromise as dividing a cake so that everyone believes he’s gotten the largest piece. Directing an ensemble is like that.

Aiden’s role as Alfred could have turned out to be thankless. Instead, he found great dignity and heart in the character and proved himself a strong foil to Brad’s wildness. Aidan is the kind of actor whose manner is so easy and whose work is so consistently crisp and thoughtful that he was easily ignored by a director beset by crises everywhere. Without Aidan’s grounded ballast, Brad’s character would have had nothing to bump up against.

As we waited for the lights to go down for our first preview, Steve Rosenblum and I were confident we had a good movie. Then again, every movie is perfect. Until we show it, that is. The minute we do, it’s never quite as perfect as we thought. And it’s no longer ours. This is as it should be. A movie is made to be seen by the public. Still, the preview process is barbaric. Painful as it is, the audience always knows if something isn’t working, even if they can’t articulate why. My intentions don’t matter; the urgent question becomes: Can I see what they’re seeing? To make changes according to the idiocies of ten people in a focus group is folly, and the studio inevitably weaponizes test results and research to serve their own agenda. “Studio opinions,” a producer once instructed me, “are like assholes. Everybody has one and is one.”

Still, learning to interpret why the butts are shifting in their seats is a necessary skill; I can always tell when the first act is dragging, or the audience is confused about a plot point. I do wish I’d kept some of the outrageous preview cards written by audience members still sitting in their seats immediately after a test screening. After a showing of Trial by Fire in Phoenix, Arizona—an open-carry state where I watched in horror as audience members passed through a metal detector and were made to surrender guns, knives, and brass knuckles—one citizen-critic summed up his reaction to our movie about the death penalty this way: “All talk, no titty.”

In the second reel of our first Legends of the Fall preview, when Tristan and Susannah meet late at night in Ludlow’s study and kiss, we could hear the audience going south. It was as if they were all screaming, “Don’t do it, Brad . . . If you kiss your brother’s girlfriend, we’ll hate you for the rest of the movie!” Steve turned to me and said, “Oops.” We went back to the cutting room that night. By trimming no more than ten seconds, we utterly changed the audience’s attitude toward the protagonist. Once Tristan and Susannah are shown as being tempted to kiss but manage to restrain themselves, they keep the audience’s trust. It seemed to me more of a distinction than a difference, but when we previewed the following week with this as the only change, the audience’s embrace of the movie was unequivocal. The scores were through the roof. Ten weeks to do a first cut, ten seconds to do the final.

For the score, I worked with James Horner again. We talked a great deal about the atavistic nature of the film—the dark and bloody heart that Tristan cuts out of his brother and brings home; Tristan and Susannah’s love that’s both overwhelming and destructive, and the struggle of three brothers for their father’s blessing. We also talked about the melodies of the “old” place (Cornwall, England) from which the Ludlows had come; and the sounds of the “new” place (Montana), whose native rhythms and wildness had come to represent family and the ties that bind. All I can say is that somehow James managed to distill those lofty conversations into a score that is at once brooding and lush, redolent of both love and loss, and that touches that secret place of awe I had experienced only once before—on my first reading of Legends of the Fall.

When I showed Brad the final film, he wasn’t pleased. He felt I’d underplayed his character’s madness. I had in fact cut only a single shot from the scene where Tristan is raging with fever, screaming as the waves wash over him on the schooner. But it was a shot he dearly loved, and it would have been little enough to leave it in, and I should have. Apologies, Brad. He was also unhappy when People named him “Sexiest Man of the Year”—something for which I take neither credit nor blame.

Despite Brad’s reservations, expectations for the film built steadily in the lead-up to its release. There’s a mysterious phenomenon in Hollywood. Somehow, long before a movie is released, word begins to spread that it’s going to make a splash. A sound mixer tells his cousin who just happens to work for a PR firm, or someone’s assistant plays tennis with another assistant who works at Variety; but no matter how it happens, it’s as if there’s a mitochondrion under Wilshire Boulevard with tendrils spreading throughout the halls of the agencies and studios. Soon after our preview, I began to get weird calls. Would I mind if Warren Beatty came by the cutting room? He’s casting a new movie and has heard about Brad’s performance. Could Mel Gibson stop by? He’s directing his first movie (Braveheart) and wanted to see John Toll’s work. (Mel ended up hiring John, Steve Rosenblum, and James Horner—all three were nominated for Oscars; John won his second in a row.) There’s an unspoken code among directors, a kind of honor among thieves, that we make ourselves available to each other, and most important, we tell each other the truth.

“I know why you’re calling,” I said to Sydney Pollack. He had heard about Julia Ormand and was looking to cast the lead in his remake of a Billy Wilder movie. “She’s not Sabrina. She’s a fine actress but there’s a shadow side to her that comes through. That’s why I cast her as the suicidal Susannah. She’s just not Audrey Hepburn.”

He thanked me and cast her anyway. Let’s just say only Audrey Hepburn was Audrey Hepburn. Months later, when the studio asked me to do the “director’s commentary,” I asked if Brad would be doing one. They said he was considering it. I called Brad and suggested we do the commentary together. We decided to have dinner first. Afterward, we smoked a joint and talked for hours. We were so high we barely got to the recording session; if you listen closely, you can hear us giggling.

Later, walking to our cars, Brad sighed. “Man, I didn’t know what I was doing half the time on set.”

“Brad,” I said, “I don’t know what I’m doing most of the time on set.”

We hugged. It was a nice moment. We’ve never worked together again.

Adapted from HITS, FLOPS, AND OTHER ILLUSIONS: My Fortysomething Years in Hollywood by Ed Zwick. Copyright © 2024 by Edward Zwick. To be published by Gallery Books, an Imprint of Simon & Schuster, LLC