“Exhilarating” is how Ernest Lehman described the first day of rehearsal on July 6, 1965. It began with the Burtons’ chauffeur-driven, air-conditioned black Cadillac limousine pulling up to the Warner Brothers lot at ten a.m. Lehman—producer, diplomat, acting studio executive—was waiting there to greet them. Out of the back seat stepped Elizabeth Taylor, long black hair falling over her shoulders, wearing a printed silk dress and a finely woven straw sun hat, and then, Richard Burton in a white cardigan sweater. Elizabeth smiled and planted a polite kiss on Ernie’s cheek; Richard was more effusive and, to Ernie’s surprise, gave him a generous hug. As Lehman escorted them to their dressing rooms, Elizabeth mentioned that Natalie Wood had taken the trouble to call her the night before, thrilled to learn that Elizabeth would be occupying her former dressing room. To Lehman’s relief, the Burtons were “delighted with their diggings.” Elizabeth beamed at Lehman’s gift of white lilies of the valley with white roses and the three bottles of Dom Perignon. “Somebody knows what I like,” she said. After reading Ernie’s card, she “came over and gave me a little kiss,” he recorded in his journal, clearly besotted by the movie star’s attention. The Burtons’ entourage had preceded them and sat waiting in Richard’s dressing room: their agents, Hugh French and his son, Robin French; the press agent, John Springer; their personal dressers, Bob and Sally Wilson; and the costume designer, Irene Sharaff.

Elizabeth and Richard did not dawdle, as it was already ten thirty a.m. and Mike Nichols was expecting them on Stage Two. On the way over, Burton told Lehman how excited he was about the script. “I like it so much that it frightens me a little,” he confessed. “Before it’s all over,” Lehman later hammed to the Dictaphone, “Richard will get over both his liking it all that much and his fear too.”

Nichols had spent the previous evening doing critical homework— listening to the entire Broadway cast album of Who’s Afraid of Virginia Woolf ?, attuning himself to the rhythm of the language and the emotional tenor of the stage actors’ voices while parsing out the motivation of the characters scene by scene. Nichols, excited and trepidatious in equal measure, now stood there talking to George Segal, who had arrived from Europe late the night before and looked tired, if continental, in his olive gabardine suit. Sandy Dennis was standing with them, too, “in something pink.” She had been in high spirits when Lehman called her the night before and welcomed her to Los Angeles. She was happy with the house the studio had rented for her and grateful for the flowers and the champagne that Ernie had sent over. Already into her second glass of bubbly when he called, she confessed on the phone that she had taken a tranquilizer for the cross-country flight and given one each to her two dogs and her cat, turning the long trip with her domestic menagerie into a pleasant magic carpet ride. She had been looking at the Virginia Woolf script and declared to Ernie that it was going to be “the picture of the decade.”

There were warm welcomes all around on Stage Two. The close relationship between Nichols and the Burtons was evident immediately. Promptly, Nichols asked everyone to take a seat around the large table. Neatly laid out at every seat was a script, a pad, and pencils. Nichols greeted each actor by name, and then pointed to the two police officers stationed at both entrances, assuring the group that it was a closed set and there would be no interruptions from anyone who was not directly connected with the production—neither the snooping press, nor errant autograph seekers, nor fellow actors like Frank Sinatra or Marlene Dietrich dropping by to say hello.

“I realize we sound like an atom bomb project,” Lehman later told a reporter for the Saturday Evening Post. “But, otherwise, it would be a circus—we’re like the Beatles! This way we don’t embarrass Mike or render anyone nervous.” Burton, who was with Lehman at the time of the interview, chimed in, further explaining the rationale. “Edward Albee is well known, Mike Nichols is well known and wanted absolute protection, and Elizabeth and I are fairly well known—if we belch, they photograph it. So, we’re all for the present policy.”

Thus began the first read-through, with Taylor speaking Martha’s opening line—“Jesus H Christ.” For weeks, Lehman and Nichols had been fretting about the very phenomenon of Elizabeth Taylor, wondering if the imperatives of her fame would short-circuit her ability to mine the depths of her character. Until then, her talent had resided in her radiant beauty. Her beauty was her currency. Her preparation just to leave the house required the ritual construction of “Elizabeth Taylor” to present to the world—the splendor of her face, the mystique of her image, the myth that was larger than life—whether for the screen or for the public or just going about her daily life. She had become a performance, like Marilyn Monroe. She had come to expect the very aura of her beauty to elevate her above—and insulate her from— everyone else, despite her occasional wish to simply be her natural self among regular human beings. The studio had distributed an official list to all production personnel at Warner Brothers titled “How to Treat the Burtons.” Number ten on the list instructed employees not to address the Burtons unless they initiated a greeting first. “I had never seen people treated like that,” Segal later marveled about the level of reverence afforded them.

Yet all the world-famous glamour fell away that first morning of rehearsal as the four actors sat at the table on Stage Two reading their lines, each of them trying on their roles for the first time, fumbling around to establish their characters’ relationships with each other, while the script supervisor, Meta Rebner, interjected script directions as they went along. Lehman saw a more approachable Taylor seated there, closer to the woman Truman Capote depicted when he wrote about an encounter with her at an intimate luncheon in a socialite’s apartment in New York: “Her legs are too short for the torso, the head too bulky for the figure in toto; but the face, with those lilac eyes, is a prisoner’s dream, a secretary’s self- fantasy: unreal, unattainable, at the same time shy, overly vulnerable, very human, with the flicker of suspicion constantly flaring behind the lilac eyes.”

At one point, Mike and Ernie caught each other’s eye and nodded in approval—or was it relief—as Elizabeth read her lines with a semblance of her character, Martha, coming through. Later, Taylor would tell Nichols that it was the first time in her movie career she had ever read the lines of a screenplay while seated at a table, all at one sitting. In fact, in twenty years and almost three dozen movies, she had never once been asked to rehearse. She always prepped her lines with the director before each specific scene.

At noon, someone poured Bloody Marys all around, and everyone sipped their drinks as they continued the read-through. It would be an hour before they broke for lunch, when Ernie sat together with Elizabeth and Sandy. The two women embarrassed him by comparing their bellies. Elizabeth claimed that her soft belly was the permanent result of three caesarean births; Sandy disparaged her own belly, which, she declared, made her look like “a woman who’s been pregnant for twelve months.” Elizabeth took the moment to confront Lehman about the edict he and Mike had issued her while still in Europe to gain as much weight as she could for the role of Martha. She had “positively forced” herself to put butter on her morning croissants and to eat elaborate French dishes with cream sauces and to indulge herself with chocolate mousse and crème brûlée. Now she was at least ten pounds too heavy and blamed Lehman with a kind of mock annoyance. “I told her that I think she looks just right for the role of Martha,” Lehman wrote.

During one break, Elizabeth pulled Mike and Ernie aside to question the motivation of George, Burton’s character. While she thought it was an effective “‘gun in the drawer’ for him to say, ‘just don’t start in on the bit’” to Martha—about their imaginary child—she didn’t think it tracked with the ending, when George claims to have killed off their child precisely because Martha broke the rule by “starting in on the bit.” Lehman agreed with Elizabeth and acknowledged his own reservation about it while writing the screenplay. Afterward, Mike took Ernie aside and scolded him, telling him emphatically not to take sides with any member of the cast without talking to him first. Mike felt that the director and the producer had to be completely aligned in front of the actors. “I made what you might call a mistake,” Lehman reported in his journal, conceding that Nichols was probably right. “But it certainly does inhibit any expression I might have.”

The first day of rehearsal ended at four thirty, when Jack Warner arrived on the set to “ordain” the production. He greeted everyone and shook their hands. He “kissed Elizabeth about eight times, made her turn around as if she were a model, and told her she looked just great”—meaning that she was the right weight for Martha.

The Burtons had barely arrived when they were obligated to attend the gala premiere of The Sandpiper. Elizabeth had to leave rehearsal early on the second day to prepare for an official appearance as the star of the film. Before she left the studio, she had a fitting with Sydney Guilaroff for one of the gray “Martha” wigs. She came down to the set and asked what everyone thought. “The only trouble was that she looked ravishingly beautiful, even with the gray wig,” Lehman said, which left them in a quandary about how to age Elizabeth by fifteen years.

The task of muting Taylor’s glamour seemed impossible. At rehearsal the next day, Elizabeth was wearing a yellow linen dress, with a matching linen hat and matching high heels, her star power emanating whether she was even aware of it or not. Ernie, always sensitive to the way he was being treated, noted that Elizabeth waved to him once in the morning, but did not speak to him all day. “The only time she flashed me a look was when she was complaining to Mike Nichols that her contract stipulated that she did not have to report for work earlier than 10 AM.” Mike politely countered that her contract specifically required her to be there at nine a.m., and she turned to glare at Lehman. “I’m beginning to think that when she looks at me, she not only sees me as a producer, but as all the producers she has ever had in her long career,” he wrote.

By midweek, the good cheer was wearing off and the enormity of the work ahead loomed large for everyone. For Mike, who assumed the weight and the responsibility more than anyone else, it felt like a monumental undertaking.

In 1965, the growing influence of Albee’s voice was resonant in universities throughout the country. The Sandbox, The Zoo Story, and The American Dream were each presented in more productions that year than any individual Shakespeare play. His voice had struck a universal frequency. Virginia Woolf had been such a success on Broadway that in 1963 Newsweek—then a national arbiter of cultural importance and viability—had put Albee on the cover. By 1965, he was a Great American Playwright.

Nichols believed that Who’s Afraid of Virginia Woolf? was a large enough story to summon any number of interpretations. He recalled that Albee himself at one point said it was the story of the decline of the West. By staging an evening-long argument between an over-the-hill history professor and an ambitious young biology professor, Nichols thought, Albee was concluding that history is powerless. Mike described a husband and wife who keep peeling away the illusions by mercilessly telling each other the truth, and when the final layer is peeled away, “they love each other. They’re living the truth. They can take it.” For Nichols, the responsibility of rendering the play on film with this integrity of emotional truth and all the blood and guts, while also giving it popular appeal, felt like a high-wire balancing act that left him reeling.

Lehman, who strived to maintain his equanimity at all costs, worried more about being the target of Nichols’s displaced anxieties than he did about any other obstacle that might throw off the steady course of the production. When, on the morning of the fourth day, Mike said that he would prefer it if Ernie was not on set during rehearsal, Ernie didn’t fight him in the moment. But he reasoned to himself that, in order to cut the script by another twenty minutes, he had to sit in on rehearsals to hear the actors reading the lines. After lunch he paid a visit to Jack Warner, seeking his advice. “I don’t want to upset Mike if my presence on the set is distracting to him,” Ernie explained, “although I don’t know exactly why he doesn’t want me there.” Warner considered it an insult to Lehman. He said that the producer-screenwriter has every right to be on the set, whether the director likes it or not. Lehman thanked Warner for the clarity and assured him that he would remedy the issue himself.

Meanwhile, Warner took the moment with Lehman to bring up another problem. After looking over the script, Warner noted the “many, many words” that would not pass the industry censors’ tough decency bar. Warner had already been in touch with the Motion Picture Association of America, whose production code for obscene language and illicit behavior on-screen was strict and unforgiving. In response to the second Virginia Woolf screenplay Warner had sent to the MPAA, Geoffrey Shurlock, the director of the production code, wrote: “We note that it still contains a good deal of the profanity, the blunt sexual references, and the coarse and sometimes vulgar language which we noted in the original playscript when we first commented on it.”

Joseph I. Breen, Shurlock’s predecessor, and the original “censor,” set the tone of the production code—known as the “Hays Code” in honor of politico Will Hays, who established the rating system. Breen could be so strict in enforcing the code that, sometimes, the replaced language completely obscured the meaning of a scene. In 1951, he cautioned George Stevens about the dialogue in A Place in the Sun. In the script, Alice, played by Shelley Winters, visits her doctor. Her line had been: “Doctor, you’ve got to help me.” She was seeking an abortion, but the subject was so taboo that the line was changed to the more generic and anodyne “Somebody’s got to help me.”

The MPAA was not the only hurdle. The film had to pass the decency standards of the National Catholic Office for Motion Pictures (formerly the Legion of Decency), as well. Warner’s goal was to receive an A-4 rating for the film from the Catholic office, meaning that the film was “morally unobjectionable for adults, with reservations.” That would enable the film’s distribution in movie theater chains throughout the country.

Lehman confessed to Warner that after having several discussions with Nichols about the off-color language, Mike was “reluctant to shoot any protection shots or loop any words which might be slipped in later if the censors made us cut out what we had.” Nichols knew that the studio would err on the side of caution and opt for the protection coverage, but he refused to compromise the authenticity of the original play. “Why wouldn’t we want to protect ourselves?” Warner asked rhetorically, calling his secretary in on the spot to set up an official meeting with Ernie, Mike, the studio attorney, and the head of publicity to avert this “inevitable disaster.” Lehman left Warner’s office feeling a bit saner, as his sense of reality was confirmed, but, equally, with gnawing guilt for ratting out his comrade-in-arms. He did not want to alienate Nichols, whose power over him was his own private tyranny to bear. Still, he was not one to tolerate Nichols’s imperious demands for long.

The first week was not yet out when, after rehearsal, Mike found Ernie in his office, closed the door, and let down his guard. He was certain that Burton could play himself and seem very much like George; Dennis was splendid all day, and she could simply play herself and be right for Honey; and Segal could play himself and be an ideal Nick. But Elizabeth, he agonized, could not play herself and be anything remotely like Martha. He grumbled about the amount of work required to transform her into her character, and how carefully he had to tread around her. He knew it embarrassed Elizabeth to be told how to do her lines, yet he needed to convince her to keep lowering the pitch of her voice to make her a believable, willful, forty-eight-year-old Martha. What compounded the problem was that Taylor was so enthusiastic about the process of rehearsing, perhaps because it was still a novelty for her. What Lehman missed that day, according to Nichols, were the cracks in the “Dick and Liz” patina that surfaced at the table during the reading. Burton, acting like a drama coach and, at times, assuming a directorial tone, didn’t hesitate to upbraid Elizabeth as she read her lines. He admonished her about the pitch of her voice, or accused her of not understanding a transition, or berated her for misreading the emotion required to carry this or that line. “They had a real student-teacher relationship,” Segal later said, citing Burton’s penchant for being elegantly, if theatrically, pedantic. “He had her reciting e.e. cummings and Dylan Thomas.”

It was sometimes hard for the others in the room, including Nichols, to tell if they were witnessing the actors getting into character or simply watching the husband-and-wife dynamics of the Burtons’ real-life marriage. Burton could deride Taylor’s performance in front of the others to the point that she would storm out in tears. “It was very cathartic,” Elizabeth later said, philosophically. “We would get all our shouting and brawling out on the set and then go home and cuddle.” That might have been true some of the time, but, in fact, they fought both on and off the set. “Richard loses his temper with true enjoyment. It’s beautiful to watch,” she said on another occasion. “Our fights are delightful screaming matches, and Richard is rather like a small atom bomb going off.” This behavior predated Virginia Woolf. A friend remembered the couple returning to their hotel suite at the Regency in London a year or so after they met, “reverting to their favorite pastimes, fighting and having sex. Or having sex and fighting.” This friend described Taylor’s wrath as she stormed about “with smeared makeup, her voice loud and shrill.’”

By Friday of that first week, Elizabeth’s good behavior finally erupted into rage. She let the full force of her inner Martha out everywhere but in the actual read-through. As Lehman would often write in his journal, “her eyes flared” in anger more than a few times that day. First, after the premiere of The Sandpiper, the Burtons were disheartened enough about the film to call it a “pile of crap.” That Friday morning, reading one review that claimed Taylor had given the best performance of her career, she became livid and cursed the reviewer all day long, spewing his name and threatening to sue him for libel. At the same time, she lumped her agent, Hugh French, into her molten fury, threatening to fire him because he had failed to stipulate in her contract a ten a.m. starting time on the Virginia Woolf set.

After lunch, a new tantrum was brewing in anticipation of being fully “made up” as Martha for the first time. Elizabeth was scheduled for full hair and makeup before trying on the various dresses that Sharaff had assembled for Martha’s wardrobe. Taylor started complaining about her exhaustion from the rehearsals; then she was tired of being forced to lower her voice and to project from the diaphragm. Then, her resistance to being made up took a gothic turn as she tried to renegotiate Martha’s age. “Martha could just as easily be thirty-three years old,” she insinuated. Clearly, she was insecure about playing such a daunting character after feeling so degraded by the praise about her performance as a free-spirited bohemian artist in The Sand- piper, which she found ludicrous.

Nichols’s fears that her youth and celebrity would overshadow her ability to meet the challenge of playing Martha were coming true. She had never played someone as old, never mind someone so complex. She could not possibly know what Martha’s age felt like, what it was like to be seen as past one’s prime. Taylor did not have a clue about being anything less than otherworldly beautiful and could not imagine the day when her own beauty would fade. And yet she herself understood that her superstardom was a force at odds with her ambition to play a serious role like Martha.

No one indulged her wild delusion about playing Martha as a thirty-three-year-old. Reluctantly, she proceeded to the makeup department. After an hour, she was escorted in full makeup to her dressing room, where Guilaroff and Sharaff were waiting. They began to assemble Martha—first the wig and then the charcoal suede dress. When Lehman showed up, he acknowledged that the effect was remarkable: Elizabeth looked every bit like a frustrated, middle-aged, unhappy woman. Lehman observed that she had really been drinking too much, which added to her irritable behavior. She got angry that Mike wasn’t there yet; when he arrived, he saw her in the charcoal dress, then a black wool dress. At that moment, in full costume, cantankerous and disillusioned, she seemed to be channeling Martha herself, and Nichols and Lehman were delighted. Finally, one hurdle had been overcome. Still, Lehman ended his account of the day in his journal at a stoical remove. “Well, Who’s Afraid of Virginia Woolf ? is not exactly a happy picture,” he wrote at the end of week one. “And, with almost two weeks of rehearsal to go, we have a rather discontented bunch, and I suppose that includes everyone.”

During the second week, rehearsal moved from the table on Stage Two to the set of George and Martha’s house on Stage Eight. Nichols had them walk into the kitchen, and he showed them where he imagined Elizabeth to be standing, and where Richard should be seated. He acknowledged that his directions would change according to how everything looked through the camera during the actual shooting, but he felt that it was important for them to familiarize them- selves with the lines in the context of the set and the scenes. He believed that the actors should have something to do while delivering their lines, to ground them in believable reality.

At one point, while Mike was explaining to Elizabeth that Martha should look in the refrigerator for something to eat, Richard wandered into the living room and picked up a copy of the New York Times Magazine, which had been put there as one of the props on the coffee table. Ernie was standing there, and Richard showed him a photograph of the sculptor Alberto Giacometti. “I can’t believe a man with a face as beautiful as that could have been the great artist he is,” Richard said. Ernie wondered aloud why he would arrive at such a conclusion. “I believe all great art comes from people who are either ugly or have a terrible inferiority complex,” Burton said. “I know of no one who is beautiful and produces art.” He acknowledged that Laurence Olivier, for example, was a great artist and, also, beautiful, but then described the great Olivier’s terrible inferiority complex: he never liked to play a role unless he could put on something that would modify his looks. Lehman wasn’t sure what to make of the conversation, other than to think Burton was confessing his own insecurity, doubting his own greatness because of his rugged good looks. Or was he hinting that his wife was simply too beautiful ever to be Martha?

Adapted from Cocktails with George and Martha: Movies, Marriage, and the Making of Who’s Afraid of Virginia Woolf?, by Philip Gefter. Copyright © 2024 by Philip Gefter. Reprinted by permission of Bloomsbury Publishing.