Phil Joanou's career began with a phone call from no-one other than Steven Spielberg, and his over thirty years in film have included such triumphs as working with Spielberg on 3 O'CLOCK HIGH (1987) and his Amazing Stories TV series, the U2 concert movie/ documentary RATTLE AND HUM (1988), the New York gangster drama STATE OF GRACE (1990), which featured electric performances from Sean Penn, Gary Oldman, Robin Wright and Ed Harris, and his wonderful, underseen autobiographical drama ENTROPY (1999). He has worked on a variety of different projects over the years: the films FINAL ANALYSIS (1992), HEAVEN'S PRISONERS (1996), GRIDIRON GANG (2006) and his current release, the horror film THE VEIL (2016); promo videos with U2, Tom Waits, Bon Jovi and Mariah Carey; Chris Tucker's live TV special (2015); the PUNISHER short DIRTY LAUNDRY (2012), and TV episodes of Fallen Angels, Wild Palms and the documentary series Up. In the third of a four-part interview I spoke to Phil about making STATE OF GRACE and FINAL ANALYSIS, working with Ennio Morricone, and working on TV with his memorable Fallen Angels episode and the U.S. version of the Up documentary series. 

Phil on his early years and working with Spielberg. 
Phil on making U2 Rattle and Hum.
What was it like working with Ennio Morricone? 
I had always dreamt of working with Ennio Morricone. And after the U2 guys were not able to do the score for STATE OF GRACE, I went to Orion and asked them if they'd be open to it (knowing it would be a long shot), and they agreed that I could go after him. We approached his reps and he agreed to have me come over to Rome and show him the movie in his screening room. I had only done RATTLE AND HUM and 3 O'CLOCK HIGH, so to this day, I'm not really sure why he agreed ... but I was thrilled that he did!

My editor and I took the movie to his studio in Rome. We both walked in straight off the flight, with the film cans under our arms, and Ennio was waiting for us in the lobby with his translator. He took one look at me and said ''You can take the film upstairs to the projectionist – I will wait for the director to arrive. '' Apparently he thought I was a P.A. I will admit I didn't look much like a 'director' at the time, as you can see from photos from that era. Anyway, I explained that I was actually the director, and Ennio's face just dropped. Clearly no one had told him how old I was, which was 28. I think he immediately regretted he'd agreed to see a film made by a punk kid. But then he pulled himself together (in a very gracious way) and we went ahead and started the screening.

The thing was, I had temp-dubbed the film with a lot of U2 music and other tracks (Peter Gabriel, Mark Knopfler etc) that were modern sounding. As we started up the film and the music dropped in, Ennio turned to me, very distressed and (through the translator) asked why there was this modern music on the film. It ended up that he preferred to screen early cuts without any music on the track, but no-one had told us this. And not only that, he's clearly a 'classical composer' and couldn't understand why I would come to him if I wanted a modern rock 'n roll soundtrack. So here we are, sitting through a two and a half hour version of the film – with a ton of music in it – and he's miserable. I asked if he wanted to stop, but he just kind of gestured to continue. I was completely mortified as I could tell the screening was a disaster. He even stopped asking questions for translation on certain scenes. Once the film was over, he thanked us very nicely and said he would get back to us ... At this point, I just knew it wasn't going to happen.

We returned to the hotel, so disappointed. And then we got a call from his producer, and Ennio invited us to dinner at his favorite restaurant that night. We couldn't really figure out why he'd do that ... but of course we went. We had a very nice dinner, but he didn't mention the movie at all – not until the very end of the meal. And then he stood up, and made a toast: ''To STATE OF GRACE ... May we make beautiful music for your film!'' My jaw just dropped. At first I was just kind of confused, and I said ''You want to do the movie?'' He smiled ear-to-ear, and without translation said ''But of course! I loved it!'' Now here I was, the entire night, thinking he was just being polite, taking us out for a 'nice try' dinner. But he ended up really wanting to do it. He's a very mischievous man, it turns out. He was having a lot of fun watching us wonder what in the hell was going on all dinner long. We all had a good laugh about that. We discussed the movie late into the night. Lots of toasts and lots of laughs. 

I came back about a month later and went to his home, where he played me the main themes on his grand piano in his huge, marbled palazzo. It was amazing. He played me six different themes, and asked me which two or three I liked. They were all great, but I thought it might be interesting if we combined some and worked further on others. I could tell he was kind of taken aback – thinking I was just going to pick (as he had suggested) the ones I liked. But then the shock drained from his face, he smiled and I could tell he started respecting me that day because I had a real idea of what I wanted – not just for picking themes, but for creating music that I really felt fit the film. He loved that I wanted to get into it and work with him on the mood and tone of the music. I know that sounds tremendously arrogant – what on Earth was I doing 'collaborating' with Ennio Morricone? But when you live with a film for more than a year you really get to know its personality, its character, and in an odd way, you know what it would sound like and what it wouldn't. Anyway, we worked for a couple of weeks together and had a fantastic time. He's a ton of fun and very, very funny. Very passionate, as you could imagine. And I'm a pretty enthusiastic guy so we really got along. 

After that I went away and he wrote the score. When I returned, we went into his studio and he played me tracks. We did some more work together and then we scored. He brought in his incredible orchestra and there I was in Rome, my film running on the big screen, Ennio Morricone conducting. The first cue was the opening credits. He tapped his baton, the film ran, and up came that lonely oboe. I'll admit, tears came to my eyes. I was working with a living, breathing master and I felt this work was Ennio at the top of his game. It is an experience I will never, ever forget.
One of your most underrated talents is getting career-best worthy performances from very intense actors like Gary Oldman, Sean Penn, Ed Harris and Alec Baldwin – actors whose reputations and fieriness might scare some filmmakers. To what do you attribute that?
At the time, I think they thought I was as crazy as they were. I love what I do so much that I'm willing to go as far as it takes in an attempt to get it right. I am so ready and open for any kind of questions or ideas or concerns. The actors can be ''This is awesome. Let's do it!'' or ''I fucking hate this. I don't wanna do it.'' It can be ''I want to do another take'' or ''I don't want to do another take.'' I'm open to all of it. I think for a lot of directors, directing is about control, and the mistake that they make with really strong actors is that they try to put handcuffs on them, which just makes them resist. They're not going to deliver their best work that way. But they will give you amazing things if you if you open the door to the barn and say ''Go ahead, run wild. '' And then, I'm even willing to say ... ''No. I meant go WILD. Is that WILD? I want to see you fucking GO.'' Next minute the actors are ripping chairs apart and throwing them through windows. They're going crazy. And that's what I wanted, and got on STATE OF GRACE, and the same was true of Alec in HEAVEN'S PRISONERS. These guys love that sense that you're totally there to support them and let them do their thing, that you're there to push them, but that you know when to shut up when they just want to do their thing without being pushed. I think that's what they respond to with me. In fact the harder and tougher actors come, the easier it is for me to get along with them. I have always thought that the reputation that those actors you mentioned (and others) for being 'tough' is simply their passion and commitment to their craft and to the project. That scares a lot of people because they feel that the whole thing is going to turn into anarchy. But these actors, and U2, taught me to embrace the anarchy. When Bono said fuck the film when we were shooting RATTLE AND HUM, it was the right idea. It just wasn't technically doable because of the way we had staged the show. But spontaneity and really going for it is always the right idea. That rock n roll attitude of ''We know what we are going to do but let's see what else could happen'' is antithetical to a lot of people when it comes to the filmmaking process.

On STATE OF GRACE, were the relationships between the characters duplicated between the actors when they were offscreen too?
With Sean and Robin, absolutely. They met and fell in love during the movie and it was a very tumultuous thing. It was so funny because often it would mimic whatever the scenes were. So on the days when they were supposed to be in love and charming with each other in the movie, they'd often be the same offscreen, and on the days when we were shooting Robin finding out Sean was a cop, they'd be arguing offscreen too, yelling in the hallway about God knows what. It was very intense, but then I'd interrupt and say ''Let's go'', and they'd come roaring into the scene and it would be fantastic. Gary would go home in his clothes from the movie and come back the next day wearing them. He was sleeping, eating and breathing that character. About a decade after the movie came out I was in a dentist's office reading an interview with Ed Harris and he was asked what the hardest character for him was to shake off after the movie was over. He answered ''My character in STATE OF GRACE.'' I had no idea. He went on to talk about how into their roles all the actors got on the film. It was interesting because what you usually do on movies to save money is that if you have someone like Ed Harris for four weeks of a twelve week shoot, you'll do all his scenes first and then he'll leave. But on STATE OF GRACE, everybody stayed the entire time. We shot the film for real in practical locations, and on the streets of New York, and the cast just ate it up. It was total mayhem and a hell of a lot of fun. Best summer of my career by far.

Were you actually scared at any time?
Yeah, I was scared quite a few times but I would never let it show. A chair would go through a window or someone cut themselves or broke their fingers because someone had twisted it in a fight scene. Sean accidentally broke a guy's nose. People were flipping out. I just went with it. Fake guns and knives were flying around. Ed Harris was trying to scare John C. Reilly by pulling out a real knife when he was supposed to be stabbing him with a rubber fake one. John got upset – it wasn't safe and he thought Ed was really going to stab him, which was the idea in the scene. Of course I called ''Cut!'' once I saw the real knife, and I kept taking it away from Ed, but then he would come up with another knife. At one point he had a meat cleaver, which to this day I have no idea where he got. I'd say ''Now Ed, we can't use a meat cleaver on John.'' I would very calmly take the meat cleaver from him and give him back the rubber knife. Inside I was thinking ''Oh, God, he's gonna chop John C. Reilly's head off''', but on the outside I had to look like it was no big deal. In the end, the scene where Ed slashes John's throat turned out great because there was so much tension in the air that night.

What films did you look at when preparing the end shoot-out?
I was inspired by THE WILD BUNCH (1969), the cross-cut ending of THE GODFATHER (1972) and the staircase scene from Brian De Palma's THE UNTOUCHABLES (1987). I really studied those scenes. I even brought footage of THE WILD BUNCH to the set so the effects guys could see how I wanted the blood to fly. It's like a Western. It's the showdown you've been waiting for between these two guys. The minute Sean and Ed meet in the film, you knew it was coming. A lot of it is how great the actors were more than anything else. You just want to see them go at it. John Ford said 90% of directing is casting. I think he's right.

Sean Penn asked to bring David Rabe on to do rewrites. What did you think his rewrites brought to the movie?
David made a tremendous contribution to that movie. It really was unfair that he didn't receive a screen credit, but it is very difficult to rewrite an original screenplay and get credit. You really have to reinvent the script in order to get credit. He rewrote a lot of the dialogue, including Sean's 'state of grace' monologue. He created new scenes as well. While the structure of the movie was basically already there, David influenced every single aspect of the movie. The original writer, Dennis McIntyre, was a great writer and completely deserves the credit he received, but I think they both contributed greatly to the movie and David should have been up there too. David and I had a great relationship. I would go to his home in Mount Kisko and work with him on the script ... and just to be sitting in the room with such an incredibly accomplished playwright was unbelievable. It was another of those 'How did I get here?' situations. And what makes it even stranger is, cut to 25 years later, and his daughter Lily Rabe is one of the stars of my new film, THE VEIL.

How did you get involved with directing the American version of the TV documentary series, Up?
When I had completed RATTLE AND HUM, Michael Apted, the director of the British Up series, called me up and asked me to come in for a meeting. I had no idea that he was about to offer me the chance to do Age 7 in America. Naturally, I jumped at the opportunity. I had seen all the original episodes and was a huge fan of the series. It's brilliant. I couldn't believe I was getting the shot to do the American version.

What did you enjoy the most about the experience?
It was so amazing going around the country and really getting to know the kids from all these different backgrounds. Each kid had such a unique perspective on the world, and you could immediately see how their educational opportunities, financial situation, home life and geographical location had all contributed so dramatically to who they were. I so loved interviewing the kids and filming their world, just from a life-experience perspective , it was a one-of-a-kind thing. The kids were so open and honest and trusting with me.

In what ways did the series develop your filmmaking skills?
From a filmmaking perspective what I loved the most was that documentary filmmaking is so pure. You're not trying to impose a point-of-view on the filmmaking in any way, which is just the opposite of feature filmmaking. It's your job to try and capture 'reality' as closely and honestly as you can (even though that's impossible as once you turn on a camera and point it at someone, it changes the 'reality'). You have to keep your eyes and ears open at all times, looking for those moments that represent the people and the situations you're documenting. And what was so different was that in all my narrative work, I'd tried to be as 'controlled' as possible. But in a documentary, you just have to let go of that and be open to whatever is happening and then find the story that comes to you. Going through that process really opened me up as a filmmaker and I found myself less rigid in my feature filmmaking after Age 7 in America.

How were you personally affected when you returned seven years later to document the kids in 14 Up in America?
I was blown away by how the kids had developed. Each of them had grown and changed so much, but at the same time, they were still the very essence of who they were at age 7. this had also been the case in the original British show. Mostly, who they were now were just more enhanced and complicated versions of their 7 year old selves. I was able to bond with them as people much more deeply once they were 14, and some of those relationships last to this day.

Why did you not direct Age 21 in America?
Unfortunately, when it came along, I was on GRIDIRON GANG and they didn't want to wait six months for me to be available. They had their reasons I suppose. So they went with another director (Christopher Dillon Quinn). I'll admit I was very, very disappointed not to be able to do it. I felt like we had all made a commitment to see the project through together (like the BBC had done with Michael Apted) but it turned out it was not to be. The first show won a Peabody and the second one was a huge success. So it was really weird. I know a lot of the kids were disappointed I wasn't there too. 21 Up in America was never released in the US, and in the end the whole thing ground to a halt as they didn't even go back for the most important year – age 28 – which should have come out in 2013. It amazes me because 28 Up was the installment that became extremely famous for Michael, and it seems to me that they would have jumped at the chance to at least get the American version to 28. But they chose not to, and to this day, I don't know why. 
What were the main problems you had making FINAL ANALYSIS?
I had a great relationship on the film with the producer Chuck Roven, who now does all the Batman movies. He's a great producer. Richard Gere was a co-producer on the movie. The movie was the second most expensive movie of the year for Warners, after BATMAN RETURNS (1992). Richard was coming off PRETTY WOMAN (1990), and couldn't have been any bigger. Although Richard and I got along, we just saw two different films. That was the first time in my career where I ran up against somebody who didn't share my vision for what we were trying to do. It wasn't like north/ south. It was more a matter of tone. We didn't battle during the shoot, but in post-production there were a lot of arguments about how the edit should go, and it just made for an unpleasant experience for both of us. We were both unhappy. It was a disappointing experience because we had a pretty good script and we had something that could have been better than it turned out. Several times during pre-production I had asked to be released from the film because it was Richard's project and I didn't want to stand in the way. He had seen STATE OF GRACE and brought me onboard. But Warners wouldn't let me off it so I ended up trying to make the best of it.

What were the diferences in how you saw the film?
I liked the script and I wanted to make a darker Billy Wilder/Hitchcockian thriller, kind of DOUBLE INDEMNITY (1944) meets VERTIGO (1958), whereas I think he wanted to make more of a brooding romance piece, particularly after the success of PRETTY WOMAN. So you have scenes in the movie with him and Kim Basinger that are romantic and kind of fluffy, when I wanted to do something more sinister and noir. You can see a clash of tones in the movie in that in some places the film can't decide what it wants to be. I think it's 80% there, but the other 20% fights itself. That's where you see the more romantic stuff like the love scene on the stairwell in the lighthouse. I don't know what that scene was about. I was shooting it and saying to everybody ''What is this? I don't get it'', which is obviously not good. And of course that was the image that they used for the poster! I had been so supported by everybody on my previous films and been allowed to be very open and really guide the film in a way I saw fit. But in this case I had to 'go with the flow' and it didn't sit well with me at all. In all fairness I was immature and not ready for the clash of titans that was fighting with big players like Warner Brothers and a major star who was also co-producing and had all the real power. I had been protected at Universal by Sid Sheinberg and by Steven on my first film, I had been off with a band that trusted and believed in me, and then I was protected and supported at Orion on STATE OF GRACE. Then the real world of Hollywood came down and slapped me around pretty good. Frankly, I didn't have the emotional toughness to take those hits and get back on my feet. I was pretty upset about it all and that didn't help the movie either. I'm just as guilty of it not working as anybody.

Is taking a genre and putting your own spin on it something you particularly enjoy?
Absolutely. What was disappointing about something like FINAL ANALYSIS was that I wanted to take old-school noir and apply it to the 90s. To some degree BASIC INSTINCT (1992) did exactly that, but that film was way more sexually driven. I wanted Richard's character to be a complete anti-hero. Heres this shrink who sleeps with his patient's sister. Its completely unethical. Its like DOUBLE INDEMNITY (1944), and he gets himself into a dangerous situation and almost gets himself sent to jail for murder. It's a story of hubris. But in the end what I wanted to do didn't get to play itself out because it made Richard's character unlikeable. The irony is that whenever Richard plays flawed or villainous characters like in AMERICAN GIGOLO (1980), INTERNAL AFFAIRS (1990) or ARBITRAGE (2012), he's fantastic. And that's one of the reasons why I wanted to do it with him. I thought we were making a movie like INTERNAL AFFAIRS (but with a shrink), and I was excited to work with him. The idea was that Richard's character was going to get what's coming to him. But that's not the movie we made. Instead we have a character trying hard to do the right thing – even though he's not.

Why was Gary Oldman cut out of the film?
He did five days on the movie and did several scenes with Richard. He played a mental patient client of Gere's. He was so fantastic in the movie that when we showed the film to an audience they wanted to see a lot more of him. It threw the whole movie out of whack. His role was just meant to be an off-beat supporting character, but audiences were pissed off that he drifted out of the story and they didn't find out what happened to him. Gary had exploded and everybody wanted to see more of him onscreen, so I had to say to him ''Gary, I'm sorry, but we're going to have to cut you out of the movie. You're too good.'' He and I actually had a good laugh about it. I wish I had kept those scenes becaause they were great. He was so funny in them. He played a character who thought he was from another planet. You can only imagine what he did with that.

Was it fun to reunite with Gary again on Dead End for Delilah, the opening episode you directed for the TV anthology series Fallen Angels?
Yes, I did that before HEAVEN'S PRISONERS. We shot it in five days. Scott Frank did a great job on the script. Sydney Pollack's company produced it. It was a lot of fun. Gary is really strong in that. We had a really great collaboration going at the time. It's not on DVD, but you can see it on my website.

By comparison, you were asked to direct the last episode of Oliver Stone's TV series. Wild Palms. How was that experience? Did you feel pressure having the responsibility of directing the finale?
Wild Palms was indeed a wild one. I was living in New York at the time and I got a call out of the blue (as it always seems to happen) from Oliver Stone. He told me about the show and asked if I'd do the final episode. They'd already started shooting the series, but they hadn't landed on who they wanted for the climax. I read the script, but it made no sense to me at all so I asked them to send me the other episodes so I'd know what the hell was going on. Once I saw them, I understood them (a little) better. It was such an insane story, but it was fun to do. The cast was fantastic, but just getting to work with Angie Dickinson was a dream come true. People don't realise the incredible career she had – starring opposite Brando, working with John Wayne and Howard Hawks, Don Siegel, Arthur Penn, Sydney Pollack, Brian De Palma ... not to mention her iconic work in television. She was fantastic. In the end, I didn't feel a lot of pressure being the director on the last episode because the whole thing was so crazy I had no idea if it would work! But it was really well received and I was glad I did it.

Does doing TV episodes like these sharpen up your storytelling instincts?
Oh, no question. It keeps you fresh, and to the point because you have to keep it tight and keep it moving. That's a really, really useful skill. 

I spoke to Phil by telephone on 26th January 2016 and would like to thank him for his time. 

Take a look at Phil's website, where you can watch some of his films, TV episodes and promo videos.  

All photos are the copyright of Phil Joanou and cannot be reproduced without permission. 

Interview by Paul Rowlands. Copyright © Paul Rowlands, 2016. All rights reserved.

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