[lounge music] ♪ ♪ ♪ ♪ [Narrator] "On Story" is brought to you in part by the Alice Kleberg Reynolds Foundation, a Texas family providing innovative funding since 1979.

"On Story" is also brought to you in part by the Bogle Family Vineyards, six generation farmers and third generation winemakers based in Clarksburg, California.

Makers of sustainably grown wines that are a reflection of the their family values since 1968.

[waves] [kids screaming] [wind] [witch cackling] [sirens wail] [gunshots] [dripping] [suspenseful music] [telegraph beeping, typing] [piano gliss] From Austin Film Festival, this is "On Story," a look inside the creative process from today's leading writers, creators and filmmakers.

I'm your host, Barbara Morgan.

This week's "On Story," prolific producer Lauren Shuler Donner shares her experience launching storied franchises and iconic films.

- I showed "X-Men" to Bill Mechanic, who was still head of the studio and Bill said the third act doesn't work.

And as he said it, it hit me.

It's funny, sometimes, you don't ever know until somebody else points it out to you.

He was right, and I knew why, because it wasn't personal.

Because to the audience, those were nameless, faceless people that this wave of the virus was gonna go on to, and we needed to make it personal.

[paper crumples] [typing] [carriage returns, ding] [Barbara] This week on "On Story," producer Lauren Shuler Donner shares her experiences shaping legendary films.

Donner details launching the storied "X-Men" franchise, standing up for her story convictions and producing the beloved family film "Free Willy."

[typewriter dings] - I'll tell you what my very first movie was.

It was "Mr.

Mom," and that was because... [audience clapping] Thank you.

I liked it too.

Good old John Hughes.

So, I read, John Hughes wrote for "The National Lampoon."

I read an article of his and I thought it was really funny.

I was able to get ahold of John Hughes.

We bonded because John is from Chicago and I'm from Cleveland, and both of our fathers had troubles in business and we kind of really bonded on the phone.

I asked him, I pitched a project to him, he didn't wanna do it, he was working on something else.

Asked me to come onto that.

And we used to talk every day.

And at night, the guy never slept.

And one night, he's telling me about his taking care of the house.

His wife had gone to Arizona.

He was in charge of the two boys and the house.

And I swear, he had never done a domestic anything in his life.

He had three sisters.

He must have married Nancy, his wife, right after college because he was an idiot.

Not in the world, but in life.

And so, you know, he had me in stitches.

And so he said, you know, "I have like, 80 pages in a drawer called 'Mr.

Mom.'

Would you read it?"

I loved it.

I absolutely loved it.

Gave him some notes.

In a week, he had a full draft.

He came out of advertising.

That's why he wrote so fast.

And during that time, I had a project at Warner Brothers.

The executive who I was working with gave me a script as a writing sample and it was called "Ladyhawke" and it was written by a guy named Ed Khmara.

And I read it and I went, "Oh, I wanna make this movie.

I'll get somebody else to write my other project."

And very, very long story, I was eventually able to convince Richard Donner to direct it.

And it took a long time to get it made.

Meantime, "Mr.

Mom" went, and then finally, finally we made "Ladyhawke."

- That's a really great kismet story that these two things happened to happen, or three things happened at the same time.

These two really awesome films, two on my favorite list and Richard Donner, so keep going.

- All right, so then after "Ladyhawke," I came back and Joel Schumacher, you remember him, he approached me.

He had a script called "St. Elmo's Fire" and he asked if I would produce it.

And then John Hughes came knocking and said, "I have a script called 'Pretty in Pink.'"

And I did "Pretty in Pink" and then that was pretty much on my way.

I had established myself as a successful producer and I just did a ton of movies after that.

[typewriter ding] - "Mr.

Mom" was the one I was gonna start with because that, to me, is one of the almost perfect comedies.

- It was John and I, we were young.

We, mean, we developed it on the phone.

He would fax you pages all hours of...

I'm telling you, the man never slept.

24/7, you had a change, two seconds later, it was, you know, it was done and done well.

With John, the general concept was terrific.

Everything was terrific, but there was too many neighbors involved and kind of got rid of that a little bit.

I remember we had discussions about Terry's job.

I'm not sure if the wife was working at that point.

Maybe we were just noodling around.

[sports announcer speaking] [group cheering] - Butler, you're a sportsman.

I was kind of counting on you to take part in this.

You know, spouses are eligible.

- Yeah, I don't know.

- Oh, come on.

Nobody takes it seriously.

It's just good clean fun.

- I know, Ron, normally I'd say yeah, but I'll tell you, we gotta get over to see Carolyn's Aunt Emily, she's... - Sick.

- Dying.

- Dead.

- Well, why don't you stick around for a few minutes anyway and you can watch with the rest of the wives.

I'm sorry, I mean families.

- Tell you what, boys, run down to the car and get Dad's sweatpants and shoes and stuff out.

- Hey, all right.

- I'll stick around for a while.

[typewriter ding] - So, "Free Willy" was written by a guy named Keith Walker.

He was an actor on "Goonies."

And he gave the script to... Dick had a woman, a producer, Jennie Lew Tugend and it was about a kid who was a mute and maybe deaf, I'm not sure, but he lived with nuns and it was all very sweet until he let Willy go at the end and he said his first word, "Willy," which was really too saccharine.

And Dick had a hard time, and one day, he just sort of threw it across the room at me and said, "Here, fix this."

And so I read it and I said, "It's boring.

You have to make this kid interesting.

Let's make him a bad kid.

Let's make him a bad kid who was in and out of juvenile hall.

Let's make it a bad whale.

Let's make it Free Willy a bad whale.

It was like causing all kinds of trouble at the park."

So now we have a bad kid and a bad whale.

I'm interested, right?

[laughing] [Woman] These are not the circumstances you described to me when I signed on.

[Man] You're a professional, right?

So make it work.

[dramatic music] Kyle's given me a line and I am not going cross it.

[Woman] This is not about crossing lines.

- Which words don't you understand?

Look, whales bring in customers.

[whale calling] Then we can spend some money on it.

But since he's not, you're just gonna have to make do with what you've got.

Easy Willie.

Easy son.

- Untie those back lines!

[dramatic music] - Randall, what happened?

[Randall] I don't know.

The net came loose.

[whale blows] [dramatic music] - So now we're casting and actors are coming in for the role of the father.

And Michael Matson comes in, he was in "Pulp Fiction" or "Reservoir... What?

[woman] "Reservoir Dogs."

"Reservoir Dogs."

Thank you.

And I go, that's it.

Bad kid, bad whale, bad dad.

[laughs] I love it.

Now we had a movie.

[typewriter ding] - Let's move to a few others.

Get pulled into "Dave" from an early point so that you're actually developing that story.

And clearly, it's a movie you love and working with Ivan Reitman and Gary Ross.

I mean that's kind of a dream team.

And he said that this idea, he thought it was ridiculous, but he was happy that you were interested in it.

But so you guys went forward and made a movie that, even though it has something that was really kind of risky about whether it would work or not, right?

Like he looked that much like the president, but it did work, right?

And it was a very popular film.

So I'd love to hear the way you guys started working on that together and what you all each brought to it.

- I asked Ivan to shake it up a bit, to change his crew.

He made this, I love "Twins," I love "Ghostbusters," I love his movies, but I wanted to make it different.

I mean, the only way that "Dave" could work is if you base it as much in reality as possible.

If you made it silly, you would never buy that this guy passed as a president.

And one of the ways that we based it in reality was that we brought in real pundits, real journalists, you know, real... Not taste-makers, but in essence, real news people.

The only time we ever broke that, and we didn't break it, was having Oliver Stone be the only one who thought, "Wait a minute, that's not the president."

[laughs] - I want to take a look at Bill Mitchell's proposal to see how he intends to pay for it.

- It's a little bit like the program I presented when I ran for president four years ago.

- Has the president taken leave of his faculty?

I ask you, Helena Cliff.

- This is the definition of modern leadership.

You set out a BOGO and you don't say how you're going to get there.

- They tried this in Russia and they wrecked the damn country.

I wonder if the communists have got a hold of him.

- If you look at a photograph of Bill Mitchell taken before the stroke and one right after, you will see is a distinct differences.

- Are you saying this is a conspiracy?

- Yes, I am saying this is a conspiracy.

- Do you think you're a little paranoid, Oliver?

- No, have you compared the photographs?

- Oliver.

- Larry.

- Oliver?

- As long as you're on the same team, as long as you want what's best for the movie, and you keep that in the forefront of your mind all the time, what's best for the movie?

It's pure and you can fight on a equal playing field.

And that's how we would do it.

- Do you feel like that's your primary job as the producer?

- Yes.

- Is to make sure that everything feeds what is the ultimate.

- Yes.

- And so how do you... - Yes, and by the way, that's difficult because the studio these days wants you to be there as a producer, wants you to be their partner and do their bidding.

And the director, when I started, I used to partner with the director and try to get their vision to the screen until I started working with a director or two that I didn't agree with them.

And then I learned my name was on the screen too.

And I had to just trust my gut.

And I'm willing to be wrong.

And I'm willing to be in a room with the director and the writer that I respect to weigh it out and see what it needs to be.

- I'm gonna go back to "Ladyhawke" 'cause when it came out, it was an incredible film.

But that film, you know, that's a risky film.

What a crazy concept.

They're never, almost ever in the film together.

- You could never make that today.

It is a risky film.

And with that, I'll tell you, we sold it to, well, Warners and Warners split it with Fox.

I think one of them distributed it domestically and the other distributed it in foreign.

And that's a lot of times what you do.

I mean, if you go to set up your film, it's too expensive.

First of all, try to get the budget down, and then second of all, you maybe bring in some financing and if you can lower their risk, that always helps.

But we just plowed ahead and made the movie we believed in.

- I asked her if I was dreaming, she said I was.

- Mm.

- I'm not insane.

You must believe me when I tell you these things.

- No, I believe you.

I believe in dreams.

- I see.

- This lady, did she perhaps have a name?

- Not that she mentioned.

Why?

- Well, she might wander into my dreams.

Wouldn't it be nice if I could call her by name and pretend we met before?

[dramatic music] [typewriter ding] - I wanna get to "X-Men" just because it's a franchise.

- There was a lot of development on this.

You know, Fox didn't know what they had.

They-hey did when they bought it, Bill Mechanic bought it, but by the time it came around to the second one, they made the second one 'cause the first one was such a big hit.

But except for Bill Mechanic who bought it, these guys hadn't read a comic book.

They didn't know.

I would bring Kevin in a meeting with me or Avi Arad who ran Marvel and the head of the studio was like, "Get them outta here.

What do we need them for?"

Because they were Marvel, you know?

Kevin wasn't Marvel.

Kevin was with me.

- So in that film, you're breaking new ground in many ways, right?

I mean, obviously Superman and Batman had been around in various forms, but you're definitely breaking new ground and you are developing that from the start.

And you're having to really think about, without the knowledge that Marvel is gonna become this 800-pound gorilla, that you actually... How will the audience accept this?

And obviously, Brian Singer wrote that or was involved in that first, in the first one.

At what point did you get all this team together and what were the ups and downs of trying to get the right people into the project?

- It was really hard.

We had to build the world.

We had to explain who the X-Men were, who the Brotherhood of Mutants were, why they had powers, what the world thought of them, what Xavier's School for the Gifted was, and each character, and move forward with the story the whole time.

And we were writing up to the end, to the very end, which is not the way, right way to make a movie, but unfortunately, that's how we had... And keep it down to a budget.

So, you know, actually when I looked at it last night and I thought, "Wow, that was a lot of bang for your buck," because we only had $90 million to make that movie.

- That's nothing today.

- Yeah, you're not kidding.

So it was hard.

It was really, really hard.

And have a love story in it and focus on the characters, which is really the reason any movie does well is because there are good characters in it.

- You running again?

- No, not really.

There some things to take care of up north.

[dramatic music] - I kinda like it.

[dramatic music] I don't want you to go.

[dramatic music] ♪ ♪ - I'll be back for this.

[dramatic music] - I went to see the movie, which is a movie I might not have normally gone to see and I loved it.

I just so loved it.

And I loved it because of the characters.

And I also loved it because of the structure.

- Here's an interesting thing.

Yes, we got there and it was, there's just so many ideas.

There was such such a wealth of comics that we could pull from and we wanted an origin story.

And every character has their origin story.

So there was so much to pull from.

And then somewhere along the way, because of the studio, because of I don't know why, you know, a lot of the comic got thrown out the window, which is too bad, but we did manage to pull in a structure.

I learned the greatest lesson on "X-Men" because the original script had Magneto, the bad guy.

And by the way, here's one thing that Brian did, I've gotta give him a lot of credit.

When you have a villain, always understand why the villain is a villain.

So what Brian did was, Magneto's character, he came outta the Holocaust, okay?

He was Jewish, came outta the Holocaust, was separated from his parents.

He saw the evil that humans did and therefore, he hated humans.

In order to understand that, Brian came up with an idea and God bless the studio, let us do it, because it's a really dark scene.

The very first scene is young Magneto with his parents, black and white, raining in mud at somewhere like Auschwitz, where he's, you know, where they're grabbed apart and the gates are closed and he's thrown away and he starts pulling, you know, "Oh no, no, I want my parents."

But because the powers come along, often at trauma around age 13, you see the gates start pulling towards him and then they hit him and they hit him on the head and they hit him down.

So you understand, as a kid, why he has such hatred of humans and their fear of mutants and the mutant powers.

So now, end of the movie, Magneto's plan is to unleash this virus onto a big gathering at Ellis Island.

We filmed that, cut it, we showed it to Bill Mechanic, who was still head of the studio.

And Bill said the third act doesn't work.

And as he said it, it hit me.

It's funny, sometimes you don't ever know until somebody else points it out to you.

He was right.

And I knew why, because it wasn't personal.

Because to the audience, those were nameless, faceless people that this wave of the virus was gonna go onto and we needed to make it personal.

And so we decided it would be about Logan rescuing Rogue.

Now Magneto was using Rogue in order to transmit his powers 'cause that's what Rogue does.

She could take your powers.

And so Logan had to rescue her or else she would be killed.

Now it's personal.

We care about Rogue.

And we see, in the movie, Logan cares about Rogue.

Now it's personal.

Now we have stakes.

Now we care.

So we re-filmed, re-shot some of those scenes and suddenly it worked.

And I've carried that with me, from that point on, always to make sure that the ending is personal.

[dramatic music] ♪ ♪ ♪ ♪ [Wolverine gasping] ♪ ♪ - I'm gonna go back to the beginning because I also think one of the things that first one did really well was that first scene, which is a magnificent opening scene.

Period.

Right?

And then the next two, now we know what's up with Rogue.

And she's a key character all the way to the end.

And then the third scene is the mutant senate hearing.

Now I don't need to read the comic book, right?

So to me, that was the part that was done so beautifully to connect an audience that was not your IP audience, right?

- Trying to get Wolverine's origins was always there 'cause he was always a key character.

And Brian had an affinity for Rogue, which was good, so that brought her to the forefront.

And tying them together was a good idea.

I mean, that did not come from the comics.

It just came from him liking her.

We tried many, many, many, many different stories.

But that was the one that seemed to have more resonance for us.

- So part of your job is a constant dissection.

- Yes.

Constant dissection: Does this work?

Does this work?

You know, and especially with this, this is a different situation 'cause you have a cannon of stories.

And in something like this where there was a whole cannon, you do want to go with the favorite characters, the bigger characters, and then eventually, open the door to some of the, you know, not as popular characters.

And we really didn't...

I mean, they honestly didn't know.

Marvel knew.

Marvel wanted us to do well so they could do "Spider-Man."

And I had a big fight with Brian about tone because it was very serious to him.

First of all, you need humor, even if how serious you are, you need humor or they're gonna laugh at something else.

And second of all, you have this character Wolverine and part of his charm, part of the reason he's so loved is that he's irreverent and irreverent in his humor.

And you wanna see that, that's the guy you like.

And Joss Whedon had done a pass, eight million people did a pass for us, but Joss Whedon did a pass and he had this one scene where Wolverine gets in a fight with a similar Wolverine, with Mystique, who, you know, looks like Wolverine.

And he comes out and Cyclops says, "How do I know it's you?"

And Wolverine looks at me and he goes, "You're a [bleep]."

And now he knows it's him because they didn't get along.

And I had to fight Brian and fight him and fight him and fight him and fight him to shoot that.

And then he shot it.

Anyway, it's my favorite scene in the film.

[laughs] [door sliding] - Hey, hey, it's me.

- Prove it.

- You're a [bleep].

- Okay.

- You are working, you know, what your role is really in working with writers and also working like, with the studio and how you help protect the writer, but also how you sometimes have to lead the writer down a different path and find your way to get there.

And how do you become this sort of Switzerland or diplomat in the process?

- I mean, that's a part of a producer's role is to figure out how do you negotiate with people?

You know, first thing I always try was humor.

If that didn't work, I would plead or negotiate.

I'd say, you know, to the director, "Just shoot it.

We could always cut it out in the editing room."

And if that didn't work, I would just yell and scream, and that always worked.

- That note, for instance, you just talked about in "X-Men," I mean, that could have gone either way, right?

You could have thought you're wrong, we shot it.

That's what we're doing.

- Okay, so in "X-Men 3," there is a cure for mutantcy that the government develops.

And the director and the studio wanted Rogue to get the cure and I sa-- and her to want the cure.

And I said, "You're out of your mind.

The whole thing is about mutant pride."

You know, and we're different and we're mutants.

And now you want one of the main characters to say, "I don't want this anymore."

This is, you know, this is wrong.

- How do you know you're right?

- You know, that's the question, isn't it?

It really is.

You just have to trust your gut.

You just have to think, "Was this keeping me up at night?"

And, you know, this is something I put a lot of time and effort into and love, this movie and my name goes on it and I feel really strongly.

Again, I can't emphasize enough, pick your fights, but you know, you just, at a certain point, decide this is big and I really believe this and I know I'm right.

And you get out there and you'll fight.

And the stakes are high, because if you really hold your ground, sometimes you get taken off the project.

I go through the same thing.

I fight the studios on your behalf, on the project's behalf, on casting, on all these different things and I, too, risk getting removed.

Even at my stage.

I've butted heads and been thrown off things.

It's really hard to know when to take a stand.

[typewriter ding] [Host] You've been watching a conversation with Lauren Shuler Donner on "On Story."

"On Story" is part of a growing number of programs in Austin Film Festival's On Story Project that also includes the "On Story" radio program, podcast, book series, and the On Story archive accessible through the Wittliff Collections at Texas State University.

To find out more about "On Story" and Austin Film Festival, visit onstory.tv or austinfilmfestival.com.

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