Please be careful not to misinterpret a “statement of the facts” as being a “diatribe.” Anyway, here’s all about it.

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April 6, 2001 -- Hollywood Journal
Disney’s ‘Pearl Harbor’ Went Through a War

By TOM KING Staff Reporter of THE WALL STREET JOURNAL

The story of “Pearl Harbor” is a drama of colossal battles, violent explosions and tremendous bloodletting.

And that’s just what went on behind the scenes.

Walt Disney finally opens its epic next month. But long before the curtain rises on what may be the most publicized movie of the year, “Pearl Harbor” already has gone through Hollywood’s equivalent of a world war. Five times, director Michael Bay threatened to quit. Disney Chairman Michael Eisner nearly pulled the plug himself. And almost everyone involved, from the producers to the crew, had to deal with an unprecedented $74 million in budget cuts.

All for a movie that still is going to be one of the costliest ever made, and that still has plenty of risks. Instead of A-list stars like Tom Cruise or Mel Gibson, Disney cast only actors who were willing to take a little more than scale. That excluded Kevin Costner, who wanted $3 million to play one supporting role. Appearing instead: Alec Baldwin, who got just $250,000. Then there’s the plot, a love story grafted onto a bombs-away action flick whose main battle scene alone lasts 40 minutes.

The fate of “Pearl Harbor” isn’t an issue just for Disney, though it could use a hit to make up for troubles in other divisions. With studios all over town cutting back, the industry is watching closely to see if Disney can squeeze money out of the project. It’s also an important test of whether a studio can, in one fell swoop, lure the families and teenage girls who made “Titanic” a hit as well as the he-men who love war movies.

Of course, only in Hollywood could a budget of $135 million be viewed as holding the line on costs. Still, a lot of the strategy behind “Pearl Harbor” is pretty radical. Disney strong-armed Mr. Bay and producer Jerry Bruckheimer into taking no money upfront and also got some senior crew members to defer parts of their salaries. While such “back-end” deals usually start paying off when the box-office opens, no one will get a cent until Disney has recouped its production costs. The capper: Messrs. Bay and Bruckheimer would have to pay any cost overruns of more than $5 million out of their own pockets.

This hardly made for a picnic on the set. “I’m thinking this movie can go $10 million over budget in a heartbeat,” recalls Mr. Bay. “You can have a hiccup, and I’m going to be financing Disney’s movie.” Another sticking point: Disney insisted a studio executive be on the set daily to watch spending, an almost unheard-of move into the producers’ territory.

Disney also made some concessions. For one thing, it will end up with a smaller share of the profits after costs are recouped; it had to promise the filmmakers a bigger share of the back-end to get them to defer their fees. Same with leading man Ben Affleck, who got only $250,000 upfront but stands to make millions if the movie is a hit.

Avoiding Risks

On the plus side, however, producing the film didn’t put the studio at risk the way the wildly overbudget “Titanic” threatened Fox. And Disney says most of the cuts won’t affect what audiences see. “The entire budget, take away a few bits and pieces, is on the screen,” says Disney Studios’ Chairman Peter Schneider.

The Budget War

“Pearl Harbor” comes out as Hollywood is struggling to keep movies on budget. Here, the budgets for some recent films and what they actually cost.

Film (studio ) Budget* Actual* Comments Town & Country

(New Line ) $55 $85 Warren Beatty comedy spiraled out of control; shooting started without a locked script. Hannibal (MGM/ Universal ) 85 80 Producer Dino De Laurentiis got a deal from Florence’s mayor, freebies from Armani, others. Charlie’s Angels

(Sony ) 80 93 Salary costs for the many writers brought in to try and salvage the script drove cost up. Almost Famous (DreamWorks ) 52 60 Director Cameron Crowe’s endless takes ran a month long; music costs also ran high. Gladiator (DreamWorks/ Universal ) 100 102 Actor Oliver Reed’s death during shooting prompted costly computer effects to recreate him, causing the film to go slightly over budget.

Note: Budget figures are estimates obtained from industry executives. * In millions.

On top of all the money battles, there was the challenge of the subject: How do you turn a story about a savage attack that ends in defeat into a feel-good summer movie?

Disney’s answer: Cut to Mr. Affleck in love. And do they ever. Between bombs, Mr. Affleck’s character meets the girl of his dreams, joins up to fight in the Battle of Britain and then disappears, presumed dead. On Dec. 6, 1941, just a day before the one that will live in infamy, Mr. Affleck returns, very much alive, to find that his best friend (no, not Matt Damon) has fallen in love with his sweetheart. If that isn’t soap opera enough, there’s yet another surprise twist, though we aren’t telling.

While this is the sort of plot critics often trounce, audiences just as often love them, as the runaway success of “Titanic” amply proved. Disney has borrowed a number of pages from the “Titanic” playbook, including casting two relative unknowns as leads: Kate Beckinsale, as Mr. Affleck’s dream girl, and Josh Hartnett, as his best friend. The producers even filmed their ship-sinking scenes in the very tank that James Cameron built for his blockbuster.

Some of this wasn’t what Messrs. Bay and Bruckheimer had in mind. Known for their testosterone-charged films (they did “Armageddon” and “The Rock” together and Mr. Bruckheimer produced such megahits as “Top Gun”), they originally envisioned more of a war movie. Two of Mr. Bay’s threats to quit, in fact, revolved around Disney’s attempts to cut a major battle scene -- the “Doolittle” raid at the finale -- and its insistence that the movie be made to get a PG-13 rather than an R rating. (Mr. Bay won the first battle and lost the second.)

“Pearl Harbor” was put into development in 1999, by then-Disney Studios head Joe Roth. From Day One, everyone knew it would cost a fortune. It would call for, among other things, vintage planes in wild air chases, ferocious explosions and the sinking of the USS Oklahoma. When the price came in at $209 million, “I simply said ‘No, we’re not doing that,’ “ says Mr. Eisner. For more than six months, Disney wrangled with Messrs. Bay and Bruckheimer, first asking them to take no money up front (that’s when Mr. Bay, who got paid a flat $6 million for “Armageddon,” quit the first time), then whittling down pricey battle scenes. In the middle of development, Mr. Roth, the movie’s biggest cheerleader, left Disney to run his own company.

Mr. Roth’s successor, Mr. Schneider, inherited a film budgeted at $145 million. A panicked Mr. Eisner demanded that another $10 million be cut.

This wasn’t the first time Mr. Eisner, who has spoken out against inflated production costs, took shears to a budget. “Armageddon” was a prime example of a film that left him unhappy: Despite having a box-office gross of $550 million world-wide, it went $25 million over budget and wound up only modestly profitable.

Cutting Fees

One of Mr. Schneider’s first budget-slashing ideas: Cut Mr. Bay and find someone who would make the movie for less. But Mr. Bruckheimer made it clear he would walk if Mr. Bay was fired. Then Disney suggested they just scrap the entire third act: the re-enactment of the Doolittle raid, in which American fliers bombed Tokyo. That scene was supposed to provide a final, heroic note for the film. But, the studio said, “Titanic” finished on a down note. Why couldn’t their movie? Messrs. Bay and Bruckheimer compromised by cutting other action sequences and by getting other crew members to cut fees or defer their salaries.

Finally, the movie was given the go-ahead at $135 million -- still the costliest film ever put into production. Mr. Bay then shot it in 103 days, down from the 130 he took on “Armageddon.” In the end, “Pearl Harbor” came in just $5 million over budget, at $140 million.

Even if it’s a hit, Disney’s “Pearl Harbor” strategy won’t be easy to replicate. Messrs. Bay and Bruckheimer say people were willing to defer salaries, in part, because of the film’s historic subject.

On a visit to the Pearl Harbor Memorial in Hawaii, crew members fell silent, says Mr. Bay. “That was the moment I could tell that guys would do extraordinary things” to make the film, he says. “You’re not going to get that on ‘Men in Black 3.’ “

Please share your thoughts with me about the movies as well as any questions you have about Hollywood. Write to me at tking@wsj.com . I will answer selected questions in this space.

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Now, here’s the email I sent to Mr. King of the Journal:

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Re: Pearl Harbor

Enjoyed your article about the making of this latest version.
Although “Tora Tora Tora” has been the definitive PH movie for a long time, along with many of my friends, I’ll look forward to seeing the new version in my home theatre when it comes out on DVD.

I’m a retired theatre projectionist and sound specialist [since 1986] who did many Dolby sound installations in theatres, and unfortunately have to remark we have no movie theatres in Billings, Montana where I settled after retirement. Oh, there is a disreputable something called carmike cinemas which is now in bankruptcy and deservedly so. It thinks the right way to run a theatre is just hire high school kids at part-time minimum wage. Well, you don’t get anyone competent who cares about a proper film presentation that way.

The first bad news reported to me was that they ran the new Star Trek movie thru the entire engagement with a huge scratch running down the center of the screen during the entire film. This is a result of incompetence, obviously they ruined the print in one of the first showings and didn’t want to pay thousands of dollars for a replacement print, so just let it go that way. Carmike’s Corporate Management, a bunch of cheapskates, doesn’t care. But there are other very successful circuits around the country who do care, and still employ full-time projectionists to look after things in their multi-screen complexes. Unfortunately, for us in Billings, they aren’t here!

Other things folks have asked me are:

-- Why does the movie go out of focus?
-- Why does it look funny?
-- Why is the sound either so soft we can’t hear it, or so loud we go home with our ears ringing?
-- Why doesn’t the show start when it is supposed to?
-- Why does the show stop for a long time -- and nothing happens until we go out to the lobby and find the flunky in the tuxedo... then there is another long delay and he comes back and says “We’re sorry, the performance is unable to continue tonight” and then we are hustled into another cinema?

I won’t bore you with the horrid technical details, which are numerous, and some complex. The short answer is “There’s nobody up ‘there,’ nobody within many miles who knows what to do, and management doesn’t care anyway.” And your best solution, to avoid more aggravation, is “Just Don’t Go. Stay Home! Wait for video and dvd release; for most new films it’s only a few months... for some of the box-office bombs it might be just weeks.”

And this is precisely what most of my friends do.

Now I don’t know if Mr. Eisner of the Disney interests cares about any of this either, but as a reporter, and just for fun, of course; you might pass this on to him and see what he has to say and get back to us.

As to Pearl Harbor, if I want to see this in a real theatre I’ll have to drive all the way to Denver, hundreds of miles and about 9 hours if one rushes real fast. And this is an awful long way to go out to the movies! Perhaps Mr. Eisner would consider an early DVD release in Billings.

But, the fact that your company has had to seek protection under the bankruptcy statutes means that there are serious problems in corporate management at the top -- as there usually are in all such cases -- and if I had anything to do with this the first step is they would all be fired starting with the CEO. In fact, the bankruptcy judge can, and in this case should, require that the management be removed as a condition of retaining continued bankruptcy protection since one of the objectives of the process is for the company to recover, the creditors to be made whole and for the business to continue, if at all possible. It's not likely to recover if it goes on being run in the same inept manner which led it to bankruptcy in the first place.

I'm getting interested in this enough now that I'm going to research the carmike case and get a copy of the bankruptcy petition, since these are public documents.

As to Billings MT it is not just one "cinema" it is a number of screens and carmike has a monopoly here. Thus, as is usually the case in monopoly situations, things are not likely to improve. Corp HQ knows it doesn't have to do any better here and so it doesn't bother. The quantity of people I know who never go to movies any more are just in the dozens. The actual number, minimally, is likely in the many-thousands and probably growing.

So you might try doing a projection of the lost revenue annually from admissions, as well as lost concession revenue; and you'll find a rather large figure; as the result of people who are fed up and "don't go out to the movies any more." At the same time, the house "nut" goes on unchanged whether you have full or empty houses. Then, in how many other cities does carmike operate a disaster such as Billings, with concomitant revenue losses? Within these numbers you will find the probable answer as to why carmike is in bankruptcy.

From what you say I tend to assume that you are probably a competent individual with motion picture projection background. It certainly is possible to train a good projectionist in management, and theoretically this could lead to some good jobs. A ten-plex ought to have a full-time supervising projectionist at $12-15 per hour minimum who can deal with practically everything in the booth except sound setup and major sound breakdowns, if any; then if this person is also to manage the entire operation it should be $20-22 per hour. It's a big responsibility, however, to all be on the shoulders of one man. A better division of responsibility would be the projectionist who deals mainly with the booth, and the GM who does the floor -- two people, and they could interact somewhat.

For example, on the busy weekends, you don't want anything going wrong with the booth and so the projectionist is there. On Mon&Tues the projectionist could have days off and the GM fill in for him; then Wed&Thurs the GM is off and the projectionist pitches in a bit downstairs getting the reports done and the money banked. Show changes are a busy time in a 10-plex; here's when you can use some of the smarter kids as projection trainees and they start learning the basics of make-up and tear-down.

With this foundation, one obtains a stable situation and a reliable, first-class operation in all respects, and you can work mostly with part-time minimum-wage people otherwise.

To me all this is just plain common-sense business.

Finally as to Billings, carmike needs to contract with a competent service engineer such as John Eickhof of NW Theatre Supply to get this place up to par and then have regular service visits on a schedule. Then, for the quantity of screens here they should have at least 2-3 full-time projectionists on good salaries who do nothing else.

But I'm not making any bets carmike would ever do this.

And Mark, I'm sure glad to hear things are better in Salt Lake City. But even you observed... Seattle not so good. This proves carmike is a spotty operation and not consistent in all of the cities where it operates. The blame for this lies with corporate HQ.

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This proves carmike is a spotty operation and not consistent in all of the cities where it operates. The blame for this lies with corporate HQ.

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I agree with some of the things said about Carmike, but I believe the same problems are bound to exist with most theatre chains. In my area, we have Carmike and Regal. They're both "spotty" with good locations and bad locations.

Example:

In Huntsville, AL, the Carmike 10 has the best projection quality and the best facility.

In Decatur, AL, the Carmike 8 has had very sloppy projection quality over the past few years. If the Huntsville Regals has adjustable masking, the Carmike 8 would come in dead last in my ratings.

So, we have an excellent Carmike and a terrible Carmike.

Let's take Regal:

In Decatur, AL, the Regal River Oaks Cinema 8 is run very professionally with outstanding presentation quality.

In Gadsden, AL, I attended a showing at the Regal Rainbow Cinema 8 and found the facility to be very similar to the Carmike 8 in Decatur. In fact, it was built by the same company three years earlier. The presentation had poor contrast and the masking stops were set wrong (image centered in too-wide screen), and the framing was off so much that about a foot the black area on the hard-matted flat print was visible during the entire showing of "Toy Story 2".

In Huntsville, Regal has not yet installed adjustable masking on their screens in the two-thirds of the auditoriums that lack it. Everything is shown at 1.85:1 in those.

The Regal Madison Square 12 appears to have been neglected for a long time and projection there is often sloppy.

So, there are excellent Regals and terrible Regals.

The same could probably be done for any chain. A "The Best and Worst of ..." list could be made for any chain. I can't pick one of the two chains in my area and paint them blacker than the other because neither of them are that great. They both have their strong points and weak points.

It doesn't matter much which company runs a theatre these days. What matters is the attitude, competency, and experience of the individual managers. A good manager will keep good staff and will put effort into maintaining things, while a bad manager will not and everything will decay, no matter how good the equipment is at the theatre.

It takes a good local manager to run a good theatre. It's that simple. If the theatre chains would weed out the bad managers and support the good managers in getting things fixed or upgraded when needed, the entire industry would be improved. The companies should monitor presentations and evaluate them, much as I do, then determine the cause of any problems with the presentations. If the problems are beyond the manager's control, get the problems fixed. If the problems are often due to local carelessness or sloppiness, give a "shape up or ship out" warning and replace the management and/or staff as necessary at the theatre to correct the problem.

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Evans A Criswell
Huntsville-Decatur Movie Theatre Info Site

Nope. Been there. It isn't that simple. Yes, it takes a good manager, but...

That manager has to have control over the staff in a way that some circuits do not allow. That includes the ability to hire and fire at will (some circuits require a review before a manager can fire an employee, which is another invasion of risk-management and personnel into operations), the ability to set pay rates (you can't keep competant people without decent wages), the ability to set showtimes or at least have a stong veto on any corporate scheduled showtime (only a manager knows the peculiarities of his audiences), and the ability to set maintenence schedules (most circuits won't even a carpet to be cleaned without an OK from higher up).

While it is true that a good manager will fight the system when he sees it acting against common sense, a lot of the time that manager is relatively powerless against the micromanagement of accountant oriented corporate officers.

In many ways, the idea of fictional people is one of the worst aspects of our version of capitalism. If no fictional entities were allowed and a single individual had to accept full responsibility for a business, there would be an entirely different attitude towards the operation of that business.

Sometimes I wish that the pictures of the people responsible had to be posted in a theatre. I imagine a framed 16 x 20 with this caption: "If you think our place is filthy, look at this man. His name is Joe Blow, and he won't let us get the carpet cleaned because it might affect his $50,000 bonus for running the operation cheap. His phone number is 1-800-555-1212 and his home address is..."

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Sometimes I wish that the pictures of the people responsible had to be posted in a theatre. I imagine a framed 16 x 20 with this caption: "If you think our place is filthy, look at this man. His name is Joe Blow, and he won't let us get the carpet cleaned because it might affect his $50,000 bonus for running the operation cheap. His phone number is 1-800-555-1212 and his home address is..."

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Have you noticed that although Regal used to have a picture of their higher-ups on their WWW site, that they no longer do? They just have a listing of names and positions. I always thought the group pictures of the people were a really nice idea. It gave a more "personal touch" to their site.

Once when I got a letter from one of these higher-ups, I could look at the picture and see the man who had written the letter.

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It is not fair and even naive to stereotype one of the largest chains in the nation based on one theatre in a small market.

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The size of the market should not matter. The quality of the work does. I can vouch for Joe's comments about the Billings theatres.