My Life in the Circus

“A troupe of performers, especially a traveling troupe, that presents such entertainments, together with officials, other employees, and the company’s performing animals, traveling wagons, tents, cages, and equipment”.


The entire cast and crew of ANNIE at Woodrow Wilson Hall, West Long Branch NJ. Missing were Dale and Roger who were scouting. Picture courtesy of Columbia Pictures.


Stardust Memories


Directed by Woody Allen

Starring Charlotte Rampling, Marie-Christine Barrault, Jessica Harper, Woody Allen and Tony Roberts

Writers Guild of America, USA 1981  Nomination for Best Screenplay

My father had recently died, and it was time for me to grow up and earn money.   I had a teaching job lined up, but I wasn’t feeling good about leaving Manhattan.  I knew I was getting close to being an independent Film Director, Writer. But I was broke in Manhattan.  I didn’t want to quit trying.   So, I came up with the only decision I could see that would keep me involved in the “Circus”.   I would try to get a job, like some of my friends, on the studio movies because they paid the big bucks.

I had read that Woody Allen was doing a film in Ocean Grove, New Jersey.   I knew all about Ocean Grove as I used to hang out in West Long Branch and Asbury Park down the Jersey Shore.  And I lived down the “Shore” for many years.

They say luck is  being in the right place at the right time.  I was lucky.  And I thank my mother and father for their encouragement.   My father was a home movie filmmaker and he always let me use his super 8 camera and his small editing machine.   From home movies to the Circus in one generation. It was a giant step up for a kid like me.

The Dogs of War


Directed by John Irvin, Produced by Norman Jewsion starring Christopher Walken, Tom Berenger, JoBeth Williams

So now that I joined the circus, I faced the greatest fear courtesy of the greatest show on earth.   I was unemployed. And I never thought I would work again.   You see a “freelancer” is only guaranteed a day or a week of work in the circus.  Depending on your performance and skills the days can lead to weeks and the weeks to months but most jobs in the circus are “seasonal work”.   They rarely go on for more than four to six months and sometimes far less.  Fortunately, Lois Kramer who I just worked with on Stardust Memories called me and wanted me to work right away as her location manager on THE DOGS OF WAR. Lois saved me, and I am forever grateful.    I was out of work for three or four weeks.

Only When I Laugh


Writer Neil Simon, Director Glen Jordan,

Producer Roger Rothstein and Neil Simon

Starring Marsha Mason, Kristy McNichol, James Coco, Joan Hackett, Kevin Bacon

Academy Awards, USA 1982

Best Actress in a Leading Role
Marsha Mason
Best Actor in a Supporting Role
James Coco
Best Actress in a Supporting Role
Joan Hackett

Golden Globes, USA 1982

Golden Globe
Best Actress in a Supporting Role – Motion Picture
Joan Hackett
Golden Globe
Best Actress in a Supporting Role – Motion Picture
Kristy McNichol
Best Actor in a Supporting Role – Motion Picture
James Coco

Young Artist Awards 1982

Young Artist Award
Best Young Motion Picture Actress
Kristy McNichol
Young Artist Award
Best Motion Picture – Family Enjoyment

After the cold winter, my other mentor in my early days, Roger Rothstein, called me to do the film version of Neil Simon’s play THE GINGERBREAD LADY.  The film was called ONLY WHEN I LAUGH and starred his wife Marsha Mason and Kristy McNichol.  It was a classic New York location shoot with all the essential New York locations being shot here.  The rest of the work was done on a soundstage in LA.



Produced by Ray Stark, Directed by John Huston

Starring Albert Finney, Bernadette Peters, Carol Burnett, Anne Reinking, Tim Curry, and Aileen Quinn as Annie

Two Academy Award Nominations Best Art Direction-Set Decoration Dale Hennesey, Marvin March,

Best Music Score Ralph Burns

Three Golden Glove nominations for Best Actress Carol Burnett, Best Actress Ailen Quinn, New Star of the Year Aileen Quinn

Bafta Nomination for Best Original Song “Tomorrow” Charles Strouse and Martin Charnin

Roger Rothstein recommended me to Ray Stark, the legendary agent of Barbara Streisand and others and now a famous Hollywood Producer.   Ray loved Roger Rothstein.   And sure enough I was called to the Hotel Pierre for a meeting between Howard Pine; an executive with Rastar Films, and the great designer Dale Hennesey.

The best thing I did in my professional life was join the Director’s Guild of America during the production of Annie. My fellow AD’s Jerry Zeismer and Chris Soldo and legendary UPM Bill O’Sullivan were a big help in speaking up for me and getting me in the Guild.   The Guild is a beacon of hope for all who join the circus.  My salary increased over 100% and I got benefits like health insurance and residuals.

Dale also put my name on a bakery at Columbia Studio’s backlot where Annie shot several scenes.  It barely made it in the movie.   If you blinked, you missed it.

I Ought To Be in Pictures


Directed by Herbert Ross, Produced by Roger Rothstein and starring Walter Matthau, Anne-Margaret and Dinah Manoff

Another Neil Simon play turned into a movie.  Roger Rothstein was the Producer and he called me in again.   He had a short New York shoot of about two weeks.   We had fun.   But the fun days were coming to an end.   More and more action movies.   Less and less real stories.

The film did okay.   Walter Matthau was brilliant.   And so was Dinah Manoff.   I even asked her to read a script of mine which she liked.   But it never went anywhere.   Welcome to Hollywood kid.




Directed by Marshall Brickman starring Dudley Moore and Elizabeth McGovern featuring Alec Guinness, John Huston, Christine Baranski, Gene Saks, Renee Taylor, Alan King, Ron Silver, Wallace Shawn, David Strathairn, Larry Rivers

Lovesick was my first film with two legends of New York.   One legend was Marshall Brickman who was a musician, a writer and a director.

Marshall is best known as the Academy Award winning screenwriter (with Woody Allen) of Annie Hall and Academy Award Nominated for Manhattan along with Woody Allen for best screenplay.



Starring Sylvester Stallone and Dolly Parton with Richard Farsworth

Directed by Bob Clark and others, Produced by Marvin Worth

Razzie Awards 2005

Razzie Award
Worst ‘Musical’ of Our First 25 Years

A movie with Sylvestor Stallone and Dolly Parton can’t miss, right?

Dolly was great, she signed a picture for a friend of mine who was paralyzed in a car accident.

Sly, he was interesting. 

Two of a Kind


Produced by Roger Rothstein, Directed by John Herzfeld

Starring John Travolta and Olivia Newton-John with Charles Durning, Oliver Reed, Beatrice Straight, Scatman Crothers, Kathy Bates

A romantic comedy in New York with the stars of Grease, John Travolta and Olivia Newton-John.

I loved New York and never supported the run away from New York mentality.   They used to say it was too expensive.   Now that they get a tax break, they can’t shoot enough in New York.

In the circus you rarely meet up again but there were a few of us who kept in touch.

9 ½ Weeks


Directed by Adrian Lyne starring Kim Basinger and Mickey Rourke with Margaret Whitton, David Margulies, Christine Baranski, Karen Young

I liked Adrian and I think he liked me, but how do you deal with a guy that tells his DGA colleagues that he probably will never work with them again.   That’s like an opening line of his.   Well he was true to his word. And it didn’t really bother me to tell you the truth.  But as shooting went on we all understood why. He was a wild man.   And a bad boy in the “Tom Jones” tradition.


Wise Guys


Directed by Brian De Palma starring Danny DeVito and Joe Piscopo and Harvey Keitel, Julie Bovasso, Patti LuPone, Frank Vincent, Lou Albano

Danny and Joe and the entire cast and crew were pro’s.   MGM said they would get me on their next picture in New York.  I believed them.




The Manhattan Project


Directed by Marshall Brickman starring John Lithgow and Christopher Collet, Cynthia Nixon, Jill Eichenberry, Robert Sean Leonard, John Mahoney

Nominations Academy of Science Fiction, Fantasy and Horror, USA winner of the President’s Award Marshall Brickman

Nomination for Young Artist Award, Exceptional Performance by a young actress in supporting role Cynthia Nixon

This was the last time I ever worked with Marshall as he became more of a screenwriter and a writer of Broadway plays.  One, Jersey Boys, did quite well.   Good things happen to nice people in the circus once in a while.



Directed by Norman Jewison starring Cher and a great New York cast featuring Olympia Dukakis, Vincent Gardenia, Danny Aiello, Julie Bovasso, Anita Gillette, along with Nicolas Cage,  John Mahoney, and Feodor Chaliapin Jr. 

Academy Award Best Actress Cher,

Academy Award Best Supporting Actress Olympia Dukakis,

Academy Award Best Writing Screenplay Written Directly for the Screen John Patrick Shanley;

Three other Academy Award nominations Best Picture, Best Supporting Actor Vincent Gardenia, Best Director Norman Jewison:,

Golden Globes Winner Best Performance by an actress in a motion picture Cher, Best Actress in a Supporting role in a motion picture Olympia Dukakis.

Three other Golden Globe nominations Best Picture, Best Screenplay John Patrick Shanley, Best Actor Nicolas Cage:

Nominations BAFTA Best Actress Cher, Best Supporting Actress Olympia Dukakis, BAFTA Best Screenplay John Patrick Shanley, BAFTA Best Score Dick Hyman.

Some execs at MGM did not understand the script.   The movie became a huge hit.


Black Widow


Directed by Bob Rafelson and Produced by Harold Schneider starring Debra Winger, Theresa Russell, Dennis Hopper, Terry O’Quinn, Diane Ladd, Lois Smith

The next night, we got to create snow along 5th Avenue and on the awning of an apartment building.   That was easier with no broiling sun.   The next day they leave New York to go back to LA.   Harold gives me a hug and asks if I could finish up the wrap in two days.   No problem I say, as the crew nods in unison.

Bob Rafelson and Harold were nice guys and in the circus that’s a hard thing to find.



Directed by Richard Donner and starring Bill Murray and Karen Allen, John Forsythe, John Glover, Bob Goldthwait, David Johansen, Carol Kane, Robert Mitchum, Alfre Woodard

Nomination Academy Awards Best Makeup Thomas R. Burman, Barry Dreiband-Burman,

Nomination Academy of Science Fiction, Comic Fantasy and Horror Films Best Fantasy film, Best Actor Bill Murray and Best Special FX

Scrooged  became a cult classic.   And despite the death of Roger Rothstein, we all moved on to the next ring in the circus.



Directed by Gary Marshall starring Bette Midler and Barbara Hershey with John Heard, Spalding Gray, Lainie Kazan, Mayim Bialik, Marcie Leeds

 Winner Young Artist Award Best Young Actress in Motion Picture Comedy Mayim Bialik

Nomination Academy Awards Best Art Direction-Set Decoration Albert Brenner, Garritt Lewis;

Nomination American Comedy Awards Funniest Actress in a Motion Picture Bette Midler

Nomination for Brit Awards Best Soundtrack

Nomination Kid’s Choice Awards Favorite Movie Actress Bette Midler

Nomination Young Artist Award Best Family Motion Picture

Nomination Young Artist Award Best Young Actress in a Motion Picture Drama Marcie Leeds

A special film with a great song by Bette called ‘Wind Beneath My Wings” which wins Best Song of the Year at the Grammy Awards.  We shot three weeks in New York during the worst heat wave I can remember.  A film directed by good guy Gary Marshall and starring Bette Midler and Barbara Hersey.   It was a pretty good film.

Funny About Love


Directed by Leonard Nimoy and starring Gene Wilder and Christine Lahti. With Mary Stuart Masterson, Robert Prosky, Anne Jackson, David Margulies

It was an old-fashioned New York romantic comedy.   Romcom they now call it.   About a couple who couldn’t have a baby but went through in vitro fertilization. Bob Relyea now at Paramount told me to take care of Leonard aka Mr. Spock.   He was important to Paramount because of the Star Wars movies and TV shows. Leonard was a nice guy.   


Crazy People


Directed by Tony Bill.    Dudley Moore, Daryl Hannah, Paul Reiser, J.T. Walsh

Dudley Moore again with Tony Bill directing.   Dudley had slowed down a bit.   He was still a total pro. But after years in the circus, his boyish humor had left.

Tom Barrad was one of the nicest people I ever met, and he was one of the Producers.  Never heard much from him again in the Circus.  I wonder what happened to him?

Years later, when the work dried up,  Dudley Moore moved away from the circus to Plainfield, New Jersey and stayed with a caretaker while he battled a fatal brain disease called PSP.   He was buried in a cemetery in Scotch Plains, New Jersey far away from his home country England and adopted home in Hollywood.



Directed by Michael Hoffman

Starring Sally Field, Kevin Kline, Elisabeth Shue, Cathy Moriarty, Teri Hatcher, Robert Downey Jr., Whoopi Goldberg 

What a cast and a great idea.

Another New York and LaLa land split.   I was in the Paramount building again after losing the Empire Hotel space due to gentrification.    The whole Upper West Side was being gentrified.   When I first moved to West 81st Street in 1980, I thought I had made a mistake.   Across the street was a drug den.  Homeless people were camping out in the Museum of Natural History Park and in Central Park.    I was told I was on the frontier of civilization and chaos.   They moved a police precinct into West 82nd to bring law to the West side frontier.   It worked.   Rents were soaring along with everything else.  At great cost to the working class and the young people coming to Manhattan with dreams of making it in the greatest city in the world. You can still make it, but you can’t start out living in Manhattan.  It is way too expensive.

I met my wife Antoinette during this Paramount period with my mentor Bob Relyea.   At the end of the Soapdish shoot, we got married at Blessed Sacrament Church on West 71st Street. The reception was on a boat going around Manhattan island on a perfect, early October night.

A Bronx Tale


Directed by Robert De Niro starring himself, Chazz Palminteri, Joe Pesce, Taral Hicks and Lillo Brancato

Ed was now working for AIG, one of the biggest Insurance Companies in the World.   AIG was in the movie business as a completion bond company.   Completion bonds are needed for indie films so that the borrowers, banks and small companies, can insure their film.   It’s an interesting Game which I won’t bore you with here. Put it this way, unless you put up the money yourself, you needed a completion bond to get funding and distribution.

Ed told me they were looking for an executive to help them with indie films especially those they wanted to shoot in New York.   I was considered someone who would be an “expert” on both subjects.   Well I needed a job, so I said yes.   The first project they gave me was called A Bronx Tale already shooting in New York.  Seems the first bond rep wanted to leave the show which was going over budget. I took the gig.

I got on a plane to New York and met John Kilick, a very nice person who was Line Producing this film.   I had known John a bit and he was happy to see me become the new bad guy. John filled me in on the film’s issues.   I also met the first bond rep, a very nice guy who looked like a prisoner of war about to be released.  So now I was in the hot seat because the financiers were freaking out and the Production Company was freaking out.   And, of course, the bond company was freaking out.

Pulp Fiction


Directed by Quentin Tarantino starring John Travolta, Harvey Keitel, Uma Thurmond and many others.

I met Quentin Tarantino and Lawrence Bender (the creative team) and Richard Gladstein from Miramax who were interested in distributing the movie. They desperately wanted to get this film made.   I said I would help them secure the completion bond. I met with Ed and his team and pitched the film.   I said I like it.   They said let’s close the deal with AIG.

Pulp Fiction went on to make millions at the box office.   Quentin became a popular Hollywood director.





Directed by Julien Temple starring Mickey Rourke, Ted Levine, Tupac Shakur, Adrien Brody, Donnie Wahlberg, Suzanne Shepherd and Jerry Grayson.

I liked Mickey and I think he felt comfortable with me around the set.   It was ten years since 9 ½ Weeks. He was a young star then ready to join the world of acting greats.   I wanted him to make it.   He wrote a great script with Bruce Rubenstein.

Bullet never made it to the theaters and was sold to DVD and cable.   It was a tax deal made by Australian investors.   They took the money which barely covered their investment and ran.   This was the money part of the business I didn’t like.  If it was a feature release, Tupac would have written some songs which could have saved the movie.   Sadly, shortly after the release Tupac was shot and killed.



In development Director John Singleton, Producer Paul Hall, Executive Producer Roger Paradiso

Bob Relyea called me and said he would like me to meet John Singleton and his Producer, Paul.   I was in my Greenwich Street Office in Tribeca.   We met and got along.   John was determined to make Shaft with a young unknown star and keep the spirit of the first one in place but with a 1990’s feeling.   Sounded good to me.  John, Paul and I had a great time in New York.   I told Bob this looked like a great movie for MGM.

We made plans to announce the film in the trades because we were holding auditions at the Apollo to look for the new Shaft.   Thousands attended the audition, just like the original film.  John wanted to discover his” Richard Roundtree” the original Shaft actor.   I flew to LA to begin the process of convincing the studio to make the movie with Bob’s expert guidance. Bob was a great filmmaker and he never lost that part of him.   He made many films including Bullet with his then partner Steve McQueen.   Now he was navigating us through the new corporate court of filmmaking in the ruthless 1990’s..

“I Ought To Be In Pictures” from left to right Jimmy Hovey camera assistant, Davey Walsh DP, me, Roger Rothstein, Dinah Man off and Director Herb Ross. Courtesy of 20th Century Fox.