First Flashback: Young Director Fred Amiel

Shields' directorial protege Fred Amiel recalls how his directorial ideas for a major production were stolen by Shields and how he was betrayed.

As the camera zooms in toward one of the Oscar statuettes and dissolves into the flashback, Fred relates that he had known Jonathan for eighteen years. He first met Shields at the rainy "solemn" funeral of Shields' ruthless father Hugo, a pioneering movie producer, eulogized by a minister with lofty words ("one of the pioneers who built our great motion-picture industry...a man of vision, an artist who created in the new medium...(he) brought entertainment to millions. He will never be forgotten"). Would-be director Amiel is one of the paid mourners at the funeral, unaware that he is standing next to the deceased's son ("How was I supposed to know who he was?"). During the ceremony, Amiel mutters disparagingly under his breath:

One of the madmen who almost wrecked it (the movie industry)...a butcher who sold everything but the pig's whistle.

Jonathan overhears him insult his late father and refuses to pay him the mourner's fee (of $11) at the conclusion of the funeral: "You didn't do your job, you don't get paid." When Amiel drives into the Hollywood Hills to personally apologize to Shields later that afternoon for his "childish and cheap" comments, they realize they are both out of work and poor. The self-effacing Amiel reveals his major weakness - that he is incapable of blowing his own horn:

(I'm) Assistant Director on Poverty Row, four-day quickies. Sold a couple of story ideas. To eat, I work as an extra. I do a little stunt work. What I aim to be is a director...Well, I know I can direct better than most of the hacks that I work for. The trouble is when it comes to selling myself, you know, telling people how good I am, I uh, I get tongue-tied. I'm not so tongue-tied with you.

Amiel is invited into the Shields mansion, a vacant and deserted space, by Jonathan (who has a trenchcoat draped over his shoulders). Shields is determined to rebuild the studio that his father established, but he admits openly: "If my father died last year, I'd be a millionaire. A year from now, he'd have put up a new studio for me to inherit. But, this was the year so I don't have a dime." Amiel asks why there were so many professional mourners to pay at the funeral, and Shields shrugs out an answer about his deceased father's customary expectations - even in death:

That was the last of the cash. He lived in a crowd. I couldn't let him be buried alone.

His father, one of the great movie pioneers, died a poor and forgotten man. He drinks from his father's drinking mug with the medieval escutcheon on its side, as he establishes without a doubt his own opinion of his father. [Shields predictably becomes a callous, anti-hero - a character derived from his father's own ruthless heritage]:

Shields: The best legal counsel advised me to change my name.
Amiel: Because the town thought your father was a heel?
Shields: He wasn't a heel. He was the heel. Yeah, we couldn't stand living in the same town together but I liked him alot. He made great pictures. So will I.
Amiel: You haven't much to begin with.
Shields: No, he brought me up to start at the top. How do you start at the bottom?
Amiel: Are you, uh, gonna change your name?
Shields: Change it? I'm gonna ram the name of Shields down their throats. (He rubs his fingers over the emblem on the mug.)

They soon team up together and work on a number of poverty row Westerns and other B movies. In voice-over, Amiel describes their slow ascent in Hollywood:

Eighteen years ago, living was cheap in this town but jobs were sky-high, particularly if your name was Shields. Some days, we'd hit with a quickie or a western on poverty row and eat well. Then, some nights we played. We crashed only the very best parties...

The struggling wanna-be's (Fred, his girlfriend Kay (Vanessa Brown), Jonathan and another friend) "pool their resources" (at a pawn shop) and bankroll Jonathan a few hundred dollars so that he can play a night-long game of high-stakes poker with Harry Pebbel at the Club Topaz. (Jonathan assures them that his dad could beat Pebbel and that he could beat his father.) At dawn, he beams with the news of his major losses of over $6,000 dollars. But then the "genius boy" relates how it has all been a ploy to trick Pebbel, the executive producer (and a former employee of his father).

He is offered a job as a producer with Pebbel's B-movie production unit in order to pay off his debt: "If you put me on, say at $300 a week, I could pay you off slowly but surely, $6,351 dollars." Pebbel isn't exactly happy with the blackmailing deal forced upon him, but he accepts. The cocky and conniving Jonathan even predicts that Pebbel will eventually be working for him some day:

Pebbel: You think you blackmailed me...Well, get this, my unit turns out 18 pictures a year. I cry for ideas. If you'd have sweat out a story for me the way you sweat out losing that $6,351 dollars, I'd have hired you anyway. Why didn't you come to me in the first place? What are you, proud?
Shields: I tried to see you, Harry. I couldn't get in.
Pebbel: Do you know who gave me my first job?
Shields: My father.
Pebbel: Yes, and you're just like him, got to angle everything the cute way.
Shields: Look, I'll pay you off a hundred a week.
Pebbel: I wouldn't take a dime. Just bring me a picture I can shoot, genius boy.
Shields: You're all right, Harry. One day, you'll work for me.

A symbol of the equal collaboration (at first) between Shields and Amiel is a double-headed escutcheon (plagiarized from Jonathan's father's drinking mug), drawn in the sand by Jonathan. He optimistically tells his partner during the beach scene:

If you dream, dream big.

He also speaks paternalistically toward Amiel and his fiancee Kay: "Meanwhile, children, beginning this week, you'll be drawing a modest check each and every Thursday. It's time you two made it legal." He presents them with a wedding ring that he purchased to bless their union.

During their first few years, Shields specializes in selling ideas and producing pictures for Harry, while Amiel directs. In a brief montage, Jonathan pulls a script from a tall stack. Amiel extracts a scale model of a set from another stack. Both of them climb up on a strange collection of staircases of all shapes and sizes on a studio backlot (one staircase was used in The Merry Widow (1952) starring Lana Turner). They both learn the craft of film-making during their apprenticeship within the production studio:

(Amiel's voice-over) In the next few years, Jonathan Shields produced eleven pictures for Harry Pebbel, B pictures. I directed the third and five more after that. We weren't really picture makers, we were second-hand dealers, but we learned our trade. Then one cloudy day, Harry Pebbel assigned us a little horror called The Doom of the Cat Men.

While producing the B-grade horror film The Doom of the Cat Men for Pebbel, Shields invents a money-saving technique [in a tribute to 1940s RKO B-movie producer Val Lewton and his film Cat People (1942)] by suggesting horror off-screen rather than relying on actors wearing ill-fitting, shoddy black cat costumes. They joyfully share their ideas about making people afraid of what they can't see - against a backdrop of expressionistic shadows projected from the light of a desk lamp:

Shields: Put five men dressed like cats on the screen - what do they look like?
Amiel: Like five men dressed like cats.
Shields: When an audience pays to see a picture like this, what do they pay for?
Amiel: To get the pants scared off 'em.
Shields: And what scares the human race more than any other single thing? (He switches off the lights.)
Amiel: The dark.
Shields: Of course, and why? (He moves his hand under the light.) Because the dark has a life of its own. In the dark, all sorts of things come alive.
Amiel: Yeah, suppose, suppose we never do show the cat men. Is that what you're thinking?
Shields: Exactly.
Amiel: No cat men!
Shields: All right. Now, what'll we put on the screen that'll make the backs of their necks crawl?
Amiel: Two eyes shining in the dark.
Shields: A dog frightened, growling, showing its fangs.
Amiel: A bird, its neck broken, feathers torn from its throat.
Shields: A little girl screaming, claw marks down her cheeks. (The scene transitions to a young female actress screaming in the simplistic, trite scene that they are directing.)

When the sneak preview is scheduled, Amiel personally delivers the film cans just in the nick of time to the projection booth of the theatre, where it is to be shown with Anna Karenina (1935), starring Greta Garbo and Fredric March. ((in voice-over) "The night of the sneak preview, Harry Pebbel still hadn't seen the picture. Jonathan and I had made sure of that.") Jonathan nervously waits in the lobby until the show is out, anxious to read the patrons' comments written on reaction cards. Ominously, one of the cards is held up to the camera:

It Stinks

However, the overall tally is much more positive: "It Stinks - one. Fair - eight. Good - twenty-four. Very good - forty-seven. Say, we've never had cards like this before...Excellent - thirty-four, Outstanding - seventeen." Pebbel is very pleased with the outcome ("You did all right on this one, genius boy") and promises Shields a new assignment, although he doesn't want to encourage Shields' ego: "I don't want to give you too much credit. Just enough to make you hungry for more." Shields wants to boastfully take all the credit for their work:

Amiel: My name is spelled A-M-I-E-L...I was thinking of taking a small bow myself.
Shields: A small bow! That never helped anybody. Get this straight, Fred, we're building the name Shields. Shields Productions, that's the name we're gonna ram down their throats - and it's big enough for both of us...Look what we did on this one. We took a five-cent story, a ten-cent budget on a two-cent leading man, and we put it over. Yes, sir, we're gettin' to know our business.

As they drive along, the manic-depressive Shields confesses that the creative process of making a movie is like a love affair, with all the pre-orgasmic excitement and seduction, consummation, and the post-coital let-down and loneliness:

Shields: When I work on a picture, it's like romancing a girl. You see her, you want her, you go after her. The big moment. Then, the let-down, everytime, every picture, the after-picture blues.
Amiel: Don't worry. Some day, you'll learn to love 'em and leave 'em.
Shields: You think so?

They swerve off the main road to a gate outside a deserted, Gothic-style haunted house, with a sign: FOR SALE or RENT, CROW'S NEST, "Home of the late GEORGE LORRISON." They enter the famed Shakespearean actor's abandoned residence, searching in the dark with a flashlight. Amiel ponders the purpose of their strange visit:

Will you please tell me what we're doing here? Are you scouting a location? Yeah, sure, that's it, for our next Harry Pebbel production. It could be, uh, The Bat Men Fly Again, or how about Mama Vampire and Her Three Little Bloodsuckers. We don't even have to show the little...

Shields discovers what he has been searching for - a hand-drawn cartoon figure that the actor once drew that depicts his own father (the elder Shields) as a devil. He remembers how Lorrison adopted him as a son when he was a boy, and served as a father figure for him (teaching him how to drink, smoke, and have sex). He slices the drawing from the wall to later frame and place in his office of his 'devilish' father:

Lorrison's idea of my old man. Lorrison's last three pictures were for my father. He gave me my first drink when I was thirteen, my first cigar at fourteen, and when I was fifteen he taught me the facts of life. He was a great actor and a great man.

After admiring Lorrison and evaluating him as "a great man," the voice of Georgia Lorrison, George's teenaged daughter, replies from high above in the darkness of the rafters. She is first hidden by darkness and seen only as a disembodied pair of legs dangling down:

Georgia: He was a rat and a drunk.
Shields: Who are you?
Georgia: His daughter.
Shields: I didn't know he had one.
Georgia: Neither did he half the time.

Feeling forsaken by his death, she is still mourning the passing of her screen legend father and angry that he's dead. Drunk, upset and resentful, she orders them from her house.

In the following scene the next morning in Shields' production office, he has hung the devil cartoon on his wall. Although their ideas are very successful, their next assignment or picture will be The Son of The Cat Man - only a routine sequel. Amiel suggests that their "time has come" to hit the big time and work on a major production - he discloses an outline ("scene for scene") of a script that he has adapted from a "great book" titled The Faraway Mountain (although "three studios tried to lick it and couldn't"). They are skeptical about pleasing Pebbel - whom they quote:

I don't want to win awards. I want to make pictures that end with a kiss and black ink on the books.

It is a pet project ("my baby") that Amiel has been 'nursing along' until the appropriate time:

Amiel: We've practiced long enough. It's time we made one for real. Of course, it should be made on a million dollar budget and it cries to be shot on location down in Vera Cruz. But you producing and me directing, we can make it on a Harry Pebbel budget and still do it right.
Shields: You know, for a guy who's tongue-tied when he tries to sell himself..
Amiel: Oh, I could always talk to you.
Shields: You really want to do this one, don't you, Fred?
Amiel: I want to direct it so much, I can taste it.
Shields: All right, let's do it. Let's do it. (They shake hands on the deal.)

When presented to penny-pinching Pebbel, he is hesitant about their proposition, using his own catch-phrase: "I've told you a hundred times. I don't want to win awards. Give me pictures that end with a kiss and black ink on the books." Shields threatens to quit if the picture isn't made, and then paraphrases what his partner had said: "This is my baby. I found it and I licked it. I want to produce it so much, I can taste it. And I'm handing it to you, Harry Pebbel, father of The Son of the Cat Man." Pebbel relents to Jonathan's demands and accepts their idea for a major film deal, but warns them that it will undoubtedly flop:

Make it and hang yourself...I know the talk around the studio. They say that I need you, that you do all the work and I get all the credit. You think I don't know anything. Well I know one thing. Every studio in town turned this stinker down. Go ahead, make it. It'll lay such a bomb that you'll never get another job in this industry. Will I let you produce it? You're on suspension if you don't.

During Amiel's voice-over, a montage shows the pair working in the Amiel household late at night to shape the script (with writing, rewriting, and revising). Later in the studio's projection room, they view rushes from actors' auditions for the role of the lead, played opposite the daughter of George Lorrison:

I had thought my Faraway Mountain outline was perfect. After three weeks with Jonathan, it was twice as good. We worked day and night. Kay kept the coffee hot and handy. And as Jonathan shaped our material, I saw the birth of what Hollywood later came to call 'The Shields Touch' - Jonathan's magic. Our toughest problem was a leading man. On a Harry Pebbel budget, a top star was out of the question. So I directed tests, a dozen tests...

When they have difficulty finding the right actor, Amiel suggests selecting Victor "Gaucho" Ribera (Gilbert Roland) as the lead, but Jonathan discourages his partner from acquiring the popular film star: "He's a Latin lover, and this is the year for Latin Love. The whole town's crying to get him..." Amiel has confidence in Shields: "Maybe you could talk him into it, Jonathan." After a night on a town with "Gaucho" and his accompanying blonde starlet (and with Jonathan drunk and unconscious on the couch), Amiel presents his script for consideration to the Latin Lover. The screen star openly admits: "I'm a very simple man. I read - what I like I act. What I do not like, I do not act."

A decisive conference is held in Pebbel's office about the production plans for The Faraway Mountain. In the outer office where Amiel tensely waits for news, a film poster advises: "MONEY TALKS." In the end, Amiel is relegated to "assistant to the producer" for the picture, after the villainous Shields double-crosses him behind closed doors. Amiel's ecstatic partner assigns himself to be the producer of the "million dollar picture" that will be shot on location in Vera Cruz, with "Gaucho" in the lead role, and the seasoned and distinguished Von Ellstein (Ivan Triesault) as the director. Shields then tries to assuage Fred's major disappointment after handing over his hard-working best friend's project:

Shields: You're taken care of. Harry agreed. It won't be a separate panel, but your name will be on the screen. Assistant to the Producer.
Amiel: (quietly) Thanks.
Shields: Oh, Fred, you know this story better than anyone else. It's your baby. Look, I want you with me on the set all the time. You don't have to talk to Von Ellstein. Any ideas you have, you tell me and I'll tell him.
Amiel: Thanks again. Von Ellstein to direct?
Shields: You always said he was the best in the business.
Amiel: Sure he is.
Shields: Fred, I'd rather hurt you now than kill you off forever. You're just not ready to direct a million-dollar picture.
Amiel: But you're ready to produce a million-dollar picture?
Shields: With Von Ellstein, I am.
Amiel: You're stealing my picture. It was my idea. I gave it to you.
Shields: Without me, it would have stayed an idea.
Amiel: All right, Jonathan, let's put it this way. You gave me your word.
Shields: So I did.

With Amiel listening in the background, the imperious Von Ellstein emerges from Pebbel's office and compliments producer Shields for the work that his partner had done, and then leads him away arm-in-arm: "Today, I see what I thought I would never see. A script prepared by a producer who thinks like a director. For thirteen years, I've been making pictures...and this is the first time..." Shields takes all the glory and ultimately uses the motion picture hit as his own personal steppingstone to rising success.

The first flashback ends at this point, returning to the present time, in a pull-back from the Best Picture Oscar statuette that Jonathan was awarded as the producer for The Faraway Mountain. Pebbel argues that Shields' betrayal and disloyalty had beneficial effects - Fred was then free to stand on his "own two feet" without a crippling dependence on Jonathan and he became one of the film industry's greatest directors:

Oh, I know what you have against Jonathan, and no wonder. Look what he did to you, Fred. He brushed you off his coat-tails so you had to stand on your own two feet. And all you've got in the world is one wife, six kids, two Academy Awards, and every studio in town after you. Why, Jonathan ruined you!

Even Pebbel complains with recollections about how Shields soon left the studio after the film and cost him his own job:

Look what he did to me. I gave him his chance to do The Faraway Mountain. And what does he do? Four months later, his contract is up and he walks out of the studio. And I go right with him.