Marathon Man Notes

FSMCD Vol. 13, No. 5

Marathon ManSupplemental Liner Notes

Contents

Marathon Man 1

The Parallax View 9

Liner notes ©2010 Film Score Monthly, 6311 Romaine Street, Suite 7109, Hollywood CA 90038. These notes maybe printed or archived electronically for personal use only. For a complete catalog of all FSM releases, please visit:http://www.filmscoremonthly.com

Marathon Man and The Parallax View ©1976 and 1974, respectively, Paramount Pictures. All rights reserved.

FSMCD Vol. 13, No. 5 • Marathon Man • Supplemental Liner Notes

Marathon Man

The death of book editor Hiram Haydn in 1973proved to be a turning point for screenwriter and nov-elist William Goldman. Goldman had worked withHaydn for 15 years, beginning with his third novel,Solider in the Rain, and he “worshiped” Haydn, see-ing him as a father figure and later writing that hewould have stayed with the editor “forever.” At thetime, Goldman’s screenwriting career focused largelyon highly commercial genre projects, most notably hisOscar-winning screenplay for 1969’s smash hit ButchCassidy and the Sundance Kid. But his novels tendedtoward the realm of serious fiction—so much so thatwhen he wrote his first thriller, No Way to Treat a Lady,Haydn told him, “I have no idea how to edit this.Why don’t you take it somewhere else and do it undera pseudonym?” Goldman took his advice, first pub-lishing the novel under the pseudonym “Harry Long-baugh” (the given name of the Sundance Kid).

The Princess Bride, Goldman’s favorite of his ownnovels, was the final project Haydn edited for Gold-man. When his editor passed on, the author was“shocked and saddened, didn’t know quite what Iwanted to write, but I did know there was a world ofmaterial that I was fascinated with that I was never al-lowed to try when he was mentoring me.” Goldmanwas a fan of spy thrillers, especially the works of EricAmbler and Graham Greene: “Of course you knowyou can’t reach that level, but hope is a thing withfeathers and away you go.” Although he had at thatpoint adapted his novel The Thing of It Is as an unpro-duced screenplay, overall he kept his movie and novelwriting separate, including his planned spy thriller. “Ihad no intention or notion when I was writing thatbook that it was ever going to be a movie. Never everever.”

Goldman felt that a thriller must begin with its vil-lain, so he conceived of a Nazi war criminal inspiredby the real-life Dr. Josef Mengele, nicknamed “The An-gel of Death,” who had conducted ghastly medical ex-periments on prisoners at Auschwitz-Birkenau duringWorld War II. Goldman saw Mengele as “the most in-tellectually startling of the Nazis,” who was still alivein the 1970s, hiding in Paraguay. Goldman named hisvillain Christian Szell, after the Hungarian conductorGeorge Szell (“Szell. . . just saying it made me feel sadis-tic”). It should be noted that George Szell was, as Timewrote in 1944, “a Jewish refugee from Nazi Europe anda fervent Hitler-hater” (although in the next sentence,the article did go on to say that “his outward man-ner suggests the average American idea of the typicalNazi”).

Goldman needed a logical and dramatic reason to

bring his Nazi villain to 1970s New York. (“If I wereEnglish, he would have come to London, but I live inNew York so here came Szell.”) Having read an arti-cle on a revolutionary heart operation performed by adoctor in Cleveland, he decided that Szell would cometo America for lifesaving surgery, until he asked him-self, “What kind of a thriller do you have if the villainis already dying?” Abandoning the surgery idea, Gold-man then read an article on Nazis who got rich stealinggold from the teeth of prisoners. Inspired by the mem-ory of a hated dentist from his childhood—who wouldpin the young Goldman down in the dental chair withhis knee while working without anesthetic—the authormade Szell a dentist who comes to the U.S. to retrievea fortune in diamonds.

Goldman felt his hero needed to be “a total in-nocent,” and was particularly intrigued by the ques-tion, “What if someone close to you was something to-tally different from what you thought?” He made hisprotagonist a brilliant graduate student in history atColumbia University: Thomas Babington “Babe” Levy,a compulsive marathon trainer still haunted by the sui-cide of his blacklisted father. Babe is unaware that“Doc,” his beloved older brother, is actually an Ameri-can spy with the code name “Scylla.” With a Nazi den-tist as his villain, Goldman planned to feature a scenein which Babe undergoes dental torture at Szell’s handsand decided to give Babe a toothache early in the storyto make the torture even more agonizing. Goldmanasked his periodontist, “a genuinely kind and decenthuman being,” for advice, and the doctor suggestedinstead that Szell drill into a healthy tooth, describingwith disturbing relish how “the level of agony wouldbe unsurpassable. Death would be preferable. Thememory of being destroyed in the chair would neverleave you.” Goldman spent the summer of 1973 writ-ing his novel, which he titled Marathon Man, in anUpper East Side office that his friend, director GeorgeRoy Hill, described as “scrofulous.” Unaware that hetended to read his scenes aloud as he wrote, the authoralarmed a neighbor who heard Goldman loudly enact-ing the torture scene.

The novel arrived in bookstores at the beginningof 1974 and became a bestseller in hardback. Thefilm rights sold to Paramount Pictures and producersRobert Evans and Sidney Beckerman for $500,000, withGoldman also signed to write the screenplay. Evans’sfirst choice to direct the film was John Schlesinger, whohad specialized in small-scale character studies likeDarling, Sunday, Bloody Sunday and his Oscar-winningMidnight Cowboy, but who relished the chance to workin a new genre: “I simply adore thrillers. I love the

©2010 Film Score Monthly 1


complexities of this story and the task of creating theelement of fantasy a thriller should have. That’s thefun part.” Schlesinger had also directed a segment ofthe Olympics documentary Visions of Eight titled “TheLongest,” about marathon runners, and saw MarathonMan as a story about “pain, and the endurance ofpain.”

Schlesinger worked closely with Goldman on thescreenplay, particularly concerned with adding “tex-ture” to the scenes, such as a recurring idea of “citiesin crisis”—garbage strikes, luggage strikes, publicdemonstrations. Schlesinger incorporated inspirationsfrom his location scouting trips; while walking throughManhattan with Goldman on Yom Kippur, he decidedto set an opening car-crash sequence on the Jewishholiday—“the image of Jews rushing out, having abreak from the shul, and rushing toward these burn-ing vehicles. It had a sort of pertinence”—particularlysince Schlesinger saw the film as a “Jewish thriller.” Af-ter witnessing Parisians observing a street demonstra-tion from their balconies, he incorporated this elementinto a scene in which Doc is attacked in his Paris ho-tel room. Goldman simplified the parts of the novelthat took place in Europe, condensing it to a Parisiansection “which is not, believe me, a Shakespeareanepisode,” and added a murder at the opera: “BasicallyJohn’s an opera nut and he always wanted to shoot theParis opera.”

Goldman may not have originally conceivedMarathon Man as a movie, but the final script stayedlargely faithful to his novel. The film, like the book,begins with the death of Szell’s brother in a fiery Man-hattan car crash. This accident brings together the livesof three people: Babe, who is about to begin a ro-mance with the beautiful Swiss student Elsa; the spyDoc, who discovers that the couriers for Szell’s dia-monds are being killed off and that he may be next; andSzell himself, who travels incognito from Uruguay toNew York to retrieve his gems. When Doc learns thatBabe and Elsa have been mugged in Central Park bySzell’s goons, he travels to New York and tries to con-vince Babe that Elsa is not who she claims to be. Docconfronts Szell, who fatally stabs him, but the spy sur-vives long enough to die in Babe’s arms. Peter Janeway,Doc’s colleague and (implied) lover, questions Babe,warning him that Szell’s men may come after him. In-deed, Szell’s goons abduct Babe and the Nazi doctortortures him with dental tools, seeking the answer to amysterious question: “Is it safe?” (for Szell to retrievehis jewels from the bank). Babe escapes and travelswith Elsa (secretly one of Szell’s couriers) to the coun-tryside, where a shootout with Janeway (who has beenworking with Szell) and Szell’s henchmen leaves ev-eryone except Babe dead. Szell manages to gets his di-

amonds safely from the bank, but a gun-toting Babeconfronts him, now telling him “It isn’t safe”—their fi-nal confrontation leaves Szell dead and his diamondsscattered in the Central Park Reservoir.

Goldman’s published screenplay features a fram-ing device flashing forward to Babe being interrogatedby the police after Doc’s murder, but the finished filmdrops this gimmick. The novel and screenplay alsoalert readers early on that Elsa is league with the vil-lains, but the film only reveals this when Babe learnsthe truth. The screenplay’s ending underwent manyrevisions: Goldman preferred to have Babe kill Szell,although one of his drafts ended with Babe tearing upSzell’s passport and the Nazi committing suicide ratherthan letting the authorities arrest him. The filmmakersbrought in Robert Towne (an Oscar-winner for China-town) to write a new version of the final scene, withBabe forcing Szell to eat his diamonds. Schlesinger waspleased with the new ending, which he saw as “Ja-cobean,” though Goldman felt it weakened Szell as avillain to have him perish by falling on his own knife.

Robert Evans’s top choice to play Babe was DustinHoffman. Schlesinger resisted the casting at first—he had hoped to cast an unknown, and the 38-year-old Hoffman was arguably too old to play a graduatestudent—but the star was eager to work with his Mid-night Cowboy director again and Schlesinger relented.Women’s Wear Daily announced that Tony Curtis wasset to play Doc, but the role went instead to Roy Schei-der, fresh off the blockbuster success of Jaws.

Actor Michael York recommended Marthe Kellerfor the role of Elsa after seeing her on the Paris stagein A Day in the Death of Joe Egg. The filmmakers flewto France to meet her, but according to Keller, “No-body introduced themselves, so I didn’t know whichone was John Schlesinger. So I lit up a cigarette andsaid, ‘I loved Midnight Cowboy,’ knowing the one whosaid ‘thank you’ would be John.” Evans flew Keller outto Los Angeles to test with Hoffman; the producer hadno doubts about her acting, but wanted to make sureof the chemistry between his stars: “The worst thingyou can do is to sign someone and discover the vibesbetween the players aren’t good.”

The role of Szell caused the most problems, al-though Evans knew whom he wanted from the start:Laurence Olivier. Illness had plagued Olivier duringthe mid-1970s, limiting the great actor to small roles,such as Professor Moriarty in The Seven-Per-Cent Solu-tion. Olivier was willing to play Szell, but his ailinghealth made it uncertain whether the studio could in-sure him for the film. Knowing that the filmmakerswanted Olivier, Richard Widmark visited Schlesingerand Goldman at Schlesinger’s London home to readfor the role. Goldman later described Widmark’s au-



dition as “frightening” and “sensational,” but Evanswas later able to convince Lloyds of London to insureOlivier for six weeks—and only six weeks—of filming.

The cast began two weeks of rehearsals withSchlesinger and Goldman on September 15, 1975, inManhattan’s Huntington Hartford Theater. Goldmanreported that no one was eager to ask Olivier aboutshaving his head, as the role required, but at the firstrehearsal Olivier himself asked, “Would it be possiblefor me to be shaved bald now? I think it might bebest to get it done.” Schlesinger suggested that Szellshould have a moustache, but Olivier instead thoughtthe director “should use to the maximum my mean lit-tle mouth.” Olivier was inspired in his portrayal bywatching the gardener at Robert Evans’s home: “Thecare he took pruning each branch. The delicacy of histouch. That is how I shall torture Dustin.”

Schlesinger emphasized during rehearsals that thecast would need to make their performances believableto counteract the larger-than-life nature of the story,to “play it as if it’s Chekhov: so seriously, so truth-fully, so realistically.” William Devane, cast as Janeway,explained to Goldman his views on rehearsing withOlivier. “This is rehearsal. It’s nothing. When thecamera starts to roll, he’ll give me a little of this, he’llgive me a little of that, and you’ll never know I’m inthe movie. No one’s going to be watching me—that’sOlivier, man.” Goldman felt the “most memorable in-cident of my movie career” came when Olivier, “the ac-tor of the century,” called him “Bill” and asked his per-mission to make a slight change in a line of dialogue.For Goldman, that was “high cotton.” The low pointfor Goldman came after an otherwise successful firstreading of the script, when the man hired as the film’sdentistry adviser remarked, “I don’t know about therest of you, but frankly I have a lot of problems withthe screenplay.” Goldman screamed at him, “You’rehere for teeth. Leave the goddam script alone,” andlater wrote, “If I’d had a gun and thought I could getaway with it, the guy was dead.”

Filming began in Paris on October 3, 1975, on a$6.5 million budget. The production moved to NewYork City for five weeks of filming beginning on Oc-tober 17, including such locations as Central Parkand Columbia University. Schlesinger discovered thatwhile Hoffman liked to improvise to discover new ap-proaches to a scene, Olivier preferred to memorize thescript as written and remain faithful to it. For scenesin which Hoffman needed to be sweaty or exhausted,he would find a place near the set to run laps—and inlocations that rendered this impractical, he had a per-sonal sauna on hand. Hoffman’s need to be genuinelyexhausted for a scene inspired the most famous quotethat emerged from the production of Marathon Man, at-

tributed to Olivier and repeated by many of the film’sparticipants, with the older actor asking, “Why doesn’the just try acting?” Hoffman confirms that Olivier saidit, but insisted that it was merely a joke between thetwo stars, admitting that some of his exhaustion ac-tually came from ’70s-style partying. Makeup effectsartist Dick Smith, who had worked with Hoffman onseveral films, including Midnight Cowboy and Little BigMan, designed a dental appliance for Hoffman thatmade him appear younger and kept his teeth lookingconsistent before and after the torture scene. Smithalso created memorable gore effects, such as a garrotewound on Scheider’s hand during the hotel fight andthe throat cutting of a diamond merchant.

Schlesinger and his crew filmed a memorablesequence in which Szell finds himself stalked byAuschwitz survivors in the actual Manhattan diamonddistrict, but had to reschedule the filming to a Satur-day, when shops were closed, because the real jew-elers tended to walk into the frame and look at thecamera. For the opening car-crash sequence, the ef-fects crew did a test explosion on City Island inLong Island Sound, with three fire chiefs and twobomb squad members on hand. The actual sequencewas staged two days later, on Halloween afternoon,on East 91st Street in Manhattan, but as New Yorkmagazine reported, the on-camera explosion was adisappointment—“instead of shooting to the sky, theflames burn gently, politely, limply”—so Schlesingerasked editor Jim Clark to carefully structure the sceneto make the blast look more impressive. Another mi-nor mishap occurred when filming a scene in whichJaneway chases Babe over a pile of dirt in lower Man-hattan. Reaching for Hoffman, Devane accidentally gottoo close and pulled down Hoffman’s pajama bottoms,exposing his bare backside to the onlookers.

Schlesinger’s strongest memory of making thefilm was of working with Olivier, “this great stage andscreen actor, who’d been very sick for quite a long time,getting better with every day he worked. The relish hehad for the role and for working was quite moving.”Schlesinger discovered the star’s self-deprecating side,as when the director tried to tone down Olivier’s act-ing by asking him to make the scene more “intimate,”with Olivier replying, “You mean cut off the ham fat,dear boy?”

Filming concluded in the Los Angeles area dur-ing January 1976, with the Los Angeles County Ar-boretum & Botanic Garden in Arcadia doubling forUruguay and the fatal argument between Doc andSzell unfolding at the Arco Plaza in downtown L.A.in front of Herbert Bayer’s distinctive 1973 sculpture“Double Ascension.” The interior of a pump stationat the Central Park Reservoir—the site of Babe and



Szell’s final confrontation—was actually a $135,000 setdesigned by Richard MacDonald, built in Stage 15 onthe Paramount Pictures lot.

Schlesinger described the six months he spentediting the film with Jim Clark as “the most fascinatingperiod I’ve ever spent in film. We really had a won-derful time trying things. A few inches can make a dif-ference as to whether a scene works or doesn’t in thiskind of film. You can manipulate it so.” He was partic-ularly impressed with producer Robert Evans’s atten-tion to detail during the process. “On a piece of dub hemight say, ‘Don’t have the breathing there because it’llbe more frightening if you just have the door creaks,’or, ‘You might want more door creaks earlier.”’

The film had its first, successful sneak previewin what the filmmakers described as “Clint Eastwoodcountry,” but a second preview, held in San Francisco,proved much more problematic. According to Clark, “Iguess it was the politics of the people of San Franciscocoupled with the fact that the air conditioning had bro-ken down. It was hot as hell in there and wheneverthere was violence on the screen people were shouting‘Fascist rubbish!’ and things like that.”

Schlesinger felt that “instead of turning on to theemotions, audiences were turning off to the effects ofthe violence.” He decided to make significant cutsin the more violent scenes, removing the gory shotsof Szell’s fountainside disemboweling of Doc and sig-nificantly trimming the dental torture of Babe, losinggraphic inserts filmed by Clark. Most significantly,Schlesinger eliminated Scheider’s original introduc-tion, a scene retained from the novel in which Docloses control and kills two assassins after they mur-der another veteran agent. For Goldman, this was a“grievous” cut, as the original scene established Doc’svulnerability, showing him as “a guy who’s dead butwon’t lie down” and giving Doc’s scenes with Babe astronger emotional subtext. “Without that eight-and-a-half-minute scene, you see a superstud.”

Marathon Man premiered in U.S. theaters in Octo-ber 1976, ultimately grossing $21 million and earninggenerally strong reviews. Jay Cocks in Time called it“the year’s most cunning entertainment,” and JudithCrist in Saturday Review went even further, describingit as “a film of such rich texture and density, so fascinat-ingly complex in its unfolding, so engrossing in is per-sonalities, and so powerful in its performance and pacethat the seduction of the senses has physical force. . . apotential neo-classic of the thriller genre.”

Goldman’s screenplay and Schlesinger’s directionearned suitable praise, but the stars received the ma-jority of the raves for the film. Cocks felt that Hoffmangave one of his best performances, and John Simonin New York regarded his performance in the torture

scene as “the perfect blend of agony and comic absur-dity that characterizes nightmares.” Richard Corliss inNew Times especially appreciated his work in the kid-napping scene, the way “the naked Hoffman makes thedifficulty he has trying to put on his pajama bottomsinto a tense, hilarious ballet of klutzy hysteria.”

Roy Scheider also garnered strong reviews,with Gordon Gow in Films & Filming praisinghis “quiet, shrewd, enlivening, enthralling perfor-mance. . . which. . . comes very close, in minimal time,to stealing the show,” and John Simon felt he playedthe role “with extraordinary authenticity,” and was anactor who “unerringly hits the true note of humanityeven among hoked-up circumstances.” But it shouldcome as no surprise that Laurence Olivier receivedthe most attention from the critics. Reviewers such asRay Loynd in the Los Angeles Herald-Examiner (“Oliviermakes a two-beat horror role resonant with his art”)and A.D. Murphy in Variety (“Olivier gives an A-budget version of what George Zucco did in hundredsof formula programmers”) noted how the star tran-scended the pulpy nature of his role, while John Simonwent into great detail, praising the actor’s “combina-tion of petty shrewdness, stolidity, and querulous self-pity. . . refreshingly different from the usual arrogantdemon; welcome, too, are the less-Prussian-than-usualaccent and the wonderfully realized walk in which mil-itary bearing has begun to crumble into shards of se-nile stiffness.” Olivier earned the film’s only Oscarnomination, for Supporting Actor (the film was alsoshort-listed for Conrad Hall’s cinematography), andthe film marked a resurgence in both his health andcareer—two years later he earned a Best Actor nomi-nation for another international thriller, The Boys fromBrazil, this time portraying a Jewish hero while Gre-gory Peck played a Nazi antagonist, none other thanJosef Mengele (Goldman’s model for Szell).

Goldman envisioned his story as a spy thriller, butthree decades later the film version of Marathon Manplays more like a horror film, and an exceptionally ef-fective one. The political elements of the story—Naziwar crimes, McCarthyism—may have less contempo-rary relevance than they did in the mid-’70s, but thenightmarish elements of the story remain as power-ful as ever. The film feels surprisingly contemporary,from the road-rage incident that begins the story (longbefore the term “road rage” even existed) to the de-saturated color in the flashbacks of Babe’s childhood.The dental torture sequence was the film’s most noto-rious element at the time of its release—so much sothat Goldman says he witnessed audience membersleave in droves for the lobby in order to miss it—butOlivier’s repeated question “Is it safe?” may be evenbetter remembered today, arguably one of the most



quoted lines of ’70s cinema. Babe’s late-night abduc-tion is even more chilling than the torture scene, andthe moment when Janeway brings Babe back to his cap-tors after his “rescue” is a brilliant (and oft-imitated)twist. Schlesinger does a masterful job in directingthe suspense and action scenes—particularly impres-sive for someone who had never worked in the genrebefore—and his determination that the actors shouldplay their roles “truthfully” and “realistically” pays offbeautifully, as Hoffman’s utter conviction plays per-fectly against Olivier’s understated menace.

Goldman brought Babe Levy back one more timefor a sequel novel, Brothers, published in 1987. Sur-prisingly, Goldman also brought back Doc—not dead,as Marathon Man would have had us believe, but keptalive by sci-fi means—but the book, Goldman’s finalnovel to date, proved to be a disappointment and hasgone unfilmed.

John Schlesinger saw Marathon Man as a storyabout “pain, and the endurance of pain,” and con-veyed this impression to composer Michael Small.Over his three decades of scoring for film and televi-sion, Small (who died in 2003) worked in nearly ev-ery genre, including comedy, romance, western, sci-ence fiction and documentary, but it is his scores forthe paranoid thrillers of the 1970s and ’80s for whichhe is best remembered. His elegantly sinister musicprovides the perfect accompaniment for an era duringwhich many Americans felt as much fear of their gov-ernment as they did about ordinary criminals.

Small’s career as a musical stylist for free-floatingparanoia began with his score for the Oscar-winningKlute, and continued with his work on such thrillers asThe Stepford Wives, Rollover and The Star Chamber. Hismusic for Alan J. Pakula’s 1974 assassination conspir-acy thriller The Parallax View remains one of his mostacclaimed works, and Schlesinger used cues from itsscore in his temp track for Marathon Man, admittingthat he asked Small to “really rip himself off.”

The theme Small introduces in the main title se-quence for Babe obsessively running laps around theCentral Park Reservoir—intercut with shots of Szell’sbrother at a bank—dominates the score. According toSmall, “I needed to find a motif that would go withthese shots in a very rhythmic way. I felt that the scoreneeded music that had the pulse of a man running. Infact the sound effect of his feet is the ‘rhythm track.”’In the opening titles, Small also introduces a musical ef-fect created by his keyboardist, Ian Underwood, whichSmall described as “a kind of a scream which went notonly with terror and torture but also with the limitspushed by being a marathon runner.”

Small was particularly happy with the “skeweredanthem” he wrote for a scene in which Szell arrives in

New York, and one of the most striking elements in hisscore is the use of a 12-tone row—“the first and lasttime I have gone this route.” He felt that the use of therow gave “a felt unity (because the notes are the same)between the heavy running sequences and the sparklysounds when Hoffman throws the diamonds down thedrain at the end.” Small creates striking variationsof his row, especially the nightmarish rendition whenBabe discovers that the seemingly helpful Janeway hasactually delivered him back to his torturer.

Mainstream film critics remarked upon the scorefavorably, especially Arthur Knight, who reviewed thefilm for both Westways and The Hollywood Reporter. Inthe latter publication, he went into particular detailabout the music, opining: “No less helpful is MichaelSmall’s score, with its ominous chords when we seeOlivier, its romantic piano theme when Hoffman isseen with Keller.” Schlesinger himself felt that thescore “worked so beautifully,” and Small admitted thatthe success of the film and its music kept him workingsteadily in Hollywood for another decade.

—Scott Bettencourt

1. Main Title 1M1RY The film opens witharchival footage of marathon champion Abebe Bikilafrom the 1964 Olympics. Small provides an air of ten-sion with pitch-bending strings, bell tree and “scream-ing” electronics for the subsequent main title sequence,which unfolds as graduate student Thomas Babington“Babe” Levy (Dustin Hoffman) jogs around the CentralPark Reservoir. The composer then introduces three ofthe score’s key ideas in quick succession: a grave pulsefor strings and harp, a chromatic figure for stringsand woodwinds, and Babe’s bleak melody, soundingfirst on electric piano before the orchestration broad-ens. The material creates intrigue as the film cuts backand forth between Levy’s training and a sinister, el-derly German man (Ben Dova) retrieving a case from asafe-deposit box. The cue fades after the German slipsthe case to a passerby outside the bank.

2. Tragedy at the Truck 1M3 The German’s carstalls in the middle of the street, leading to an argu-ment with an irritated Jewish driver, Rosenbaum (LouGilbert), stuck behind him. Their bigoted altercationescalates into a darkly humorous chase through Man-hattan; the score signals impending doom with a low-register grunting figure as they unwittingly bear downon a fuel truck that backs into the street in front ofthem. The material climaxes as both cars crash into thetruck, causing an explosion.

As a crowd forms around the flaming vehicles,the German convulses and drops his key to the safe-deposit box before dying. Small underlines the severi-



ty of the crash and the significance of the German’spassing by introducing two more recurring ideas: anairy “death” sustain for pitch-bending strings, joinedby vibraphone and electronics, and a leaping figure onpiano that suggests forthcoming material for the film’schief villain. Babe’s theme anticipates a cut back toCentral Park, where he continues to jog.

3. In Hot Pursuit/Out of the Race 1M4/1M5 AsBabe attempts to catch up to an antagonistic jogger,Small captures his frustration with a harsh soundscapeof electronics, harp, piano and percussion. Babe even-tually gives up the chase and leans against a chain-linkfence, the film cutting back to footage of Bikila.

4. Bellman and Pram 2M1/2M2 At a hotel inFrance, Babe’s older brother, “Doc” (Roy Scheider),an American secret agent, flirts with his colleagueJaneway (William Devane) over the phone. Stringslinger with suspicion after a bellman enters the roomattempting to hang a suit that does not belong to Docin the closet. When the film cuts to Doc arriving via cabat a flea market, the score continues to offer quiet men-ace with variations on both the taunting figure fromthe “Main Title” and Babe’s theme. A creepy 15-notepiano motive—almost but not strictly serial—wandersas someone pushing a baby carriage and another mys-terious figure, Chen (James Wing Woo), spy on Doc be-fore the agent steps into a shop to deliver diamonds toa courier, LeClerc (Jacques Marin).

5. The Doll’s Demise 2M3 Small reprises his sus-penseful material from “Bellman and Pram” as Doc re-turns to his cab. His unseen pursuer has positionedthe baby carriage—which contains a “sleeping” doll—behind the vehicle. The cue concludes when the doll’seyes open, triggering an explosion that leaves Doc star-tled but unharmed.

6. Biesenthal Flashback 3M1 At Columbia Uni-versity, Babe discusses the topic of his doctoral the-sis, “The Use of Tyranny in American Political Life,”with Professor Biesenthal (Fritz Weaver), who needleshim about including the McCarthy hearings in his writ-ing. A cold 12-note (but not 12-tone) motive soundson harp and synthesizer over an unnerving sustain asLevy flashes back to his childhood and relives his dis-covery of his historian father’s suicide due to beingblacklisted as a Communist.

7. Soccer Ball 3M3 After Doc discovers LeClerc’sthroat-slashed corpse at an opera house, he waits atnight in a deserted courtyard to rendezvous with fel-low agent Nicole (Nicole Deslauriers). When she ar-rives, he orders her to keep walking:”It’s not safe.”Once she proceeds past him and disappears through agate, Doc hears a thud; he calls her name, but she failsto answer. Instead, a lone soccer ball comes bouncingtowards him out of the darkness. The taunting figure

and the creepy piano motive create a shroud of terrorbefore Doc flees the scene.

8. Elsa’s Intrigue 4M1 While researching at a li-brary, Babe meets a Swiss beauty named Elsa (MartheKeller). After she leaves, he chases after her to return abook she left behind. Small intended this unused, flow-ing rendition of Babe’s theme for electric piano, harpand strings to sound as he catches up with her near herapartment building and convinces her to see him again.

9. Szell Arrives 4M3 After an unscored sceneintroducing Nazi dentist Christian Szell (LaurenceOlivier), during which he cuts off his hair, the creepypiano motive underscores “Der Weisse Engel” (TheWhite Angel) departing his Uruguayan hideout viaspeedboat.

10. Love Scene 5M1 A setting of Babe’s theme forromantic piano and lush strings plays through a mon-tage of him falling in love with Elsa; after she timeshim while he jogs around the reservoir, the film tran-sitions to the couple making love, with the cue actingas phonograph source music. The piece wanders intorhapsodic, dissonant territory for a segue to the cou-ple in Central Park, where they are mugged by Szell’shenchmen, Karl (Richard Bright) and Erhard (MarcLawrence). A tortured, climactic reading of Babe’stheme (2:15–2:28) was cut from the mugging, causingthe cue to end prematurely in the film.

11. The Letter 5M2 Babe’s theme returns on elec-tric piano as he writes a letter to Doc, telling him aboutthe mugging and that he feels angry enough to kill themen responsible. His narration of the letter contin-ues through flashback footage of him cleaning Elsa’swounds and returning home after the attack; outsidehis apartment, some local hooligans torment him.

12. Airport 5M3 For Szell’s arrival at Kennedy air-port, the grave pulse from the “Main Title” joins withthe leaping figure from “Tragedy at the Truck” andSmall’s introduction of the Nazi’s “skewered anthem”on horns once he meets up with Karl and Erhard.

13. Resemble Diamonds 6M1 Doc joins hisbrother and Elsa for lunch at an upscale New Yorkrestaurant; Babe is unaware that Doc is a spy andbelieves him to be a successful businessman. Sus-picious of Elsa, Doc subtly harasses her, going sofar as to mention diamonds. Small intended thiscue featuring the creepy piano motive amid bell treeflourishes—evoking “sparkly” diamonds—for Elsa re-acting to Doc’s comment, but the finished film insteadtracks in the 12-note motive from “Biesenthal Flash-back.”

Fountain Appointment 6M2 When Doc exposesElsa as a liar, she becomes indignant and runs fromthe table with Babe chasing after her. A grave pedalenters for Doc left alone at the table, before the film



cuts to a deserted fountain at night, where Small de-velops Szell’s anthem, expanding it with a corrupted,more chromatic B section as the Nazi and his hench-man Erhard await “Scylla” (Doc’s code name); the cuedissipates with low-end grunting as Doc arrives andconfronts Szell.

14. Scylla Stabbed 6M3 Szell questions whetherit is safe for him to retrieve his diamonds from the bank(the elderly German from the beginning of the filmwas Szell’s brother). Doc refuses him a direct answerand In the midst of their heated exchange, Doc’s fa-cial expression suddenly changes to one of wide-eyedshock: The “death” sustain sounds before it is revealedthat Szell has thrust a retractable blade into the agent’sbelly. Squealing electronics, piano and bass flutes adddisturbing color as Szell leaves Doc for dead. The fin-ished film dials out the cue’s final 0:55 of textural dreadafter a transition to Babe at his apartment apologizingfor Doc’s behavior to Elsa over the phone. He screamswhen his mortally wounded brother arrives and col-lapses in his arms.

15. Doc Dies 6M4 Small intended this (unused)bittersweet solo piano reading of Babe’s theme to playfor him cradling Doc in his arms before the agent dies.

16. Nightmare of the Past 7M1 After the police in-terrogate Babe, Janeway informs him that Doc was ac-tually a spy for a government agency, “The Division.”He asks Levy to act as bait to draw out Doc’s killers,believing they will come looking for him to find out ifDoc told him anything before he died.

The film transitions to Babe taking a bath. As hecovers his face with a washcloth, childhood flashbacksshow him with his brother and their disgraced father(along with a disturbing shot of adult Doc clutchinghis bleeding stomach). Small scores the montage witha reprise of the 12-note motive, mixed with a statementof Babe’s theme.

17. Bathroom Terror 7M2 Babe locks himself inhis bathroom when he detects intruders in his apart-ment. In this unused cue, the creepy piano motive re-peats over ominous pedal point for the intruders at-tempting to break through the bathroom door whileBabe screams for help. He eventually panics and runsout the bathroom door, with the material acceleratingas Szell’s henchmen apprehend him and dunk him inthe bathtub.

18. False Rescue 8M1 At Szell’s warehouse hide-out, the Nazi tortures Babe with dental instruments,digging into one of his cavities and repeatedly ask-ing the infamous question, “Is it safe?” Afterward,Karl brings the student to a bed and provides himwith a topical anesthetic for his teeth. Small indenteda light, suspenseful passage that references the taunt-ing figure to sound as Babe spots Janeway entering the

warehouse and sneaking up behind Karl; the finishedfilm replaces this material with music from a forthcom-ing cue, “The Recognition.” “False Rescue” is dialedback into the film with frantic electronic readings of thecreepy motive joined by alarm-like string clusters andsnare drum punctuation as Janeway knifes Karl in theback. The material continues as the agent ushers Babefrom the warehouse, shooting Erhard along the way.The cue ends with a fateful reading of Babe’s themethat plays against the creepy motive as Janeway loadsBabe into his car and speeds off into the night.

19. Betrayal 8M2 While Babe cowers in the backseat, the agent speeds around town, explaining Szell’sNazi history and his plan to retrieve the diamondsfrom the bank. When Janeway asks Babe to comeclean and reveal what Doc told him, the student in-sists: “Nothing!” This prompts the frustrated agent topull back up to the warehouse, with the creepy motivecrying out over whining clusters and col legno effects asKarl and Erhard emerge from a door, alive and well!The traitorous Janeway watches the henchmen carry ascreaming Babe back inside, to a fleeting statement ofBabe’s theme.

Drilling Horror 9M1 During a second torture ses-sion, Szell drills into one of Babe’s healthy teeth. In thefilm, Szell’s drill and Babe’s agonized screaming nearlydrown out a percussive pulse and a searing swell ofelectronics.

20. Escape 9M2 After Szell deems Babe useless,Karl and Erhard prepare to load him into their car inthe alley outside the warehouse. Agitated strings andpercussion accents sound as Babe seizes an opportu-nity to escape, slamming Erhard with the car door anddashing barefoot down the alley. Sporadic stings forpercussion and synthesizer follow for Babe unsuccess-fully trying to flag down an ambulance. The final twostings do not appear in the finished film.

21. Chase Pt. I 9M3 As Janeway chases Babethrough a deserted neighborhood, sporadic percussionand electronics join with fitful atonal writing that incor-porates the taunting figure and frantic readings of thecreepy motive. Harsh strings, screaming synthesizerand a suffering trumpet solo signal Babe remember-ing Bikila once again, with the film cutting to archivalfootage of the marathon champion. The fitful chasematerial returns as Babe climbs over a heap of rubble,losing Janeway in the process.

22. Chase Pt. II 9M4 After Szell’s henchmen pickup Janeway in their car, pummeling percussion andwhining strings mark a cut to Babe running on a high-way onramp. As the villains’ car bears down on Babe,the score spirals out of control with furious, unstabledevelopments of the creepy motive, climaxing as Babeescapes his pursuers by leaping off a railing and onto



an adjacent highway.23. Urgent Phone Call 9M5 Janeway and Karl

scan the roadway for Babe but he has vanished. Eeriestrings and harp mix with cautious developments ofBabe’s theme for a transition to him arriving via cab ata payphone down the street from his apartment andtrades his brother’s Rolex to the cabbie for a dime.Small intended an unused passage (1:10–1:40) of drystring sustains and percussive grunting to underscoreLevy calling Elsa for help.

24. Calculated Risk 9M6 The composer reprisesthematic material from “Bellman and Pram” as Levysneaks down the street and sees Szell’s henchmenparked in front of his apartment. He makes his wayinto a building across the street and uses the intercomto summon Melendez (Tito Goya), the leader of theneighborhood hooligans who routinely taunt him.

Gang Moves In 10M2 Melendez and his friendsagree to “rob” Babe’s apartment and bring him his gunand clothes. The grunting figure from “Tragedy at theTruck” sounds as they make their way across the streetinto Babe’s building with Szell’s henchmen watchingfrom their car. The suspenseful material continues asthe gang sneaks upstairs and begins to pick the lockon Babe’s door. Janeway, staked out in the stairwell,confronts them with his pistol but the punks revealweapons of their own. Outmatched, the agent relents.

25. House on the Hill 10M3 Babe meets up withElsa and she drives him out of town. A cold, flowingrendition of Babe’s theme underscores their arrival atElsa’s country house, where Babe forces her to confessthat she works for Szell and holds her hostage.

Approaching Showdown 10M4 As they awaitthe villains’ arrival, Elsa clarifies that she is only acourier for Szell; a delicate piano statement of Babe’stheme plays over a troubled string sustain when he an-swers her confession with, “God, you’re pretty.” Thegrunting figure alternates with stark percussion as thevillains’ car approaches, with pungent readings of thecreepy motive sounding as Levy holds Elsa at gunpointnear the front door and applies anesthetic to his teeth.The cue dissipates as Janeway and Szell’s henchmenstep out of the car and confront Babe.

After admitting them to the house, Babe goes on tokill Karl and Erhard in self-defense; caught off guard,Janeway identifies the bank from which Szell will re-trieve his diamonds. Once Babe flees the premises,Janeway grabs his gun, prompting Elsa to scream outand warn Babe. Just as the agent kills her, Babes reap-pears in the window and guns him down in return.

26. Jewelry Market Pt. I 11M1 Szell’s anthembuilds tension as the Nazi walks through the 47thStreet diamond district, observing countless Jews alongthe way. The cue continues with the anthem’s B section

as Szell uncomfortably steps into a jewelry store in anattempt to determine the value of his diamonds.

27. Market Continuation 11M2 The anthem’s ac-companimental material returns after Szell barks at anunhelpful clerk and leaves the shop. As he crosses thestreet to visit another store, an elderly Jewish woman(Lotte Palfi Andor) seems to recognize him.

28. The Recognition 11M3 In the second store,Szell learns the value of the diamonds but is also rec-ognized by one of the salesmen, a Holocaust survivor.Dissonant string sustains and a grunting percussivefigure follow the Nazi back outside, where the elderlyJewish woman across the street—another survivor—begins to call out Szell’s name in disbelief. In one ofthe film’s most famous sequences, she chases after DerWeisse Engel with her hysterics attracting a crowd ofbystanders as the Nazi continues down the street, at-tempting to maintain his composure. Deliberate, hor-rified statements of the creepy motive sound as thewoman follows him, with the material turning chaoticas she runs into the street and a taxi nearly runs herdown.

29. Szell Escapes 11M4 As the crowd tends to theelderly woman, the jewelry salesman catches up withSzell and confronts him on the street (the finished filmtracks the concluding section of “Szell Escapes” overthis footage). Gruesome readings of the creepy motivesound when Der Weisse Engel slashes the man’s throatwith his retractable blade; Szell calls out for help be-fore hopping into a cab. Another crowd forms aroundSzell’s victim as the taxi drives off, a pathos-ridden de-velopment of Szell’s anthem mixing with the creepymotive for the Nazi re-holstering his blade and takinghis brother’s key from his briefcase. The film transi-tions to the bank, where piano statements of the creepymotive sound over low-register grunting as a guard re-trieves the safe-deposit box for Szell.

30. All That Glitters Pt. I 11M5 In a private roominside the vault, Szell retrieves a can from the box andpours a mound of diamonds onto the desk before him.A shimmering setting of the creepy motive sounds onupper-register piano, surrounded by bell tree flour-ishes as the Nazi caresses the jewels and laughs, unableto contain his excitement.

All That Glitters Pt. II 11M6/12M1 A bank guardchecks on Szell after his excited outburst. After theNazi dismisses him, the shimmering piano and belltree return as he pours out more diamonds.

31. Too Close 12M3 Szell leaves the bank withhis briefcase full of diamonds, but Babe confronts himalmost immediately, escorting the Nazi him to CentralPark at gunpoint. They enter a Reservoir pump room,where Szell opens his briefcase and presents Babe withthe diamonds.



Small intended this unused, tension-filled settingof the creepy motive’s first six notes to sound as Szellapproaches Babe on a pump room catwalk. Babe lev-els his gun on Der Weisse Engel and forces him to stopbefore he can get close enough to knife him.

Essen 12M4 The composer intended this secondunused setting of the creepy motive’s opening pitchesto play as Babe tells Szell that he can keep as many di-amonds as he can swallow.

32. Diamonds of Death 12M5 Szell swallowsone diamond but refuses to eat more, instead spit-ting in Babe’s face. When younger man smacks theNazi in return—dropping his gun in the process—thescore erupts with agitated strings and percussion. Szelllunges for the student with his blade and Babe snatchesup the open case of diamonds, with the creepy motiveunfolding deliberately through a standoff until Babetosses the case down some stairs; the cue responds withqueasy sustains and percussive accents as Szell pan-ics and goes tumbling after his precious diamonds. At

the bottom of the stairs, the “death” sustain wafts withirony as Szell, having impaled himself, slowly pulls hisblade from his own stomach and collapses dead intothe water.

33. Babe Tosses Gun 12M6/12M7 Szell’s B ma-terial sounds on bass flutes, trumpet and strings forBabe watching Der Weisse Engel’s corpse float in thewater below, alongside the diamonds. Babe’s attentiondrifts to his gun resting on the walkway before him;he retrieves the weapon and tosses it into the reservoiroutside, the cue reaching a harsh climax just before thegun hits the water. Although the nightmare has ended,Babe’s theme haunts him on solo trumpet as he walksoff lost in thought.

34. End Credits 12M8 As Babe disappears intothe distance, a typically plaintive setting of his melodyplays through the end credits over a shot of New York’sskyline.

—Alexander Kaplan

The Parallax View

A climate of general paranoia and distrust of thegovernment pervaded the 1970s, reinforced by suchtraumatic events as: the assassinations of John andRobert Kennedy, Martin Luther King Jr. and MalcolmX; the investigation into the Watergate break-in; andthe controversy over the war in Vietnam. The decadesaw an increase in popularity for the conspiracy thrillergenre, with such films as The Conversation, Three Days ofthe Condor, All the President’s Men and The China Syn-drome offering a fascinating time capsule of the atti-tudes and fears of the era. One of the most memorablefilms of the genre was director Alan J. Pakula’s 1974thriller The Parallax View.

The project began with the book of the same name,the first published novel by Loren Singer, who hadserved with the O.S.S. during World War II. In the yearsafter the JFK assassination, a rumor spread that a sta-tistically improbable number of witnesses had sincedied, helping to popularize the already prevalent ideathat the murder was not the work of lone gunman LeeHarvey Oswald but rather part of a wide-ranging plot.Singer’s novel told the story of journalist Malcolm Gra-ham, a witness to a Kennedy-like assassination whodiscovers that a shadowy governmental organizationcalled the Bureau of Social Structure is murdering hisfellow witnesses. Ultimately, the Bureau pits Grahamagainst his friend Tucker, the only other surviving wit-ness, and after Tucker kills the woman with whom Gra-ham has fallen in love (the widow of a Bureau em-ployee in whose murder Graham participated), Gra-ham kills Tucker. Resigned to his fate, Graham himself

then dies at the hands of a Bureau agent.Doubleday published the novel in June 1970 and

the following summer announced plans to develop itas a motion picture: although the company had pro-duced and distributed educational films, this would betheir first attempt at a feature. Michael Ritchie, freshoff his big-screen directorial debut on the skiing dramaDownhill Racer, was pegged to produce and direct, andLorenzo Semple Jr. was hired to adapt Singer’s novel.Semple may have been best known for his work onthe campy ’60s TV version of Batman, but he was alsoa respected screenwriter who had won the New YorkFilm Critics Circle award for the cult classic thrillerPretty Poison. Semple gave his finished script, whichchanged the protagonist from a journalist to a police-man, to Gabriel Katzka, who signed on to produce thefilm for Paramount Pictures. After Ritchie decided notto direct the film after all, Katzka gave the screenplayto Warren Beatty and producer-director Alan J. Pakulafor consideration.

Beatty had taken a temporary absence from film-making to concentrate on politics, working on GeorgeMcGovern’s 1972 presidential campaign, and had notmade a film since Richard Brooks’s 1971 caper film$. Pakula admired the “bold sketches and almost im-pressionistic quality” of Semple’s screenplay. In June1972, Pakula and Beatty announced that they wouldbegin production on the film at the end of that year.The filmmakers brought a new writer on board to ex-ecute Pakula’s ideas for the script: David Giler, a vet-eran of episodic television who had co-written the con-



troversial film adaptation of Gore Vidal’s Myra Breck-endrige. The Parallax View screenplay, ultimately cred-ited to both Giler and Semple, diverged greatly fromSinger’s novel, with the script’s policeman protagonist,Joe Frady, a surviving witness to a political assassina-tion, going undercover to infiltrate the Parallax Cor-poration, a mysterious organization that recruits as-sassins from among society’s loners and misfits. Al-though the script featured elements and a few charac-ter names from the book, as well as a similarly fatal-istic and downbeat ending, the only sequence that re-mained largely intact from novel to script to finishedfilm was the hero’s investigation into the drowningdeath of a witness during a fishing trip to a small town.

The project encountered a major obstacle whenthe Writers Guild of America went on strike on March6, 1973. The strike, which lasted through June 24 ofthat year, meant that Giler would not be able to makethe changes Pakula wanted in the script, while thestudio insisted that production begin as planned inApril to make use of Beatty’s availability. The situ-ation forced Pakula to write the new scenes himselfduring production—and even during the casting pro-cess he made major changes in his vision of the film.Pakula originally saw Lee Carter, the journalist whosemysterious death inspires Frady to begin his investi-gation, as “a tough kind of older woman, older thanWarren, wisecracking, witty, sardonic, a lady like Lau-ren Bacall,” but when 35-year-old Paula Prentiss au-ditioned, “looking wide-eyed and vulnerable,” he casther as Lee and changed the character to “a girl who’scrashed once too often, who was in a constant panic. Itmade her death more moving.”

The filmmakers first conceived Jack Younger, theParallax operative who recruits Frady to the organiza-tion, as “six foot two, easy with a gun in his jacket hol-ster, that classic kind of man,” but Pakula had been im-pressed by the performance of Walter McGinn in JasonMiller’s Pulitzer Prize-winning play That ChampionshipSeason, and decided to reconfigure the role for McGinn.“You expect, when Parallax comes, to get some kind ofSuperman figure, and what you get is this little churchmouse man with some kind of strange emotional needto pull these people out. And I changed the wholepart for Walter, a little. . . man with great eyes.” McGinnmade his film debut in Parallax, his subtle, insinuatingperformance proving to be one of the picture’s greatestassets. Sadly, after only a few more features—includingroles in Farewell, My Lovely and Three Days of the Con-dor— a 1977 car accident would cut McGinn’s careershort by claiming the actor’s life at the age of 43.

One of the most important alterations came whenPakula, after encouragement from Beatty and Giler, de-cided to change the protagonist from a policeman—

as he was in the Semple and Giler drafts—back to ajournalist, as Loren Singer originally conceived him.Shortly before filming began, Hume Cronyn, who hadbeen cast as Frady’s boss, called Pakula, confusedabout his role in the film: “In the script I read, I playa police chief, and you told me a couple of weeks agowhen I checked in on the phone that I was going tobe a newspaper editor, and I just wanted to know ifyou’d settled on which of them I’m going to be. I’mshooting on Monday.” Pakula confirmed that Cronyn’scharacter, Bill Rintels, was now an editor, and he in-vited the actor to his home that Sunday. The pairworked with Beatty and the script supervisor to planthe scenes involving Frady and Rintels, with Cronynasking Pakula’s wife for scissors and tape so he couldpaste the new pages together. Pakula saw Frady as “thetotally rootless modern man,” and removed a scenefrom the script that was set in the editor’s home, sothat the Rintels scenes take place in the newspaper of-fice, which he saw as representing “much more simpleAmerican values, almost 19th century values. It repre-sented a family, a man who was rooted, a whole Amer-ican tradition that was dying, an anachronism.”

Filming took place from April to July 1973, onlocations in California and Washington. The GorgeDam on Washington’s Skagit River provided the set-ting for Frady’s fatal confrontation with the duplici-tous sheriff, and Seattle’s Space Needle featured in theopening assassination scene (Semple’s screenplay be-gan with a Kennedy-esque killing involving a motor-cade, but Pakula found the idea of referencing JFK’smurder so explicitly “distasteful”). Pakula’s openingshot features a pan from an Indian totem pole to theSpace Needle looming behind it: he felt the use of theSeattle landmark “made the whole beginning work forme,” with the shot jumping “hundreds of years intotoday, and there’s. . . the Space Needle, which was likean American totem to me.” The prologue also featuresa Fourth of July parade, which Pakula saw as a keyimage for the story. “I wanted to start with Ameri-cana. And I want to start with sunlit Americana, theAmerica we’ve lost.” He continued this emphasis onAmerican iconography throughout the film. “That’sthe old Hitchcock thing. If you’re doing a pictureabout Switzerland, use cuckoo clocks and chocolates.In America I used golf carts and kids making faces outof cards and the Space Needle.”

Pakula and Beatty collaborated closely throughoutthe production. According to cinematographer Gor-don Willis, they had “in-depth discussions about ev-erything.” Pakula told his star, “If the picture works,the audience will trust the person sitting next to thema little less at the end of the film.” Pakula would writescenes in the morning to film in the afternoon, and



made the film under what he termed “hair-raising con-ditions,” reconceiving major elements of the film dur-ing production, such as adding a tense sequence on apassenger jet.

Willis had provided the moody yet naturalisticwidescreen cinematography for Pakula’s hit thrillerKlute, and he proved to be an equally integral collab-orator on The Parallax View, laboring to make sure thatthe film’s images reinforced Pakula’s overall idea “todo Parallax in a kind of poster style, like a series ofposter images.. . . It was American baroque.” Accord-ing to Pakula, Willis “never forgot that. Sometimes,right in the middle of a scene, he would say that what Iwanted him to do was a violation of what I wanted thestyle of the film to be. Gordon always operates within aconception of the film.” Pakula wanted “a certain sur-realism” for the film, in which he intended to portrayAmerica “as it is seen through a distorting glass whichmay point out more intensely certain realities.”

As originally written, the finale features an assas-sination during a crowded political rally, but accord-ing to Pakula, when he, Willis and production designerGeorge Jenkins visited the location, “it was empty, andthey were putting up all these tables, these dining roomtables, which looked totally ludicrous for a banquet, anabsurd place to be eating. And there was nobody in itexcept for these lonely waiters setting up these tables.It was terrific with nobody in it. There was somethingdreamlike about those tables. And [the waiters] wereusing their little golf carts. . . to go from table to tablewith their dishes and knives and forks.” Pakula de-cided to change the crowded rally to a rehearsal in anear-empty auditorium, instructing Jenkins to procurered, white and blue tablecloths so that the assassinatedpolitician “gets caught in the middle of a flag.”

Pakula spent an unusually long time on post-production, working particularly closely with editorJohn W. Wheeler. One of their most challenging taskswas the creation of the “Parallax test” for a sequencein which Frady visits the Parallax Corporation’s “Divi-sion of Human Engineering” as part of his interviewprocess. The equivalent scene in Singer’s novel fea-tured Graham looking at a series of words througha specially constructed eyepiece as sensors monitoredhis reactions. The scene in the Giler draft was sim-ilar, but Pakula entirely reconceived it during post-production. The new version shows Beatty only brieflybefore switching to Frady’s point of view for the re-mainder of the sequence, in which he views a seriesof still images interspersed with words like “Love,”“Mother” and “Me.” Pakula’s assistant Jon Boorstin(who would go on to write Pakula’s 1986 thriller DreamLover) collected photographs for consideration; Pakulaand Wheeler spent four months assembling and edit-

ing the montage, resulting in the film’s most famoussequence. Incorporating everything from historicalpaintings to movie stills to documentary photographsof Depression-era America, Pakula designed it “to ripyou into a kind of frenzy of rage if you are one of thepeople who have been left out of society and to see ifyou are one of the ones who have been unwanted, oneof the tragic people who are the unknowns of society,people society doesn’t care about.”

The Parallax View received mostly excellent re-views upon its release in June 1974. Judith Crist inNew York proclaimed it Pakula’s “best film to date. . . atidy, taut, and stylish thriller that functions as polit-ical chiller as well,” while the critic from Cosmopoli-tan found it “exciting, wonderfully directed by Alan J.Pakula, and so real you can taste the metal of fear inyour mouth.” New Times’ Frank Rich praised Beatty’sreturn to the screen, writing that the star “showers thescreen with a magnetic vitality that cannot be matchedby any other American movie actor.” But Paula Pren-tiss in her brief but pivotal role as the doomed Leereceived the best notices, with Gordon Gow in Films& Filming calling her “excellent” and Cynthia Kirk inThe Hollywood Reporter citing her performance as “ex-tremely effective.” Gordon Willis’s cinematography re-ceived much-deserved praise as “beautiful” (Los An-geles Herald-Examiner) and “dazzling. . . almost a showin itself” (Playboy), and although Oscar voters ignoredthe film, the Giler-Semple screenplay earned nomina-tions from the Writers Guild of America and the Mys-tery Writers of America. Warren Beatty, who was no-toriously choosy about his projects, described it as “animportant subject and a film I respect.”

Pakula’s film may be very much a product of itstime, but it holds up remarkably well when viewedmore than three decades later, both as a stylistic tourde force and as pure entertainment. One of the moststriking elements of the film is its mixture of the re-alistic and fantastic. The plot is often outlandish, butPakula maintains an aura of naturalism through themarvelously subtle performances he obtained from hiscast, an ability he exploited to even greater effect onhis next film, All the President’s Men. Beatty broughthis relaxed, low-key charm to his leading role, mak-ing his character’s fate even more shocking, while thesupporting cast provided a bevy of memorable perfor-mances, including Paula Prentiss’s heartbreakingly ter-rified reporter, Walter McGinn’s unnervingly friendlyParallax operative, and Bill McKinney (who had re-cently played an especially chilling villain, the hill-billy rapist in Deliverance) as the silent assassin. Pakulachose to keep the characters and their relationshipsunderstated and implied, rather than overexplainingthem. “One of the problems in that film that inter-



ested me was sketching in characters that I had no timeto explore, sketching them in one scene, and giving asense of relationships underneath that you never ex-plore but are there.” The past affair between Frady andLee is only referenced in passing, while there are sub-tle hints about the relationship between the doomedpolitical aide played by William Daniels and his body-guard (both the Singer novel and the Giler draft madeDaniels’s character explicitly gay).

Similarly, Gordon Willis’ superb cinematogra-phy balances low-key, realistic lighting with strik-ing widescreen compositions; his asymmetrical imagesshowing Beatty dwarfed by modern architecture givethe visuals something of a science-fiction quality, re-flecting Pakula’s desire “to deal with a bigger canvas,man in his relationship to society.” Pakula saw Par-allax as “a whole other kind of filmmaking for me.In many ways it’s the most visually stylized film ofanything I’ve ever done,” depicting an America “thathas become Kafka-like, in which you never meet thebad guys.” Many film critics would compare Parallaxto John Frankenheimer’s 1962 classic The ManchurianCandidate, but Paukla saw an important difference be-tween the two thrillers. “In 1962, films still had to showaudiences that the bad guys were North Koreans. Now,with reality sounding more bizarre daily, it was pos-sible for me to show an American audience that thesickness and perversion of assassination comes fromwithin the fabric of our own society.”

Pakula also viewed Parallax as a means to in-vert the traditions of Hollywood drama. “In Amer-ica, most films are about good and evil. But thedifference—in the American myth as compared to theEuropean myth—is that in America, the evil is alwaysknown. For example, in the Western. . . evil is the guyat the other end of the street with the gun during theshootout.” But in Parallax, we never see the main vil-lains, never learn their ultimate motive, and the hero’sattempt to uncover them only leads to his being mur-dered and framed as a traitor, perhaps as dark an end-ing as you will find in a Hollywood film. Pakula feltthat his film “takes a lot of those American myths, allthe most ‘movie’ versions of the indestructible hero fig-ure, carried almost to the point of kitsch, and says ‘thisis what has happened to them.’ The American herocharacter who can do anything, who can survive any-thing and expose the truth in the end, has been de-stroyed. We can’t believe in him anymore.” Pakulaobserved that Frady “imagines the most bizarre kindof plots, (but) is destroyed by a truth worse than any-thing he could have imagined.”

The lighthearted tone of the early scenes in thesmall town of Salmon Tail, with a barroom brawl andcar chase (accompanied by rollicking music), leads

the audience to expect a more mainstream Hollywoodthriller with a happy ending. Pakula regularly subvertsour expectations of Frady as a traditional movie hero:one of the director’s many inspired changes was tokeep Frady out of the actual assassination scene in thefilm’s opening. Lee refuses to bring him up to the SpaceNeedle as her guest (Pakula makes it unclear whethershe refuses to do so out of spite due to a shared history,or because she genuinely does not know him) and hisnot being an actual witness makes it much more plausi-ble that he could infiltrate Parallax, since he would notbe on their hit list (both the Singer novel and the Gilerdraft had him actually witness the killing). The film’sending, however, suggests that Parallax may have beenonto Frady the whole time, another subversion of hisheroic status.

Even the hero’s name is unheroic, “Joe Frady” sug-gesting a mocking mixture of Dragnet’s Joe Friday andthe schoolyard taunt “’fraidy cat.” Rather than giv-ing Beatty a typical movie star entrance, Pakula andWillis introduce Frady as little more than an extra inthe opening scene of Lee interviewing the soon-to-be-assassinated politician in front of the Space Needle. Itis difficult to believe that until shortly before filmingcommenced, the film’s protagonist was planned as apoliceman instead of a journalist. The film’s sense ofexpanding paranoia would never have worked nearlyso well with a cop hero backed up by the police depart-ment, and Frady’s isolated nature is one of the film’smost evocative elements—the Giler script gave him alonger scene with a girl briefly glimpsed in his motelroom when Lee visits, as well as a love scene with awoman who helps him escape from Salmon Tail afterthe car chase, but Paklua wisely excised both scenes.

Pakula chose a deliberately elliptical style of sto-rytelling for The Parallax View, leaving narrative gapsand allowing the audience to fill them in, much in thesame way a conspiracy theorist has to connect the dotsbetween facts: apart from the two assassinations thatbracket the story, the main deaths (a framed busboy,Lee, the sheriff, Tucker, Frady) occur off camera. ForPakula, the film “depended on a certain kind of hypno-sis to work. And if you stop and explain it to such anextent that you break the hypnotic rhythm of the film,you make it more believable on an intellectual level,(but) the thing that may pull that audience emotionallycan fall apart.”

The Parallax View was only the fourth film directedby Paukla (following over a decade as a producer fordirector Robert Mulligan, their projects together in-cluding To Kill a Mockingbird and Inside Daisy Clover),but as he had done with his two previous films, Kluteand the seldom-seen romantic tragicomedy Love andPain and the Whole Damn Thing, Pakula hired Michael



Small to compose the score.Small felt that he had immersed himself too deeply

in the dark world of Klute while scoring that film, andresolved not to make that mistake again. “I have sincelearned to be very careful, to keep a distance, to portraybut not get overly involved. I always give the audiencean ‘out,’ an elegant escape route. That is where artistryshould enter into it. After all, fear of what is going tohappen next is what it appears to be at all. Perhaps itis really dealing with the unknown, an archetypal hu-man impulse that involves awe and wonder as well.That is why I like films that are suggestive, not specif-ically horrible or repulsive. To me ‘noir’ style alwayshas mystery and distance. There is the space providedfor an experience that can be quite subtle.” Small did,however, feel while working on it that the project hadunusual relevance to its era. “I remember when I wasscoring it, Patty Hearst was being held hostage andthey were broadcasting her statements every day. Itwas a time where there was a lot of paranoia and spec-ulation about the Kennedy assassination. It was still avery alive feeling in the mid-seventies.”

Small decided to compose an anthem as his maintheme, finding anthems “both terrifying and veryattractive. I’ve always been attracted by patrioticanthems—and scared by them. You not only have TheStar-Spangled Banner, but you have Deutschland uberalles. The skewed patriotic anthem worked not only asunderscore, but became signature for the overall pointof view of the story.”

Small’s score is relatively brief, and he left theopening assassination unscored, his music beginningwith an announcement from an investigative panelleading into the opening credits. “The opening of thefilm was constructed with this very long dolly shot ofappeal judges who look so august and solemn in the actof pompously dismissing a case in a way in which theaudience senses may be a total whitewash and fraud.Although you might expect to hear ‘official’ soundingmusic in this type of scene, here there is a strange andominous tone to it. But then there is a paradox. Themusic opens up on a certain chord, you’re taken in,swept along, and even moved by it. Something irre-sistible is pulling at you. Anthems have a mysteriouspower to move you, almost in spite of yourself. There-fore, in a certain way, the film is exploring conspiracyas skewered, inverted loyalty.”

Pakula was particularly impressed by the waySmall’s music helped to characterize the film’s villains.“We never discuss who they are, but they hide behindthe patriotic music that whips people up and makes itseem like they’re all American and patriotic. It has akind of John Philip Sousa march feeling about it, buthe also did a trumpet thing with it and it was almost

like playing taps for an America that was. It workedon so many levels and it was really what characterizedthe heavies.”

Small had to compose and record the source cuefor the Parallax test scene on a tight deadline— “I don’tthink Alan even heard it. It was just one of those mag-ical events”—but the director was pleased with the re-sult. “He started out with that wonderfully simple lit-tle folk melody, and then it’s all very simple Americanaand terribly innocent. And then it just builds into thiskind of acid-rock hysteria.” Cynthia Kirk in The Holly-wood Reporter singled out this sequence for praise in herreview, particularly its “steely, piercing musical scoreby Michael Small.” Small even incorporates a motivefrom the test cue into the scene that follows, in whichFrady tails the silent assassin from the Parallax offices.

For the film’s end credits, Small converted his darkanthem into a patriotic march. The director explainedthat they “dubbed it so it didn’t sound to you like itwas marching across the screen. And you hear cheer-ing sounds along with this cheerful music. But youknow it’s the sound of evil. It’s being used to makeyou think they are patriotic.”

The critical acclaim for the film and its scorecaused Small to be typecast as a composer for con-spiracy thrillers—ultimately, it is the genre with whichhe remains most associated even today—and he fol-lowed Parallax View with such other similarly themedprojects as Marathon Man, The China Syndrome (forwhich his score ultimately went unused), Rollover (an-other Pakula film) and The Star Chamber. But Small didnot resent being pigeonholed, admitting, “I find the‘conspiracy’ genre one of my favorites. The intrigueof it, the topicality of the political dimension can be sointense and involving, it really lends itself to music sowell.” Pakula remarked that “we’ve shared our para-noia together,” and ultimately felt that Small’s Parallax,along with Klute, was “one of the best scores I’ve everhad,” and that they “were two of the most importantscores in films of mine in terms of the part they playedin telling the story.”

Pakula worked with many of the top composersin Hollywood during his nearly three decades of di-recting features, including Marvin Hamlisch, JamesHorner and John Williams, and the director felt amongthe things these musicians had in common with Smallwas that “they all worked conceptually. I only workwith people I feel can work that way. The score can saythings that nothing else can say. It can in some waysmake you feel inside a character. That’s my favorite useof it. There’s something when the music plays back inyour mind, it should bring up some subtext of that filmfor you. On an emotional level you understand the filmbetter because of the music. Not just feel it more, but



you understand it more.”Small would ultimately score nine of Pakula’s 16

features (Pakula died in 1998, and Small in 2003), thedirector appreciating his “almost child-like joy in com-posing and in working on the film.” Pakula openly ac-knowledged the special nature of their collaboration:“It’s wonderful because you have a shorthand. Theother thing I love about working with Michael is thatevery film is different, which is what I try to do my-self. He doesn’t try to go back to old scores for oldsolutions. He has the same excitement about startingover each time. The best film composers are wonderfuldramatists, as much as a screenwriter is. They under-stand dramaturgy and they contribute to it. Michael re-ally understands that, he really has a great sense of sto-rytelling.” Interviewed in the mid-1990s, Pakula wasas impressed with Small’s work on Parallax as ever.“When seeing The Parallax View recently I was againstruck by what an extraordinary accomplishment thatscore was and what it did for that film.”

—Scott Bettencourt

The author wishes to acknowledge two invaluable re-search sources for this article: Jared Brown’s book Alan J.Pakula: His Films and His Life, from which many of thePakula quotes about the making of The Parallax View weredrawn; and Rudy Koppl’s profile of Michael Small in theAutumn 1998 issue of Music from the Movies, whose in-terviews with Small and Pakula featured many of the quotesregarding the Parallax score included in this essay.

38. Main Title During the film’s unscored open-ing sequence, Senator Charles Carroll (William Joyce)is assassinated—supposedly by a lone gunman act-ing as a waiter—at Seattle’s Space Needle. Small’sscore enters after the suspected killer falls to his death:a mid-register pulse, militaristic snare and a wide-leaping paranoia motive mark a shot of the dead politi-cian before the film cuts to an exterior of the Space Nee-dle. Back at ground level, another suspicious waiter(Bill McKinney) flees the scene.

The pulse continues through a transition to an an-nouncement issued several months later by a seven-man panel investigating the assassination. The cam-era slowly pushes in on the committee as its chair-man dismisses the notion of a second assassin. Com-poser Small casts doubt over his speech with the score’smain theme, a pseudo-patriotic anthem that strugglesto maintain purity amid the dread-ridden pulse andthe paranoia motive. At the conclusion of the chair-man’s statement, the opening credits unfold over afreeze-frame on the panel; Small transfers the melodyto trumpet, the piece building in intensity through thebrief credit sequence.

39. The Morgue Three years after the assassina-tion, television reporter Lee Carter (Paula Prentiss)—awitness to the senator’s murder—visits with investiga-tive journalist Joseph Frady (Warren Beatty). She in-forms him that six witnesses to the assassination havemysteriously died and she fears that she will be next;despite her tearful pleas for help, he remains uncon-vinced. Small’s music reenters on a quick cut to Lee’sbody lying on an examination table in a morgue, theominous pulse joined by the paranoia motive and themain theme. Frady remains silent throughout a med-ical examiner’s explanation of how Lee died from adrug overdose, the music reinforcing the reporter’ssuspicion that she was murdered.

40. Sheriff’s House Frady follows up one ofCarter’s leads by visiting the small town of SalmonTail, Washington, where he investigates the “acciden-tal” death of another witness to the assassination. Aftersurviving an ambush by the local sheriff, L.D. Wicker(Kelly Thordsen), Frady visits the lawman’s home tosnoop for clues. Unnerving flute varies the paranoiamotive over a pedal point as Frady discovers a brief-case full of literature about the Parallax Corporation.The cue dissipates after Deputy Red (Earl Hindman)arrives at Wicker’s house; when the phone rings, Redanswers, inadvertently alerting Frady to his presence.

41. Car Chase Frady escapes from the house withthe Parallax briefcase but Red spots him speeding offin the sheriff’s car. The score erupts into a propulsivechase cue comprised of taunting country fiddle, bitingwinds (offering accelerated bits of the main theme) andpop rhythm section. Frady manages to lose a pursuingRed before the cue climaxes when he crashes into a gro-cery store.

42. Testing Center Frady visits a psychologist,Prof. Schwartzkopf (Anthony Zerbe), who determinesthat a personality test found in the briefcase is de-signed to identify homicidal characteristics. A ques-tioning figure for flute and bass clarinet alternates witha breathy bass flute and harp pulse and electronics asSchwartzkopf resolves to have one of his murderouspatients take the test for Frady.

43. Out to Sea Austin Tucker (William Daniels)—a former aide to Senator Carroll and another witnessto his murder—finally agrees to meet with Frady. Ableak variation on the main theme plays as Frady joinsTucker and his assistant (William Jordan) on a yacht,the material unfolding as the sailboat heads out to sea.The cue dissipates when Austin begins to show Fradyslide photographs taken at the Space Needle the day ofthe assassination.

44. Slide Art and Austin Sleeps Frady studies theslides but is unable to identify the mysterious waiterwho fled the scene of the murder. A nagging, repeated-



note figure for brass and electronics mixes with theparanoia motive, representing the unidentified assas-sin. After Tucker loses interest in the reporter and restson a couch in the ship’s cabin, swelling textures marka passage in time as the yacht continues its journey.The music reinforces an unspoken tension for Fradystanding at the boat’s stern while Tucker and his as-sistant talk in secret by the bow. Small reprises themain theme’s variation from “Out to Sea” before theboat suddenly explodes—Tucker and his assistant dieinstantly, while Frady escapes into the ocean.

45. Parallax Test Using a fake identity, Fradyis accepted for training at the Parallax Corpora-tion by company representative Jack Younger (WalterMcGinn). At Parallax headquarters, Frady undergoesa visual response test: a five-minute slide show of key-words (“Mother,” “Father,” “Me,” “Home,” “Coun-try,” “God” and “Enemy”) and warm, patriotic imagesset to music. Small’s disturbing source piece for thetest balances benign country-pop and male hummingwith rich Americana brass, blaring organ and driving,militaristic percussion. The music maintains its steady,insincere optimism (with only an occasional lapse intosubtle discord) even as the montage begins to acceler-ate at a disturbing rate and casually mixes images ofdeath and carnage in among the more nostalgic pho-tos.

46. Art in Cafeteria and Suitcase Bomb A dread-ridden cue combines several of Small’s motives asFrady tails the mysterious waiter from the Space Nee-dle photos. Nervous bassoon readings of the maintheme’s opening figure sound when the reporter firstspots him in the lobby of the Parallax headquarters;the villain’s nagging motive from “Slide Art” marks afreeze-frame of his face that clearly identifies him. Awarped suggestion of the country music from “Paral-lax Test” plays as the assassin exits the building, beforean intermittent pulse alternates with the paranoia mo-tive for Frady following him to his car. The film seguesto the Parallax operative arriving at a parking lot andretrieving a suitcase from another car, the main themeplaying cautiously as Frady spies on him from afar. Asthe man arrives at an airport and checks his suitcase asluggage—for a flight that carries a senator—anguisheddevelopments of the main theme for piercing, upper-register strings play against a harp ostinato based on

the tune’s opening pitches. The score continues tobuild tension with this material through shots of thesuitcase being loaded onto the plane, before agitatedstring readings of the paranoia motive cry out over thepulse as Frady arrives on the tarmac and boards the air-craft. A final reading of the waiter’s motive rings out,giving way to a threatening sustain of tremolo stringsfor a shot of the Parallax operative watching from atopan airport parking garage as the plane begins to takeoff. (In a subsequent unscored sequence, Frady alertsthe flight crew to the presence of the bomb; the planeturns around in mid-flight and is evacuated before thebomb detonates.)

47. Gunmen Search Frady’s investigation leadshim to a rehearsal for a political rally at a large indoorarena. In the rafters above the banquet hall, the re-porter spies on Parallax men while political candidateGeorge Hammond (Jim Davis) assists with a soundcheck and a marching band rehearses several upbeattunes. Pandemonium ensues when shots ring outand Hammond collapses, with one spectator spottingFrady on the catwalk. An unnerving bed of sul pon-ticello string effects, bass flute trills and murky windssounds as the Parallax men make their discreet escapefrom the rafters after planting a rifle on the catwalknear Frady, who continues to hide.

48. Joe’s Final Run After police arrive at the sta-dium, a tentative reading of the main theme joins theparanoia motive as Frady—set up as a patsy—creepsalong the catwalk. When a band member calls out“I see him!” the main theme escalates on brass amidpiercing tremolo strings for Frady making a mad dashtoward an exit door. The cue climaxes just before heis shot by a silhouetted gunman standing in the door-way. (The finished film omits a mournful trumpet solointended for a lingering shot of the vast banquet hall.)

49. End Title The camera slowly pulls backfrom another investigative panel as its spokesman pinsHammond’s murder on Frady. When the chairman(Ford Rainey) finishes his statement, the committeemembers abruptly disappear, leaving the end titles tounfold over their empty chairs, while Small presentsthe “Out to Sea” variation of the main theme as a dis-tant, triumphantly perverse march that plays to thesounds of a cheering crowd.

—Alexander Kaplan


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