GOODBYE, LOVER

PRODUCTION NOTES

DETECTIVE POMPANO: Either the world's right side up

or upside down,it depends on how you look at it. I

mean, close the book of rules and there's just people

caught in situations-like you and me.

***************************************

In a sun-dappled metropolis, Sandra Dunmore (PATRICIA

ARQUETTE) could be the girl next door. In fact, she is

the girl next door: beautiful, friendly, a devout

churchgoer, a fervent believer in self-help tapes and

always doing good unto others. Just as long as others

are willing to return the favor. In her zealous quest

for a much bigger piece of the good life, Sandra may

have to step on a few toes-in her stiletto heels. But

that doesn't make her bad. It simply makes her a

product of our times.

Sandra's on her way up, but her ad exec husband, Jake

(DERMOT MULRONEY), is on a downward spiral, apparently

flailing in a morass of alcoholism.

Although Sandra sells high-priced real estate, this

doesn't begin to support the lifestyle they both so

desperately desire.

Sandra and Jake aren't the only people who want things

in this city of unfulfilled dreams. Jake's older

brother Ben Dunmore (DON JOHNSON), a spin doctor and

highpowered public relations executive, wants to

preserve his access to the good life. And there's

Peggy Blaine (MARY-LOUISE PARKER), an insecure junior

of Ben's staff, with plans of her own. They're all

young, beautiful and openly avaricious. But then it's

the 90s; who doesn't feel entitled to having it all,

especially when it's all tantalizingly within reach?

Seeing through everyone's agendas is Rita Pompano

(ELLEN DEGENERES), a heard-it-all-before detective who

just may have all of their numbers. She knows what

people are about, and she doesn't expect too much from

them. It's a narcissist-eat-narcissist world out

there. Life is shades of gray, and Pompano knows that

better than anybody, because she's a little gray

herself

Self-realization and upward mobility aren't easy

tasks. Fortunately, in this age of images and icons,

Sandra can rely on plenty of off-the-shelf advice, and

even a role model or two. She mirrors them in her own

special way, with a song in her heart and a big bright

smile on her face. She's smart enough to keep up on

all of her self-interest payments. When she eventually

achieves a few of her favorite things, you can bet she

won't feel so bad. Would anyone?

"Goodbye Lover" is a wry look at life, a thriller

filled with an enjoyable gallery of characters who

aren't quite what they seem and have learned not to

seem quite what they are. But hey, they've got

mountains to climb. It stars Patricia Arquette, Dermot

Mulroney, Ellen DeGeneres, Mary-Louise Parker and Don

Johnson and is directed by ROLAND JOFFÉ. The script is

by RON PEER and JOEL COHEN & ALEC SOKOLOW. ALEXANDRA

MILCHAN, PATRICK McDARRAH, JOEL ROODMAN and CHRIS

DANIEL are the producers; ARNON MILCHAN and MICHAEL G.

NATHANSON are the executive producers. The Regency

Enterprises film will be distributed worldwide by

Warner Bros.

Director Joffé assembled a distinguished production

crew for "Goodbye Lover," including cinematographer

DANTE SPINOTTI, A.I.C. (Oscar-nominated for "L.A.

Confidential"); production designer STEWART STARKIN

(an architect and veteran of numerous television

commercials); editor WILLIAM STEINKAMP, A.C.E. ("A

Time To Kill"); composer JOHN OTTMAN ("The Usual

Suspects"); and costume designer THEADORA VAN RUNKLE

("The Godfather, Part II").

About the Production...

When producer Alexandra Milchan and her sister,

Elinor, set out to produce Alexandra's first project,

they discovered that shopping for the right script

came with its own set of challenges.

"When Elinor and I started out," says Alexandra, "we

found that we had to actively hunt for the kind of

off-beat material we were interested in. A lot of

agencies don't have that type of material, so we

started talking to small companies."

Their search led to a meeting with the New York-based

Gotham Films. "Joel Roodman and Patrick McDarrah

showed us two scripts," she continues, "and one of

them was 'Goodbye Lover,' by a first-time writer named

Ron Peer."

"We read it on the plane back to Los Angeles" recalls

Elinor Milchan. "We both loved it, so we immediately

brought it to Regency..."

"Where they weren't very fond of it," completes

Alexandra. "They said, 'Nobody has heard of this

writer, nobody has heard of this company. Why should

we make it?' But Elinor and I were passionate about

it."

"We decided to try and package it and see what we

could come up with," Elinor adds. "We looked at first-

and second-time directors, but this unique story is so

different and complex that it scared some of them off.

Then we heard that Roland Joffé was looking for

something different from what he'd been doing in the

past, like a thriller. So we sent the script to his

agent."

That's when things got complicated, starting with a

call from Gotham Films. "They called to remind me that

we were losing our option the next morning," notes

Alexandra, "and that another company was bidding for

the script. Then, at the same time,

Roland called me and said that he had just read it and

loved it. I called Gotham back and said, 'I need 24

more hours.' They gave me until 3:00 the next

afternoon."

After a series of harried phone calls, a meeting was

arranged. Executive producer Amon Milchan, who was in

France at the time, flew to Los Angeles. "We all

gathered in a room," laughs Alexandra, "and Roland

pitched. He knew exactly what he wanted to do with the

script and we made the deal right there. It was

incredibly fast."

"When I first read the script," reports Joffé, "I fell

in love with the wryness of it, with the idea that in

a sociopathic world, the sociopath is King-or in this

case, Queen."

He elaborates, "That doesn't sound very realistic, I

know, but I think the movie is about what's real. But

it fools you into thinking that it isn't realistic. I

call it a 'film gris' [gray] because it's certainly

not a 'film noir,' nor whatever the opposite of 'film

noir' would be. 'Film gris' is just off-center enough

to make sense."

The author of this multi-layered story is Ron Peer, a

prolific playwright living in Phoenix, Arizona. "I was

focused on writing comedies for the theater," Peer

says, "when I started thinking of something in the

'Deathtrap' vein. I started to write and the piece

took itself into scenes outside of the theater. The

more I delved into it the more it seemed that it

should be a movie. So I fashioned it into a

screenplay."

Peer soon entered his script in several contests,

including the Austin (Texas) Heart of Film Festival

Contest, where it became noticed-and optioned-by the

principals of Gotham Films. "Gotham kept me informed

when Regency got interested," Peer reports. "Then I

got a phone call from Alexandra. She wanted me to fly

to Los Angeles to meet with Roland Joffé, That's when

we started to develop the script - I spent the next

three months traveling back and forth from Phoenix to

Los Angeles working on it," remembers Peer.

Noting that Peer's plot mechanism was solid, Joffé,

began to inject the ideas that had struck him during

his first reading, the same ideas that he'd suggested

during his initial meeting with Regency. The original

script had opened in a bar, with two characters

meeting for a tryst. Joffé, suggested that they

substitute a church for the bar.

"The church offered another context," says Joffé. "The

number of hand-written notes that flirting choir

members pass to one another is exceeded only by the

musical ones they sing," he observes wryly.

Joffé also had an idea on how to portray the central

character, Sandra Dunmore. "I'd recently read a

biography of Pamela Churchill Harriman," he says. "She

had become America's Ambassador to France, curiously

enough, because she had very little self-confidence. I

began imagining this powerful woman, this ambassador

getting a kick out of watching 'The Sound of Music,'

which is the story of an outsider who manages to worm

her way into society. That idea kept running through

my head." Before long, the songs from "The Sound of

Music" became integral to the script of "Goodbye

Lover."

"The key behind getting this movie into production was

Roland," confirms Alexandra Milchan. "Once we had

Roland, I was surprised at how quickly we found people

who wanted to do it."

Casting

While the shooting script was being developed, the

filmmakers began the casting process, beginning with

the central character of Sandra. "We thought of

Patricia Arquette because we loved the way she had

made her character so childlike in 'True Romance,"'

recalls Alexandra. "When we mentioned her to Roland,

he was very excited."

"I had been touched by Patricia's performance in John

Boorman's 'Beyond Rangoon,"' Joffé explains. "She had

shown a tremendous sense of humor lying just below the

surface, and when we met, I was just enchanted with

her sense of inner joy. To me, that was very

important, because Sandra is not a femme fatale. She

may be fatal, but she is not a conventional 'dark

woman.' She must have a great zest for living and for

surviving, and Patricia brings that to Sandra."

"Roland was very supportive of the ideas I had," notes

Patricia Arquette. "Sandra is the kind of girl who

grew up with nothing, yet rises above that and gets

everythingthe beautiful man, the house, everything.

She has to manipulate to survive, so with her husband,

she's a wife to be loved; with his brother, she's much

more perverse and exploratory, a little angrier and

edgier." And with her character often singing numbers

from "The Sound of Music," Arquette notes that "it's

almost as if Sandra is 'Julie Andrews, The Bad Seed."'

To play Sandra's husband, the filmmakers immediately

thought of Dermot Mulroney. "He had been in Regency's

'Copycat,"' says Alexandra Milchan. "We had always

thought of him as a star -- and he accepted the part

night away."

"I'm not really sure why they called me," laughs

Mulroney, "but it came as an offer pending meeting the

director, and Roland and I just hit it off. He had a

really interesting perspective on the script. The fact

that my character is potentially lying in every single

scene was the most attractive thing to me, because so

many times I've been hired to be sincere."

Casting Detective Rita Pompano was a challenge that

greatly concerned the filmmakers. "We wanted someone

funny who also had something very serious about her,"

explains Alexandra Milchan, "who, without playing over

the top, could appear very bitter. That's why we

thought of Ellen DeGeneres."

For DeGeneres, the casting process turned into an

emotional experience. "I watched Roland's movie, 'The

Killing Fields,' the night before I went in to meet

him," she recalls. "I cried hysterically and woke up

completely depressed. So when I met him I was dying to

work with him, but I was in a very down mood. I said,

'Tell me why you think I'm right for this movie.' He

just stared at me."

DeGeneres got the role and began serious research into

the character, beginning with a series of meetings

with actual Los Angeles policewomen. "I met with

several homicide detectives," she relates. "We rode

around while they were on duty and looked at pictures

of dead bodies. But I never met anyone as hard and

cold as the character I'm playing. No one in the

police force," DeGeneres says with a giggle, "is

really as nasty as Detective Pompano."

For the role of Peggy Blaine, a colleague at the

Dunmore's publicity firm, Iconage, the filmmakers

sought Mary-Louise Parker. The actress met with Joffé

and remembers, "Roland really listened during our

meeting, which is sometimes rare for someone who has

so many ideas-he wasn't constantly throwing them out,

we had a real conversation. We compared our ideas

about Peggy and by the end of it, we had her

character."

And for the role of Ben Dunmore, Joffé wanted

"somebody who had sexiness, a lightness of touch and

the ability to convey confusion without weakness." Don

Johnson came on the scene.

"Don's character was the toughest one to cast," notes

Alexandra Milchan. "It was hard to find an actor to do

the role because he's not really a sympathetic

character. So his was the last role we cast."

Johnson found many reasons to accept the role. "The

script is king, of course, and this cast is great."

Johnson observes. "But my character, Ben, is an

amalgam of personality and sociopathic instincts. I

liked that neither the characters nor the story are

necessarily what they seem to be, but are more about

what's going on underneath." From Page to Production

Realizing that the sets should certainly be as unique

as the characters, the producers sought out a

production designer whose vision would enhance the

script's intriguing images. They found Stewart

Starkin, an architect with commercial television

experience.

"The first time I read the script," Starkin reports,

"I knew I wanted to amplify the complexity of our tale

with a repeated measure of translucence." Following

that idea, Starkin designed the office of Ben and

Jake's public relations firm, Iconage, as a round

glass room in the center of many square glass rooms.

The designer continues, "I established Iconage with

many layers. It has a notion of order, of course,

since it is a multi-layered corporation, but within

that labyrinth of layers, I laid glass rooms next to

one another, forever obscuring one image after

another."

While the layered reflective and transparent surfaces

physically represented the layers of deception in the

script, they presented built-in challenges for

cinematographer Dante Spinotti.

"We had reflections, so it was a little difficult,"

Spinotti admits. "Stewart had designed a strange

simplicity that presented challenges."

But Spinotti found those challenges fascinating.

"Roland's early idea of using mirrors for their

symbolic quality made for very interesting shots.

Shooting into a mirror or a reflection is like having

two shots in one, or like telling two realities at the

same time."

"Dante finds the solution to those problems just in

the same way I like to," says the director. "When you

need certain things in a shot that set up problems,

they lead you into a way to express the scene. It's

like language, you choose a word when expressing

yourself, you choose a shot as your way of telling the

cinematic story."

Joffé continues, I like the hard edge of reflections

for what they do in telling this story. Sociopaths

love mirrors, because they like to check out that

they're actually there."

Patricia Arquette agrees, "I've always thought that it

was a strange phenomenon that people dance or work out

in front of a mirror. Sandra is always kind of looking

at herself, so when I was getting ready for this part,

I would flip down the rear-view mirror towards me, the

side-view mirrors, even the make-up mirror. At home I

lined up a lot of mirrors everywhere. Sandra is that

kind of person and it was fun to figure out someone

like her."

Sandra's obsession with image was continued in the

clean lines of the wardrobe created for her character

by costume designer Theadora Van Runkle. "Patricia's

character was so iconoclastic, but at the same time

truthful,. so I wanted her wardrobe to be just fizzy

and exciting.

I knew that Patricia would look very good in

structured clothes," Van Runkle notes. "I started

using fabrics with a great deal of tensile strength

that can fit good and tight around the body. Then I

discovered that she looks great in anything."

"Sandra dresses for the occasion," comments Joffé

"There's a clarity in her costumes that measures the

clarity in her thinking. She's very proper, Sandra."

"Sandra is very fashion-conscious," Arquette observes,

"kind of like a Barbie doll, with little outfits like

fashion plates. She wears church-like clothes for

church, realtor-type clothes for work. She even

dresses for the police when they come to the

apartment. Theadora did major drawings and we did a

lot of fittings."

"I only used poster colors to describe her character,"

Van Runkle laughs, "black and white and bright yellow

and bright red-and that's about it."

"Colors come to tell the story at certain points,"

interjects cinematographer Spinotti. "They accentuate,

and we have more shiny colors than in many other

movies. Early on, Sandra is in church and the key

color there is yellow, because yellow excites the mind

in an intellectual way. Then, as the movie develops,

the colors get darker and darker."

The multifaceted elements of the story were all

mirrored in Joffé's economic choices of set design,

costume and cinematography.

"Roland tends to compress all the elements he wants to

have In a shot," observes Spinotti. "He's very sharp

in a symbolic and semantic way, and he uses only what

he feels is necessary to make the shot work."

L.A. Through the Looking Glass

While the character of Sandra Dunmore dominates the

story of "Goodbye Lover," it could be said that her

story is dictated by the city she calls home-the

quintessential city of illusions, dreams and façades.

The production took full advantage of the

cinematically diverse settings offered by the City of

Angels, shooting entirely in Los Angeles County in a

variety of practical locations, including a towered

castle surrounded by ponds and gardens in

LaCañada-Flintridge; a wooded mansion in San Marino; a

Topanga Canyon mountain cabin; the mausoleum-covered

grounds of Rosedale cemetery; the Sherman Oaks

Galleria, infamous as the mall-away-from-home to

Valley Girls; an office building in Hollywood that is

an exact reproduction of the Mercedes-Benz home

offices in Stuttgart, Germany; a non-denominational

church in the Santa Clarita Valley; and a pink and

turquoise Hollywood apartment building, avant-garde

when built in the 50s and the quintessential Southern

California image today.

A number of interior sequences were completed on two

sound stages in Santa Clarita and, for several rainy

nights, filming moved along the mountain roads that

wind around the sheer cliffs leading 1400 feet up to

Whitaker Peak, in the northern part of the county.

"The story is like a puzzle, part thriller and part

cynical comedy," says Alexandra Milchan. "Roland and

Dante and the actors all brought a high level of

quality and creativity. We have a movie that creates

its own world and has great fun taking the viewer

through the looking glass."

"I think the movie is totally real," Joffé concludes.

"It is a hymn to self interest, and Sandra is

supremely joyful as she sings it."

Regency Enterprises Presents An Amon Milchan/Gotham

Entertainment Group/Lightmotive Production of A Roland

Joffé Film: Patricia Arquette, Dermot Mulroney, Ellen

DeGeneres, Mary-Louise Parker and Don Johnson in

"Goodbye Lover." The music is by John Ottman. The line

producer is Gerald T. Olson. The film is edited by

William Steinkamp, A.C.E.; the production designer is

Stewart Starkin; the director of photography is Dante

Spinotti, A.I.C. The executive producers are Amon

Milchan and Michael G. Nathanson. "Goodbye Lover" is

produced by Alexandra Milchan, Patrick McDarrah, Joel

Roodman and Chris Daniel. The story is by Ron Peer,

with a screenplay by Ron Peer and Joel Cohen & Alec

Sokolow. It is directed by Roland Joffé. Distributed

by Warner Bros., A Time Warner Entertainment Company.

www.newregency.com