Our actual work on the project ended with Dick Benjamin. We didn’t work with Mr. Beatty. That was very disappointing since there was still a lot of character and character relationship work to be done. During the production, Mr. Beatty seemed to focus way too much on the art direction and not enough on the relationship between Tracy, Tess and Junior. It was supposed to be the story of a lonely man who finds a family by adopting this street urchin. It was also the story of a man torn between his heart and his passion with Breathless representing his passion.

Madonna skewed the movie in the wrong direction. She was too big of a “star” and the role became bigger than it should have. She blew Tess off the screen and there was a huge imbalance in the relationship. Tess needed to be rewritten as a much stronger character that could hold her own against the strength of Madonna’s Breathless. Tess needed to fight for her man and show that she was just as strong as Breathless in her own way. That revision was never made. If you read the Third Draft screenplay, you will find that this is the best version, in our opinion, of the movie with the right balance.

My cast for Breathless was Michelle Pfeiffer. She had the right icy quality that Breathless needed. Mr. Beatty obviously did not share my opinion. In fact, that was the break in our working with Mr. Beatty.

At that time I had a studio office at Universal Studios and Warren would call during lunchtime when my secretary was away so I would pick up the phone myself. We had had several personal meetings and things seemed to be going along well. He called and asked me what I though about casting Madonna as breathless. I reacted rather strongly that I didn’t think that was a good cast. Little did I know that he had already made up his mind. Somehow that was probably some little test and I obviously didn’t pass since I never heard from him again.

Chester Gould liked to draw his characters based on Hollywood movie actors that were popular and Breathless was drawn to represent Veronica Lake. I still feel that Madonna is way too over the top and throws the balance out of whack and it becomes a movie about them and not about the family. The heart and emotion is in the family, not in the passion. Even though the heart wins out in the end, the movie never quite recovered enough to pull the audience in emotionally. Tess was also portrayed pretty flat and you never rooted for her to get Tracy. She seemed weak and uninteresting.

Also, Mr. Beatty’s performance was also way too cold. He never gave Tracy any life and played him pretty flat. I know from our initial discussions that he wanted to make this feel like a cartoon on the page, one panel at a time, but I think he went too far and left Tracy on the page.

While it’s beautiful to look at and won several Academy Awards, it ultimately lacks a sense of emotional involvement with Tracy and his situation. It was considered a disappointment at the box office and I feel that is due to the fact that Tracy as a character was hard to identify with. Warren was too focused on Madonna and not enough on Tracy’s character.

The film has been very popular in cable, video and DVD sales and rentals, and plays much better on second viewing.

In retrospect, I think the best movie would have been made by Director John Landis. It would have been wilder, zanier, and a lot more fun. There isn’t much comedy or laughs in the Beatty version. It’s pretty straightforward. Landis would have added the big movie fun energy that is lacking in the final movie.