ORSON WELLES' MEMO ON

By Lawrence French

In 1998, after 40 years, the world finally got to see Orson Welles TOUCH OF EVIL as the director intended it. And unlike some other Welles films that have been restored, rediscovered or re-edited, (i.e. DON QUIXOTE, OTHELLO and IT'S ALL TRUE), the changes in TOUCH OF EVIL were carried out with a scrupulous attention to detail, that is truly in the spirit of Orson Welles. Of course, no one can say for certain, just how Welles would have edited his movie, but as can be seen in reading Welles' long memo of detailed editing instructions, producer Rick Schmidlin and editor Walter Murch have come up with the closest approximation that we're ever likely to get.

Why TOUCH OF EVIL needed to be re-edited in the first place is a rather complex tale, that requires some background. In 1957, Universal took the film out of Welles hands, after he had spent about three months in the cutting room. As Welles was the first to admit, he worked very slowly while editing. "I could work forever on the editing of a film," Welles told Cahiers du Cinema in 1958. "I don't know why it takes me so much time, but that has the effect of arousing the ire of the producers, who then take the film out of my hands."

After completing a rough cut, in July of 1957, Welles left the editing of the film to Universal staff editor Aaron Stell. That fall, when Welles returned and was shown the results of the studio's re-cut, he wrote a heart-felt 58 page letter to Universal's head of production, Edward Muhl. Unfortunately, many of Welles suggested changes went unheeded, and TOUCH OF EVIL was eventually released in February, 1958 in an aborted version that ran only 93 minutes. The 93 minute version was all that was available for 18 years-until 1976, when Universal put a longer 108 minute version they accidentally uncovered in their archives into circulation.

Of course, back in 1976, Welles was still alive, and in retrospect, it seems rather unfortunate that Universal never bothered to consult him about making changes to TOUCH OF EVIL. However, at the time, the video and laserdisc market had yet to emerge, and the idea of a director's cut was virtually unheard of. Although, when Universal released the longer version of TOUCH OF EVIL on video, they mistakenly called it a "complete uncut and restored version." This, however was certainly not the case, because while the long version had 15 minutes of additional footage, including three important scenes directed by Welles, it also contained more footage directed by Harry Keller. Universal hired Keller to shoot clarification scenes, after Welles had been removed from the picture. Why Universal executives would go to the expense of shooting these additional scenes and not include them in the released picture (the 93 minute version), has never been adequately explained. In any case, neither of the two versions of TOUCH OF EVIL that have been in circulation for the past 40 years are what Orson Welles intended. To correct that, the re-editing was undertaken.

Part of the impetus behind the re-edit seems to be a vast interest and re-discovery of Orson Welles work, which is somewhat ironic, since Welles had so much difficulty financing projects while he was alive. For instance, it seems rather strange that Welles' unfinished films and screenplays are still coming to light, (along with films that feature Welles as a character, like RKO 291 and THE CRADLE WILL ROCK) - while during his lifetime, he couldn't find any financing for making movies.

The possibility of re-editing TOUCH OF EVIL began in 1992, when Welles scholar Jonathan Rosenbaum published excerpts from Welles' memo in FILM QUARTERLY. Subsequently, the memo came to the attention of producer Rick Schmidlin, who had long been a fan of TOUCH OF EVIL. Schmidlin was initially interested in doing a laserdisc version of TOUCH OF EVIL that would include commentary by Charlton Heston and Janet Leigh, as well as documenting the different versions of the film. However, Universal executives were so sold on the merits of re-cutting the film, they deemed a theatrical re-release would be in order.

What should be specifically emphasized about the re-editing of TOUCH OF EVIL, is that when Welles wrote his memo in December of 1957, he had been completely barred from the editing of the film. Therefore, the intention of his memo was to get Universal executives to make the changes he wanted-even though Welles knew he would not be allowed to supervise those changes. That's why Welles' memo contained such detailed instructions-so Universal's staff editors could implement the editing changes without Welles actually being there. That is also why, even though Welles is no longer alive, the cutting could be carried out 40 years later, and still follow Welles wishes fairly closely. Welles wrote his memo so any experienced film editor could implement the changes, although he was fully aware that Universal might not make them as perfectly as if he where there guiding the cutting in person. He wrote to Charlton Heston, hoping to enlist his aid in getting the changes made, telling him, "that memo represented my notion of the minimum number of improvements necessary. It's my fear that (Universal's) execution of these changes will leave something to be desired, since they may be acting without much enthusiasm, but most importantly, because they will be working in great haste." In 1958 Universal elected to ignore most of Welles requests. But in 1998, Walter Murch-one of the finest editors in the business-was able to implement them with the kind of enthusiasm that Welles felt might be lacking from those in charge at Universal.

The end results, are well worth the 40 year wait, although they are surprising subtle. There is no new footage on view, nor any attempt to convert the original mono soundtrack to stereo-so none of the changes jump out at a viewer familiar with the previous versions. However, there is little doubt that the film plays better than ever before.

Besides re-editing the film, the entire negative was beautifully restored, by Universal's in house preservation expert, Bob O'Neil. Welles originally shot most of the movie at night, on locations in Venice, California and (along with his cinematographer, Russell Metty), got the kind of rich black and white, high contrast look that has become such a Welles trademark. So even if the film hadn't been re-edited to Welles specifications, it would now be well worth seeing, solely for the pleasure of experiencing it's images so gorgeously restored.

It's often been said that Welles was far ahead of his time, so it may be that only now-40 some years after it was made, that TOUCH OF EVIL can truly be appreciated. The complete text of Welles memo follows, along with notations (in bold) on the changes were made to the three different versions of the film.

Memo From Orson Welles

DATE: December 5, 1957

TO: Edward I. Muhl, Vice-President in charge of production Universal-International Pictures

FROM: Orson Welles, writer and director of TOUCH OF EVIL.

I much regret that a business meeting Friday and illness Monday prevented me from seeing the picture until Tuesday. Work on the following notes was commenced as soon afterwards as I could obtain help in the typing.

Unhappily, my illness has slowed me up somewhat, and an unexpected shortage in secretarial help finds me, at the end of a long day, without a fair copy of the remainder of these notes to put into your hands. I shall go on working through the night, however, and with typists getting an early start tomorrow, it's safe to promise you the complete memo sometime before the end of the morning.

I assume that the music now backing the opening sequence of the picture is temporary...

As the camera roves through the streets of the Mexican bordertown, the plan was to feature a succession of different and contrasting Latin American musical numbers - the effect, that is, of our passing one cabaret orchestra after another. In honky-tonk districts on the border, loudspeakers are over the entrance of every joint, large or small, each blasting out it's own tune by way of a "come-on" or "pitch" for the tourists. The fact that the streets are invariably loud with this music was planned as a basic device throughout the entire picture. The special use of contrasting "mambo-type" rhythm numbers with rock 'n' roll will be developed in some detail at the end of this memo, when I'll take up details of the "beat" and also specifics of musical color and instrumentation on a scene-by-scene and transition-by-transition basis.

In the version I was shown yesterday, it's not clear where you have decided to place the credits. A brief report on this will determine whether or not my old ideas for sound and music patterns in this opening reel are still of some potential value. Since a clear description of this original plan will occupy some space and take a little more time to put together, I'll postpone this pending your reply.

The moment when Vargas says to Susan, "Don't be morbid..." is an unpleasant one and creates a harmful impression. (In an earlier memo, I made a strong point of this.)

This is the scene as it appeared in Welles' script:

REVERSE ANGLE - NEAR THE FLAMING WRECK OF THE CAR

The following sequence is photographed with a hand camera - the operator following Mike and Susan through the crowd on foot. Mike, followed by Susan, is running forward when an OLD MAN (a field-hand type) dashes by, going in the other direction. Mike stops him and there is a swift exchange in Spanish.

SUSAN Mike! - What's happened?

The old man dashes OFF SCENE. Mike continues hurrying toward the scene of the accident, Susan tagging along at his side.

MIKE It exploded - SUSAN (breathlessly, by now they are almost running) Just the car? - How could it do that? MIKE I'd better find out, Susie. Don't you come any closer... it's bound to be messy... We'll have to postpone the soda, I'm afraid -

SUSAN (catching up with him) Why? - Can't I come and see, too? MIKE (turning back with a nervous laugh) Darling, don't be morbid. SUSAN (Flaring up a trifle) Well, what are you being, for golly's sake? Anyway, it happened over here on the American side - so - MIKE (his voice hardens) So it's none of my business? SUSAN (after a moment) That's sort of what I mean, I guess. MIKE (very serious) You're wrong, love. This could be very unpleasant for us...

SUSAN For us - ? MIKE I mean for Mexico. (Sighs) There's probably nothing I can do - SUSAN So - MIKE So I'll try not to be too long about it.

He kisses her in haste but very tenderly - then turns and breaks into a run. HAND CAMERA FOLLOWING HIM TO THE wrecked car. Policemen are holding off the gathering crowd.

The present editing not only retains this line, but the cut between Vargas's leading Susan off-scene and their next two-shot is very rough. The original editing of this particular little section was really quite effective and I honestly can't see what, from any point of view, has been accomplished by tearing it up and re-building it in this form. In terms of clarity, nothing is gained; considerable excitement has been lost and an unpleasant line (which I regret having written) has been put back in.

[This was changed by Universal].

Schwartz' line: "He must be driving up from that turkey ranch of his", is unclear and must obviously be dubbed.

[The line was changed to: "I got him out of bed at his ranch, he's on his way."]

"An hour ago, Rudy Linneker had this town in his pocket... etc., etc." - must also be re-dubbed with considerable more force and attack by Mr. Collins, if the present editing is to be retained. The jump to this from Chief Gould's line just previous to this is most upsetting to the ear, and I must emphasize that this is not merely a case of "balancing" in the final process of sound-mixing. The Police Chief is literally screaming (to cover sounds of the arriving fire engines, ambulances and other background effects) while Adair in the cut right after it, is speaking in a very subdued mood. It may be that Adair and Gould should both be dubbed again, but it will probably be sufficient to re-do only the Adair line giving it more force. This may seem an un-important detail, but the abrupt, very extreme contrast in attack between these two brief cuts needlessly underlines the arbitrary character of the editing at this point and, without re-dubbing, is bound to create a most upsetting effect.

The pace would be helped if a part of the line "that I don't think Mr. Vargas claims... etc., etc." be laid over the close-up of Vargas.

Resigned as I am to the fact that a great majority of my previous notes and suggestions have been disregarded, the case of the scene between Grandi and Susan is one of the few issues I feel justified in reopening. This scene is just exactly a thousand percent more effective played, as it was first arranged, in two parts, with a cutaway to the scene of the explosion between those two parts.

No matter how the scene is edited, this scene has - and was intended to have - a curious, rather inconclusive quality. It was written that way and directed and played that way. The audience is presented with a menacing villain who does not, in fact, succeed in being very menacing after all. He takes a threatening tone with Susan, but as it turns out, his threats are vague and the audience must begin to realize (if the scene works at all) that he's actually more frightened than frightening. Dividing this scene in two parts, as we intended, and keeping the situation with Vargas at the scene of the explosion "alive" in the audience's mind, is not to confuse but to clarify. Making a short contrapuntal reference to what is going on across the border underlines and precisely illustrates the correct values. Absolutely nothing is gained by gluing these two parts together, except to make the total scene seem rather long and rather shapeless. The shooting was done, for the most part, on location, certain reverses and close-ups having been picked up in the studio. Now I did not allow in shooting these for a version in two parts, and hence, there is no available footage for continuous action. As the editing now stands, the welding of these two parts has been managed with as much skill as the resources in actual film made possible, and I congratulate whoever made the attempt. It remains, however, just that: an attempt.

The off stage dialogue "...who sent to make trouble..." (there is more to the line than this but I have no covering note) which is now laid over the rather lengthy shot of "Pancho" is an ingenious effort, but as a real solution in the editing it simply does not - and cannot - come off.

When photography falls sharply below a particular standard, cameramen say that the scene shot is not "commercial." They do not, of course, mean that it is too "artistic" for the commercial market, but that the physical quality of the film is not up to the ordinary minimum standards generally required for exhibition. The sort of editing it was necessary to resort to in the attempt to force these two parts of a sequence into the form of a single scene can only be described in the same way: it is simply not commercial.

By all means retain, in its main lines the edited form of this reel as you now have it put together. Little of the admirable labors of Ernie Nims and his assistants in behalf of clarity need be lost, but let me urge very earnestly that the cutaway from Grandi - in which he was just starting to menace Susan (the scene's deliberately anti-climatic quality, not at this point, having been established) be retained.

The cut by which we returned to Grandi (after a brief visit to the scene of the explosion) with his violent movement towards the mirror and the line: "We used to have a nice quiet town around here!" - was also a very good cut indeed. Both were exceptionally effective and cry out to be restored. In the desire to completely re-edit and re-arrange these opening reels, I do sincerely believe that the decision to unite the two Grandi scenes into a single sequence was born of an overall desire for simplification and clarity - and, granting the worth of the other cuts, this was the one change too many. This was the one alteration which cannot be defended from any point of view in terms of its result. What matters is the really rough jump in editing, - unavoidable in the present version.

If I'd been one of your number during the editorial discussions, I should know whom to address on this question which I consider to be so important. As it is, I can only plead with whoever it was who championed the notion that these two scenes be joined together as one - plead that since all other rearrangements in all these opening sequences are now fixed in an acceptable form, the Grandi-Susan scene be re-examined with an open mind. No great effort will be needed to find the proper footage for intercutting from the wealth of material available from the various scenes which play by the flaming car. It's my opinion that the entrance of Quinlan should be saved for this. I think that moving the conflict between Quinlan and Vargas closer to the street scene in front of the hotel will aid clarity and much improve the narrative line. But this is only one of several solutions. Quinlan's arrival through his line, "Whoever did it, y' jackass," and the cut of the blazing car would also make a most effective transition. You would then return to Grandi (by a quick dissolve, if you prefer) for his line, "We used to have a nice quiet town around here!" This would play beautifully. The subject of Grandi's anxiety would have been dramatically illustrated, we would not have left the scene of the explosion until after all our principals had been established, and the device of cutting away from Quinlan (clearly the most significant figure to appear since the entrance, at the start of the film, of the leading man and leading woman) would pique the audience interest without the remotest danger of confusion. This is in the best, classic tradition of movie continuity, the clinching virtue of which is the fact that in this arrangement we would never stay away from either story Susan's or Vargas's long enough to lose their separate but relating threads of interest.

But as I've said, a number of attractive solutions present themselves. What's vital is that both stories - the leading man's and the leading woman's - be kept equally and continuously alive; each scene, as we move back and forth across the border, should play at roughly equal lengths leading up to the moment at the hotel when the lovers meet again. This simple but drastic improvement, added to the body of Ernie Nims clear and concise version of this opening section of the picture, will put the identification with the characters in a just proportion and in a form which I'm sure you'll admit, if you're willing to try it, is irresistibly interesting. No point concerning anything in the picture is made with such urgency and such confidence as this. Do please - please give it a fair try.

[These cross-cutting changes were not made by Universal, but were carried out in the '98 re-edit].

On the cue "Mexico City", Grandi is interrupted by Pancho who shushes him. This extended "ssh...!" must be dubbed in. This minor detail is mentioned because if forgotten, it might seem that Pancho was speaking a line which had somehow been dropped out of the soundtrack. At the end of the Grandi scene, there is a new trim which is by no means an improvement. In almost every instance of this kind - that is to say, where there's simply a difference of taste between your editing and mine I have resigned myself to the futility of discussion, and will spare you my comments. In most cases, I can see, or guess, the point of view which has motivated the change, even when I don't happen, personally, to agree with it. But in some few instances, the point of view remains completely mysterious to me, and in those cases where the improvement is not apparent, and where I cannot fathom the reasons for alteration, I'm registering, as I do here, my objections. This matter of the "trim" isn't a vital issue one way or the other, but since it took me some considerable work on the moviola to decide on the precise frame to cut away from the Grandi street scene, and again, to pick up Vargas and the others near the hotel, I find it hard to resist pointing out that the new version - though the idea behind it may well be superior - displays a much hastier craftsmanship.

[This change was made by Universal].

My earlier memo noted that several "wild" lines were to have been dubbed between Menzies and myself to cover the long move by Vargas across the street and up the alley to the stage door of the cabaret, where he, at last, catches up with the group. True enough, this conversation between the detectives is not absolutely vital to the plot, but the present considerable lengthening of the scene between Vargas and Susan in the hotel lobby, would seem to lend increased importance to the need for keeping the other group "alive" as they proceed across the street toward the night club. On the other hand, I see that it may be also argued that having left this group for a longer period of time, hearing their voices during Vargas's move across the street may, in fact, tend to be confusing rather that helpful. I raise the point in the form of a question and without any definite recommendation on my own.

Since the question of dubbing has been raised here, I should also note that there are several lines of mine in the new and extended version of the scene of the explosion which will have to be dubbed. Quite possibly, Adair, Gould, Menzies and Schwartz must also be dubbed. A single running of the picture did not give me an opportunity to note this in accurate detail. Most of the talking in the new lengthened version of the scene is done by me and what turns up in my notes as I transcribe them now refers to this dialogue - which is indeed far from distinct.

Further on the question of dubbing: A note reminds me that there is a line of Quinlan's at the end of the quarrel scene, (the scene which plays in front of Tania's) - a line by Quinlan as he turns away with Menzies and which was not recorded at the time of shooting on location. I stand ready to do this post-synching at what I hope will be your earliest convenience.

[Presumably, the line was: "Come on Pete, lets get back to civilization."]

We now come to the first additional dialogue: the new scene between Susan and Vargas. In the light of the decision to deny me permission to direct these scenes, to write the dialogue for them or to collaborate in that writing, or indeed even to be present during your discussions of the matter, I must, of course, face the strong probability that I am the very last person whose opinion will be likely to carry any weight with you. I am, therefore, limiting myself to points which might genuinely interest you - points which seem to me to interfere quite actively with the story itself, and tend to confuse the narrative line. Without going into any question of quality in the actual writing of the dialogue for this added scene in the hotel lobby, I think two points are truly confusing to the simple mechanics of the plot, and this, I suggest, could very probably be fixed by the simple process of dubbing slightly different lines over the scene. To begin with the less important point: Vargas tells his wife to be sure and lock the door to her room. Yet, we will see him later opening this door by a simple turn of the knob. Since she has been genuinely frightened and disturbed, it is a little hard to understand why she has chosen to disregard her husband's good advice. As the film now stands, his injunction about the door locking is the last thing she hears from him before going to the nearby room, and it isn't easy to see how she could possibly have forgotten it during the course of that short walk. In the original version, the question of the door being locked is simply not raised. Bringing Susan to the door to unlock it would have changed the basic action in the scene in the hotel room and made Vargas's semi-comic confusion in the darkness unworkable. Thus, he was through the door and into the room before the audience could have time to think about the question of Susan's locking it at all. Anyone who wished to be sharply analytical could have assumed that she had simply neglected to do this - a foolish but not really an idiotic mistake. However, if her husband has told her to lock the door, her failure to do so is underlined, and the audience, forced to think about the whole door-locking business, is given a choice between blaming the director for carelessness, or considering that the character played by the leading lady is flighty to the point of feeble-mindedness.

The second point about this new scene in the hotel lobby is, I think, a more important one and has to do with reference to "those boys." Unfortunately, since this new dialogue was never sent to me, I do not have the exact text and was unable, during a single running of the picture, to write it down in the projection room. The substance, however, of what is said at this point would seem to be that Susan has been impressed by the existence of what she describes as "those boys." or "those kids." I believe Vargas also directly refers to them in some such terms. The purpose here, one presumes, was to establish the gang of delinquents, on the face a good idea. But a real difficulty presents itself in terms of logic: Susan has not seen this gang at all and neither has the audience. True, one boy directed her attention towards the photograph, but he could only impress her (and the audience) as being one of several people in the street. As yet, there has been no impression given at all of a group of "kids." Susan and the audience would remember "Pancho," some old men, a woman with a baby, and Grandi. Of these, of course, Pancho and Grandi will impress themselves as the significant figures. In other words, we have established a middle-aged gangster and his young henchman, and beyond that, a general, rather vague impression of Mexicans of all different ages and types obviously bearing no special meaning in the story. "Sal" will appear later and so will "Risto." Only in the scene in the street between Grandi and these three boys will the actual existence of a gang of youths begin to impress itself. This talk of "boys" and "kids" is almost certainly going to have the effect of confusing the audience. If Susan and Vargas had emphasized Grandi, the conversation would be clear. As it is, the natural reaction will be to wonder, "What kids are they talking about?"

The whole problem of the opening reels is one of clarity. There are several different sets of characters and innumerable relationships which must be very clearly established and set off one from the other. I believe that the criticism of my own, unfinished version of these opening reels was entirely justified and, as I told him, Ernie Nims made dramatic progress in reducing this confusion. The added dialogue on the subject of the "kids", however, is the very contrary to clarification. It poses a question in the audiences mind which cannot logically be answered at this point in the story when we must agree that the slightest sense of bewilderment may spark an irritation and produce that chain reaction of bewilderment which leads so often to a lack of interest. Thus, in the strongest terms possible, I want to urge that you consider this point on its merits.

Just as in July you were able to look at the pictures with fresh eyes and with reactions uncompromised by an intimate knowledge of the material, so I am now able to see this added scene as something quite new, and can therefore make a fairer judgment perhaps than those responsible for the scene. A few slight word changes can be made and dubbed onto this footage without difficulty by means of which this bewildering emphasis on the "kids" can be sufficiently reduced, and if I could have the text of this new scene, I would be happy to work on it, and present you immediately with suggested alterations in the dialogue. You will prefer, I suppose, to accomplish this on your own and without any direct collaboration on my part. But do please give the question some thought.

[Both scenes with the offending dialogue, referring to the "locked door" and "those kids," was changed by Universal].

Some specific problems are posed by the introduction of the new scene in the hotel lobby concerning which I simply cannot bring myself to keep silent. The excuse for this added scene, I take it, is clarification of the plot, and perhaps, too, the value of added footage for Miss Leigh and Mr. Heston. But, in terms of the characters they play, and their relationship to each other, I must insist that, as far as the author is concerned - (and for whatever remnant of interest may be attached to his opinion) - this particular new scene goes directly against the intentions of the script, and the original line of the story. This added dialogue makes the later scene (one of my own), in which Susan packs and stamps out of her hotel room, completely arbitrary. Coming, as this does now, quite without emotional preparation of any kind, we wonder what makes Susan so coldly furious with her husband, and why, when he opens the door, she doesn't simply throw her arms around him and beg him to take her away from this awful place. The new lobby scene leaves our couple in a fairly warm relationship, and with a perfectly rational understanding of each other. True, the young wife states her opposition to hubby's police activities in the course of their honeymoon, but her indignation is expressed in a poutingly "cute" sort of tone (a standard cliché reaction of newlyweds in B pictures). She is, in fact, more hurt than angry; this new scene with her husband actually leaves her fairly well resigned to what, as her husband explains it, is to be a short but necessary operation. Thus, the essential tension between them is totally relaxed: we have nothing "cooking" between these two except a hint of their physical interest in each other and their momentary but inconsequential pang at being parted. The original story line went, briefly, as follows: A honeymoon couple, desperately in love, is abruptly separated by a violent incident (the bombing of the car) - an incident which, although it has no personal bearing on either of them, the man considers as a matter of his urgent professional concern. This feeling of responsibility by Vargas is, of course, an expression of the basic theme of the whole picture; further, his wife's resistance to such masculine idealism, her failure, and even her refusal, to understand is a human and very feminine reaction which any audience can grasp easily and sympathize with. She is, after all, in a foreign country and has been subjected to a series of indignities which irritate and bewilder her and which her husband fails to completely appreciate. Vargas's behavior and her reaction make it necessary to dramatize and underline this temporary misunderstanding between them. By minimizing it, by sweetening their relationship at the wrong moment, and warming it up at precisely that point where the distance separating the man and woman should be at its greatest, there is a sharp loss in dimension, and both Vargas and Susan emerge as stock characters - the sort of routine "romantic leads" to be found in any programme picture.

[The added Hotel scene, directed by Harry Keller, remained in both the release and preview versions. It was eliminated from the '98 re-edit].

Here is the scene as Welles originally intended it: EXT. AND INT. HOTEL Through the glass window we can see Mike in the lobby, pressing questions on a bellhop. The man shrugs; Mike - looking worried - opens the door and comes out into the street just as Susan runs INTO Scene straight into his arms. CAMERA TIGHTENS TO A TWO SHOT

MIKE Susie! - Where in the world were you? Where did you go? SUSAN (weakly) Oh, Mike...darling... Just wait till I tell you. This crazy thing that happened to me - And she starts to explain. MIKE Tell me later.

MED SHOT - QUINLAN'S GROUP - MEXICAN STREET They exchange looks as they come to a halt.

QUINLAN Who's the jane? ADAIR (under his breath) His wife. QUINLAN Well, whatya know - ! (slight pause) She don't look Mexican either.

Quinlan turns and leads the way into Grandi's Rancho. REVERSE - TIGHT TWO SHOT - MIKE AND SUSAN - HOTEL ENTRANCE

MIKE Darling, let me take you to the hotel. SUSAN (as Mike turns to go) You mean you're leaving me? MIKE (breaking in gently) I'll be just across the street - I hate leaving you like this, but, after all, I'm working on a case -

She glares at him; then turns to the honky-tonk. HER VIEWPOINT - FULL SHOT - "GRANDI'S RANCHO" With big cheesecake blow-ups. BACK TO SCENE

SUSAN (reading the sign) "Twenty Sizzling Strippers" - Some case! Who pinned the tin badge on you. Fearless Fosdick? MIKE Well, Susie - SUSAN Oh, for heaven's sake! MIKE (breaking off, doing a mild double-take) Fosdick? Who's he? SUSAN (with a sigh) A corny detective in a comic strip.

She marches indignantly INTO the hotel -

MIKE Susie -

But she has gone. He sighs and moves across the street.

The added scene in the hotel cannot have been made in the expectation of reaching a real level of sexiness; its tone is simply intimate - the tone of that standard "marital-friendly" relationship with which moviegoers are by now so very familiar. If it was felt that an extended scene between the two was really necessary at this point, then that scene should have been developed along the lines of the gulf widening between a couple passionately in love. This, believe me, is not at all a matter of mere preference on the part of the author of the script and the director of the picture. Here I invoke more than personal opinion; it's a simple fact that what I'm pressing on your acceptance has a very direct bearing on the story line.

The separation of the newlyweds is a vital point in that story line, it is a separation which doesn't come about through the arbitrary mechanics of the detective story, but develops as an organic progression of events implicit in the characters of the people rather than the plot. Woman's classic failure to fully appreciate and sympathize with that sense of abstract duty so peculiar to the male - a sense bearing no relationship to the personal reality of a marriage - is here intensified by the fact that these are honeymooners, that she's American and he a Mexican. Their separation, too, is directly the result of a sort of "border incident" in which the interests of their two native countries are in some conflict. This is a pretty good story. The underlying sex relationship was, in my opinion, stated with some degree of dramatic truth by developing it, just at this point, in terms of Susan's irritation and Vargas's exasperation: that form of quarreling which is sparked in the very midst of passion.

The later reconciliation in the car was intended as a climax to this particular phase of the story. Without the right preparation this makes no impact as a reconciliation but is merely another scene. The leading man and the leading woman cuddle up to each other and kiss; there is neither resolution nor development - just an empty display of snuggling. Now there's no intrinsic merit in a perfectly straightforward honeymoon relationship being interrupted by the machinery of a detective plot. In those terms, the girl would be present in our picture simply to provide "feminine interest" in its most shapeless and ordinary form. But if you're sure you prefer the boy-girl relationship to develop along the routine lines of uncomplicated wifely warmth and husbandry intimacy, then Susan's later actions in the bedroom and the manner in which she flings out of the hotel is totally unmotivated.

My promise to withhold direct attack from any of the other added scenes will, I hope, give me the right to hope that you, on your side, will be willing to re-examine this sequence in the light of the objections I've laid before you. Reducing the peculiar angles and sharp edges in this early relationship between Susan and Vargas eliminates whatever might be interesting about the couple. In these opening stages, regardless of any question of individual taste, I'm convinced that one story (mine) or the other (yours) should be told. The attempt to combine them annuls the logic of both.

I can well appreciate your proprietary feelings, for this new scene of yours. For my part, I've looked on the rest of the picture (and on the edited version I was so near to finishing last July) with just the same jealous sentiments of ownership. Pride in your own work is also bound to be stiffened by the special circumstances in which that work was carried out. That I was denied even the right of consultation with you is a hard fact strongly hinting that, of all people, I must be the least welcome as a critic. In spite of this - and in fairness to a picture which you now describe as "exceptionally entertaining" - I must ask that you open your mind for a moment to this opinion from the man who, after all, made the picture.

My effort has been to keep scrupulous care that this memo should avoid those wide and sweeping denunciations of your new material to which my own position naturally and sorely tempts me. In this one instance I'm passing on to you a reaction based - not on my convictions as to what my picture ought to be - but only what here strikes me as significantly mistaken in your picture. It's sufficiently your own by now, for me to be able to judge it on what I take to be your terms alone, and to bring to that judgment - (after so much time away from the film in any form) - a certain freshness of eye.

Where the story follows a new line, you must make quite sure that the vestigial remnants of the old line are not permitted to remain in too obvious conflict with your added material.

I ask you please to believe that what minimum criticism of that new material I am passing on to you, is made in recognition and full acceptance of the fact that the final shape and emphasis of the film is to be wholly yours. I want the picture to be as effective as possible - and now, of course, that means effective in your terms. Just on those terms, however, there are some contradictory elements which I venture to ask you to deal with; also an occasional lapse in continuity and one or two mistaken excisions. These I've chosen for this memo most economically - they are the changes I take to be indicated by your own new version rather than my old one - changes which are simple enough, and above all, easy enough to give me the hope they won't be disregarded.

I was pleased to see that the brief scene between Susan and Vargas on the hotel stairway has been restored. The cut away from Grandi, however, now seems like a mistake: the cut takes place in the middle of some word in the sentence "...half of you are too wet behind the ears." I'm sure this can be smoothed easily.

Checking the first draft of these notes I find that the question I wanted to put to you regarding the new scene in the car between Vargas and Susan, might just possibly, in it's simple form, give an impression of sarcasm. The question is this: do you mean us to gather that Quinlan's car encounters Vargas's out of sheer coincidence? I assure you no sarcasm in intended! I really want to know if this meeting is meant to be accidental. As it goes now, Vargas stops his car apparently because Susan suddenly wants to make love, or at least out of deference to an amorous mood, or perhaps as an indication of his own eager reaction to that mood... Now this raises an incidental point: if the purpose here is to warm up the sex interest, why not finish the scene on the kiss, with the police car interrupting the embrace (as in the original version)? If we carry on with the snuggling business, up to and including Susan's line to the effect that she figures she could sleep forever on her husband's shoulder, - surely the sexiness is banished in favor of the snooze. This in turn brings us back to the really important question of why Vargas stopped in the first place. Nothing in his attitude showed the slightest indication that this was a section of the road agreed upon for his rendezvous with Quinlan. To the contrary, the whole car stopping business now suggest a spur of the moment decision. I honestly don't know if that's what was intended; there's certainly nothing to be said against it. It may, indeed, be more sympathetic than the former version, but what we're then faced with is the problem of the police car driving up, so to speak, out of the blue. If no rendezvous was arranged, this seems to be a pretty out of the way corner of the wilderness for the two cars to just happen to meet. Maybe we can assume that they'd agreed, in a general way, to meet somewhere on this particular road. If this is so, why not put in some wild line from Vargas (over his back as he looks up at the arriving police car) which would make this clear?

[In Welles script, Vargas arranges to meet Quinlan at the American Police station, and when he stops the car to kiss Susan, they have already arrived back in town and park in front of the bus station].

A couple of other notes on this sequence are worth recommending if only because they're simple and easy to deal with quickly. Of these, the most important has to do with a new shot involving the police car and, (I think) Grandi's roadster. Either the shot itself, or it's placing, has a bewildering effect: one just doesn't know what's happening. Maybe eliminating the former shots which established Grandi as having followed Vargas's car is to blame for this; I don't know, and with only one viewing, I'm not ready with any valuable or constructive comments. The impression, however, was definitely muddled.

You must have had some good reason for cutting the footage in which Grandi's tailing operation was made clear to the audience, but after considerable thought, I'm still unable to make any sort of guess as to what those reasons could be. For the close angle of the chase, the plan was for a quite interesting pattern of newscasts to be heard on the radios of the two cars and in the two languages. When Vargas switched stations, there was to be a dreamy, old-fashioned Mexican waltz to take the place of the announcer's excited chatter, and thus underscore our short love scene with a sentimental note, nicely combining "local color" and, in realistic terms, perfectly justified. This pattern was to be rudely broken by the aggressive siren of Quinlan's car, and then-after Vargas's departure in that car-the gently picturesque lullaby would soothe Susan toward sleep as Menzies drove off with her.

This music would also have been useful in relation to the waking up business at the motel, and would all be part of a most intricately worked out sequence in which sirens, dynamite explosions, and various radio voices (including the news flashes in the police car) would play their different roles.

As it stands at present, the editing annihilates the possibility of this sound pattern around which, as a matter of fact, this whole series of closely related scenes was originally designed and photographed. What was meant to be a tour de force in the rather sadly neglected dimension of the sound track now cannot be anything more interesting than a succession of straight plot-scenes, all quite necessary to our story, but of no special value in themselves.

The excision of those quite colorful crane shots which feature Grandi's and Vargas's cars is less to be lamented, but I can't leave the sequence without registering doubts that this cut accomplishes much of anything in terms of pace. Establishing the oil derricks (rather surprising country, in which our closing scenes are played) was of some importance too. The audience, I believe, should be prepared for those derricks. This also was an element in a carefully built-up pattern - in this instance, a visual pattern.

(You may be sure that I have strong opinions on the quality of all the new dialogue, the texture of the photography and the direction and the playing of the new scenes, but, as I've said, the purpose of this memo is not to discuss every change I think should be made in the final version, - but solely to bring up those very few matters which I take to come within the framework of the picture as it now exists, and to which I hope you're ready to give a few moments of your open-minded attention.)

I have a note which reads - (rather cryptically, since it was written in the dark projection room) - "the new cut from Menzies line - 'brave, say -'" is confusing.

Unfortunately, I can't remember what that cut was. The line, of course, is spoken by Menzies to Susan in the car. (The scene was retaken, for some reason I don't know about, in front of a process screen). This sharp clipping off of dialogue gives a jerky, unpleasant impression, and it would seem better to cut this scene in the moving car entirely, rather than chop into it in this abrupt fashion. Perhaps, there was the feeling that Susan should be shown settling herself for sleep. But her state of drowsiness has been made perfectly obvious before this, and there would be nothing bewildering about finding her, after a dissolve, already asleep. I'm at a loss to see what other point her scene with Menzies can be expected to make - at least in its present truncated form. Personally, I liked Menzies' speaking of his boss as though Quinlan were a sort of superman, and I was also fond of the business of the newspaper clippings; but if you didn't like it, you'll certainly get no argument from me. This is one of those clear cases where somebody's taste and personal judgment must be responsible for the decision and, of course, that final judgment is yours.

[Ironically, Welles' memo noted so many lapses of logic in the new re-takes (of Menzies driving Susan to the Motel) - that Universal decided to simply drop all of them - even though they had gone through the considerable time and expense of re-shooting them! The studio re-takes were retained in the preview version and the '98 re-edit].

There's no need to repeat my arguments, - (given at some length in my first memo last summer) - against the re-shuffling of scenes in the sequence following Susan's departure with Menzies. More than ever, I'm convinced that the best order is the original order. The switching about in continuity is particularly mistaken from the point of view of simple plot clarity.

The name "Farnum" is used too sparingly, and, the scene with the construction crew is so brief, that unless it's followed immediately by the scene in the Sanchez apartment, there's every likelihood that the whole reference to Farnum and his dynamite will just bewilder the audience. This reference, which is so vital to the plot-line, is embedded in the very middle of an extremely "busy" and elaborate scene, one in which the audience's ability to follow everything that's being talked about is strained to the utmost point of safety. Only direct juxtaposition of these two scenes gives us any hope of not "losing them" just here.

[This change was made in the release version, but not in the preview version. It was also made in the '98 re-edit].

Susan's arrival at the motel is less confusing, and plays far more effectively, if it comes right after her separation from Vargas. I note that somebody managed to locate at least one of the shots covering Menzies encounter with Grandi. This certainly clarifies the situation of Grandi's tailing Menzies' car. The use of odd bits of dialogue from the subsequent scene works quite well. It's my impression, however, that this trick has been somewhat over-exploited. Less of this dialogue is needed, I think, and it's surely important not to repeat exactly the same lines from the same take, and on the same sound "level" immediately afterwards.

The slow lengthy progress of Vargas's car (driven by Menzies) from where it was first parked to the motel really must be eliminated. This seems to go on forever and there's no conceivable interest in watching it. I have the impression that a dissolve or cut to the very close shot of Susan sleeping with Menzies' voice over scene "wake up, Mrs. Vargas, wake up..." should lead us directly into the first motel scene (between Susan, Menzies and Grandi.) True, the cars are parked over on the road, but at this point the geography is unknown to the audience, and there's nothing whatever to indicate (in the very full shot which you now use for Grandi's arrest), that the motel building are just out of scene. By using the close shot of Susan waking, perhaps we can eliminate the starting up of the car and that long, dreary move up the driveway. This is a suggestion and nothing more, since there's obviously no way of making sure of it's practicability without trying it. You'll agree that this section, in it's present form, is not merely dull and lengthy, but so boring that the whole story interest is gravely jeopardized. In the fear that the business of Grandi's arrest might not be understandable, I think we've gone too far overboard in showing it, and in repeating explanations. Indeed, this whole business is now so noisily explicit that it has the unfortunate effect of wrecking the comedy in the next scene: we are no longer amused by these two, but just fed up at their shouting at each other.

[This change was made by Universal in both the release and preview versions].

The case of Grandi's following Menzies prompts me to inquire why you've cut all shots of Grandi's pursuit; his hiding when Vargas and Susan stop on the road; his ducking from the police car; and his continued chasing of Vargas's car. If my version was felt to be wrong, there is surely enough material for another editing in which the clarity of this plot point could be further underwritten-in visual terms. This would make possible an elimination of some of that nagging and repetitive sound track on the road by the motel.

[These scenes were cut by Universal for the release version, and partially restored in the preview version. The '98 re-edit made additional changes to help clarify the scenes].

In Susan's scene with Weaver, there is a very curious cut by which his move from above the window to the door is eliminated. This is accomplished by an extreme lengthening of Susan's close-up, while Weaver is heard in a continuous, bewildering chatter off-scene. The close-up is by no means one of Miss Leigh's best, but even if the camera flattered her more than it does in this shot, her reaction, which is one of drowsy reaction, could not, by its very nature, be interesting enough to support such a very extended close-up. More important than this is the fact that what has been chopped out of Weaver's performance is strikingly good material in itself. Further, it prepares for and builds up to the extreme eccentricity of his behavior at the door. Unless we see him stuttering (as he does so magnificently) about his position as night-man unless we follow his startled, neurotic, scrabbling progress from the position where he's first cornered to the door through which he wants to escape, his sudden wild behavior must strike us with a sort of shock, as being wholly arbitrary. This scene is balanced on a perilously delicate point: the audience simply must have time enough to - so to speak - digest Weaver's character. If they are even slightly rushed in the process, he will seem to be merely phony. Instead of developing as a queerly likeable and diverting sort of zany, he will emerge as an exasperating ham. The simple fact is that "snapping up" or "tightening" any of Weaver's scenes does not help the pace, it only results in a rackety, disjointed effect which is not pace at all, but raw confusion. Here the question of rhythm is absolutely central. Each one of Weaver's scenes was so fully rehearsed, so painstakingly built up in terms of what I can only describe as "sound-pattern" that a single snip of the scissors must bring the whole structure down in noisy ruins.

[Universal cut almost half of the 'Night Man' sequence in the release version, which was retained in the preview version and the '98 re-edit].

In the scene in the blind woman's shop, I note with distress that the shot of Vargas at the telephone has been blown up in such a way as to eliminate the blind woman in the foreground. She was not there by accident. Her presence embarrasses Vargas and inhibits his phone conversation with Susan. This provides a curious note of minor tension which will be missed. Susan in the strange motel speaking with drowsy sexiness to her husband in the even more strange shop of the blind; his discomfort at the quiet, oddly attentive figure of the blind woman - these were elements in a rather carefully balanced little plan. It seems a shame to disrupt this simply because it struck someone that the woman sitting there in the foreground was rather peculiar. It was meant to be peculiar. If the dialogue between Susan and Mike was more significant, if vital plot points were being established, then, of course, the blind woman would be quite the wrong sort of distraction. As it is, she lends a special dimension to a scene which, on the face of it, advances our story not at all and must be perfectly routine.

[This change was made by Universal].

The new close-up of Vargas in the Sanchez apartment is probably not something I can hope to persuade you to eliminate, but, all the same, I break my vow to avoid hopeless causes in this memo just long enough to ask a question: if Vargas fully "registers" on Grandi - if he goes so far as to state menacingly that he was anxious to meet him and to start (in a broken speech) a question about Grandi's treatment of his wife - why doesn't he continue?

In writing this scene, I was most careful to avoid a dramatic confrontation of Grandi by Vargas, and to arrange things so that Vargas never really focuses on him. It seemed important to me that his concentration should remain on Sanchez because once he really stopped to think about Grandi, and tied him up with Susan, there could be no moral excuse for him to avoid following up the issue and taking Grandi fiercely to task.

[Universal apparently inserted a jarring close-up of Vargas into the long take in Sanchez's apartment. Thankfully, this shot never made it into any version of the film].

For the scene between Vargas and Schwartz in the racing car, I was at some pains to make inserts of the car radio. Ordinarily, of course, inserts are not the responsibility of the director, but I regarded these as so important that I made them myself. They should come at the beginning and at the end of this scene. The effect I had in mind has never been seen or heard and, therefore, could not be judged. The scene was to open on the car radio with the announcer recapping the plot in the form of a fragment from an excited news bulletin. Vargas's hand switches from this voice to music - the music being a very gay and extremely fast Mexican march. We then cut to the two-shot of Schwartz and Vargas, who play their scene to the accompaniment of this lively "chase music." This is particularly important because even the second dubbing of the scene failed to eliminate a boxy mechanical quality in the sound track. The background of "chase music" from the radio would do much to fix this and would also offer an amusing, faintly ironic comment on its own. The closing shot of the scene begins with a down angle on the two in the car in which Vargas's hand goes again to the radio. The idea here was for the music to be suddenly raised in volume. Then, when the camera cranes up, and the car pulls violently ahead, there would be an interesting reverse pattern in the sound, with the "chase music" abruptly fading as the car speeds off into the distance.

[This change was made by Universal].

The mirror shot of Miss McCambridge and the blonde Grandi girl (ending with the line "...the fun is just beginning") is so placed in the continuity as to make no sense at all. The effect is as if these two types have suddenly found their way into Susan's room. Unless fixed, this very brief scene should certainly be cut.

I take pleasure in reporting my enthusiastic approval of the new scene between Schwartz and Vargas. It's a good photographic match, the cut itself follows smoothly and the new words make a definite contribution to the clarity of the story.

A minor point: why is the camera move off Mr. Collins and on to Vargas's swiftly moving car now trimmed away? Was it confusing? It was a good shot and I'd thought the fact of Vargas and Schwartz's departure was helped by it. Anyway, without the camera's swinging to the car the angle of Adair is a bad butting match with the two shot of Quinlan and Gould. If the car can't be restored, how about leaving out this close-up?

[The moving car shot was restored by Universal].

The present arrangement of scenes in the motel - the scenes building up to the attack on Susan - adds up to a sequence having its own simple melodramatic progression, but which, in fact, is quite a meager substitute for the original plan.

By jamming together all the footage in which various members of the gang enter Susan's room, the cumulative effect is not really so very frightening; it even runs into some danger of being ridiculous. The sheer number of goons following each other through that door and around the bed is just the sort of thing which may very easily get a bad laugh.

[This change was not made by Universal, but was made for the '98 re-edit].

Doing away with the inter-cut to the motel office is particularly regrettable. This is a case where a whole sequence of effects depended on the use of music. The film for this was shot strictly within a most precise pattern involving rather special arrangements of sound and silence. The crescendo of suspense was to depend more on the sound track than the images. The decision to shuffle those images in a new, and much more obvious order could never have been made, except in ignorance of the basic scheme.

In the simplest terms of the familiar mechanics of suspense, intercutting to Weaver (who, after all, was Susan's only hope) was a device of obvious merit. His sudden snapping off of the music and the reaction to this in Susan's room was important in a sequence which included many queer starts and stops; sudden gasps; silences; - all this alternating with the roar of rock 'n' roll. This was (or would have been) twice as exciting as the present version - to put it very conservatively.

The scene was conceived musically and it depended more than anything on syncopation. Syncopation has been utterly removed and we are left with a straightforward quick step.

[The cut-away to Dennis Weaver was restored by Universal, with further refinements to the soundtrack made for the '98 re-edit].

In fairness to the picture, I urge that the real scene be given a fair chance to prove itself in the form in which it was photographed and planned. The endless parade of delinquents around the bed is a real invitation to giggles from the audience, and at best, the present telescoping presents only the bare bones of an event.

In the Hall of Records a close shot of Menzies looking up from the table has been put back into the scene. I had cut this because of a mistaken use of the wide-angle lens which distorts Menzies's face so grotesquely as to bring the scene itself to dead stop. There's really no use upsetting the audience this way. The scene played all right without this weird close-up.

[This change was not made by Universal, but was made in the '98 re-edit].

The second Hall of Records scene must not be followed by Menzies calling Marlene. This violent distortion of the continuity is a disaster. The end of this scene was carefully photographed to make the most effective use of the dissolve into the motel office where Weaver sits singing moodily to himself, and we hear off-screen, the arrival of Vargas's car. An establishing shot of the motel would be necessary unless the action follows the clear and simple line of Vargas leaving the Hall of Records and going directly to join his wife. In effect, we must stay with Vargas because his departure from the Hall of Records accompanies the subject of Quinlan's guilt. If we leave Vargas for another scene it's logical to expect that when we pick him up again he's pursuing the Quinlan affair. His turning up in the dark office won't at first suggest Susan at all, and by the time we make out what he's saying to the shadowy figure of Weaver the damage from momentary bewilderment will have been done. This is all the more true if the cut away from Vargas shows us Menzies phoning Marlene. What I'm talking about here is not a really drastic befuddlement, just a mild series of short circuits in the logic of the visual progression. In themselves these short circuits are virtually unnoticeable, their total effect is vaguely numbing, there's no real dislocation but rather an insensible loosening of tension.

Menzies left in the Hall of Records, is left fixed...a tragic, almost immobile figure. To dissolve from such a tableau to Marlene, and to discover that Menzies is busy telephoning her is disturbing. Not dead wrong, but definitely off pitch. The dissolve doesn't leave Menzies looking as though he were about to do anything. The movement is by Vargas, and Vargas is the man we feel like following.

I cannot put this too strongly: either leave the brief scene with Marlene where it was meant to be, or cut it out. Another alternative is to find another place for it. In all events it must not follow the Hall of Records.

[This change was made by Universal, who inserted Menzies phoning Tanya as a cutaway shot in the middle of the attack on Susan. However, it seems quite likely this was not where Welles intended the scene to go, since just two scenes earlier, Menzies has found Quinlan in a bar and directed him to Vargas's meeting with Adair. A more likely placement for the scene, would be between the scene of Vargas leaving the Mirador Motel, (after seeing his wife's ravaged room), and Quinlan's clandestine meeting with Grandi at the Hotel Ritz].

The dialogue cuts in the motel office scene may shorten playing time but nothing is accomplished in terms of pace. There is, in fact, a serious loss of suspense. Weaver's performance building up to the business with the hotel register is one of the most perfectly brilliant things of its kind I've ever been privileged to have in a picture. There would have to be some very big advantage to the playing of the whole sequence to justify throwing out the major part of such a scene as that. There is no such advantage. The building up about the party now makes little or no sense and Vargas's growing apprehension (and ours) is unexploited. Here was a lovely developed atmosphere of suspense; and the suspense really worked, too. God knows it's called for at this point. To chop into it in the interests of plain speed is to let the pressure out of the situation, to hurt the story just where it hurts most: at the point of build-up.

Here was the original plan:

Menzies stands almost paralyzed with shock as Vargas moves out of the Hall of Records and we dissolve (from Menzies' stricken face) to the forlorn figure of the "night-man" in the motel. Vargas's car stops and he appears. Where is his wife?... Where, indeed?... Our fears fly ahead of him as he struggles to communicate with Weaver. The exchange is painful: in a spooky sort of way, even a little crazy. Slowly Vargas himself begins to realize that this man he's talking to is crazy, or something very close to it... Out of hesitation - out of odd, anxious blank moments - a hint of some nameless enormity grows like smoke in the dark room... As the kids would put it, this is a real "gone" scene... The "nightman" is "way, way out there." ...Conscious as ever of the need for careful politeness in this foreign country, Vargas presses on with his questions... Suddenly, out of the murk, the reference to some sort of "party" drops like a heavy stone.

That's the way the scene was shot. As it is now, Vargas appears, asks for his wife, gets one fumbling reply and then, abruptly, without any feeling of chill, we're faced with that word "Party." The cut outside comes very quickly - there's no time given us to let our questions about what's happened to Susan grow or take on strange, distorted shapes. Now, before we know it, Weaver and Vargas are bustling off to the bedroom.

[This change was not made in the release version, but was restored for the preview version and the '98 re-edit].

I must assume that the missing lines by Weaver in Susan's bedroom are due to the temporary condition of the soundtrack. It would be the greatest mistake to cut out the references to the smell of reefers. There's no issue of censorship here, since marijuana has not actually been used. Weaver is batting about in the dark room like some sort of night bird, flinging open windows, and there is simply no sense to his behavior unless he's trying to get fresh air. His dialogue must be retained. This, incidentally works in counterpoint with Vargas's search for his revolver, some of which also seems to be missing. This used to be a most effective moment and is now quite flat. There's no need for it to remain that way.

[Weaver has no dialogue referring to the smell of reefers in any version, but he does pick up and smell a stub which quite obviously is marijuana].

There seems to be a different choice of angles now used in the last scene between Vargas and Weaver. I wonder is this to give Mr. Heston the best of it? (I suggest you ask Mr. Heston about that!) Perhaps, there is a cut in dialogue which caused this. Anyway, this brief scene has lost a great deal of vitality.

I'd like to congratulate whoever edited the street scene in which Vargas drives into the traffic jam, fails to hear Susan, and continues across the international boundary. The cutting here is not only superior to what it was at the stage when I left it, but actually better than the effect I'd been hoping for.

In the fight scene, the footage of the crowd running past Vargas and out the door is now too extended. I'm not sure that the inter-cut of the reverse angle in the next room is indicated. There are several ways of getting at this, but it's quite important that Schwartz get into the scene a little quicker than he does. Otherwise, there is a bad moment where Vargas is left too obviously with nothing but egg on his face.

The extremely tight shot of Vargas speaking the line "...murder..." has now been trimmed to the point of being merely jerky and abrupt. I particularly regret the decision to cut away from this scene before the effect of going out of focus. I ask that this trim be reconsidered, bearing in mind that the out-of-focus device assists the violent transition to the interior of the jail, and at the same time, expresses the frenzy of Vargas's feelings at this moment, and his virtual disintegration. The frames have to be carefully picked for this, because the lens itself had to be removed at the end of the out-of-focus effect, and at that moment, of course, the screen goes white. My idea was to dissolve very quickly during the out-of-focus action into the darkness of the jail door, finishing the dissolve as the door opens.

[This was restored in all three versions].

I appreciate the thinking that went into the extended use of close-ups of Menzies during the cell scene between Vargas and Susan, but there are definitely too many of these close-ups. Not only should one of these be cut, but the intercutting between Menzies's face and Susan's bed can be much more smoothly worked out.

Mr. Heston reports that the cutting of the second half of his scene with Menzies (on the porch opposite Tanya's), resulted only from the fact that the sudden silence where the recording device is intended to "playback" was not understood. I hope that this is so. The exact sentence which was to have been played back escapes me, but a few moments' study of the preceding action will make this perfectly clear. The trick of the machine echoing their words at this point is a good one in itself; but what's genuinely valuable in this scene is just that part of it which is now trimmed. The whole sequence is really a build-up to Menzies' line "...everything I know I learned from him..." (or something very near that) and then his look off-scene to the house where Quinlan is. Menzies' feeling for his boss and love for his friend is never shown so well elsewhere in the picture. This is Calleia's decisive moment in the performance of the character... and communicates much more than Menzies ever says in words.

[This change was not made in the release version, but was restored in the preview version and '98 re-edit].

Two small notes about my scenes with Marlene: The insert of the cards being smeared across the table is not cut into the other material as effectively, or at least, as smoothly as it might be. I suggest that the insert should come just as I lean forward (with part, or all of my line over-scene). Surely there are other alternatives, and maybe better solutions. Secondly, there's a close-up of Marlene glancing up which is needed for the moment when I stumble out of the room.

In the "chase", the effect of static on the "bug" Vargas is carrying is much too loud. I take it that this is only a temporary track, however.

Again, the echo is much too extreme an effect as used now. In the final version it should be the barest whisper - just enough to catch (for a moment only) Quinlan's attention.

I urge that the shots of Marlene's approach to the bridge be retained. There's one flash of her passing Vargas's car which could be used easily, and without sacrificing the re-take of the car's departure. Her arrival as a tiny figure on the bridge with Quinlan immobile in the extreme foreground is one of the best shots in the picture, and surely helps to keep clear some orientation and geography which might otherwise be somewhat bewildering.

The whole "snapping up" process in this area is scarcely an improvement. We must assume that this part of the story is genuinely interesting. If it is not, then it should be much more drastically cut, and the end of the picture resolved in quite different terms. But if we are correct in believing that this aspect of the narrative is capable of sustaining interest, then, surely, it deserves to be treated with confidence, - to be developed fully and given its full range of potential effectiveness.

I come now to the very end of the picture and in bringing up the following issue, I hope it will be noted that until this point, I have offered no suggestion in this entire memo which you might suppose to be calculated to improve, feature, or in any way build up my own character of Quinlan. Even here, what I'm going to urge is of problematical benefit to me as an actor. However, it does bear very directly on the effectiveness of the closing scene.

As I planned it, after Quinlan was shot and Schwartz had turned on the recording device, there were to be two or three very significant lines coming through the little speaker: the accusing echo of the dead Menzies, and finally, Quinlan's hoarsely repeated cry "...guilty, guilty, guilty..."

I believe, it was in the course of putting together an earlier version of this final scene, (now abandoned) in which the picture ended with the departure of Susan and Vargas, that these important cuts between the recording device and Quinlan's face were eliminated. However this may happened, the brief flashes were dropped, and I would like to urge that they be returned now to their intended place in the climax of our story. It would be a sad mistake to use a very extended build-up with a "gimmick" without exploiting the very moment toward which we were moving with that "gimmick" all that time. The funny little voice of condemnation was meant to be a general comment on the story itself. Let's not lose it, please.

Incidentally, in its present form, the first quick flash of Quinlan's face at this moment has him looking in one direction and then almost immediately in the other. The second direction is the correct one and prepares for his rise from the chair. As I remember, this was a "flop-over". Anyway, it should certainly be fixed. There was also a intercut to Quinlan during the encounter on the bridge between Vargas and Schwartz. Not at all because I want another close-up, but because I think that the intercut really helps the pace and movement. I urge you to return it.

At the very end, I had a particular arrangement of short cuts building up to Quinlan's collapse into the water of the canal. This involved the closing of the recording device, the backing up of Quinlan, his dead body dropping into the water, and other moving shots arranged in a very fast crescendo. As I left it, this brief montage, although not exactly as I wanted it, was quite close to being right. I honestly believe it was - or would have been - one of the most striking things I've ever had anything to do with.

I close this memo with a very earnest plea that you consent to this brief visual pattern to which I gave so many long days of work.