Inception of the project, 1961–1970 The film had a troubled production history. Like many of Welles' personally funded films, the project was filmed and edited on-and-off for several years. The project evolved from an idea Welles had in 1961 after the
suicide of Ernest Hemingway. Welles had known Hemingway since 1937 and was inspired to write a screenplay about an aging macho
bullfight enthusiast who is fond of a young bullfighter. Nothing came of the project for a while but work on the script resumed in Spain in 1966, just after Welles had completed
Chimes at Midnight. Early drafts were entitled
Sacred Beasts and turned the older bullfight enthusiast into a film director. At a 1966 banquet to raise funds for the project, Welles told a group of prospective financiers:
Casting The film features an exceptionally large number of
film directors in acting roles, besides Huston and Bogdanovich who both occasionally acted. Other directors who performed in
The Other Side of the Wind included
Claude Chabrol,
Norman Foster,
Gary Graver,
Curtis Harrington,
Dennis Hopper,
Henry Jaglom and
Paul Mazursky, mostly playing Hannaford's entourage of journalists and young filmmakers. Other Hollywood celebrities who were friends of Welles were asked to participate, including
Jack Nicholson, but either declined or were unavailable. Impressionist
Rich Little was originally cast as Brooks Otterlake, but his role was recast during production. There are differing accounts as to the reason for his departure. Welles expressed dissatisfaction with the impressionist's acting ability and stated that he fired him. Little says that he doesn't know why he lost contact with Welles part of the way through filming. Cinematographer Gary Graver tells a different story: "We shot many, many scenes with him, and he was quite good in each of them. ... One day, completely out of the blue, Rich showed up with his suitcase in his hand. 'Orson,' he said, 'I haven't seen my wife in a long time. I have to go home.' And like that, he was gone! ... Orson didn't get angry. He just sat there looking incredulous. He couldn't believe what was happening. The rapport between Orson and Rich had been a good one, so no one had expected Rich's sudden departure." Filming was completed with Bogdanovich playing Otterlake. This necessitated reshooting all of Little's scenes. Little's interpretation of the Otterlake character would have had him using a different accent or impression for every single scene – a device which Joseph McBride thought "uncomfortably labored". By contrast, although Bogdanovich did several impressions in character as Otterlake, he played most of his scenes with his own voice. The characters played by Foster, Selwart, Jessel, McCambridge, O'Brien, Stewart, Wilson, Mitchell, Carroll and Repp form Hannaford's entourage, representing the "Old Hollywood"; while Chabrol, Harrington, Hopper, Jaglom and Mazursky play thinly veiled versions of themselves, representing the "New Hollywood". The "Old Hollywood" characters serve as something of a chorus for Hannaford, providing various commentaries on his life.
Production approach Welles described the film's unconventional style to Peter Bogdanovich during an interview on the set: John Huston confirmed that the film was photographed in a highly unconventional style: "It's through these various cameras that the story is told. The changes from one to another – color, black and white, still, and moving – made for a dazzling variety of effects." He added that
principal photography was highly improvised, with the script only loosely being adhered to. At one point, Welles told him, "John, just read the lines or forget them and say what you please. The idea is all that matters." In addition to the tightly edited montage of different styles for the main film, Hannaford's film-within-the-film was photographed in an entirely different style, at a much slower pace, as a pastiche of Antonioni. Welles said at the time: "There's a film with the film, which I made [in 1970–71] with my own money. It's the old man's attempt to do a kind of counterculture film, in a surrealist, dreamlike style. We see some of it in the director's projection room, some of it at a drive-in when that breaks down. It's about 50% of the whole movie. Not the kind of film I'd want to make; I've invented a style for him." Welles used the living room set and furniture designed for
The New Dick Van Dyke Show that remained standing when the show left Southwestern Studio to return to
CBS in Hollywood. Other party scenes were shot in 1974 in a private mansion among the boulders of Carefree, not far from the studio, that was rented by Welles and used as his and other members of the company's residence during the shoot. The opposite house on the same street was used in
Michelangelo Antonioni's film
Zabriskie Point. Further party scenes were shot in Bogdanovich's own
Beverly Hills house, which Welles stayed in for over two years in 1974–1976, after the film's financial problems meant that the crew could no longer go on renting the Arizona studio and mansion. Parts of the scenery from the previous shoot were redeployed to the Beverly Hills house. Other scenes were shot in
Reseda (where the drive-in cinema scenes were filmed in the same location as the climax of Bogdanovich's
Targets),
Century City (where the skyscrapers form the backdrop of some of Hannaford's film),
Connecticut,
France (at Welles' house in
Orvilliers), the
Netherlands,
England,
Spain,
Belgium, and the
Metro-Goldwyn-Mayer back-lot in Hollywood. The scenes shot on the M.G.M. back-lot, viewed in Hannaford's film-within-a-film, were photographed without M.G.M.'s permission. Welles was smuggled onto the back-lot in a darkened van, while the rest of the cast and crew pretended to be a group of film students visiting the studio. The crew was not confident that they would ever be able to access the back-lot again, and so filmed everything over one long, amphetamine-fuelled week-end in 1970, without sleep. The back-lot, which was seriously dilapidated, was demolished shortly afterwards, and only one more film – ''
That's Entertainment!'' (1974) – was shot there before its demolition.
Beginning of production, 1970–71 When Welles moved back to the United States in the late 1960s, the script's setting changed to
Hollywood, and second-unit photography started in August 1970. Principal photography in 1970–1971 focused on Hannaford's film-within-a-film. Welles was initially unsure whom to cast as the film director and whether to play the role himself, finally settling in 1974 on his friend the actor-director
John Huston. The few party scenes shot before 1974 were shot without Huston, and often contained just one side of a conversation, with Huston's side of the conversation filmed several years later and intended to be edited into the earlier footage.
First pause in filming, 1971–1973 Filming ground to a halt late in 1971 when the U.S. government decided that Welles' European company was a holding company, not a production company, and retroactively presented him with a large tax bill. Welles had to work on numerous other projects to pay off this debt, and filming could not resume until 1973. A July 1986 article in
American Cinematographer also corroborates this story, describing Antoine's arrival in Arizona on the set at Southwestern Studios late at night. Welles himself told interviewer
Tom Snyder in 1975: "I got a backer, and we shot a couple of weeks, and then that backer ran away with my money as well as his." This story is further corroborated by Peter Bogdanovich, who wrote in November 1997 of the production, "another producer ran back to Europe with $250,000 of Orson's money and never was heard from again (although I recently saw the person on TV accepting an
Oscar for coproducing the
Best Foreign Film of the year)". In 2008, film scholars Jean-Pierre Berthomé and François Thomas identified Spanish producer
Andrés Vicente Gómez (who collected a Best Foreign Picture Oscar in 1994) as the alleged embezzler, and they date his withdrawal from the project to 1974. Gómez first met Welles in Spain in 1972, during the making of
Treasure Island, in which they were both involved. Gómez then negotiated Welles' deal with the Iranian-owned, Paris-based , the first product of which was the 1973 film
F for Fake, followed by
The Other Side of the Wind. As well as the accusation of embezzlement, Welles also had this to say of Gómez: "My Spanish producer never paid my hotel bill for the three months that he kept me waiting in
Madrid for the money for
The Other Side of the Wind. So I'm scared to death to be in Madrid. I know they're going to come after me with that bill." Gómez responded to these accusations in a 2001 memoir, subsequently reproduced on his company website: Gómez was later interviewed for ''
They'll Love Me When I'm Dead'', a 2018 documentary on the making of the film, in which he said, "I read he blamed me because of the finance fiasco, which is totally untrue. I made a settlement with him, there was no complaint, there was no anything. If it was true, why didn't they make any claim from me, you know?"
Further attempts to raise funds and complete the film, 1975–76 With the film's mounting financial problems after the March 1974 disappearance of Gómez and the simultaneous disappearance of many of the film's funds, Welles had to abandon the Arizona shoot in April 1974 before he could complete all principal photography. In particular, although he had shot seven weeks of footage with Rich Little in one of the lead roles, the re-casting of Peter Bogdanovich in the role meant that many of the film's key scenes had to be re-shot. Accordingly, in 1974 Welles moved into Bogdanovich's Beverly Hills mansion, where he lived on and off for the next few years, and where he intermittently shot more party scenes, until principal photography finally wrapped in January 1976. A change of management at the Iranian production company in 1975 resulted in tensions between Welles and the backers. The new management saw Welles as a liability, and refused to pay him to edit the film. The company made several attempts to reduce Welles' share of the film profits from 50% to 20%, and crucially, attempted to remove his artistic control over the film's
final cut. Welles made numerous attempts to seek further financial backing to pay him to complete the editing full-time, including attempting to interest a
Canadian backer, but no such funding materialised, and so Welles only edited the film piecemeal in his spare time over the next decade, between other acting assignments which the heavily indebted actor-director needed to support himself. • August 17, 1970: Tests begin shooting, Los Angeles. • August 30, 1970: Principal photography begins, Los Angeles. (Film-within-a-film scenes.) • September – late December 1970: Shooting & editing continues in Los Angeles, including on the M.G.M. back-lot, Century City. (Film-within-a-film scenes, and car scenes.) • 1971: Four months of filming in Carefree, Arizona, then later in Beverly Hills. (Party scenes) • Late 1971/1972: Break in filming due to Welles' recurring tax problems after a fresh I.R.S. audit. Welles turns to raise money by working on other projects, including
F for Fake, which is made for Iranian-French production house , with Iranian money provided by Mehdi Boushehri and the participation of French producer Dominique Antoine. For the completion of
The Other Side of the Wind, Welles secures funding through a three-way deal, with a third of funds raised by himself, a third from Boushehri through , and a third from Spanish producer
Andrés Vicente Gómez. • Early 1973: Welles and Kodar are stranded by flooding in Madrid for three months, while negotiating with Gómez for funding. They eventually relocate to Paris. • June – mid-September 1973: Filming in Orvilliers and Paris. (Party scenes.) • January–April 1974: John Huston is cast in the leading role, which has been vacant up until now. Party scenes are filmed at Southwestern Studio and a private mansion in Carefree, Arizona. Susan Strasberg also joins the cast in Carefree. • Sometime in 1974, circa March: Producer Andrés Vicente Gómez leaves the project after allegedly embezzling $250,000 of its budget, and having failed to contribute his promised third of the budget. Eventually, most of the outstanding budget is put forward by Mehdi Boushehri through , leading to legal disputes over whether they owned 33%, 50%, 67% or 80% of the final film. Welles also pours more of his own money into the film, including money borrowed from friends; Peter Bogdanovich puts $500,000 in the film. • August 1974: Filming in Orvilliers. (Car scene.) • November–December 1974: Editing in Paris and Rome. • February–June 1975: Filming at Peter Bogdanovich's house in Beverly Hills. (Party scenes.) • September 1975 – January 1976: Editing in Beverly Hills. • January 1976: Principal photography completed.
Missing elements Welles filmed 96 hours of raw footage (45 hours for the party scenes, and 51 hours for the film-within-a-film), including multiple takes of the same scenes, reshoots with different cast members (e.g. Peter Bogdanovich substituting for Rich Little) but did not complete the following elements: • Welles never recorded the opening narration. Bogdanovich, in character as Otterlake, recorded a slightly amended narration for the final film. • With 40–45 minutes of film edited by Welles, approximately 75–80 minutes still required editing. • The film lacked a musical score, although Welles had indicated that he wanted a jazz score. • Two shots had never been filmed: the dummies exploding after being shot, and the final shot of the last car leaving the drive-in theatre. The first was provided with the help of CGI, as dummies shot against a green screen were blended in with manipulated footage of rocks; the second was provided through use of stock footage of a drive-in theatre, with Hannaford's film digitally inserted onto the screen. • Among the 96 hours of footage, it was found that the original quad sound tapes for many of the 1974 recording sessions were missing. This had to be provided through a combination of digitally cleaned-up second- or third-generation sound sources (e.g. on Welles' workprint material), or through modern actors dubbing, in some cases just dubbing individual words or syllables to salvage line recordings that were otherwise retrieved from the workprint.
Legal difficulties, and efforts to complete the film 1979–1997 By 1979, forty minutes of the film had been edited by Welles. But in that year, the film experienced serious legal and financial complications. Welles' use of funds from Mehdi Boushehri, the brother-in-law of the
Shah of Iran, became troublesome after the Shah was overthrown. A complex, decades-long legal battle over the ownership of the film ensued, with the original negative remaining in a vault in
Paris. At first, the
revolutionary government of
Ayatollah Khomeini had the film impounded along with all assets of the previous regime. When they deemed the negative worthless, there was extensive litigation as to the ownership of the film. By 1998, many of the legal matters had been resolved and the
Showtime cable network had guaranteed "end money" to complete the film. However, continuing legal complications in the Welles estate and a lawsuit by Welles' daughter,
Beatrice Welles, caused the project to be suspended. When Welles died in 1985 he had left many of his assets to his estranged widow Paola Mori, and after her own death in 1986, these were inherited by their daughter, Beatrice Welles. However, he had also left various other assets, from his house in
Los Angeles to the full ownership and artistic control of all his
unfinished film projects, to his long-time companion, mistress and collaborator
Oja Kodar, who co-wrote and co-starred in
The Other Side of the Wind. Since 1992, Beatrice Welles has claimed in various courts that under
California law, she had ownership of all of Orson Welles' completed and incomplete pictures (including those which he did not own the rights of himself in his own life), and
The Other Side of the Wind has been heavily affected by this litigation.
The Guardian described how she "stifled an attempt by American cable company Showtime and Oja Kodar (Welles's partner in the latter part of his life) to complete
The Other Side of the Wind", while
The Daily Telegraph stated that Beatrice Welles had "blocked" the film. Matters have been exacerbated by much personal animosity between Oja Kodar and Beatrice Welles – Beatrice blames Kodar for causing the break-up of her parents' marriage, while Kodar blames Beatrice for attempting to block the screening or re-release of a number of her father's works, including
Citizen Kane,
Othello,
Touch of Evil,
Chimes at Midnight and
Filming Othello. (The latter claim has been supported by film critic
Jonathan Rosenbaum, who has accused Beatrice of being solely motivated by profit in claiming royalties from these films, then settling out of court as studios have been keen to avoid costly legal battles.) A clause of Welles' will, specifying that anybody who challenges any part of Kodar's inheritance will be automatically disinherited, remains unenforced – Kodar sought to have it enforced in the 1990s, but could not afford the legal fees as the case dragged on. Welles left his own workprint copy to Kodar, as part of the clause of his will giving her all his unfinished film materials. (Kodar can be seen visiting a storeroom containing these materials in the
Orson Welles: One Man Band documentary.) Over the years, there were repeated attempts to clear the remaining legal obstacles to the film's completion, and to obtain the necessary finance. Those most closely involved in these efforts were Gary Graver (the film's cinematographer), Oja Kodar (as Welles' partner, co-writer and co-star of the film, and director of one of its sequences, as well as the copyright holder of Welles' unfinished work), director Peter Bogdanovich (a co-star and investor, although he only wants the return of his $500,000 rather than any share of profits), film critic
Joseph McBride (who has a supporting role in the film), and Hollywood producer
Frank Marshall, one of whose first jobs in the film business was as production manager on the film. Marshall in particular was instrumental in getting several major studios in the late 1990s to watch a rough cut, although most were put off by the film's legal issues. Before a deal was put together in 1998, Oja Kodar screened Gary Graver's rough cut of the film for a number of famous directors in the 1980s and 1990s, seeking their help in completing the film, but they all turned it down for various reasons. These included John Huston (who was by then terminally ill with
emphysema and was unable to breathe without oxygen tubes),
Steven Spielberg,
Oliver Stone,
Clint Eastwood and
George Lucas. Lucas reportedly claimed to be baffled by the footage, saying he did not know what to do with it, and that it was too avant-garde for a commercial audience. Kodar subsequently accused both Eastwood and Stone of plagiarism from the film, citing Eastwood's performance in
White Hunter Black Heart (1990) as a copy of John Huston's, including one line of dialogue ("I'm Marvin P. Fassbender." "Of course you are."), and Stone's adoption of the film's distinctive rapidly cut editing and camera style for his
JFK (1991),
Nixon (1995) and
Natural Born Killers (1994).
1998–2013 A turning point came in 1998, when Mehdi Boushehri changed his mind, and was convinced by the film's surviving makers that his best hope of recouping his money was to see the film released. He therefore compromised on his earlier claims to owning two thirds of the film, and reduced the share he claimed. This resolved several of the film's legal problems. Boushehri died in 2006, but his heirs similarly accepted that the best hope of any return on Boushehri's investment was for the film to finally be released. The 1998 deal struck with Boushehri led to funding being put up by the Showtime network, until the lawsuit from Beatrice Welles later that year stalled matters once more. However, there remained both legal challenges, and technical challenges over replicating Welles' avant-garde editing style. At a March 29, 2007, appearance at the Florida Film Festival, Bogdanovich, in response to a question about the status of the film, stated that the four parties involved had come to an agreement earlier that week and that the film would be edited and released in the very near future. Bogdanovich also stated in an April 2, 2007, press report that a deal to complete the film was "99.9% finished", with a theatrical release planned for late 2008. There were then further complications in 2007, through the intervention of Paul Hunt. He had worked on the film in the 1970s as a line producer, an assistant editor, assistant camera operator and gaffer, and was described by
Gary Graver's son as "the strangest, weirdest guy you've ever met". Kodar had approached him to see if he could broker a deal, guiding him as to who controlled the rights and suggesting what kind of deal they would accept. Together with his producing partner Sanford Horowitz, Hunt formed a company, Horowitz Hunt LLC, and within three months had a signed deal with Mehdi Boushehri, with an option to acquire his rights of the movie. On August 6, 2007, Horowitz Hunt LLC filed with the US Copyright office Mehdi Boushehri's signed agreement to transfer the rights to the movie. Horowitz and Hunt's goal was to release two versions of
The Other Side of the Wind: a completed theatrical version and another uncompleted but original 42-minute version, reflecting Welles' workprint at the time of his death. In March 2008, Bogdanovich said that there was over a year's worth of work left to be done, The attorney for Boushehri neglected to send in their documentation nullifying Beatrice's claim and thus the project stalled once again. This resulted in the closure of the Showtime editing suite in December 2008, and Showtime eventually put the project on hold. However, Oja Kodar denied that this was the case. Paul Hunt died in 2011. That same year, Sanford Horowitz and financier John Nicholas launched a company called "Project Welles The Other Side LLC" and the website www.projectwelles.com to attract additional capital and complete negotiations with Kodar and Beatrice Welles. Their goal was to present an uncluttered account of events, make peace with all the players, present their chain of title compiled by the law firm of Mitchell, Silberberg & Knuff and gain access to the film negatives stored in the LTC Film vault in Paris. By 2011, all copyright difficulties had theoretically been resolved between the respective parties. However, the Showtime network, which had previously pledged to provide funding for the project, refused to specify what the budget would be. Oja Kodar stated that she did not want a repeat of the debacle over Welles' posthumously completed
Don Quixote, which was universally panned after being cheaply put together from badly decayed, incomplete footage which was sloppily edited, badly dubbed, and often incoherent. As such, she would not grant permission to proceed until she had received assurances that the project would be done professionally, and to a high standard, with an adequate budget. In March 2012, Matthew Duda, the Showtime executive who had championed funding for
The Other Side of the Wind since 1998, retired, and this spelled the end of Showtime's involvement in the project. After his retirement, Duda contended that the greatest obstacle to the film's completion had been Oja Kodar. "Her price kept changing," Duda said. "She kept getting higher and higher, and then she said we'd sabotaged her [nonexistent offer for more money]." On October 28, 2014, Royal Road Entertainment announced that it had negotiated an agreement, with the assistance of Marshall, and would purchase the rights to complete and release
The Other Side of the Wind. Bogdanovich and Marshall would oversee completion of the film in Los Angeles, aiming to have it ready for screening by May 6, 2015 – the 100th anniversary of Welles' birth. Royal Road Entertainment and German producer Jens Koethner Kaul acquired the rights held by and the late Mehdi Boushehri. They reached an agreement with
Oja Kodar, who inherited Welles' ownership of the film, and Beatrice Welles, manager of the Welles estate. On May 1, 2015, it was disclosed that the film was far from completed. Post-production was to be funded by pre-selling distribution rights, but in December some potential distributors asked to see edited footage from the negative, not the worn workprint. "People want to help us, but they have a business decision to make", producer Frank Marshall told
The New York Times. "They would first like to see an edited sequence, and I think that is a fair request." Plans were announced for the 1,083 reels of pristine negative footage to be flown from Paris to Los Angeles for
4K resolution scanning and editing by Affonso Gonçalves. Producers hoped to complete
The Other Side of the Wind in 2015, the 100th anniversary of Welles' birth, but no specific release date was identified. Noting that completion of the film should not be driven by a deadline, Marshall said, "We still think we will make it this year." Acknowledging that the campaign had struggled, Marshall said that his objective was to put the first 15 to 20 minutes of the film together to win over a distributor who will help finish the post-production. "They don't trust the fact that he was this genius and the guy that made
Citizen Kane,
Touch of Evil and
The Magnificent Ambersons, and there might be this fantastic movie in there", Marshall said. The campaign closed on July 5, 2015, having raised $406,405. At the end of 2015, efforts to complete the film were at an impasse. On April 5, 2016, Wellesnet announced that
Netflix had been negotiating for months on a two-picture deal worth $5 million for the completion of
The Other Side of the Wind and a companion documentary. The potential deal requested the approval of Oja Kodar to finalize the agreement. In mid-March 2017, it was confirmed Netflix would distribute the film. In March 2017, the
original negative, alongside
dailies and other footage, arrived in Los Angeles, allowing the film's post-production work to resume. Later, the negatives were scanned in the offices of
Technicolor in
Hollywood. In January 2018, a rough cut of the film was screened for a small, select group of invite-only attendees. Amongst those present were producer Filip Jan Rymsza, directors
Paul Thomas Anderson,
Quentin Tarantino and
Rian Johnson; actors
Danny Huston (son of the film's star, John Huston) and
Crispin Glover; and
The Other Side of the Wind cast and crew members Peter Bogdanovich, Lou Race, Neil Canton, and
Peter Jason. In March 2018,
Michel Legrand (who had previously composed the score for Welles' 1973 film
F for Fake) was announced as providing the score to the film. He had been secretly working on the film since December 2017. Orchestral recording began on March 19, 2018, in Belgium, and continued with a jazz ensemble later that week in Paris, although Legrand could not be present for the recording sessions, having been hospitalised with pneumonia at the time. Speaking of his work on the project, Legrand stated: ==Music==