How Tootsie Director Sydney Pollack Tricked Dustin Hoffman Into Good Behavior

In his memoir "The Best Seat in the House," longtime assistant director David McGiffert recalls how the director found a clever way to appeal to his difficult star

Sydney Pollack and Dustin Hoffman on the set of 1982's "Tootsie" (Photo by Columbia Pictures/Getty Images)

At the time, "Tootsie" seemed similar to many films I worked on, but looking back years later, I realize how unique it really was. Sydney Pollack directed the seven-month-long production; an unexpectedly turbulent clash of confrontational viewpoints, unrelenting pressure, outrageous comedic moments, and heart-stopping tension. At this point in his career, Sydney always had creative control over his films, but there were some unusual contractual obligations in place before he signed on to direct that meant he had to share the creative control with Dustin Hoffman, the film's brilliant and disarmingly uninhibited star who was a long-time promoter of the original "Tootsie" script. Both men were also well-known for their assertive personalities.

There were lesser-known participants who brought strong viewpoints to the production as well; among them was screenwriter Murray Schisgal, a close friend of Dustin's. During the months of filming, Hoffman and Schisgal spent many weekends at Dustin's house in Connecticut going over scenes that were scheduled for the upcoming week. Many times those weekend collaborations yielded a Monday morning avalanche of new ideas that brought production planning for the week to a screeching halt. That sustained influx of contrasting ideas also led to several alarmingly dramatic confrontations between Pollack and Hoffman. The two men had distinctly different opinions about how crucial aspects of the story should be portrayed, and as the shooting went on, it was those differences that came to typify much of the film's behind-the-scenes turmoil.

Their now-famous disagreements can largely be attributed to strong contrasts in both personality and style. Sydney was famously disciplined, rather conventional, and ultra-logical in his approach to the story. He was always classically attuned to the plotline, knowing that each scene was not an end in itself, but rather a contribution to what he called "the arc of the piece." Dustin was always focused on the story as well, but his method of dealing with the material was a changeable and malleable process, combined with his brilliant and unique instinct for spontaneity and ad-lib. His intent was to try to make every scene the best one in the movie, something Sydney knew from long experience was impossible. For Sydney, each scene carried a different weight, a distinct tempo, a varying shade of importance to the whole. The efforts to mesh the differing ideas between Pollack and Hoffman were the project's greatest challenge from the earliest days of shooting. Sometimes, what began as a discussion in the middle of shooting a sequence would suddenly erupt into a heated argument. A few disagreements even led to radical changes being made to scenes while they were being filmed. At times the tension on the set was palpable, and almost immediately, the production fell behind schedule.

Creatively, there were additional difficulties. The lengthy and exacting process of transforming Dustin into a convincing woman had been the focus of everyone's efforts from the earliest days of preproduction. His makeup was in a perpetual state of modification and refinement. The relationship between Jessica Lange's character and Dustin's male character Michael, the out-of-work actor, kept being revised, along with the ever-expanding part of Dustin's roommate played by the incomparable Bill Murray. The challenge of creating a live soap opera using a working television studio as a film set also remained unresolved when the shooting began.

As complicated as those issues were, falling behind schedule so early in the production overshadowed everything because it was leading to something no film company ever wants; increasing scrutiny from the studio.

Yet in spite of the difficulties, there were moments that gave everyone an unmistakable feeling that something unusual was taking place. Hoffman's relish for playing Dorothy, a dowdy, disarmingly intelligent, middle-aged, southern woman, instantly became legendary from the earliest days of shooting. When he was being filmed as Dorothy, Dustin's manner changed completely. The outspoken star became a well-bred, no-nonsense, straight-talking, slightly flirtatious Southern belle. Everyone on the show openly admired his immersion into this charming feminine character. Dressed and made-up as Dorothy, Hoffman would spend time between shots hanging out with the crew. He knew everyone by name and kept up a running commentary about some of their supposedly private exploits that was hilariously outlandish and astute. His inclusive and engaging style enthralled everyone including Sydney, who often could not keep from laughing uncontrollably at Dustin's off-stage antics.

But even with these positive elements, the production continued to fall behind schedule and Sydney became increasingly concerned. He held a series of lunch meetings with his production team to come up with solutions. At one of them, musing almost to myself, I mentioned how much fun it was to be around Dustin when he was playing Dorothy – that if we could just talk to her, we would be fine.

Sydney picked up on it immediately: "Hold on a second." He was smiling as he looked around at the anxious faces in the room. "We just might be on to something here. What if we did that? What if the next time we have to talk with him about script changes we wait until he's Dorothy! What the hell?"

A few days later, when Sydney proposed a fairly substantial script change, I was waiting outside Dustin's dressing room when he stepped out made-up and dressed as Dorothy. As we walked to the set for an upcoming rehearsal, I outlined the change Sydney was proposing. When I finished, I waited a few seconds before asking him what he thought. Dustin's reply in a rich, feminine Southern accent was clear and unhesitating. "Oh my, what a lovely idea. Why yes, by all means, let's try it!"

I was thunderstruck.

During the remaining months of filming the creative differences and the script revisions continued, but by waiting to ask Dorothy for permission to make the changes, Sydney nearly always got what he wanted. It was crazy. As time went on, the relationship between the two men gradually progressed from a tense and argumentative stalemate into a more creative and collaborative partnership. The personal differences remained, but now they were also finding the most mutually satisfying options for the scenes. When "Tootsie" was finally released, the enthusiastic audience response confirmed that the choices they had made together ultimately worked for the good of the story.

Six years later, I was working with Dustin on another film, "Rain Man." One afternoon early in the filming, because we had a few minutes to relax, I was chatting with him in his trailer and brought up how, during "Tootsie," we had waited until he was in character as Dorothy before we asked him about making script changes. He loved the stories and remembered all the details, but as we continued to reminisce about some of the people we had worked with, Dustin gradually became quiet. His expression softened. He seemed wistful, almost sad.

"What's up?" I finally asked.

"Oh, I don't know." He smiled to himself. "I guess it sounds kind of weird, but sometimes I really miss Dorothy."

I could not have agreed more.

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