How Peter Bogdanovich Reconceived His New Film After The Death Of Its Star

Writer-director Peter Bogdanovich wrote She’s Funny That Way for John Ritter a decade ago. Here’s how it was reborn.

How Peter Bogdanovich Reconceived His New Film After The Death Of Its Star
Isabella “Izzy” Patterson (Imogen Poots) and Arnold Albertson (Owen Wilson) in SHE’S FUNNY THAT WAY [Photos: courtesy of Lionsgate Premiere]

Peter Bogdanovich’s last theatrical feature was The Cat’s Meow, which came out in 2001, but he’s quick to tell you that he hasn’t been on any kind of hiatus–self-imposed or otherwise–these past 14 years.


“I had six years of The Sopranos, six seasons–and I directed one of them,” he said recently, holding court in a vast, dimly lit space in the SLS Hotel in Los Angeles. Bogdanovich, of course, played Dr. Jennifer Melfi’s (Lorraine Bracco) therapist on the landmark HBO show.

He also published a 600-page book about actors, made two documentaries (one very long one about Tom Petty, for which he won a Grammy, and a slightly shorter one on John Ford), and directed two TV specials (one on Pete Rose, another on Natalie Wood). Clearly, the man has been busy.

Director Peter Bogdanovich and Owen Wilson

Bogadanovich, now 76, casts a somber look in my direction and blinks from behind large, wire-framed glasses. His eyes droop slightly, making him look like he is either a little sleepy or far more intelligent than what this conversation is demanding of him, a bookish New Yorker who once programmed films for MoMA. It’s a look that’s as much a signature as the ascot tied neatly around his neck that has defined him ever since he made iconic films such as The Last Picture Show, What’s Up, Doc?, and Paper Moon in the early ’70s, solidifying his role as a trailblazing member of the renegade, Easy Riders, Raging Bulls era of American filmmaking.

What brought him back to traditional movie-making, the reason he is answering questions about his new film, She’s Funny That Way, is a long story. It’s also a surprising one that feels more like a Bogdanovich-ian script–involving the sudden death of an actor; a wife who became an ex-wife; and binge-watching Breaking Bad with Owen Wilson–than events that actually transpired in real life. Only they did.

The story of how She’s Funny That Way was made is also instructive from a creative point of view. Bogdanovich wrote the original script with his then-wife, Louise Stratten, back in 1999. At that point, it was about a theater director (Wilson) whose penchant for sleeping with hookers and paying them to get out of the red-light business and follow their dreams results in total mayhem when one of them, Isabella Patterson (Imogen Poots), gets cast in one of his plays. The married couple wrote–or, rather, spoke dialogue back and forth to each other into a recording device–with certain actors in mind, namely John Ritter, who was cast as Arnold Albertson, the theater director. Cybill Shepherd, Bogdanovich’s former muse, was to play Albertson’s wife, and Stratten was cast as the prostitute. But then Ritter died in 2003 and the project was put on ice.

When it was finally revived, not only did the script have to be reconceived for Wilson, but the entire project had to be recast. Stratten (who was now divorced from Bogdanovich, although they still work together and are friendly) had aged out of playing the ingenue. Shepherd was also older–she transitioned to play Isabella’s mother.


Bogdanovich talked to Co.Create about how and why the movie was reborn all these years later and what it took to evolve Squirrels to the Nuts–the film’s original title–into She’s Funny That Way.


Part of why the film lay dormant for so long is that no actor seemed like the right one to replace Ritter. Until Bogdanovich met Wilson.

“I met him through Wes Anderson. Wes and I became friendly early on when he was making his first picture. His first picture was produced by my first ex-wife, and she told me about Wes. She said, ‘He’s the first director I’ve worked with since you who knows exactly what he wants and won’t take any substitute. And he’s a big fan of yours. He’d like to meet you.’ So I met him, and we became friendly. I met Owen through him. Then Owen and I became friendly (Bogdanovich admits the two have spent many hours watching back to back episodes of Breaking Bad and Game of Thrones at Wilson’s Malibu home). And I became friendly with Noah Baumbach separate from those guys.

“And I thought, ‘Geez, Owen could play this part.’ Because it was very important that the actor who plays that part be attractive and charming but not threatening sexually. And both Owen and John Ritter were attractive and charming and sexy but not threatening sexually. He was also one of the few movie stars around. By that I mean he has a personality. So I asked him if he’d like to do it and he eventually came around to it. Then we asked Wes and Noah. Louise had the idea to ask Wes and Noah to executive produce it, and they did, and that got us with an agency, UTA, which started to raise the money. Then we got Jennifer (Aniston, who plays a therapist in the film).

Isabella “Izzy” Patterson (Imogen Poots, left), Delta Simmons (Kathryn Hahn, center) and Seth Gilbert (Rhys Ifans, right)


With Wilson cast, the script had to be revised for the actor, whose quirky style of warmth and humor is very distinct from that of Ritter’s.

“We went through the script and made it more with Owen in mind. We rewrote it with Owen in mind. Which meant taking out a lot of the physical humor. John was very good at physical comedy. Owen is good at it, too, but he doesn’t like it, he prefers to do dialogue. So we took a lot of the physical humor out and replaced it with dialogue. The name of the picture was changed, too. It was originally Squirrels to the Nuts, which is a phrase that is used in the picture. But we got a lot of blowback from Europe, saying ‘We don’t know how to translate that.’ Then the Americans were worried that maybe people would think it was a kids’ picture. So I bent to it. I said, Alright. Whatever. I always like the title She’s Funny That Way. I always thought it was a good title for a movie. So I just said, ‘Okay, call it She’s Funny That Way.’ It’s an old song. Kind of a sad song. Do you know it? Sinatra sang it. The set up is, ‘Not much to look at, nothing to see / Just glad I’m living and lucky to be / I’ve got a woman crazy for me / She’s funny that way.'”



Bogdanovich is not a fan of auditioning actors, preferring instead to rely on gut instinct. It’s a style that has worked well for him over the years. He first met Shepherd back when she was a Glamour cover girl. He gave her the role in Last Picture Show based on the way she sat on the floor of his hotel room during their interview and flippantly swatted her hand at a rose that was in a vase on a nearby coffee table.

“I thought, ‘That’s how she treats guys: Off with his head. That very casual nature of dealing with guys, I thought, she could do this picture.”

Bogdanovich had a similar reaction when he met with Poots, knowing she was “the girl” within minutes.

“I’d been given a list of five young women, and I saw four of them here in L.A. And nobody knocked me out. They were all not bad. Imogen was shooting a picture in Atlanta. I went to New York and she agreed to fly up and see me. We met at the Palm Court, one of the few parts of the Plaza that hasn’t been ruined. And within 10 minutes after she sat down, I knew she was the girl. There was just something about her. She’s English, you know? The English are just brilliant actors. Solid training. Just so much better than American actors in terms of their background. They can do anything. So I wasn’t worried about whether she could do a Brooklyn accent. We just talked. What struck me about her was that she was quirky. Quirky just in life. Just the way she said things and the way she expressed herself. Her gestures and so on. I just liked her. She was quirky but I didn’t feel she was trying to be. Some actors try to be unusual. She just was. She is. She’s a bit of a kook, to use an old-fashioned term. So within 10 minutes, I said to her, ‘Don’t tell anybody, but you got the part.’ She said, ‘Really?’ I said, ‘Yeah.'”


Bogdanovich got his start as an actor, taking lessons with Stella Adler in New York for four years at the age of 16. (“I lied and said I was 18.”) This training has stayed with him and he says that as a director he approaches all of his films, including She’s Funny That Way, looking at things from an actor’s point of view.

“I direct as an actor. Many times I will say, ‘Let me try this.’ And I’ll walk the scene through and see what I can tell the actor about it. I don’t know what to tell him until I’ve actually tried it and seen what the problem is. I remember when I did a picture with Peter Fonda, I did the second unit, Wild Angels. And Peter was on a motorcycle. I’d never ridden a motorcycle. And as he got off the motorcycle, he looked weird getting off the motorcycle. I said, “You look very strange getting off that motorcycle.” He said, What do you mean I look strange? So I got on and got off. And I saw what the problem was. To get off of a motorcycle, it’s very difficult to keep the leg that swings off straight. But if you bend it, you don’t look good. So I said, Keep your leg straight. But I couldn’t have told him that if I hadn’t tried it. And I saw that it was not easy. It was the key to it. So I’ve done that through every film.”



About the author

Nicole LaPorte is an LA-based senior writer for Fast Company who writes about where technology and entertainment intersect. She previously was a columnist for The New York Times and a staff writer for Newsweek/The Daily Beast and Variety