A major studio read the script for its own remake, decided the story was a risk it did not want, and walked away from the money. What came out the other side of that decision is now treated as one of the finest horror films ever made and one of the saddest love stories the genre has produced. Jeff Goldblum’s slow ruin as Seth Brundle is the part everybody remembers, but almost every choice around it was shaped by accident, grief, or preview audiences who could not take what they were shown. On paper, the project looked straightforward.
In the early 1980s, producer Kip Omen brought the idea of updating a 1958 creature feature to screenwriter Charles Edward Pogue, who read George Langelaan’s original short story before seeing the older picture. Pogue took the idea to producer Stuart Kornfeld, and the two pitched it to 20th Century Fox. The response was warm enough that a draft was commissioned. The draft came back with one structural change that outweighed everything else.
In the older story, the scientist walks out of the machine with an insect head already in place. Pogue let the change arrive slowly instead, across weeks, in stages, so that the man and the creature replacing him would overlap for most of the running time. That idea would eventually carry the entire tragedy. At the time, it read as a liability.
The executives had expected a monster they could put on a poster. What they owned instead was a story where the hero becomes the threat by degrees. With nobody to point at and no clean scare to cut a trailer around, the studio withdrew. Kornfeld refused to let the deal die, renegotiated, and the studio agreed to distribute the picture if he could raise the money elsewhere.
That left him holding a screenplay his own backers had turned down, a distribution promise that depended on strangers, and no director. The money problem he solved within months. The director problem was about to solve itself in the worst way imaginable. Months before any camera turned, Kornfeld’s original choice for the job had been David Cronenberg, whose work on “Scanners” and “Videodrome” made him the obvious fit for a story about a body turning against itself.
Cronenberg was not available at first. He was buried in an adaptation of a Philip K. Dick story that would eventually reach screens as “Total Recall,” and he had written draft after draft without getting near a shooting version. So the producers hired Robert Bierman, a young English filmmaker whose short work had impressed them, and the operation began assembling itself on the other side of the Atlantic.
Then Bierman’s daughter was killed in an accident while the family was traveling. He was released from his contract so he could grieve. Bierman has said since that he has never watched the finished film, partly because of what it is tied to for him, partly because he does not want somebody else’s version sitting on top of the one he had in his head. What followed was almost unkind in its timing.
Cronenberg walked away from “Total Recall” within the same stretch of weeks, twelve drafts in and no closer to agreement with his producers. He was suddenly free. Kornfeld called again. The answer this time was yes, and the center of gravity moved from England to Toronto, where Cronenberg had shot almost all of his previous work.
At least four established leading men circled the role before Jeff Goldblum was offered it. John Malkovich was the top choice and declined. Richard Dreyfuss and Michael Keaton both came up in conversation. John Lithgow was offered it outright and said no, describing the material later as too unpleasant to live inside for months.
Mel Brooks pushed for Pierce Brosnan, and Cronenberg overruled him. The reason the names kept falling away was the makeup. Chris Walas, running the creature effects, had told Cronenberg to treat casting as the most urgent decision on the picture. He attached a request to it: find somebody with small ears and no bridge to the nose, because flat features give prosthetic appliances somewhere to sit.
Goldblum had neither. He had a long face, a strong nose, and none of the flat planes the department wanted. What he had that the others did not was appetite for the job. He wanted to perform through layers of foam latex, and he wanted the makeup working for him, not sitting over him.
Walas and his crew were admirers of the actor, so they agreed to solve the problem they had just been handed. There is a name missing from the credits of one of the bleakest studio horror pictures of the decade. Kornfeld had a distribution deal contingent on outside money, so he went to the producer he had worked with on “The Elephant Man. ” Brooks Films had put its weight behind serious material before.
Mel Brooks read the script, backed it, and did two things that shaped the movie. He supported the hiring of Cronenberg, and he told his new hire to stop worrying about the audience he might lose. Cronenberg remembered the instruction as permission to go all the way with no restraint asked for or expected. A portion of the ticket-buying public would walk out, which the producers treated as an acceptable cost.
Then Brooks kept his name off the picture. A comedy legend attached to a story about a man coming apart in his own apartment would have set audiences up for jokes that would not arrive. So the credit went to Brooks Films alone. When the team was arguing about how the characters should react to the first signs of Seth’s condition, Brooks supplied the line that ended up selling the entire thing: “Be afraid.
Be very afraid. ”
Cronenberg wanted Brundle to be very articulate about what was happening to him. In the 1958 version and in one draft of this one, the scientist loses his voice as the change takes hold, ending up scratching words onto a blackboard. That decision hands the story to somebody else and leaves the man at the center silent for the back half.
Cronenberg took the job on one condition: he could redo the writing himself. He kept the gradual metamorphosis, which was Pogue’s contribution and the reason the property was worth anything. Almost nothing else survived. “There’s one line of dialogue from Chuck’s script that remains,” he said afterwards, adding that not one character had made it through intact.
Cronenberg pushed for shared screenplay credit with Pogue through the Writers Guild process, on the grounds that the spine of the story had come from somewhere else even if the sentences had not. The result plays as a romance with a terminal diagnosis in it. Brundle talks his way through his own dismantling, narrating symptoms, theorizing about what he is turning into, staying recognizably himself long after his body stops cooperating. Every scene that hurts in this film depends on him being able to speak.
Jeff Goldblum had met Geena Davis on “Transylvania 6-5000,” and they were together by the time this production started assembling its cast. Rolling Stone reported that he did not suggest her for Veronica Quaife, and that Cronenberg went after her independently. Other accounts have her as the first of several actors the director met for the part, winning it on the audition despite reservations in the room about putting a real couple on screen as a fictional one. Laura Dern and Jennifer Jason Leigh were among the names circulating.
Whichever version is closer to the truth, the effect on the picture is not in dispute. The two rehearsed together before shooting, which is unusual on an effects-heavy production where schedules tend to form around latex curing times more than rehearsal. That preparation bought them a shorthand. The film needs roughly 30 minutes of two people falling for each other to be persuasive, because everything afterwards is a withdrawal from that account.
If the romance had been merely competent, the horror would play as spectacle. It plays as loss. Cronenberg’s cameo in the film was an accident. The hospital nightmare where a doctor stands over Veronica is the most upsetting minute and a half in a film with a great deal of competition for that title.
The role had not been written as a moment for anyone in particular. Stuart Kornfeld was going to play it. By Cronenberg’s account, the part became his by default because the producer got cold feet about standing in front of a camera. Something happens to Seth Brundle in the middle of this film that most monster stories have no use for.
He gets better. He is stronger, quicker, sharper, able to do things with his body he could not do before, and he reads all of it as improvement. He talks about purity. He tries to recruit Veronica into the change.
The audience already knows what he does not: the strength arriving early belongs to the same process that will take the rest of him away. That structure is why the picture attracted a reading it has not shaken since. It arrived in 1986 in the middle of the decade’s health crisis, with a story about a young man whose body turns against him, whose visible decline is watched by a partner who cannot help. Critics made the connection immediately.
Cronenberg has spent nearly 40 years pointing somewhere else. Brundle, he has written, was aging in an artificially accelerated manner, compressing into a few weeks a process that ordinarily takes a lifetime. The film, in his description, is a metaphor for growing old. Both readings sit in the same film without either one cancelling the other.
Cronenberg is a serious enthusiast about engines, and the shape of the teleportation pods came off the engine cylinder of his own Ducati. Nothing in Brundle’s loft looks like polished technology from a future that has arrived. The pods look heavy, industrial, hand-built by a man who machined the parts himself. Production designer Carol Spier worked the reference up with set designer James McAteer, through sketches into clay maquettes.
Because that one location carries around 80 percent of the film, those two shapes do more visual work than any creature in it. Most creature productions of the era invented as they shot, adding a new deformity each week and hoping the accumulation looked like progress. Walas and his crew refused to work that way here. The audience would be watching one continuous process across 90 minutes, and a process has to arrive somewhere.
So they settled the end point first. The final form was designed before anything preceding it, which meant every intermediate stage could be plotted as a step on a known path. The stages ran from cosmetic discoloration and coarse hairs on Goldblum’s face, through piecemeal facial appliances, wigs with bald patches, and crooked prosthetic teeth, into full-body foam latex suits, then finally into a sculpted puppet with no actor inside it at all. Casts of Goldblum’s body, face, and teeth were taken in Toronto in autumn 1985 so the appliances could be built to fit him precisely.
Cronenberg’s requirement for the last stage was that it should stop reading as a costume. In the summer of 1986, a trade paper carried an item about a company few in cinema could have named. SynthVision had produced the imagery for the moments when matter comes apart within the pods before reassembling, using methods described at the time as relatively new to features. The schedule was 10 weeks, and that constraint decided the method.
Physical models of dissolving matter would have run past both the calendar and the budget. The company combined digital animation with hand-drawn artwork, generating textures on a computer before integrating them with work made by artists at a desk. Optical compositing came from Dreamquest. The insect that ruins Seth Brundle’s life is on screen for a handful of seconds, and somebody still had to decide which species it would be.
Production notes name it California Vomitoria, the blowfly chosen over the common housefly because it runs several times larger, which made it far easier to shoot in close-up with the lenses and film stocks available. Cronenberg’s stated aim was a fusion of two creatures producing something new, where the older film had simply given audiences an insect they could already name. A dream come true is how Chris Walas described working with his leading man. The compliment was earned in fittings.
Goldblum spent hours rehearsing inside the appliances, testing what his face could still do with them attached, reporting back on what had stopped working. This creature had long dialogue scenes. Brundle explains himself, argues, jokes, pleads, and delivers a great deal of exposition while covered in foam latex. Every appliance had to survive being talked through, take after take, under lights that softened the material as the day went on.
Walas gave the actor the most freedom around the eyes and the mouth, protecting the areas that carry expression while thickening the regions that could afford to be immobile. A ceiling seen from below, with a man clinging to it and looking down. There was no digital compositing available for that shot in 1986. The alternative was wires and mat lines, which the production did not want.
The answer came out of the carpentry shop. Carol Spier worked with construction manager Kirk Cheney on inclined and rotating sections of set that could be tipped or turned while the camera was reoriented to match. Goldblum was frequently standing on ground close to level while the audience read him as defying gravity. Three months before a camera turned in Toronto, a workshop opened for business on this film in San Rafael, California.
Studio production notes put the staffing on the record: 30 assistants working under Chris Walas from September 1985. Behind the intimate story about three people in a loft was a fabrication operation running at industrial scale. The crew at Chris Walas Incorporated moved into months of sculpting, molding, painting, and finishing. Foam latex is unforgiving material, and every stage of the transformation needed multiples because a damaged appliance during a shooting day is a lost shooting day.
The workshop sat in Northern California while the production sat in Ontario, so finished pieces had to cross the continent on a schedule that could not slip. A crowded bar, a wooden table, two men with their elbows planted, and a small crowd forming around them. The arm-wrestling scene runs less than a minute, and it is where the film stops being a romance with a science experiment in it. Brundle’s opponent goes down badly.
The arm gives way, and the mood of the room turns over at once. There is no creature on screen, no prosthetic face, only a man who has become dangerous without yet understanding what has happened to him. Marky, the man on the losing end, was played by George Chuvalo, a Canadian heavyweight who once went 15 rounds with Muhammad Ali without being knocked down. “There’s no journey into darkness when you start in darkness,” Mark Irwin said of his approach, describing a scheme that had to deteriorate at the same rate as its leading man.
The cinematographer had shot every Cronenberg feature since “Fast Company,” and this would be his last collaboration with the director. Around 80 percent of the picture takes place in one location, so he treated the loft as a character and let it darken as Seth’s condition advanced. Scenes were shot out of continuity, so the actor could be in a heavy, light-absorbing late-stage suit one day, a sculpted puppet the next, then back to a nearly human early stage the day after. Each surface had a different texture, color, and reflectance, with no digital correction waiting at the end of the process.
Irwin also had a problem in composition. Davis has very pale, luminous skin, while the latest stage makeup absorbed light instead of returning it. His solution was to run Goldblum two to three stops brighter than his co-star in the darkest sequences. Most actors buried under prosthetics are trying to work around them.
Goldblum went the other way and treated the appliances as equipment. He practiced with the crooked prosthetic teeth until he could shape speech around them. The physical vocabulary came from the same experimenting. Brundle develops a set of small nervous mannerisms early on, before anything visible has happened to his face, and they read as the character’s own behavior, never as an actor signaling.
The heaviest stages required hours in the chair before a shooting day, then another long session to strip it all off afterwards. “They put me in a dentist’s chair for 5 hours and applied that thing,” he recalled, noting that the room was freezing at half past two in the morning. In the spring of 1986, at the Uptown Theater in Toronto, a rough cut was screened for an audience that had not been told much. The studio executives who saw the film before that night had been impressed.
The public reacted differently. In one sequence, a desperate Brundle uses the pods on two animals at once, hoping the machine will teach him something about reversing what has happened to his own body. The result comes out of the receiving pod badly wrong, and Brundle ends its suffering with the nearest heavy object to hand. The preview audience read it as cruelty, and viewers stopped being on Brundle’s side.
A second cut sequence, in which Brundle climbs the outside of his building while a new limb emerges from his body, went the same way. The cuts were about protection rather than squeamishness. Walas has said the animal sequence was shot at the end of a long day, very fast, with no rehearsal time and not enough hours to get it right. Both sequences survive today on home releases.
On the first day of December 1985, principal photography began in the director’s own city. No character ever names the place they live in. The country goes unnamed. The CN Tower appears in one rooftop shot.
The picture was based at Toronto International Studios in Kleinburg, northwest of the city. Real locations carried the rest. The science exposition where Seth meets Veronica was shot in the Art Gallery of Ontario. The exterior of his doctor’s office was the Chinese consulate.
His lab building stands on Liberty Street in what is now Liberty Village. Toronto in December supplied the rest of the mood for free. A full orchestra recorded in London, playing music closer to grand opera than horror. Howard Shore had written for nearly every Cronenberg feature by this point, and his response to the material was to take the love story as the subject.
The London Philharmonic gave him scale, and he used it for grief. A conventional horror score would have marked the transformations, spiking on each reveal. This one does close to the opposite. It stays with Veronica’s dread and Seth’s decline, swelling at moments of tenderness and pulling back at the moments designed to horrify.
There is a detail buried in the arrangement that gives the approach away. The first bar and the last bar of the score are drawn from the closing bar of Puccini’s “Madama Butterfly,” one of the most famous tragic operas ever written. Around $9 million went into a picture that nobody in the industry considered a safe bet. It was rated for adults.
It was physically distressing. Its leading man spent the back half of it unrecognizable. It opened on August 15, 1986, on around 1,200 screens, taking roughly $7 million across its first weekend. Then it stayed at number one in the United States for a second week.
Domestic takings finished above $40 million, with the worldwide figure reaching a little over 60. That made it the most commercially successful film of Cronenberg’s career, a position it still holds. The version of this story that most audiences never saw runs several minutes longer. It carries on past Brundle’s death into a coda.
Cronenberg shot four separate variations, all turning on the same dream image: Veronica asleep, watching a cocoon open as a winged child emerges and rises toward the light. In the dream, she smiles. The intention was symmetry. Earlier in the film, she has a nightmare about giving birth to a creature, so the coda was designed to answer that image with a hopeful one.
A version with the coda in place was screened at a preview on the studio lot in Los Angeles. The effects work on the winged child sat awkwardly beside the rest of the picture, and the coda softened an ending that had been earning its harshness for 90 minutes. So it went. The film now stops at the moment Veronica makes her decision, with nothing offered afterwards to lessen it.
The footage has since been released. At the 59th Academy Awards, held in March 1987, Chris Walas and Stephan Dupuis walked away with the Oscar for their work on Jeff Goldblum’s face. That was the film’s single nomination in any category. Roger Ebert had called the performance worth an acting nomination.
Gene Siskel put the picture in his 10 best of 1986, and both argued publicly that the Academy’s discomfort with horror was why a genuine contender got left off the list. On July 2, 2008, at the Théâtre du Châtelet in Paris, an audience sat down for the premiere of a work about a scientist who fuses himself with an insect. Howard Shore composed it, with a libretto by the playwright David Henry Hwang. Cronenberg directed the staging, his first work on a lyric stage.
Plácido Domingo conducted. What makes it stranger is that Shore reused not a note of his film score. The piece was written from scratch as a separate work sharing the plot alone, with Daniel Okulitch singing Brundle and Ruxandra Donose singing Veronica. One of the most recognizable voices in British pop recorded a song for this film, and hardly anyone has heard it.
The producers commissioned it for promotional purposes, the way most mid-80s studio releases came with a tie-in single. Nile Rodgers was involved in the writing. The track was called “Help Me,” and a music video was cut using footage from the picture. Cronenberg screened the credit sequence with the song over it, then concluded the combination was wrong.
He liked the track. His objection was to what a polished pop record does to an audience that has just watched the last three minutes of this particular story. The song survives in the picture as background music in the bar, playing quietly under the arm-wrestling scene. It was left off the soundtrack album entirely.
The title, incidentally, is the line the trapped scientist cries out at the end of the 1958 version. Whether Bryan Ferry intended that or arrived at it by chance has never been established. What holds this picture together four decades on is that every department was solving the same problem. The workshop, the lighting, the score, the sets, the cutting room, all of them were protecting a story about two people.
The effects that made it famous were only ever the delivery mechanism for watching one of them disappear while enough of him remained to notice it happening.