Who's Afraid of Virginia Woolf?

Edward Albee's play has continued to be regularly revived all over the country and performed on stage for modern audiences. An LP album was released containing music and dialogue from Virginia Woolf following the film's release. Elizabeth Taylor appeared in character as Martha on the cover of Life magazine dated June 10, 1966. The cover said: "Liz in a shocker." British comedian Benny Hill spoofed the film, playing both the Burton and Taylor parts on his TV show The Benny Hill Show. In a season three episode of the TV sitcom Third Rock from the Sun, Elaine Stritch and George Grizzard played Mary Albright's (Jane Curtain) squabbling parents named George and Martha. Stritch had played Martha on stage before, and Grizzard had played Nick in the original Broadway production in 1962. by Andrea Passafiume

When Elizabeth Taylor's character Martha opens the film with her Bette Davis impression saying, "What a dump!" it is a reference to Davis' 1949 film Beyond the Forest. The title and song sung in the film is a play on the Walt Disney song "Who's Afraid of the Big Bad Wolf?" from the animated 1933 short film The Three Little Pigs. However, the actors sing it throughout the film to the tune of "Here We Go 'Round the Mulberry Bush" because the rights to the Disney song were too expensive, and "Mulberry Bush" was public domain. Who's Afraid of Virginia Woolf? was the first film in which the entire credited cast received Academy Award nominations for their performances. This film was the last to be nominated in the Black and White categories of Cinematography, Art Direction and Costume Design. The following year, both color and black and white films were combined into single categories. According to cinematographer Haskell Wexler, even though Elizabeth Taylor had intentionally gained weight for the role and de-glamorized herself, she still didn't want to have to eat too much in the opening scene when she is noshing on a chicken leg. According to Editor Sam O'Steen, there was an argument about the glasses that Richard Burton wore for his character George. "In the beginning when we were shooting wardrobe tests," said O'Steen in the 2001 book Cut to the Chase, "Mike [Nichols] had Burton try on glasses but [Ernest Lehman] was whining, 'I don't like his glasses.' Mike said he did, that they fit Burton's character. So Ernie said, 'Well, what if it comes down to the last day and we have to go one way and I don't want him to wear glasses.' 'Well,' said Mike, 'I'll kill you.' End of conversation." According to cinematographer Haskell Wexler, after the Warner Bros. crew left the New England location used for the exteriors of George and Martha's house, the studio was sued by a group of nearby farmers who claimed that all the bright lighting had "upset" their cows to where they no longer gave as much milk as before. In the scene in which George and Martha drunkenly leave the roadhouse and wrestle by the car, Elizabeth Taylor accidentally hit her head hard in one of the takes and started to pass out. Director Mike Nichols and his former comedy partner Elaine May co-starred as George and Martha in a stage production of Who's Afraid of Virginia Woolf? at the Long Wharf Theatre in 1980. Elizabeth Taylor told 60 Minutes in an interview that she thought Richard Burton had deserved to win the Best Actor Academy Award for his role as George in Who's Afraid of Virginia Woolf?. When Haskell Wexler accepted his Academy Award for Best Black and White Cinematography for Who's Afraid of Virginia Woolf? he said at the podium, "I hope we can use our art for peace and love." Elizabeth Taylor did not attend the Academy Awards ceremony when she won Best Actress for Virginia Woolf. Actress Anne Bancroft accepted the award on her behalf from presenter Lee Marvin. Sandy Dennis was also not present at the Academy Awards ceremony when she won Best Supporting Actress for her role as Honey. Mike Nichols accepted the award on her behalf from presenter Sidney Poitier. When Richard Burton and Elizabeth Taylor separated for the first time, Taylor famously said that she was "tired of playing Martha." The two were often referred to in the press as the "Battling Burtons" and were known for having a dramatic, passionate and volatile relationship. Famous Quotes from WHO'S AFRAID OF VIRGINIA WOOLF? "Poor Georgie Porgie put-upon pie." --Martha (Elizabeth Taylor), to George (Richard Burton) "My God, you can swill it down, can't you?" "Well, I'm thirsty." "Oh, Jesus." "Look, Sweetheart, I can drink you under any goddamned table you want, so don't worry about me." --George and Martha "I swear, if you existed, I'd divorce you." --Martha, to George "There are easier things in this world if you happen to be teaching in a university, there are easier things than being married to the daughter of the president of that university. There are easier things in the world." "It should be an extraordinary opportunity. For some men, it would be the chance of a lifetime." "There are, believe me, easier things in this world." "Some men would give their right arm for the chance." "Alas, in reality, it works out that the sacrifice is of a somewhat more private portion of the anatomy." --George and Martha "Martha, will you show her where we keep the...euphemism?" --George, to Martha in reference to Honey's (Sandy Dennis) need to find the bathroom "You've been here for quite a long time, haven't you?" "Oh, yes. Ever since I married what's-her-name, Martha. Even before that. Forever. Dashed hopes and good intentions. Good, better, best, bested." --Nick (George Segal) and George "It's just that I don't like to become involved in other people's affairs." "Oh, you'll get over that. Small college. Musical beds is the faculty sport around here." --Nick and George "Martha is 108...years old. She weighs somewhat more than that." -- George, to Nick "Hey, Swamp! Hey, Swampy!" "Yes, Martha? Can I get you something?" "Well, sure. You can light my cigarette, if you're of a mind to." "No. There are limits. I mean, a man can put up with only so much; without, he descends a rung or two on the old evolutionary ladder, which is up your line. Now, I will hold your hand when it's dark, and you're afraid of the bogeyman, and then I will tote your gin bottles out after midnight so no one can see, but I will not light your cigarette, and that, as they say, is that." --Martha and George "Martha, in my mind you are buried in cement right up to the neck. No, up to the nose. It's much quieter." --George, to Martha "I hope that was an empty bottle, George. You can't afford to waste good liquor. Not on your salary. Not on an Associate Professor's salary!" --Martha, to George "The way to a man's heart, the wide, inviting avenue to his job, is through his wife, and don't you forget it." "And I'll bet your wife's got the widest most inviting avenue on the whole campus." --George and Nick "You have really screwed up, George." "Oh, come on, Martha." "I mean it, you really have." "You can sit around with the gin running out of your mouth. You can humiliate me. You can tear me to pieces all night. That's perfectly okay. That's alright." "You can stand it." "I cannot stand it." "You can stand it. You married me for it!" "That's a desperately sick lie." "Don't you know it even yet?" --Martha and George "You're a monster. You are." "I'm loud, and I'm vulgar, and I wear the pants in the house because somebody's got to. But I'm not a monster. I'm not!" --George and Martha "George and Martha. Sad, sad, sad." --Martha Compiled by Andrea Passafiume

Who's Afraid of Virginia Woolf? began as an explosive stage play written by Edward Albee. A big hit on Broadway when it opened in 1962 starring Uta Hagen, Arthur Hill, George Grizzard and Melinda Dillon, it went on to win five Tony Awards including Best Play. Even though Virginia Woolf had been a highly praised award-winning success on Broadway, it was considered a highly unlikely prospect for a movie adaptation due to its raw subject matter and coarse language. The general feeling was that the play would have to be toned down and sanitized in order for Hollywood to come near it, especially with the Production Code still in place. The Code had been established in the 1930s as a way for Hollywood to create guidelines to determine what content was and wasn't acceptable for motion pictures. It was a way for the industry to self-regulate films without government interference. By the 1960s, however, modern attitudes were changing, and the Code was considered to be antiquated and in desperate need of updating. There was also a pervasive feeling that it was time for Hollywood to start taking more risks. The one studio head who was brave enough to take on the challenge of turning Virginia Woolf into a movie was Jack Warner of Warner Bros. When Warner approached Edward Albee about buying the rights to his play, he told him initially that he was buying it for actors Bette Davis and James Mason. That was a star pairing that Albee found exciting, and he agreed to let Warner Bros. make the movie. Jack Warner brought in Ernest Lehman to act as both producer and screenwriter on the project. Lehman was well-established as a screenwriter in Hollywood, having written or co-written some of Hollywood's best films including Sabrina (1954), Sweet Smell of Success (1957), North by Northwest (1959) and West Side Story (1961). However, Lehman had never produced a film before. A producer/screenwriter was a rare hybrid in Hollywood, but Lehman looked forward to the opportunity to prove himself with the material that many others were too nervous to touch. Lehman surprised Jack Warner when he announced that he wanted none other than Elizabeth Taylor to play the frumpy, vulgar middle-aged harridan Martha. It was a broad stretch of the imagination for anyone to picture her in the role. Taylor at the time was just 32 years old and considered one of the most - if not the most - beautiful, glamorous and admired women in the world. In addition, even though she had recently won the Best Actress Academy Award for her performance in Butterfield 8 (1960), she was still considered more of a movie star than a serious actress. Lehman had to sell the dubious Jack Warner on the idea, and he eventually came to agree that there was great box office potential in casting Taylor. The next person that Lehman had to persuade that Elizabeth Taylor was the right choice for the film was Elizabeth Taylor herself. Taylor was at the height of her fame at the time and had been a frequent tabloid target, especially in the wake of her highly publicized affair with Cleopatra (1963) co-star Richard Burton while both stars were still married to other people. When they finally tied the knot in 1964, Taylor and Burton became the most famous movie star couple in the world. Ernest Lehman sent Albee's play to Taylor to read while she and Burton were working on their third film together, The Sandpiper (1965). Both stars were very impressed with the drama, though Taylor, like everyone else, was surprised that Lehman would think of her for the movie. She admired the part of Martha, but wasn't sure she had the chops to play such a demanding role. Richard Burton, however, believed she could do it and encouraged her to take on the challenge. According to Mel Gussow's 1999 book Edward Albee: A Singular Journey Burton told her, "...you've got to play it to stop everybody else from playing it." Taylor and Burton met with Lehman to discuss her making the movie. "Every actress wanted to play the role," said Lehman at the time. "I was an open target for every agent. I had to barricade myself. Why do I think Elizabeth would be right? I sensed certain wavelengths in her personality akin to Martha. I don't mean she is a shrew or tears husbands to bits, but I think she has a deeply feminine vulnerability...People know how Uta Hagen played it. They certainly know how Bette Davis would do it, but they wonder how Elizabeth Taylor will do it." In another interview Lehman explained, "I felt that of all the actresses I knew, no one in her public life and her public behavior was closer to Martha than Elizabeth Taylor, the actress, not the private woman...So I started getting very, very excited about the idea, which I kept a deep, dark secret, because everyone in town was playing the game of casting this picture." After she agreed to make the film, Elizabeth Taylor told the press, "All my friends say I'm a fool to play the role. The more they tell me that, the more excited I am to play it." For the role of George, Ernest Lehman had considered Arthur Hill from the Broadway production and even Henry Fonda for a time. However, according to Edward Albee, Fonda's agent never even made him aware of the interest. It was Elizabeth Taylor who suggesting using Richard Burton to play George. Burton was considered one of the greatest living actors, but he, like his wife, did not seem like the obvious choice. He was known for playing strong, powerful, often heroic characters. However, he was intrigued with the challenge of portraying such a complex character so different from his usual roles. He agreed to sign on to the film without much coercion. Having the famous Burtons co-star in a high-profile studio film didn't come cheap. However, Warner Bros. hoped that their combined star power would cause a sensation at the box office and send audiences swarming to see Who's Afraid of Virginia Woolf?. It would be the couple's fourth film together. Playwright Edward Albee was disappointed with the casting of Taylor and Burton and still pulling for his ideal leads, Bette Davis and James Mason. "Elizabeth was twenty years too young for the role," he said in a 2006 interview, "and Richard was about five years too old." However, Albee did understand that casting the Burtons was part of the Warner Bros. business strategy to drum up interest at the box office. Albee's opinion on the casting mattered little as he had no power over any of the film's production. By his own account, he had only a few brief conversations with key people involved with the film, never visited the set and never even met Taylor and Burton until after the production had wrapped. Lehman seriously considered both John Frankenheimer (The Manchurian Candidate [1962]) and Fred Zinnemann (From Here to Eternity [1953]) to direct Virginia Woolf. Both were experienced film directors. However, Taylor and Burton had someone else in mind to direct--Mike Nichols. Nichols, however, had never directed a film before in his life at the time. Nichols had, however, built up an impressive list of credits as a theater director after getting his start in show business as an actor and comedian. Then in his early 30s and already a Tony-award-winner for directing the hit Broadway plays Barefoot in the Park (1964), The Odd Couple (1965) and Luv (1965), Nichols understood stage drama and had the confidence to tackle the tricky task of bringing a controversial play like Virginia Woolf to the big screen. Taylor and Burton already had a social relationship with Nichols. Burton and Nichols had struck up a close friendship before Elizabeth Taylor entered the picture while they were both performing on Broadway in 1961 - Burton in Camelot and Nichols in An Evening with Nichols and May. When Burton got together with Elizabeth Taylor, the couple was impressed not only with Nichols' vast creative talents, but also his loyalty as a friend. When the couple became the number one tabloid target due to their romance, Nichols stood by them when many other friends distanced themselves. It was something that the Burtons would always appreciate. "Elizabeth and I both suggested we get a fresh, young director," said Richard Burton, "because it's a young play, though it's about middle-aged people. Elizabeth suggested Mike and everybody was horrified. 'His first film,' they said. But we were in a pretty good position, because we had a veto on the director." Until Nichols was put at the helm, recounted Burton, "I was still convinced that I was too strong for the part and Elizabeth thought she was too young and not powerful enough for the searing dialogue." Nichols was thrilled with the opportunity to direct his first film. He had been "knocked out" by the play and felt an instant connection to the material when he saw it performed on Broadway. "I thought it was the most exciting play and production that I'd seen with the exception of A Streetcar Named Desire," said Nichols. "I always thought it was Shakespearean in that the two main characters compete in recruiting the audience to their side, in a manner not dissimilar to Taming of the Shrew...I couldn't turn my back on this piece of material. To turn it down out of fear would be cowardice." He knew that directing a film would be different from theater, but he still wanted to meet that challenge head-on. "I just thought, 'I know what to do with this,'" said Nichols. "'I just hope I don't mess up with the camera.'" Nichols first offered the supporting role of Nick to Robert Redford, whom Nichols had directed in the hit Neil Simon play Barefoot in the Park on Broadway. Redford, however, turned the part down. He felt the character was too weak and didn't like the idea of playing someone who is humiliated throughout much of the drama. Nichols subsequently hired actor George Segal for the part. Segal had worked with Nichols in the hit Off-Broadway play The Knack, and both agreed that he would be able to bring something special to the role of Nick. For the role of Nick's wife Honey, Nichols hired Sandy Dennis, a talented stage actress and two-time Tony award winner for her work in A Thousand Clowns and Any Wednesday. Producer/writer Ernest Lehman worked to open up Albee's intentionally claustrophobic play and liberate the action in the screenplay a bit from George and Martha's living room. He added some exterior scenes as well as scenes set at a roadhouse that didn't exist in the play. At one point Lehman also tried to change George and Martha's imaginary child - a significant element in the story - into a real son who had committed suicide on his 18th birthday. However, this idea was quickly nixed since Nichols and others complained that it would change the entire essence of the drama. In the end, Lehman's final screenplay adaptation remained very close to Albee's original words. "I was lucky because [Lehman] didn't screw up my text," Albee later said. "It was still pretty much there. There were cuts, but the film basically represented the play fairly." Nichols made the decision early on to shoot the film in black and white. On one hand, it was an artistic choice that would help dramatize the story's dark, moody quality. In addition, it was also a choice made for the more practical reason that Elizabeth Taylor's middle-aged makeup looked far more believable in black and white than in color. Nichols met with resistance from the studio over the choice to shoot in black and white, and it was a subject of much debate among the higher ups at the studio. Some executives thought that the film would lose commercial appeal if it was in black and white. However, Nichols fought hard for the issue and even threatened to walk off the film over it. Finally, Warner Bros. agreed to Nichols' wishes, knowing that if he left the project, he would most likely take Richard Burton and Elizabeth Taylor with him. Meanwhile, Nichols prepared to direct his first film by watching scores of other films that he admired. He especially focused on works by European filmmakers such as Federico Fellini's 8 ½ (1963) since they had the visual look he wanted to emulate with Virginia Woolf. Nichols originally hired experienced Oscar®-winning cinematographer Harry Stradling to be the Director of Photography on the film. To prepare, Nichols had him watch some of the European films that he admired to get an idea of how he wanted Virginia Woolf to look. Nichols told him that it would be his job to figure out how to achieve this particular visual style. When Stradling suggested that they shoot the film in color and print it in black and white, Nichols fired him. Nichols then hired cinematographer Haskell Wexler to replace him. While Wexler's experience was mainly on smaller films and documentaries, he was very comfortable working with black and white and believed that he would be able to capture the specific look that Nichols wanted on film. To serve as editor on Virginia Woolf, Nichols chose Sam O'Steen who had previously worked on the Frank Sinatra films Robin and the 7 Hoods (1964) and None But the Brave (1965). According to O'Steen, Nichols would have preferred to have someone else from the outside cutting the film, but he was obligated to use a Warner Bros. editor. "The reason he picked me," O'Steen explained in the 2001 book Cut to the Chase, "was that most of the Warner editors were 65, 70 [years old], and I was the youngest. But he was still dead set against me." Nichols softened to O'Steen once he actually had a chance to talk with him about the film. Nichols wanted to use a lot of overlapping dialogue in Virginia Woolf, which was considered "against the rules" of movie making at the time, and most editors were uncomfortable with the idea. However, O'Steen was not. "Editors would always say you can't overlap lines when you're in a two-shot because it doesn't cut," he said. "Baloney. Most editors would butt the lines together as close as possible or they would loop both actors and then put their lines on separate tracks whenever they mixed it. But in either case it's not the same, it's not really overlapping...Mike, coming from the stage, knew the value of it. There's a reality to it, because in life we overlap constantly." For the woman considered by many at the time to be the world's most beautiful movie star, Elizabeth Taylor was remarkably comfortable with shedding her glamorous image for the role. She purposely put on 20+ pounds and was relieved to not have the pressure of maintaining her legendary looks for the camera. "We shot makeup tests 'til they were coming out of our ears," said Sam O'Steen. "First they put lines every place, and she looked old enough, but you saw the pencil lines. Mike sweated that out quite a bit, but in the end they didn't put much make-up on her. She did gain weight for the part, and had a double chin, which helped...She was really into it. She even picked this one blouse that bunched up so her stomach would show. And she would make sure she smeared her lipstick so it would match the previous shot...She really didn't care about how bad she looked, she was a pro." Before cameras rolled on Virginia Woolf, Mike Nichols held three weeks of intense rehearsals. It was sound training from his theater background that helped establish confidence among the cast and crew as the production moved forward. With a young first-time film director at the helm of a black and white production with two of the world's biggest stars whom many thought were miscast in a drama that many believed to be too controversial to film, Who's Afraid of Virginia Woolf? was a high risk proposition for Warner Bros. The stakes were high for everyone involved. However, Mike Nichols believed strongly that he had all the ingredients to make a wonderful film, and the studio supported his vision. It was one of the most anticipated films of the 1960s. by Andrea Passafiume

Production began on Who's Afraid of Virginia Woolf? during the summer of 1965. The cast and crew first assembled near the Smith College campus in Northampton, Massachusetts to shoot the opening title sequence along with some exteriors. Mike Nichols and cinematographer Haskell Wexler ran into weather problems right away while shooting the opening sequence in which George and Martha walk home from the late-night party. It was rainy and foggy on campus, and the fog kept revealing all of the hidden light sources in the scene. It took hours of tinkering before Wexler was able to light the scene effectively. Nichols later realized that his insistence on location shooting at an actual college campus had been unnecessary. All of the scenes could have easily been recreated on the studio back lot. It was one of many lessons he was to learn as a first time film director. "I was a New York theater director," he said. "I was cocky and I was afraid of Hollywood. I did really stupid things, like shooting the title sequence in Northampton. They tried to tell me I could have done it right on the back lot. But I didn't know anything about movies." Nichols revealed in a 2006 interview that he was advised early on by a colleague to fire someone - anyone -- on the very first day of production as a way to establish his authority on the set. The unlucky person on the receiving end of this plan was the First Assistant Director. When Nichols overheard him say on the first shot of the first day, "Oh well, it's just another picture," he was so offended by the First Assistant's dismissive nonchalance that he fired him on the spot. After looking at dailies regularly during the first week of shooting, Nichols decided that the film was looking too dark. Therefore, he asked Haskell Wexler to adjust the lighting by boosting the fill light for the remainder of the shoot. Nichols worked hard to learn on the set and become the best film director he could be. "Every day Mike would learn more than some directors learn in years of shooting," said Haskell Wexler. Nichols was open to suggestions from the more experienced crew and came to rely on editor Sam O'Steen's input when determining how each scene should be shot and put together. Nichols purposely avoided shooting too many close-ups in the film. If there was a close-up, he believed, it should accompany an important line or moment in the drama and be meaningful. Richard Burton and Elizabeth Taylor were very dedicated to their roles and worked hard on making their performances strong. Taylor especially threw herself into the role of Martha and delivered a powerhouse performance that surprised everyone - including herself. According to Mike Nichols, the other actors were all "awed" by Elizabeth Taylor and her knowledge of film acting. Nichols, Richard Burton, Sandy Dennis and George Segal all had their roots in the theater, but Taylor had spent most of her life in front of a film camera. She knew her way around a film set along with many tricks of the trade to work with the medium, play to the camera and deliver the best performance possible. Everyone loved working with Taylor and was knocked out by what Nichols described as "the great surprise of her being able to handle all this verbal material." Richard Burton had always been considered one of the finest actors of his generation, but he was able to pick up something new from Nichols while making Who's Afraid of Virginia Woolf? that helped his performance. He learned to just "do nothing" sometimes in a scene and simply listen. It was a lesson Burton found quite valuable. "His behavior, his manner, are silky soft," said Burton of Nichols' directing style. "He appears to defer to you, then in the end he gets exactly what he wants. He conspires with you, rather than directs you, to get your best. He'd make me throw away a line where I'd have hit it hard...and he was right every time." While Richard Burton and Elizabeth Taylor were forces to be reckoned with while they were working, it was a challenge to actually get them in front of the camera every day. They both had it in their contracts that they didn't have to be on the set until 10:00 A.M., even though most other productions began at dawn. After they arrived on set, it would take two hours of makeup, hair and wardrobe to get them ready for shooting, and by the time they were camera ready, it was lunch time. They would often go off for lengthy cocktail-filled lunches, often with friends, and then return late in the afternoon to finally begin shooting. "When they finally came back late," recalled Sam O'Steen, "they'd just ignore it all, be real nice. 'Hey, Mike, old buddy, sorry we're late. Okay, let's shoot!'...Sometimes they wouldn't come back 'til five o'clock and they had in their contract that they couldn't work past six o'clock." Even though their schedule and long lunches could try Nichols' patience daily, Taylor and Burton always worked hard when they were in front of the camera to deliver the powerful performances that were expected of them. The studio, however, wasn't as understanding. "Mike ended up being thirty days over schedule and doubling the budget," said O'Steen. "The studio thought about kicking Mike off the movie. They tried, but they knew if they fired Mike, the Burtons would both walk." Another cause of endless headaches for Nichols was cinematographer Haskell Wexler. Even though Wexler was able to achieve the visual style that Nichols wanted, he took so long to light each scene that it drove Nichols crazy. "...Haskell had never made a major picture," said Sam O'Steen, "and he used to have a lot of little bitty lights, put them all around, he spent hours lighting. Then he'd say, 'Now you have to cut here, because they walk out of this light.' And I said, 'Why don't you light it so the guy can cross over in the middle...' but he would whine that he didn't want to...Mike was ready to kill him...But the picture ended up looking real good." Mike Nichols and editor Sam O'Steen worked well together during production and would run into the cutting room on the Warner Bros. lot every chance they got to assemble the film as quickly as possible. They also worked together every weekend so they could stay on top of the editing every step of the way. During post-production, there was an argument that resulted in Nichols being thrown out of the editing room and off the lot just as the film was being finished. Ernest Lehman had already hired esteemed composer Alex North to create the music for Virginia Woolf. However, Nichols made it clear that he wanted to use André Previn instead and fought with Warner Bros. executives over it. Since he had gone way over schedule and over budget with the film already, the studio was at the end of its patience with Nichols, and Warner Bros. won out. "So he kept fighting and that was the last straw, that's what finally did it," said Sam O'Steen. "That was just before Warner threw him off the lot. Mike and I were working in the cutting room, we'd just finished shooting a couple weeks before, when they told him he had four more days to finish the movie...he yelled about it, but there was nothing he could do." As a result, Nichols and O'Steen worked around the clock to finish the film. At one point O'Steen was so exhausted in the editing room that he actually blacked out. "And then for the last reel," said O'Steen, "I met Mike at the studio at 5:00 in the morning and we worked 'til midnight. I was just a walking zombie...but we finished. Then they wouldn't even let Mike [do the sound] mix. I mixed the picture and at the end of each day I'd call Mike and hold the phone up so he could listen. And he would make comments like, 'Can you bring the music down there, I don't think we need that sound.' We did that every day for about a month." Despite their differences with Mike Nichols, Warner Bros. was very supportive of the film when it was completed. However, some executives were nervous about whether its content would make it past the censors. At one early screening for Warner Bros. executives, Life magazine reported that one of them exclaimed when it was over, "My God! We've got a seven million dollar dirty movie on our hands!" Jack Valenti, the newly appointed head of the MPAA at the time, said years later, "This film was like a burning arrow that was flown into a haystack." When issues over certain dialogue were raised with the Production Code office, the studio pressured Nichols to make certain changes. For instance, the scene towards the beginning of the film had Martha yelling, "Screw you!" to her husband just as she opens the door to their guests Honey and Nick. Elizabeth Taylor had already shot the scene and said the line as written. Warner Bros., however, had Nichols change the line to "Goddamn you!" which Taylor then re-record. Since the new phrase clearly didn't fit over the words her mouth was saying on the footage, Sam O'Steen used a shot of her back as she starts to say it juxtaposed with a shot of her opening the door. It worked perfectly. Even with the line change, the Production Code office refused to give Who's Afraid of Virginia Woolf? its seal of approval, citing its overall content and language as too vulgar. Warner Bros. appealed, but the decision was upheld. In a 1998 interview with the Hollywood Reporter Jack Valenti recalled being locked in battle with three powerful Hollywood men - Jack Warner, Ben Kalmenson (Warner's right-hand man) and attorney Louis Nizer - over content in Virginia Woolf; specifically the words "hump the hostess" and "screw." Valenti said, "Kalmenson was a foul-talking guy; every other word he uttered had four letters. They played the good cop/bad cop on me. I got out of that meeting and said to Louis: 'This is ridiculous. We've got to do something about that.'" The MPAA ultimately decided to grant the film an unprecedented exemption as "a special, important film" which was not considered to "exploit language for language's sake." The film would carry a warning that said: "No one under the age of 18 will be admitted unless accompanied by a parent or guardian." It was the first film to carry such a label, which would be commonplace just a few years later when the MPAA put its new ratings system in place. When all was said and done, Who's Afraid of Virginia Woolf? became the most expensive black and white film ever made up to that point. Warner Bros. had a lot riding on its success or failure, as did Mike Nichols, Richard Burton and Elizabeth Taylor. According to Sam O'Steen, Mike Nichols was very nervous at the World Premiere of the film at Hollywood's famous Pantages Theatre. "It was the world premiere, it was a full house, invited people and press," said O'Steen, "and Mike and I sat in the back row...we had no idea what we had and Mike was a basket case. So the picture started and he said, 'That's a light print. Jesus!' And I said, 'Come on, Mike, settle down.' But he kept moaning and groaning throughout the screening, that it was too dark and too light, and at the end of it, Mike said, 'Let's get out of here. I don't want to see anybody.' So we ran out, got in his car, and drove away. And everybody was looking for him, looking all over. But he just couldn't face them, he thought it was a disaster." It turned out that Nichols had nothing to worry about, however. Upon its release the film was extremely well-received. Backed by considerable critical praise, it became a substantial hit for Warner Bros. and one of the highest grossing films of 1966. Elizabeth Taylor was singled out for her fierce, unglamorous performance which cast her in a new light as a serious actress who could hold her own against some formidable theater-trained talent. Virginia Woolf received numerous awards and honors. Among the accolades were a remarkable 13 Academy Award nominations including Best Picture and Director. All four members of the cast were also nominated for their acting. In the end, it took home five golden statuettes for Costume Design, Art Direction, Cinematography, Best Supporting Actress (Sandy Dennis) and Best Actress for Elizabeth Taylor. It was Taylor's second and last Academy Award win. Playwright Edward Albee was happy overall with how the film turned out. Despite his initial misgivings, he was satisfied that Taylor and Burton did his words justice. "It's the best work [Elizabeth has] done on film," he said in 2006, "and Richard did his usual splendid professional job." He added, "I felt very, very fortunate that it was as good as it was, and it's pretty damn good." by Andrea Passafiume

In the mid-1960s, Elizabeth Taylor and Richard Burton were the most famous couple in the world. Their affair, which ignited in Rome on the set of Cleopatra (1963), was tabloid fodder. Both were married to others, and they were denounced in the halls of Congress and by the Vatican. Even after they were finally free to wed in 1964, matrimony did not quench the fascination with the eminently quotable and photogenic Burtons, who were as likely to engage in epic brawls as in public displays of affection. But while the public loved them, critics turned up their noses at the couple's subsequent films together, The V.I.P.s (1963) and The Sandpiper (1965). Meanwhile, Edward Albee's tragicomedy about an embattled academic couple, Who's Afraid of Virginia Woolf? (1962) had been a critical success on Broadway and had won a Tony as best play, but the profane language and searing subject matter made it unlikely that the play could ever be made into a film. The story takes place over one alcohol-soaked night. The long-married George and Martha invite Nick and Honey, a young couple new to the college, to their home after a faculty party. During the course of the evening, both marriages are dissected, painful truths are revealed, and long-established ways of coping are destroyed. Producer-screenwriter Ernest Lehman thought a film version could and should be made, and Warner Bros. studio head Jack Warner agreed. Warner paid Albee a then-unheard-of $500,000 for the film rights. After paying that kind of money, they needed box office names in the leading roles. Former Warner star Bette Davis begged Jack Warner to let her play Martha, with Henry Fonda as George. Both would have been wonderful, and they were the right age, but Davis was no longer a big star. In addition, the notion of Davis doing an imitation of herself in Beyond the Forest (1949), as Martha does in the play, would have been too surreal. Thinking outside the box, Lehman approached Elizabeth Taylor about playing Martha in Who's Afraid of Virginia Woolf? (1966). She was intrigued, but hesitant. The character was in her early fifties; Taylor was fifteen years younger. Burton finally persuaded her to accept the role. Taylor gained weight, added padding, a messy gray wig, aging makeup, and dowdy clothes. All helped with her characterization. "When I got into my Martha suit, I forgot me," she said. Taylor had approval of co-stars, director, hairdresser, and costume designer. At first, she approved Arthur Hill, who had played George on Broadway, as her co-star. Then she suggested Burton instead. Lehman liked the idea, but Burton wasn't so sure. Used to playing dashing and heroic characters, he was profoundly uncomfortable playing a wimp, but used that discomfort to add to the character's self-loathing. "He's not me, that moon-faced chap beaten down by a woman," Burton said. The couple suggested Mike Nichols to direct. A former actor turned theater director, Nichols had directed several Broadway hits, but never a film. He turned out to be an inspired choice. Nichols rehearsed his cast two weeks before beginning production, as if they were doing the play. By the time the first scene was shot, all four actors had explored their characters and honed their performances. Although the experience was emotionally intense, the Burtons told the press it was exhilarating. Exteriors were shot on the campus of Smith College in Northampton, Massachusetts. When location shooting went over schedule due to weather, the Burtons were so committed to the film that they waived $175,000 they would have received in overtime fees. Taylor was paid $1.1 million, plus a percentage of the gross. Burton got $750,000. The final cost of Who's Afraid of Virginia Woolf? was $7.5 million, making it the most expensive black and white film to date. Once the onscreen battles were complete, the off-screen battle with the censors began. Most of Albee's salty language had been retained for the film version, and Warner and Lehman had agreed not to shoot alternative takes for provocative scenes that might raise the eyebrows of the industry's self-censorship group, the Motion Picture Association of America's Production Code Review Board. The Catholic Church's censorship group had passed the film with a rating of "Morally unobjectionable for adults, with reservations." Yet at first, Who's Afraid of Virginia Woolf? was denied a Production Code Seal of Approval. Warner stood behind the film, saying "The play was undoubtedly a play for adults and we have gone ahead to make Virginia Woolf a film for adults. I don't believe a controversial, mature subject should be watered down so that it is palatable for children. When that is done, you get a picture which is not palatable for children or for anyone else." He then announced that all contracts with theaters would include a clause prohibiting anyone under 18 from seeing the film unless accompanied by an adult. It was the first time Warners had ever released a film for adults only. The film got the Seal. Four months after Who's Afraid of Virginia Woolf? opened, the MPAA announced a less rigid Production Code. Who's Afraid of Virginia Woolf?'s ad campaign tag line was "You are cordially invited to George and Martha's for an evening of fun and games..." and millions of filmgoers accepted the invitation, curious to see the world's biggest superstars in the performances of their careers, and even more curious to see if the film was as shocking as the publicity suggested. Neither the public nor the critics were disappointed. Stanley Kauffman of the New York Times called it "one of the most scathingly honest American films ever made." Burton, he wrote, "is utterly convincing as a man with a great lake of nausea in him, on which he sails with regret and compulsive amusement." And Taylor "does the best work of her career, sustained and urgent." Newsweek hailed Burton's performance as "a marvel of disciplined compassion. With the self-contained authority of a great actor, he plays the part as if no one in the world had ever heard of Richard Burton." Life magazine praised "An honest, corrosive film of great power and final poignancy." Who's Afraid of Virginia Woolf? received 13 Academy Award® nominations. Taylor and Sandy Dennis won, as did Haskell Wexler's cinematography, Irene Sharaff's costumes, and Richard Sylbert and George James Hopkins' art direction. The Burtons were in Europe making a film and didn't attend the ceremonies. Taylor was reportedly furious that Burton didn't win an Oscar®, but he did receive the British Academy Award. Some Taylor biographers would later claim that she and Burton never stopped playing the roles of George and Martha, and that it ultimately destroyed their marriage. But the relationship had been combative and combustible from the start, and the reasons for their marital problems and eventual split were undoubtedly far more complex. Even after their divorce they maintained a lifelong connection. Who's Afraid of Virginia Woolf? would be the best film that Burton and Taylor ever made, as a couple or separately. And the film's legacy and influence was profound. As Douglas Brode wrote in The Films of the Sixties, "Virginia Woolf created a strong public outcry for more stringent censorship of film, simultaneously excited and upset various portions of the moviegoing public, and forever left behind the notion that American films could not deal with adult material." Director: Mike Nichols Producer: Ernest Lehman Screenplay: Ernest Lehman, based on the play by Edward Albee Cinematography: Haskell Wexler Editor: Sam O'Steen Costume Design: Irene Sharaff Art Direction: Richard Sylbert and George James Hopkins Music: Alex North Cast: Elizabeth Taylor (Martha), Richard Burton (George), George Segal (Nick), Sandy Dennis (Honey). BW-131m. Letterboxed. by Margarita Landazuri

"Edward Albee's Who's Afraid of Virginia Woolf?, the best American play of the last decade and a violently candid one, has been brought to the screen without pussyfooting...This in itself makes it a notable event in our film history...Mike Nichols, after a brilliant and too-brief career as a satirist, proved to be a brilliant theatrical director of comedy. This is his debut as a film director, and it is a successful Houdini feat...Here, with a director who knows how to get an actor's confidence and knows what to do with it after he gets it, [Elizabeth Taylor] does the best work of her career, sustained and urgent." -- The New York Times "Burton and Taylor's finest hour (together) in searing Edward Albee drama." -- Leonard Maltin's Movie and Video Guide AWARDS AND HONORS Who's Afraid of Virginia Woolf? was nominated for 13 Academy Awards including Best Picture, Best Actress, Best Actor, Best Director, Best Supporting Actress, Best Supporting Actor, Best Adapted Screenplay, Best Art Direction-Set Direction (Black and White), Best Cinematography (Black and White), Best Costume Design (Black and White), Best Editing, Best Sound and Best Music (Original Score). Of those, it took home five for Best Actress, Supporting Actress, Cinematography, Art Direction and Costume Design. The film was nominated for seven Golden Globes for Best Picture - Drama, Best Motion Picture Director, Best Motion Picture Actress, Best Motion Picture Actor, Best Supporting Actor, Best Supporting Actress and Best Screenplay. The film won BAFTA Film Awards for Best Film, Elizabeth Taylor as Best Actress, and Richard Burton for Best Actor. Editor Sam O'Steen was nominated for an Eddie, the American Cinema Editors (ACE) award for Best Edited Feature Film. Mike Nichols was nominated by the Directors Guild of America (DGA) for Outstanding Directorial Achievement in Motion Pictures. Composer Alex North was nominated for a Grammy Award for Best Original Score Written for a Motion Picture or Television Show. Golden Laurel Awards were given to Richard Burton, Elizabeth Taylor and Sandy Dennis for their performances in the film. George Segal was awarded second place for his performance in the Male Supporting Performance category. The National Board of Review named Who's Afraid of Virginia Woolf? as one of the top 10 films of 1966 and named Elizabeth Taylor Best Actress of the year. The New York Film Critics Circle named Elizabeth Taylor Best Actress. They put Richard Burton in second place as Best Actor, and the film also came in second place as Best Film. Ernest Lehman won the Writers Guild of America (WGA) Award for Best Written American Drama for his adapted screenplay of Edward Albee's play. In 2002, the American Film Institute named Who's Afraid of Virginia Woolf? number 89 on its list of the 100 greatest love stories of all time, "100 Years...100 Passions." In 2007 the American Film Institute ranked this film number 67 on its 10th Anniversary Edition list of the Greatest 100 American Movies of All Time, "100 Years...100 Movies." Compiled by Andrea Passafiume

Although it's pretty tame by today's standards, Edward Albee's drama Who's Afraid of Virginia Woolf? sparked a lot of controversy when it premiered on Broadway in 1962, and again when Mike Nichols's movie arrived in 1966. As a stage production, it started off with a bang, winning the Tony and New York Drama Critics' Circle awards for best play of 1962. Then it won the Pulitzer Prize for Drama-until the Pulitzer advisory board vetoed the accolade, complaining about the play's foul-mouthed dialogue and oversexed atmosphere. Score one for the puritans. As a film, Who's Afraid of Virginia Woolf? broke Hollywood taboos by spewing words like "bugger" and "goddamn," becoming the first picture released to theaters with an adults-only warning tag. But aside from that, the puritans didn't win this round. The movie got enthusiastic reviews, racked up good box-office grosses, and earned a whopping thirteen Academy Award nominations, five of which turned into wins. Along with the European art film Blowup, which included female nudity, it put a final nail into the coffin of the Production Code censorship office, paving the way for the MPAA ratings system inaugurated two years later. Nichols's movie, available on DVD from Warner Bros. Home Video, stays quite close to Albee's play, focusing on two married couples who cuss, taunt, bicker, and battle their way through a long, hard-drinking night in an old house on a college campus. The home belongs to George, a middle-aged professor with a stalled-out career, and Martha, whose fondness for fighting words is exceeded only by her taste for alcohol. Their guests for the evening are Nick, a newcomer to the faculty, and Honey, a vulnerable loser who's extremely bad at holding her brandy. Fueled by booze and cigarettes, the four of them lurch through a series of abusive verbal games. By the end of the party we realize that George and Martha are linked by equal measures of love and hostility, and that no matter how well-matched Nick and Honey seem at first glance, their marriage probably won't last another year. We also learn that George and Martha share a deeply concealed secret, and its revelation marks an unsettling change in their emotional future. Preproduction of the film was almost as dramatic as Albee's play. After deciding that the Broadway hit could be adapted into a first-rate movie, writer-producer Ernest Lehman acquired the rights and Warner Bros. honcho Jack Warner told Albee he wanted to cast Bette Davis and James Mason in the leads. This was a great idea-in the first scene Martha does a wild Bette Davis imitation-but Lehman wanted Elizabeth Taylor and Richard Burton, a dream team from the publicity angle, since their high-voltage star power and increasingly rocky marriage were getting ink in every publication around. They jumped at the parts. Then the quirky stage actress Sandy Dennis agreed to play Honey, and George Segal took on Nick after Robert Redford rejected the role because he thought the character's constant humiliation would be bad for his image. In its riskiest choice, the studio asked young Mike Nichols to direct-it was his first movie-and he immediately said yes, even though this meant postponing his own production of The Graduate for a year. Although the play's reputation for rough language and sexual hijinks gave Who's Afraid of Virginia Woolf? lots of free publicity, everyone at Warner Bros. knew the dialogue would have to be toned down. Lehman adapted the script himself, opening the story up with scenes in new locations (a car, a backyard, a saloon) and making numerous changes that Nichols promptly unmade, preferring to stay as close as possible to Albee's original. It's a good thing he did, since at least one of Lehman's changes-transforming George and Martha's secret from a pathetic fantasy to a run-of-the-mill misfortune-would have destroyed a key element of the drama's metaphorical meaning. As things turned out, the movie keeps the play's corrosive cleverness and scalding wit mostly intact, preserving the tone of its blistering language, if not all of the razor-sharp dialogue. Taylor and Burton are absolutely perfect as Martha and George, giving the best screen performances of their careers-even though, as Albee points out in a DVD extra, Taylor was twenty years too young for her part and Burton was five years too old for his. Nichols's directing is brilliant, especially for a debut film, and Haskell Wexler richly deserved his Oscar for best black-and-white cinematography. (This was the last year separate Oscars were given for color and black-and-white camerawork.) Who's Afraid of Virginia Woolf? is the high point of Warner's marvelous Elizabeth Taylor & Richard Burton Film Collection, which also includes the duo's two previous pictures, The V.I.P.s and The Sandpiper, and The Comedians, made in 1967. Among the extras are two commentary tracks--one by Wexler, who discusses everything from technical matters to gossip, and one by Nichols, who talks with Steven Soderbergh about the picture's history. Both commentaries are worthwhile, partly for the information they provide and partly for the disagreements they reveal. For example, a couple of exterior shots show George and Martha's car parked in the driveway with its right-turn signal still blinking. Wexler takes great pride in saying this was his idea, while Nichols says it was his brainstorm, planned weeks in advance. Who's right? It doesn't matter, but it's fascinating to hear such diametrically different accounts. It's even more fascinating to hear Nichols admit how ignorant he was about filmmaking at the time-worrying that if he set up a tight shot in a doorway, for instance, the opening door might knock the camera for a loop. (He hadn't heard about long lenses yet.) This kind of good-natured candor is what high-level commentary tracks are all about, and Nichols's dialogue with Soderbergh is an excellent specimen, supplementing an excellent movie. For more information about Who's Afraid of Virginia Woolf?, visit Warner Video. To order Who's Afraid of Virginia Woolf?, go to TCM Shopping. by Mikita Brottman and David Sterritt

Ernest Lehman, the acclaimed screenwriter who did everything from stranding Cary Grant in a cornfield (North by Northwest) to seeing Julie Andrews help the Von Trap family escape the Nazis in (The Sound of Music) died on July 2 in Los Angeles following an undisclosed illness. He was 89. Born on December 8, 1915 in New York City, Lehman graduated from New York's City College with a degree in English. After graduation he found work as a writer for many mediums: radio, theater, and popular magazines of the day like Collier's before landing his first story in Hollywood for the comedy, The Inside Story (1948). The success of that film didn't lead immediately to screenwriting some of Hollywood's biggest hits, but his persistancy to break into the silver screen paid off by the mid-'50s: the delicious Audrey Hepburn comedy Sabrina (1954, his first Oscar® nomination and first Golden Globe award); Paul Newman's first hit based on the life of Rocky Graziano Somebody Up There Likes Me; and his razor sharp expose of the publicity world based on his own experiences as an assistant for a theatre publicist The Sweet Smell of Success (1957). Lehman's verasitily and gift for playful dialogue came to the fore for Alfred Hitchcock's memorable North by Northwes (1959, his second Oscar® nomination); and he showed a knack for moving potentially stiff Broadway fodder into swift cinematic fare with West Side Story (1961, a third Oscar® nomination); The Sound of Music (1965); Who's Afraid of Virginia Woolf? (1966); and Hello, Dolly! (1969, the last two being his final Oscar® nominations for screenwriting). Lehman took his turn as a director when he adapted Philip Roth's comic novel Portnoy's Complaint (1972) for film, and despite some good reviews, it wasn't a commercial hit. He wrote just two more screenplays before retiring: an underrated comic mystery gem for Hitchcock Family Plot (1976); and the big budget Robert Shaw espionage drama Black Sunday (1977). Lehman served as president of the Writers Guild of America from 1983-85. After going zero for five with his Oscar® nominations, the Academy made it up to him in 2001, by presenting him with an honorary Academy Award for his "body of varied and enduring work." Lehman is survived by his wife Laurie and three children. by Michael T. Toole