"...the main purpose of criticism...is not to make its readers agree, nice as that is, but to make them, by whatever orthodox or unorthodox method, think." - John Simon

"The great enemy of clear language is insincerity." - George Orwell

Friday, January 24, 2014

The Fabulous Baker Boys

In 1989, up-and-coming screenwriter Steve Kloves wrote and directed The Fabulous Baker Boys, an engaging and insightful look at two piano-playing brothers working the lounge circuit. The film was a critical hit, but barely made back its modest budget. A few years later, he wrote and directed Flesh and Bone (1993), an under-appreciated neo-noir that also failed to connect with a mainstream audience. Its commercial failure must have hit Kloves hard as he wouldn’t have another screenplay made until Wonder Boys in 2000. Since then, he has been the go-to guy for the Harry Potter franchise, which hopefully has given him enough clout within the industry to write and direct again – it would be a shame if he squandered the promise showed on his first two films.

The first thing that strikes one about The Fabulous Baker Boys: it doesn’t seem like the directorial debut of someone who only had one screenwriting credit to their name. It helps that Kloves had some pretty fantastic veterans behind the camera helping him out, like cinematographer Michael Ballhaus (GoodFellas) and filmmaker Sydney Pollack (Three Days of the Condor) as executive producer. I like that Kloves uses the opening credits sequence to show Jack Baker (Jeff Bridges) making his way through the streets of Seattle’s downtown. It gives us a sense of place and shows us the character’s daily routine – all to the brooding jazz music of Dave Grusin, immersing us in this world.

We meet Jack after a typical one night stand (judging from his blasé behavior, it is assumed to be one of many) as he heads off to work – playing piano with his brother Frank (Beau Bridges), one half of a lounge act, playing the cheap hotel and bar circuit. The first exchange between the two immediately and expertly establishes their respective characters. Jack is the laid-back brother and Frank constantly frets and fusses. Frank cares about appearances and their act as typified early on in an amusing exchange where he asks Jack to spray his hair to create “a magical sheath that simulates a dazzling head of hair,” to which his brother deadpans, “Frank, this is paint.” The way they interact with each other, especially Frank, is amusing.

Frank and Jack have been playing together for 15 years and their act has clearly gotten old. Frank’s on-stage banter is riddled with tired clichés, so much so that it looks like Jack, or perhaps the audience, could fall asleep at any moment and still play his part. However, being the old pro that he is, Jack keeps it together, going through the motions for Frank – the responsible one that deals with the bookings while Jack shows up and plays. However, it becomes obvious that while Frank can play well, Jack is the real talent. He lacks any kind of ambition and is squandering his talent by playing lounges with his brother. Kloves provides us further insight into Jack by showing his private life, which mainly involves his friendship with a young girl (Ellie Raab) who lives above him and whom he is teaching to play piano.

In recent times, their act has reached a cul-de-sac of sorts as typified by a gig at a tiki lounge where there are more people following a basketball game on television than listening to their act. The bar’s owner actually pays them for the next night, not to play: “I love you guys. You’re class. But people today, they don’t know class if it walks up and grabs them by the balls.” So, Frank proposes that they add a singer to their act in an effort to mix things up as he tells Jack, “Two pianos isn’t enough anymore, Jack.” Cut to a funny montage of potential singers that audition for the Bakers. What makes this sequence so amusing is not just the wildly disparate styles of potential singers – Broadway, R&B, opera and just plain awful – but Jack’s reaction to them, all conveyed via facial expressions.

Of course, Kloves saves the best for last – arriving 90 minutes late and looking like a hot, disheveled mess is Susie Diamond (Michelle Pfeiffer) who is equally unimpressed with the Bakers (“This is show business?” she says sarcastically). She talks tough and has the attitude to back it up – that gets their attention, but she keeps it when singing “More Than You Know.” Her voice and the feeling she puts into the performance not only intrigues the Bakers, but us as well. The reaction shots of Frank and Jack give upon first hearing Susie sing are nicely understated and illustrate how the sound of her voice affects them, wakes them up from the musical funk they’ve been in for years. Who is this woman and where did she get the chops to breathe new life into this old standard? Needless to say Susie is hired and while her initial on-stage act is a little rough (she forgets to turn on the microphone and accidentally curses once it is), as soon as she starts singing the audience is enthralled (so is the hotel staff). The rest of the film plays out the new dynamic between the Bakers and Susie, including the growing attraction between her and Jack.

The casting of actual brothers to play cinematic siblings was a brilliant move on Kloves’ part. The shorthand between Jeff and Beau is believable because of their real-life relationship. For example, the scene where Frank proposes hiring a singer to enhance their act is so well-played because of the dynamic between them. Jack speaks very little. All he has to do is give Frank a look and that says it all. The facial expressions Jack gives tell us exactly what he is thinking. Sometimes an economy of acting can be an embarrassment of riches. They complement each other. Frank provides the regimented structure for Jack’s otherwise aimless lifestyle. If Frank’s life plays by sheet music, then Jack’s is by ear. On the creative side, Frank is a technically proficient musician, but he lacks the soul that is readily evident in Jack’s playing. It is a classic split that you see in the dynamic between brothers, but Kloves provides subtle shades to both Frank and Jack, like how they’re both romantics, only one is more open about it. For all his anal-retentiveness, Frank is a romantic at heart, getting all nostalgic when he hears “Moonglow” as it reminds him of his wife. Jack is the dark, brooding romantic, but keeps everything internalized while Frank is an open book.

While Jeff Bridges and Michelle Pfeiffer received the lion’s share of critical acclaim, Beau Bridges is quite good playing the thankless role of the practical brother. However, he is able to find nuances to the character with scenes that see him alternate between the nagging worry-wart, the giddy grown-up kid, and the hopeless romantic. He shows a real knack for comedy and drama, as evident in the scene where Frank and Jack finally have it out after years of tension simmering under the surface.

Jeff delivers a nicely understated performance playing a brother that keeps his emotions in check to the detriment of his relationships. The only people in his life that get past his defenses are Frank and the girl who lives above him. If Frank is a technically proficient musician, then Jack is that way when it comes to matters of the heart and Jeff is not afraid to play Jack as emotionally unavailable, not above cruelly crushing someone with words when he begins feeling something. Jack is afraid to show vulnerability to anyone. He does not know how to open up to people thanks to years of leading a transient lifestyle. Jack’s feelings are expressed through the heartfelt jazz he plays at a nearby club. It is what he’d rather be doing than playing hotels and bars 300 days out of the year. We are all ships and you can either have an anchor that keeps you moored to a home with a family or you stay adrift, which is Jack’s lifestyle. For example, his apartment reflects a nomadic existence with its sparse furnishings and lack of personal touch with the exception of a few affectations.

Michelle Pfeiffer was rightly praised for her breakout performance in this film, even doing all her own singing. She not only brings the requisite swagger and attitude as the street smart Susie, but also conveys the vulnerability that lurks under the surface. She is a headstrong character that seems to share Jack’s anti-romantic sentiments, but both do have intense feelings – only she is more in touch with them and not afraid to embrace them unlike Jack who is afraid to express his feelings because he is scared of them.

Steve Kloves had always been interested in what he called, “blue-collar entertainment – people who work in the arts in a kind of working class way.” When he grew up in the 1960s, Kloves used to watch Ferrante and Teicher, a piano team that had a string of easy-listening hits from 1950 to 1980, on The Ed Sullivan Show and thinking, “what a weird act this is, and what if you had a low-rent version of that working the Holiday Inns?" It stayed with him, as did a guy he saw playing piano in a retro malt shop in Disneyland years later. Kloves came up with an idea about brothers “with a dying piano act,” and he spent six months writing notes about the characters and their relationship before creating a narrative. He then wrote a first draft and followed that up by doing some research.

In the spring of 1984, he had his Racing with the Moon script made into a film and the next year sold a draft for The Fabulous Baker Boys, to producers Paula Weinstein and Gareth Wigan who made a deal with the president of Warner Bros. Mark Rosenberg to make it. However, Weinstein and Wigan’s production company disbanded and she became an executive consultant with MGM while Rosenberg left Warner Bros. to form Mirage Productions with producer-director Sydney Pollack. As a result, the project languished at the studio. Weinstein struck a deal with Mirage, but this fell through as well. MGM was briefly interested and then withdrew. Kloves remembered that he always thought of it as “a comedy on some level. But the studios thought it was too dark, too depressing.” By 1988, the project was finally green-lighted by Gladden Entertainment and 20th Century Fox.

Initially, it was thought that a more experienced filmmaker would direct, with George Roy Hill (Slap Shot) considered at one point, but over the three years of development, Kloves convinced the producers that he was right for the job. Over the years, he resisted the pressure to make a formulaic Hollywood movie: “This was a project where there was a feeling in town that it could be made with Chevy Chase and Bill Murray which would be a disastrous mistake.”

Originally, Kloves envisioned Jeff and Beau Bridges playing the Baker brothers. The filmmaker flew to meet with Jeff on his Montana ranch. After reading the script, Jeff gave it to his brother Beau. Initially, the studio was hesitant to have them play brothers in the film because there was the possibility of clashing egos or the casting would be seen as a gimmick. Beau wasn’t sure he wanted to do the film because he wanted to get the role on his own merits and not because of his brother. After reading the script, he aggressively pursued the role and met with Kloves over breakfast. Once the two men realized they were on the same page, Beau got the part.

Jeff and Beau had studied piano when they were young and ended up spending several months during pre-production learning how to play the songs in the film and how they would look playing them, continuing to practice during the entire shoot. Jazz pianist Dave Grusin dubbed Jeff’s piano playing while John F. Hammond dubbed for Beau. Kloves picked all the songs in the film, from the ones in the audition to the ones that the Bakers play. According to the filmmaker, they were chosen to reflect the characters and the places they play them in.

Initially, Kloves had a hard time getting a hold of Michelle Pfeiffer. When he finally was able to she read the script and liked it but was too busy. He met with her several times over the course of a week and eventually wore her down. Her initial apprehension came from not singing professionally since Grease 2 (1982). She spent four months strengthening her vocal chords in extensive daily practice sessions. Pfeiffer had to work on the phrasing for the various songs because she was used to popular music, which was different. In addition, she also researched a lot of lounge singers in the Los Angeles area.

Early on, Kloves sat down with the film’s cinematographer Michael Ballhaus and told him that the colors should be like an Edward Hopper painting: “The burnished red of the booths, a kind of dark crimson with amber light and a slightly threadbare quality, like the surroundings are all going to seed a bit.”

Principal photography began on December 5, 1988 in L.A. at the Ambassador Hotel, the home of the famous Coconut Grove nightclub. Even though the film’s story was set in Seattle, the producers chose to shoot most of it in L.A. so that they wouldn’t be at the mercy of the Pacific Northwest’s notoriously temperamental weather. The small crew ranged from 50-75 people with a quick shooting schedule that consisted of spending only one day shooting at each location. For the famous scene where her character sings on top of a piano, Pfeiffer rehearsed it wearing knee and elbow pads, but when it came to filming she went unprotected, claiming that it was “rough on my knees,” and that “the most difficult thing was climbing down at the end.” For the scene, she had only one choreography lesson that lasted three hours with choreographer Peggy Holmes.

Not only is Kloves an amazing screenwriter, but also an exceptional director, integrating all of the elements masterfully. He frames shots expertly with beautifully lit sets courtesy of Michael Ballhaus. Conversations take place on rain-slicked streets that reflect the neon signs of nearby stores or the dimly-lit atmosphere of lounges. It is interesting to note that The Fabulous Baker Boys takes place just as Seattle’s grunge music scene was taking its initial steps towards the mainstream and shows us a very different side of the city’s music scene – a bygone era that has all but disappeared. Kloves’ film takes an excellent look at the grind of working musicians that survive from gig to gig. The Bakers start off barely eking out an existence and with Susie’s addition enjoy a modicum of success that is fleeting.

The Fabulous Baker Boys received mostly positive reviews from critics. Roger Ebert gave the film three-and-a-half out of four stars and wrote, “This is one of the movies they will use as a document, years from now, when they begin to trace the steps by which Pfeiffer became a great star.” In her review for The New York Times, Janet Maslin wrote, “Versatile as he is, Jeff Bridges hasn’t played a character like Jack before. For an actor who usually conveys such can-do resilience, the defeated slouch and the bored, jaded cynicism required for this role are notably new.” The Washington Post’s Desson Howe called the film “a thoroughly enjoyable entertainment that should play just about everybody’s strings right. Kloves proves to be quite a plucker.”

Pauline Kael wrote, “The choice of songs, their placement, and the sound mix itself are extraordinary – so subtle they make fun of any fears of kitschy emotions. And there’s a thrill in watching the three actors, because they seem perfect at what they’re doing – newly minted icons.” In his review, Jonathan Rosenbaum wrote, “This pared-away comedy-drama, which concentrates exclusively on the three characters, has plenty of old-fashioned virtues: deft acting, a nice sense of scale that makes the drama agreeably life-size, a good use of Seattle locations, fluid camera work (by Michael Ballhaus), a kind of burnished romanticism about the music, and a genuine feeling for the characters and their various means of coping.” Finally, the Los Angeles Times’ Sheila Benson wrote, “For an ending to a picture this delicious, it’s like a crepe compared to triple-decker strawberry shortcake. You may just have to learn to love crepes.”

While the film didn’t set the world on fire, initially, it has gathered plenty of steam over the years thanks to home video. Kloves said, “enough people have seen it over the years that I feel justified … Baker Boys is probably the truest expression of my sensibility.”

What creates a classic film? The Fabulous Baker Boys is one of the films that I go to for the answer. Somewhere within the film are the answers to this question. Kloves makes it look so easy as he flawlessly integrates all the elements, putting us in a moment of time to watch the defining moments in the lives of these characters. It’s rare that one gets to see a satisfying arc for characters over the course of a film. Watching this film, one feels like they’ve been on a journey with these characters – that they’re at a different place from where they were at the beginning of the story. And yet Kloves leaves the ending tantalizingly open-ended so that we’re left wondering about these characters and what kind of adventures they might have in the future.


Crowther, Bruce. Michelle Pfeiffer: A Biography. Robert Hale Limited. 1994.

Eborall, Bob. “Building Bridges with The Fabulous Baker Boys.” Video Today. November 1990.

The Fabulous Baker Boys Press Kit. 20th Century Fox. 1989.

Griffin, Nancy. “Shot by Shot – The Fabulous Baker Boys.” Premiere. November 1989.

Hemphill, Jim. “’I’m Not Qualified for Anything Else.’: Writer/Director Steve Kloves on The Fabulous Baker Boys and Flesh and Bone.” Filmmaker. September 11, 2015.

Matthews, Tom. “Brothers in Tuxedos.” Box Office. November 1989.

Sragow, Michael. “A Wizard of Hollywood.” Salon.com. February 24, 2000.


  1. Never seen this film but I've been hearing some really good things about it over the years. I remember when this came out on VHS back in the day. I was working at a video store and this was one of those films that had really mixed word of mouth. It was hard to get folks to give it a try. But in the last ten years or so I've seen several folks put it on their list of favorite 80s films. Strange how a little distance can change perception.

    Your review make me want to seek it out. I always enjoy Jeff Bridges. Even if the movie doesn't work, he is worth watching.

  2. Roman J. Martel:

    It is an excellent film - the kind of one rich in character and thick in atmosphere, a mid-level kind of movie they just don't make much of anymore, unfortunately.