Ishtar (1987): a recap (part 1 of 9)

[Note: Welcome to another multi-part recap! This one, however, is not a “lost” recap, but rather a new recap based partly on a script I wrote a while back for an episode of Mr. Mendo’s video show. I was inspired to take another look at this film due to the inexplicable Blu-ray release of the director’s cut of Ishtar, which, um, actually came out two years ago, and seems to contain no material that wasn’t on my old VHS copy, but better late than never. Be sure to check back regularly for more installments!]

Ishtar is a 1987 comedy starring Warren Beatty and Dustin Hoffman as a pair of untalented, over the hill singer-songwriters who book a gig in the Middle East and get caught up in lackluster political intrigue. It’s one of those movies with a title that at one time was synonymous with “failure”, much like Heaven’s Gate before it, and Waterworld after. (Though, probably not so much anymore; What are the “synonymous with failure” titles these days? Battlefield Earth? Gigli? Pluto Nash?)


Ishtar cost roughly $50 million to make, an insane amount of money for a comedy in 1987, and it only made back $14 million in its theatrical run. Despite garnering a few positive reviews, the film quickly earned a rep as one of the worst movies ever made, and popular legend has it that it’s one of the films (along with another high-profile flop, Bill Cosby’s Leonard Part 6) that made Coca-Cola get out of the movie business and sell Columbia Pictures off to TriStar. And when the guys who thought up New Coke want to distance themselves from something, you know it sucks.

But to understand how the movie’s budget spiraled out of control, and how it went on to become a massive bomb, you first need to understand its writer-director, Elaine May.

Elaine May originally came to fame as one half of Nichols and May, a standup comedy duo she formed in the late 1950s with fellow improv comedian Mike Nichols. After several top-selling comedy albums and appearances on Broadway and radio and TV variety shows made them household names, the two parted ways to pursue other aspirations. Mike Nichols became a highly regarded film director, responsible for classics like Who’s Afraid of Virginia Woolf?, Carnal Knowlege, Catch-22, and The Graduate, the latter of which winning him a directing Oscar. Nichols passed away last year, leaving behind a long legacy of acclaimed and successful films.

Meanwhile, Elaine May became a screenwriter, and a sometime actress. She also became a movie director, but it’s safe to say her directing career was far less storied.

Ishtar (1987): a recap (part 1 of 9)

Her directorial debut was 1971’s A New Leaf, a lighthearted comedy where a playboy (Walter Matthau) discovers he’s gone broke, and marries a rich socialite (played by May) to maintain his wealth. But in a bad omen of things to come, the film went over budget and over schedule, and May refused to show the studio a rough cut for ten months. And reportedly, that rough cut was three hours long, and featured a bizarre, dark third act where Matthau’s character murders a couple of people. Eventually, the film was taken away from her and the studio released a final cut without May’s approval. Naturally, it flopped.

Ishtar (1987): a recap (part 1 of 9)

Her next film was 1972’s The Heartbreak Kid, a critical and commercial success (which was even remade years later by the Farrelly Brothers as a Ben Stiller vehicle), but things didn’t go quite as well with her follow-up Mikey and Nicky, an improvisational drama about two small-time hoods played by Peter Falk and John Cassevettes. This time, the film went scandalously over budget, with the claim often made that May shot 1.4 million feet of raw footage, nearly three times the amount shot for Gone with the Wind. She again refused to deliver a rough cut, this time for two years, and once the lawsuits began, May reportedly hid a couple of reels of the movie in a friend’s garage to use as leverage. Regardless, the studio took whatever footage they still had on hand and edited it together themselves and dumped it into just enough theaters to fulfill their contractual obligations. (A director-approved cut didn’t show up until the mid 1980s.)

Ishtar (1987): a recap (part 1 of 9)

Given a track record like this, you’d think someone like Elaine May would have never been allowed to direct another movie again. But May was also a screenwriter, and she was about to experience a huge career resurgence thanks to several major writing gigs (both credited and uncredited).

She had been friends with Warren Beatty for years, and together they co-wrote the script for 1978’s Heaven Can Wait, a $120 million hit that went on to be nominated for nine Oscars. She also did a substantial uncredited rewrite on Beatty’s 1981 historical epic Reds, which Beatty felt played a huge role in that film’s critical acclaim (it was nominated for 13 Oscars, and the last movie to earn a nod in all four acting categories until Silver Linings Playbook).

Ishtar (1987): a recap (part 1 of 9)

Out of gratitude, Beatty agreed to produce the next film May wanted to make. That film would turn out to be Ishtar, based on May’s own script, which was partly inspired by the Bob Hope and Bing Crosby “Road to” movies, and partly inspired by conversations she had with Beatty about his early days as a cocktail bar piano player.

Not long before this, May did an uncredited rewrite on Tootsie, adding several elements that were key to that movie’s success, such as giving Dustin Hoffman’s character a roommate, which eventually became a scene-stealing performance for Bill Murray. Tootsie was a box office smash and nominated for plenty of awards, so it wasn’t long before it was decided that Hoffman would be Bob Hope to Beatty’s Bing Crosby (or vice-versa, as the case may be). Studio execs at Columbia were well aware of May’s difficult tendencies, but the combined star power of Beatty and Hoffman was enough to push the film into production.

Ishtar (1987): a recap (part 1 of 9)

And then came the shoot, which became a well-publicized disaster. The movie takes place in a fictional North African country, and the decision was made to shoot the bulk of it on location. There are tales of lavish spending on the set, with equipment and sets being constantly flown back and forth to Morocco. There’s a famous (and possibly apocryphal) tale about May sending her production designer to scout around for the perfect sand dunes to use for filming, only to change her mind at the last minute and decide she wanted to shoot on a flat desert. And so, bulldozers were brought in to spend two weeks scraping away the dunes to give her a flat desert.

There are stories of May shooting fifty takes of the same scene, without ever giving the actors any notes or direction in between takes. “Elaine May is a woman of many words,” an unnamed colleague told the New Yorker at the time. “However, the word ‘cut’ does not happen to be among them.” Another crew member later told Peter Biskind, “Directors control in different ways, and she controlled by creating mass confusion.”

Songwriter Paul Williams (best known for “Rainy Days and Mondays”, “Evergreen”, and who could forget his breakout role in Phantom of the Paradise?), who composed all of the (intentionally) terrible songs heard in the movie, later revealed, “There was one point where I actually picked up an imaginary Elaine and started choking her, and rolling around on the floor, because I couldn’t get an answer from her about what she wanted… It was frustrating for everybody to not have more direction.”

According to Biskind, Warren Beatty even considered firing May and taking over as director, but felt it would damage his image as “a progressive on women’s issues” to take a movie away from one of the few working female directors in Hollywood. Privately, however, Beatty confessed that “Elaine can’t direct”.

Unsurprisingly, May shot 108 hours of footage (over three times the norm) and was still editing Ishtar a year after filming had wrapped. The original release date of November 1986 ended up getting pushed back to the following May. And that was when the negative buzz truly began, with word of Ishtar’s enormous budget being leaked to the press.

Rumor has it the leak came directly from Columbia studio chief David Puttnam, who had previous friction with both Beatty and Hoffman, and who had been a vocal critic of out of control expenditure in Hollywood. And it would seem that as a bit of payback against Puttnam, Beatty encouraged May to take even more time in post-production, driving up the budget even higher.

Once word of the film’s exorbitant price tag got out, that was all the press ever talked about in relation to Ishtar. And when the movie finally made it to theaters, every single review of the movie mentioned the budget in its lead paragraphs. By that point, Ishtar would have had to have been a four-star laugh riot to overcome all the negative press and even come close to breaking even.

Ishtar is not a four-star laugh riot. It occasionally raises a chuckle, but it’s mostly just dryly amusing. The thing is, that’s a pretty accurate assessment of May’s body of work as a whole. If you’re looking for a gut-busting, knee-slapping, laugh-out-loud good time, never seek out a movie written or directed by Elaine May (Tootsie being the exception to the rule). May’s scripts are more about subtle repartee and low-key laughs, and while Ishtar is not really that awful when put in context with her other films, it just so happened to be the one that cost a ridiculous amount of money to make.

In the years since it came out, there’s been a movement to reevaluate Ishtar. Fans of the movie (and yes, this movie does have fans) will tell you it’s actually an underappreciated gem. I’m here to tell you those people might be clinically insane. Ishtar may not be one of the worst movies ever, but it’s a rough sit, with poorly defined political intrigue, a lot of jokes that fall flat, and scenes of our two leads wandering around the desert for what feels like an eternity. Let’s take a closer look.

Ishtar (1987): a recap (part 1 of 9)

As the credits unfold to a black screen, we hear our two main characters, songwriters Chuck Clarke (Dustin Hoffman) and Lyle Rogers (Warren Beatty) working out a song together on the piano and bongos, but all they have so far are the lyrics “Telling the truth”.

We hear them singing to each other, trying to come up with the next line, attempting variations like “Telling the truth can be good news”, “Telling the truth is a scary predicament”, and “Telling the truth is a bad idea”. And if anyone knows about bad ideas, it’s the makers of Ishtar!

Lyle sings that “Telling the truth is a bitter herb”. In a funny moment, Chuck sings that “telling the truth is a dangerous tunnel”, and Lyle chimes in with, “when you come out of that tunnel, you’ve got bitter herbs”. But Chuck tells him to knock it off with the herbs, because he’s never heard of a hit song that uses the word “herb”. Eventually, we cut to them in Chuck’s apartment as they hit on the idea that telling the truth can be “dangerous!” And then the montage goes on for a while as they try to think of what comes after “dangerous”.

Ishtar (1987): a recap (part 1 of 9)

Finally, they settle on “Telling the truth can be dangerous business”, and “Honest and popular don’t go hand in hand”. And this song, “Dangerous Business”, will end up being no less than Ishtar’s leitmotif, as well as its big ending musical number, so you may as well get used to hearing it.

We next find the guys standing outside a Sam Goody. Which is a record shop. Which is a place where people would sell you slabs of vinyl that contained music, which is a thing that actually existed at some point. They’re standing in the cold staring at a window display for Simon and Garfunkel’s greatest hits (now on Compact Disc!). Chuck says that Simon and Garfunkel only had one thing they don’t have: “an agent”. He assures Lyle that “Dangerous Business” is a song that’s “as good as ‘Bridge over Troubled Water’ any day of the week!” They resolve to get an agent.

Ishtar (1987): a recap (part 1 of 9)

Cut to the Freed Talent Agency, where Marty Freed, a stereotypical “agent” character in a coat and porkpie hat gets a call from Chuck. Chuck tells him he should come see “Rogers and Clarke” as they play at the “Song Mart”, because they have a song that’s good enough for a record album. But Marty is so confused (and likely drunk) he thinks the name of the club is the “Record Album” until Chuck corrects him.

Cut to “audition night” at the Song Mart, where several bands are shown in quick succession: a punk band, a country band, and a girl group singing a random song about “quitting high school”. And then it’s Chuck and Lyle up on stage, wearing matching checkerboard headbands and singing “Dangerous Business”.

Ishtar (1987): a recap (part 1 of 9)

Man, Air Supply really hit the skids.

Naturally, the audience looks unimpressed. Cut to after the performance, and the two guys walking over to meet Marty. He gives them the same advice he supposedly gave to Tony Bennett, which is “Sing songs people know. That way, if they don’t like it, they’ll still have something to applaud.”

The guys insist they’re songwriters and want to perform original songs, so Freed breaks it too them not-so-gently: “You’re old, you’re white, and you got no shtick. You got no gimmicks!”

Ishtar (1987): a recap (part 1 of 9)

And so, we cut to Chuck and Lyle at another club called the “Ad Lib”, singing along to a boombox and doing their own rendition of the doo-wop hit “Little Darlin’”. Actually, it’s mainly just Chuck singing, while Lyle contributes some falsetto backing vocals (“Oopa oopa oopa”) and a few random hits on his bongos. This goes over about as well as the previous performance, with all the audience members looking either bored or bewildered.

Ishtar (1987): a recap (part 1 of 9)

Cut to them walking in the snow, with Marty advising them that it’s “a good idea to change your routine if they boo”, but Lyle says they don’t have another routine. Chuck admits that they’ve been “living off their savings” as they work on their act, but they’re down to nothing now.

Marty has good news for them, saying he can get them a booking in Honduras, because “the last act left because they got nervous about the death squads.” But they balk at the offer when they find out they’ll only be earning $75 a week.

So Marty hails a taxi and reveals another possible booking, and you can tell this part was totally dubbed in later because his back is to the camera the entire time. He talks about a 10-week gig in Morocco for “950 dirham” a week, which he says is $95. Chuck wants some time to walk around and think about it, and Lyle says, “Me too!”

Chuck goes to a bar, and is annoyed when Lyle follows him inside. But Lyle points out it’s the only bar in the area that’s still open, and to just “pretend I’m not here”. Lyle goes to the jukebox and plays a Sinatra song while they each order a drink.

The bartender asks Lyle if they know each other, which prompts Lyle to begin reminiscing about when they met, five months ago. And true to form, we get a sitcom-style transition where the screen gets all blurry, making me think Lyle should do a Wayne’s World style “diddly-oo, diddly-oo!” as it happens.

And then we get an admittedly funny scene where we find out what Lyle was doing before he became a songwriter: He drove an ice cream truck, and we see him drive through a neighborhood, ringing his bell, and coming up with song lyrics to the sound of the bell. He’s singing, “Hot fudge love, cherry ripple kisses, dishes, knishes, trishes…” And the whole time, he’s oblivious to all the kids running after his ice cream truck and screaming at him to stop and calling him stupid.

Ishtar (1987): a recap (part 1 of 9)

Cut to Lyle at home with a keyboard in his lap. He’s playing his new song for his wife (played by Tess Harper), who looks completely tortured.

Then it’s over to Chuck, who’s playing piano at an Italian restaurant, and singing “That’s Amore”. He then announces he wants to sing a song to a couple in the restaurant who are here celebrating their 53rd wedding anniversary.

He begins his next song, which features lyrics like, “You’ll be well taken care of after I’ve gone, off to the land of the big sleep”. He gets to the chorus, and the song is apparently titled “Love in My Will”. Or as Hugh Hefner and his current wife call it, “our song”. Naturally, the anniversary couple aren’t too enthused about Chuck’s ode to imminent death, and the rest of the restaurant looks stunned.

Ishtar (1987): a recap (part 1 of 9)

Cut to later that night at the restaurant, as Chuck sits at a table with his girlfriend, played by Carol Kane. And she’s playing a character named Carol here, which at least makes things easier for everyone. Chuck thinks it’s “demeaning” to play here, but Carol is extremely supportive, and even talks about wanting to move in with him. She asks if he loves her, but he’s not sure she’s “Miss Right”.

Ishtar (1987): a recap (part 1 of 9)

The fascinating conversation is interrupted when a waiter brings over a note, and Chucks says it’s from another diner at the restaurant who’s also a songwriter. Apparently, he “loved” Chuck’s song and wants to buy him a drink. He turns to see the note-passer waving at him, and no surprise, it’s Lyle.

The two men hit it off, and are immediately sitting together at the restaurant’s piano, coming up with more terrible songs while their significant others look bored. Cut to them at Chuck’s place, working on more awful songs, including a brief snippet of a tune that’s called “Software”. Which surely must be the most amazing software-related song ever written.

Ishtar (1987): a recap (part 1 of 9)

Eventually, we return to them working on “Dangerous Business”, and Lyle improvises the line “If you admit that you can play the accordion, no will hire you in a rock and roll band!” Chuck hears this and goes, “Shit, man, when you’re on, you’re on!”

They continue working on horrible songs, coming up with lyrics like “Saturday morning, the sound of a lawnmower touches my heart”, along with “She said, ‘Come, look, there’s a wardrobe of love in my eyes. Take your time, look around, and see if there’s something your size’”. Can he also borrow a feeling while he’s in there? Will she take his hand with his glove of love?

Then we cut back to the Italian restaurant, where it’s near closing time. A busboy cleans up and tells Chuck and Lyle that they need to leave soon. They say they need another half an hour, and improvise a whole terrible song around needing another half an hour.

Intermixed in this montage is the two men having random conversations. Chucks talks about how “people would rather suffer with what they have than try the unknown”, and this is because “most men lead lives of quiet desperation”. In another conversation, Chuck confesses that girls call him “the Hawk”, but it’s a “long story, gang war, shit like that.”

Back at the restaurant, they continue coming up with awful songs, and Lyle’s wife finally gets up and leaves. Cut to Chuck’s apartment, where Lyle is sobbing because his wife left him, and we finally learn her name is Willa. Chuck tries to reassure Lyle that she’s not worth it.

Ishtar (1987): a recap (part 1 of 9)

Later, Lyle is talking about how he and Willa were happy living in a small town until “the tire factory opened” and the “population shot up to about 35,000.” He says he told Willa they had to move to New York so he could sell songs, and that’s how he came to be in New York. Relevant to nothing at all, Lyle says, “What a smuck I was.” Which triggers the following brilliant exchange.

Chuck: It’s not “smuck”, it’s “schmuck”.
Lyle: Smuck.
Chuck: Schmuck.
Lyle: Smuck.
Chuck: Say “shh”.
Lyle: Shh.
Chuck: Now say “muck”.
Lyle: Muck.
Chuck: Now say “shh” and “muck” together real fast.
Lyle: Smuck.
Chuck: [patting him on the shoulder] Closer.

Now say “Shh”. And now say “it”. Say them together real fast, and you just described this movie!

Cut to the two guys at a bar, trying to meet women. And one of the alleged running gags in this film is that they’ve reversed the casting, so that the character played by Dustin Hoffman is a total ladies’ man that women swoon over, while Warren Beatty’s character is regarded as an awkward dork. Chuck is busy having a deep conversation with a woman (who does indeed call him “Hawk”), while Lyle stands around awkwardly staring at her friend.

Soon they’re on the street, and Lyle feels bad about wanting to leave and spoiling things for Chuck. He thinks that Chuck has it made, and all the girls want him because he’s got “that kind of face. Kind of mean looking, but with character.” He also thinks Chuck’s “small body” is an advantage in meeting women, because of the way he can walk. Lyle says, “Did you ever hear of a big sports car?”

And now Chuck is at home with Carol, and Carol is apparently fed up with all the time he’s spending with Lyle. She says she’s leaving him, and doesn’t want to see him ever again. But she points out that if he never sees her again, “it’ll only be one time less a week than you see me now.”

Cut to Lyle at home, drinking and playing his keyboard and crying. So, you know, a typical Friday night for me, minus the keyboard. The phone rings and he does all sorts of physical shtick trying to answer it. He goes, “Willa? Willa?” But it’s actually a despondent Chuck, calling to say he’s on the ledge of his apartment building. Cut to him actually sitting in the window sill, saying he has no talent, no money, and Carol left him. He says he’ll never find “Miss Right”, and he’s a “total failure”.

Ishtar (1987): a recap (part 1 of 9)

Lyle says he’s coming over and Chuck tells him not to call the police, because if this “gets into the newspapers, the scandal will ruin me in show business!”

In the window sill, Chuck is of course trying to come up with another song, singing, “I’m finally on the ledge, I’m finally on the edge of my life”. That’s when the police burst in to try to talk him down. In response, Chuck panics and runs out onto the ledge. Somehow, the police have already gotten Chuck’s parents involved and brought them over, and Chuck’s mom pokes her head out of the window and assures him that “tomorrow is another day, and the sun will come out tomorrow!” And yes, she does start singing the song from Annie.

Ishtar (1987): a recap (part 1 of 9)

Lyle finally arrives, and climbs out on the ledge with Chuck, yelling, “Hold on, Hawk, I’m coming!” Chuck’s angry at Lyle for calling the police, but Lyle says he was afraid he wouldn’t get there in time.

As they talk, another voice calls out to Chuck, and it turns out to be “Rabbi Pierce” and Chuck is mortified to see him. Lyle assures Chuck that there are people worse off than him, and eventually convinces him to come down off the ledge.

On the way back inside, Chuck wonders if Lyle is disappointed in him, because he “lived with my parents till I was 32”, and he “just dribbled my life away”. But Lyle puts a reassuring hand under Chuck’s chin and says it “takes a lot of nerve to have nothing at your age!” He says that, in a way, this is saying that you’d “rather have nothing than settle for less!”

Ishtar (1987): a recap (part 1 of 9)

Warren Beatty always has affairs with his co-stars. No exceptions.

And then we finally blur-fade back into the bar. The flashback is over. So I guess after firmly establishing our two leads are terrible songwriters, what we really needed was an extended flashback to establish that they’re terrible songwriters.

Chuck is asking if Lyle wants to “get this show on the road”. Lyle says, “Honduras?” But Chuck actually prefers Morocco, saying “it’s safer.” Because when you have nothing left to live for, you might as well travel to the Middle East. And without much further ado, we finally cut to the titular fictional country, but more on that next time.

So far, so… not-terrible. The bad songs are amusing, and Warren Beatty at this point was, let’s face it, an expert at playing likeable doofuses, and the script totally nails that type of guy who gets well past middle age without ever deciding what he wants to do with his life. While the first act isn’t exactly overflowing with memorable or original jokes, it’s at least entertaining enough to make you wonder why the film has earned a rep for being one of the worst movies ever. Well, just hang on for part two of this recap, because once our boys make it Morocco, things take a turn for the much, much worse.

Multi-Part Article: Ishtar: a recap

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