C.H.U.D.'s Producer Speaks

Please Read This Script

Putting One Word In Front of Another

Film Financing 101

Director and Cast Arrive


The C.H.U.D.s

The Meaning of C.H.U.D.


C.H.U.D. II and Beverly Hills Skin


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C.H.U.D.'s Producer Speaks
Over the years many people have asked me about the production aspects of C.H.U.D., how it got made, and what some of the hidden meanings are. Now that the DVD is out and there is renewed interest, I have found that there is so much misinformation (much if it hurtful to those who worked on the film) that I feel that I owe to those affected and to those who are simply interested, a true and honest telling of the facts.

One might say that the "facts" are simply my side of the story. That may be true, but most of what I say here is verifiable from other sources. Of course, as producer of the film, I had direct involvement in all aspects of the financing, production, development of the screenplay, post production, and distribution. In cases where my memory may be a bit cloudy, I have asked others who were there at the time to fill in and check my drafts prior to posting on the Web.

I hope for the many C.H.U.D. fans, this is at least of some interest. For those who want to know how a little independent film got made and distributed, I hope it is instructional. I taught a course in movie financing and distribution at The New School in New York City for ten years and I think the following may be even more valuable than that whole course.

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Please Read this Script — It's called "C.H.U.D."
C.H.U.D. was developed as a project of my development company, Bonime Associates, Ltd. I had been developing original screenplays and acquiring rights to novels and other source material for possible production as feature films. My wife at the time was an editorial assistant at Random House and someone there gave her the script for a movie called C.H.U.D. written by Shepard Abbott and she promised that she would get me to read it.

At the time, I was getting about ten or more scripts a week and I had to ferret out those that looked interesting from those that were a waste of time to read. While many producers have the scripts submitted to them "covered" (having a reader read it and write up a synopsis and recommendation) and then only read the coverage, I like to read the better submissions myself.

However, I didn't want to read C.H.U.D. because of the way it was presented: The typing was sloppy and the script did not conform to screenwriting conventions and it looked generally like the person who wrote it had not had any training in the fundamentals of writing for film.

I avoided reading C.H.U.D. for a few weeks because I thought it was written by an amateur. However, my wife kept after me to read it, so eventually, I plowed through it.

My first thought was that it was a great idea: It was based on well-known urban myths about colonies of people living in the vast labyrinths of tunnels under New York City. The New York Times and other news sources had covered this story and it was in fact true.

However, the screenplay needed a great deal of work. There were some characters and some scenes that were very good, but overall, it wasn't nearly in shape to show anyone. I did think, however, that if certain obstacles could be overcome, it could be a terrific film. I optioned the property from Shepard Abbott and made what is known as a "step deal" for his writing services. This is a deal in which the various stages (or "steps") from rewrite to second draft, through polish are optionable by the producer, but the producer is under no obligation to continue with the writer to the next step.

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Putting One Word In Front of Another
As a producer, I had always tried to work very closely with writers. I was always in awe of their ability to face the blank page (or "screen", today) and to write words that paint the pictures and characters that make a movie. I consider it my job to be the inspirational and directional force that gets writers to dig down deep and deliver their best possible work - in much the same manner as a director does with actors.

This comes from knowing the writer's strengths and weaknesses and playing up their strengths and helping them overcome their weaknesses. It is not uncommon, for example, for me to spend a week discussing a single character with a writer -- delving into the character's childhood and outside-the-plot circumstances that make him do what he does and say what he says. Even if none of what we talk about gets into the script, the writer is better capable of staying true to the character.

I want the writer to know the characters so well that he or she can write dialogue as if the characters are real people whose speech patterns and motivations are known as intimately to the writer as their family and close friends. The writer should be able to say "that character wouldn't say it that way." or "that character wouldn't do that."

I spent quite a bit of time with Shepard Abbott doing this and also discussing the essence of suspense and fear as it is created and managed in movies. I often advise writers of suspense or horror films to watch Hitchcock movies to see how he manipulates the audience by carefully revealing or hiding the danger and how the movie acts as an emotional roller coaster ride for the audience, if it is done correctly.

I also discussed with Shep how certain "monster" films upped the ante by removing any remnant of human motivation from the monsters which make them even more terrifying because it prevents any means of communication with them: The shark in Jaws, the cyborg in Terminator, and the creature in Alien (NOT Aliens, because Cameron made that creature a mother protecting her children - a very human motivation) all of these make the terror more intense because they are depicted as killing machines without guilt, compassion, or reason.

The problem I had with C.H.U.D. was that although Shep seemed to understand what our meetings were about and he agreed with my analysis and suggestions, he had what I thought was a somewhat cavalier attitude toward the process of working with a producer (who had paid quite a bit for his services): I had to wait an inordinate amount of time to get a rewrite done and he often showed up hours late without an apology or explanation and then handed me a "rewrite" that consisted of the original script with notes in the margins that reflected what we had talked about, but very little (if anything) in the script was actually rewritten. I tried several times to get the rewrite that I had asked Shep to do, but it soon became apparent that I could not get C.H.U.D. into shape to present for financing unless I brought in another writer.

This pained me a great deal because, of all the talent in the movie business, I have the greatest respect for writers. I also think that writers get the bummest rap of all. They get little respect from audiences and producers (Sam Goldwyn once said that all a writer does is "put one word in front of another.")

Writers also have to suffer the insensitivity and often illiteracy of producers who pay them to rework their scripts and force them to degrade their original work, making it inferior to the what the writer had done in the first place. (In television, most producers are writers, and that may be one reason why today, television is consistently better written than movies). Of course, I consider myself a "writer's producer" and share their sensitivity, I like to think, but some may disagree.

In absolute desperation, I went to Parnell Hall, a writer who had worked with me on several projects that I was developing including many original screenplays that I had optioned from him. Parnell flat out refused. He didn't care for the property all that much, but the real reason was that Parnell hated the idea of working on another writer's screenplay.

I begged and pleaded. I implored and cajoled. I finally said that if Parnell wouldn't do this, I'd get someone else to do it because Shep had not been able to do the rewrite I was asking for. Finally, Parnell agreed.

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Film Financing 101
When Parnell's first distribution daft was completed (I should note here that this involved several drafts over a period of about a year), I was finally ready to submit it for financing and distribution.

I first brought the script to IFI (International Film Investors - they're not in business anymore, so don't bother looking). IFI was an SBIC (Small Business Investment Corporation) created under experimental rules set up by the U.S. Small Business Administration (SBA).

Basically, the SBA had decided that film production was a legitimate "small business" and that SBICs could be formed for the purpose of investing in films if they could follow certain rules:

1) They had to raise a certain amount of money from private sources (non government - sorry, I don't remember the exact amount, but I think it was around $500,000).

2) They could only invest 50% of the budget in any one film.

3) They could not develop their own properties

IFI had raised $11 million through E.F. Hutton and the SBA kicked in $33 million because part of the rules were that for every dollar that was raised on the private market, the SBA would put up three. Therefore, IFI had $44 million to spend on films (a lot of money in those days -- today it might have bought sandwiches for the Lord of The Rings cast and crew for a week).

One way IFI got around the 50% rule was that it had a relationship with a British company called Goldcrest that was funded by Pearson Longman, a publishing company in England. Together, they could fund an entire movie. Goldcrest had put up some of the funding for Chariots of Fire and Gandhi among others.

IFI's VP for Acquisitions flipped over C.H.U.D. and we started financing discussions. We first had to get a director and we were given a list of directors that they would approve. We also had to look at sources for the full financing and we went to Telepictures among others.

As excited as IFI was, and as much effort as it took to get the package put together, it fell apart eventually when it became apparent that the top person there didn't like the script all that much (he had committed the company to a film called Hopscotch with Walter Matthau).

At one point during our discussions with IFI, we approached Richard Compton, a director who had done a film called Macon County Line. Richard did several drafts with and without Parnell Hall and took the film into many different directions that we later dropped.

My concept for C.H.U.D. was of a high quality and stylish sci-fi film like Alien. I never intended it to be overly campy or look like a low budget horror move. I had originally budgeted the film at around $4 million and I had discussions with Dan O'Bannon, the writer (with Ron Shusett) of Alien.

Dan helped me conceptualize a look for the C.H.U.D.s and recommended that I get in touch with a San Francisco director and comic book artist named Tim Boxell. Tim was working as a director at a SF special effects house called Colossal Pictures, but he was best known for a comic book called Commies From Mars and another called Slow Death.

Tim's C.H.U.D.s were extraordinary, but very expensive to create, and more importantly, took too long to develop because they would have involved a lot of cable and hydraulic work. Similarly, several other designers gave us extraordinary designs that could not be implemented under our budget and time constraints (see the gallery).

After several attempts to get the $4 million budget from studios and other traditional financing sources, my partner, Larry Abrams, and I decided that we should raise the money ourselves. We put together a private placement for $1,225,000 (the lowest figure we felt that we could make a decent move for - including financing costs) and we went to Larry's Wall Street associates at two of the largest investment firms who put up personal money in $35,000 units.

Larry put up some of the money himself, and we sold a unit or two to some other individuals. To do this, we created C.H.U.D. Partners. We also created a producing entity called C.H.U.D. Productions, Inc. which was the corporate General Partner. I was the individual General Partner. We sold the investors on a cast of unknowns and me directing.

I had several meetings with the investors who interrogated me about my ability to direct a feature film and my ability to produce a complete film for that budget. They never read the script but they counted on my telling of the story and they believed in my ability to bring the film in on budget and at the promised level of quality. It didn't hurt either that Larry was investing some of his own money and they all respected Larry as a very savvy business person.

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Director and Cast Arrive
After the money was raised, Shep Abbott said that he was friends with actors Danny Stern and John Heard and that they might be interested in doing the film for scale.

I was a very big fan of both Danny and John. Danny had been brilliant in Diner and in Breaking Away. His career was literally taking off: He had just done Blue Thunder for a major studio. John had been amazing in Cutter's Way. They offered to do the film for scale plus deferments and profit participation (which meant that my budget could accommodate them) if I agreed to two things:

1) I would hire another unknown actor named Christopher Curry, and
2) I would hire a director named Doug Cheek.

This presented problems because I would then have to go back to the investors and tell them that I would not be directing the film. The Chris Curry issue was not too much of a problem because we had always planned to use unknown actors anyway. I just thought that Chris was not right for the role he would play, but I could live with that if it meant getting Danny and John.

The real problem was the directing. Doug Cheek had not done a feature film so I had nothing on which to evaluate his work. I looked at some documentaries that he had edited and Doug was a very articulate man and I thought that I would be able to get along with him and that with help, Doug could be an effective director.

Doug had primarily been an editor and I thought this would be valuable because it meant that his scene coverage should be good and we would at least have the right material to work with in the editing room. I also thought that the actors wouldn't want to let him down since he was their friend and so I decided that the film and the investors would be better served if we had Danny and John in the leads even if this meant my stepping down as director.

I convinced the investors that I would still control the production and that I would still be able to control the creative direction so that the investors could count on me still delivering the film I had promised them.

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The first thing I did was hire Bob Bordiga to be the Production Manager. I had worked with Bob on an ill fated little film that I was supposed to direct, but that fell through (it was one that I had been hired to direct, but not one I had developed. Interestingly, it had been written by Parnell Hall. That's how I met him.)

Bob was a very talented project manager who was known for tightly controlling productions and for doing thorough and realistic budgets. Bob was an expert in low budget production and his creative deal making got C.H.U.D. made for the money we had in the bank (some distributors in Cannes later estimated that the film had cost $8 million).

It was Bob's budget that I presented to the investors. I knew that filming a low budget feature in the middle of (and under) New York City would be a very challenging enterprise. I felt that if anyone could do it, it would be Bob. I told Bob that I wanted to make all the deals up front. I did not want to try to get away with filming and hoping the unions didn't find out. I wanted all union deals including Teamsters to be made ahead of time. Bob set about to interview the crew and we started looking at camera reels for Directors of Photography.

Bonnie Timmerman, our casting Director was responsible for the terrific actors in the secondary roles as well as the "stars of the future" like John Goodman and Jay Thomas being in the picture.

One problem we had though, was with the role of Lauren, the female lead. Bonnie had brought in an actress named Elizabeth Burr. Elizabeth did a stunning reading and had us all in tears. We offered her the part, but later, Doug Cheek told me that John Heard didn't think the chemistry was good with him and said that we had to retract our offer.

Anyone who has ever auditioned for a role knows that the happiest moment in life is when you hear the words "you got the part". You tell everyone you know and walk on air. To hear those words and then get a call that the offer is retracted must be devastating. I couldn't make that call. Luckily, it was the job of the director to do that, so Doug called Elizabeth and gave her the bad news. Kim Greist was later cast in the role. Ten years later I ran into Elizabeth Burr at a wedding and she still wouldn't talk to me.

Since C.H.U.D. was a SAG film, all our talent payments were closely monitored and reported. All actors were paid, and many have received additional residual payments. The same thing is true for all crew and everyone who worked on the film. Recently, I heard that actors were not paid. No actor has made such a claim. I would know about it.

Deferred payments were not made because the film didn't earn enough to cover them. I would know this because my entire producer's salary was deferred and I have yet to receive any of it. But that's what the deal is. Deferments are paid out of profits (if any). No profits = no payment. I wish it had been different, but for all the excitement, C.H.U.D. has just about earned the investors' money back.

The film was shot during the very hot summer of 1983 on location in New York. Some key locations were:

Under the Manhattan side of the Brooklyn Bridge: There were vaults created for the building of supports for the bridge approach that had been intended to be used for storing the gold from Fort Knox. When the U.S. government decided against that, the vaults were used for storing champagne There were frescoes on the walls from a champagne company still visible when we went down there. It was hot, dusty, and dangerous - bricks fell and the city eventually sealed it up. We were the first and the last to shoot there. (The flame thrower sequence was shot there.)

C.H.U.D. Studios at Broadway and Grand Street: We took a three month lease on a block square loft that we sound proofed and used for offices and to build all the sets. One set was the subway tunnel that looks more realistic than the real ones we shot in. We used curves in order to mask the short length and we used Styrofoam etched with acetone to create the brickwork. Finally, we used horsehair carpet padding over plastic which we wet down to create the muddy river of crud that flows through them.

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The C.H.U.D.s
We hired John Caglione to create the C.H.U.D. FX makeup. John had done several horror films and was part of he Dick Smith crew that had worked on such great makeup effects as The Exorcist, Little Big Man and The Godfather. John himself had just completed Amityville Horror. John told me that he could not do anything more than a latex full mask and arms in the short time we had, so we had to throw out a lot of great designs by Tim Boxell and others.

I worked with John to try to do the best we could with the limited time we had. We devoted a great amount of the budget to the C.H.U.D.s, but it was time that made things difficult. Later, John and his exceptionally talented team won an Academy Award for their work on Dick Tracy.

I remembered the original movie The Thing in which James Arness plays the title role in almost no makeup. They were able to make that work by showing very little of the creature and achieved tremendous suspense by just implying that it was approaching. I thought we could do that with the C.H.U.D.s, but it was something that needed to be conveyed directorially.

The idea was to have the makeup but rarely show it. This was a very difficult thing to do because you don't want the audience to feel cheated. We created the Geiger counters to give us the effect of the C.H.U.D.s being near and coming closer, but we never were able to make use of that effectively.

The shower scene is admittedly a typical horror movie staple, but there was good reason for it: It shows the heroine's vulnerability and, as Hitchcock proved, it scares the audience because they know something is going to happen, but they don't know what or when. We thought that if blood were to explode from the drain at just the right moment after building tension to unbearable levels, it would provide a very shocking and entertaining moment.

It was never intended to be salacious in any way. The scene was written so that no nudity would be shown, but that there would be a suggestion of it by having a camera move down while the actress turned in a way that would not reveal anything but would prove that the character was in fact nude (and therefore vulnerable).

Kim Griest, who had signed a release for this refused to do the scene without a bathing suit, spoiling the camera effect, so we ended up using a body double. The whole scene was not shot the way it was described in the script and was not as effective as I had envisioned it, but I felt it was good enough to put in the movie.

Somehow, the body double footage showing total nudity, which was never intended to be used was put into the DVD version as an Easter egg. I don't know how this happened (I am looking into it).

I have heard that some people think that I insisted on this scene for salacious reasons. I hope that is put to rest here. One reviewer of the film said that this shower scene is a clever homage to Hitchcock because the blood comes up from the drain instead of going down. If it was, it was unintended. We show ceilings but we never intended it to be an homage to Citizen Kane.

The C.H.U.D. neck stretching was supposed to provide an aspect of menace for the C.H.U.D.s that hadn't already been shown. Admittedly, it didn't make a lot of sense from any realistic point of view, but I felt that by that time in the movie, we needed something to prolong the terror besides having the C.H.U.D.s just stand there and threaten Lauren. I had thought of the teeth extending in Alien. After we had already seen the effects of the C.H.U.D.s, I felt we needed a climactic scene that was unusual and scary. It was a bold attempt that I think didn't work as well as it could have, but some audiences found it amusing.

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The Meaning of C.H.U.D.
Parnell Hall came up with the alternate meaning of C.H.U.D. because he felt that the original meaning (Cannibalistic Humanoid Underground Dwellers) was just too comic and that it doesn't give us a real villain except to say that these poor souls who lived under the city mutated into monsters who ate people. If we could make the real villain everybody's favorite -- The government, then we could up the ante later in the film after we already "knew" what C.H.U.D. stands for.

This proved problematic because our actors had taken over the movie (Danny sometimes showed up on the set with script pages he'd rewritten to give out to actors without consulting with either me or the writer). Danny had decided that he wanted control over his character. That was fine and frankly, we all believe he did a terrific job with it. We gave him complete control over his character, but we needed to maintain the important plot elements.

Danny and John improvised the scene where they find the boxes, not following the script, as well as several other scenes in the movie, so at that point in the movie neither Danny nor John had heard the first meaning of C.H.U.D., so finding a second one wasn't a revelation, even if they had seen the box with C.H.U.D. stenciled on it. And it took recording wild lines in post production and the panning shot of the canisters to put that plot thread back.

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My philosophy of producing independent films at the time was to make the film without a distribution deal in place. I believed this because I felt that if you have faith in the film (and if you can convince the investors), you are in the best position to negotiate a good deal with distributors when you've got a completed film to show them.

If the film is good, you've got leverage. If it isn't, then even if you have a distribution deal in place in advance of production, you won't have an advantage because the distributor won't put any money into promoting a bad film - so you'd lose either way. Also, a distribution deal up front usually means that you'll need a completion bond. That costs the production a lot of money and gives over a certain amount of control to a company that has no creative interest in the finished product. So we made C.H.U.D. without benefit of a distribution deal in place in advance.

While shooting the movie, we had several interested distributors including Paramount and Columbia who wanted first crack at it (but wouldn't put up any cash to secure it). We decided to sell the film one market at a time. We made the domestic theatrical deal with New World and then we hired a producer's representative to take the film to Cannes to sell the rest of the world markets.

Our deal with the producer's representative was for a payment of $350,000 against commissions to take the film to Cannes and sell all non U.S. markets. But they defaulted a week before the festival and we had no time to find a replacement. We adjusted our deal with them so that they waived all commissions until the $350,000 was reached, then they commissioned the film at a reduced rate.

We had a very successful time at Cannes. Almost all territories around the world were sold in one week. We had men in white radiation suits carrying the Geiger counter props from the film running into restaurants and checking people's food for "radiation". We had black Frisbees with manhole covers printed on them and we had a very large neon sign on the front of the Carleton Hotel (which the English distributor bought from us).

All of this was to get distributors into the theaters to see the film. The Japanese distributors got in late and had to stand the whole time. It was amazing because we had been told that we'd be lucky if we could get the Japanese distributors to stay for even ten minutes, but they stayed through the whole film.

We made a U.S. home video deal with Media Home Entertainment, and we sold off all other rights for television, etc. The film has played all over the world and has sprung up as a cult film in many places.

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C.H.U.D II and Beverly Hills Skin
Vestron later came to us with an offer to make C.H.U.D. II. Parnell Hall wrote a spec script for C.H.U.D. II that they rejected and we made the deal and let them proceed with it on their own. My partner, Larry Abrams, and I had a clause in the contract saying that we could remove our names from the credits if, after seeing a cassette of it, we chose to do so. We saw the film and asked that Vestron remove our names. C.H.U.D. II was not remotely connected to the C.H.U.D. story and was done as a low budget farce (some might argue that the original C.H.U.D. was a low budget farce, but it was not our intent.)

There is some talk about a remake of C.H.U.D. and that could happen. In the meantime, I spent the past 16 years in the interactive and Internet business. I produced CD-ROMs for the Joy of Cooking, and did Internet projects for Fortune 500 clients. I even wrote a book called Writing for New Media (published by John Wiley in 1998).

I am now developing projects and am putting together a new development company. One of the projects I am working on is called Beverly Hills Skin. If we get it right, it will be to Los Angeles what C.H.U.D. was to New York.

-- Andrew Bonime

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Copyright © 2002 by Andrew Bonime

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