Back to IndieWire

‘Badlands’ Arrives On Criterion: 10 Things We Learned About The Terrence Malick Classic

'Badlands' Arrives On Criterion: 10 Things We Learned About The Terrence Malick Classic

“He wanted to die with me and I dreamed of being lost forever in his arms.” –Sissy Spacek in “Badlands.” 

When you think of lovers and killers on the lam, you think of roadtrip movies like “True Romance,” “Natural Born Killers,” “Bonnie & Clyde” or “The Getaway.” But when philosopher, journalist and renaissance man turned filmmaker Terrence Malick tackled the genre for his debut picture, he created a film more interested in innocence (and its loss) and love than the crimes and acts of violence occurring within the story based on Charles Starkweather’s late ‘50s killing spree. A lyrical and impressionistic take on a troubled young killer and the girl that falls for him — perhaps all the more chilling for its beautiful imagery and sublime/naive view of life that some of us still argue is his finest work to date — “Badlands” would launch the career of one of cinema’s most enigmatic and inscrutable filmmakers who would soon stop talking to the press or allowing his photo to be taken.

But at the time, Malick was just beginning, with only one short film under his belt. His open, improvisational and exploratory style of filmmaking had not yet taken on the mythic proportions it boasts today. With “Badlands” finally arriving on DVD/Blu-Ray in a proper deluxe edition from The Criterion Collection this week, we dove into the extras to highlight 10 things you may not know about the film. Note: This is also an augmented version of a similar feature we did around “The Tree of Life,” but this version hews closer to the DVD extras provided by Criterion.

1. Malick wasn’t really interested in making a movie about killers, obviously.
If you couldn’t tell this by our above description, the theme is echoed throughout the Criterion extras. While “Badlands” is based on Charles Starkweather’s shocking true crimes that rocked the nation in the late ‘50s, leads Sissy Spacek and Martin Sheen and various talking heads describe on the DVD how Malick didn’t want to tell the story of this serial killer in any literal or linear fashion. He told the actors to do no research. He didn’t want them to look like the original people they were depicting, and told his cast to not search out photos. Malick was affected by the story, but he never once told the actors “We are doing these people’s stories.”

2. Martin Sheen Almost Didn’t Star In “Badlands” because he was considered too old.
“We were looking for a James Dean character, basically. Somebody confident and a bit narcissistic, and Marty Sheen came to mind,” casting director Diane Crittenden told GQ in 2011. “But Terry didn’t think that would fly. He thought he was too old.” But not only that, Sheen nearly didn’t even bother reading for the part.

“I went to this hotel on Sunset Boulevard one day to read for a commercial for a haberdashery. Afterwards, as I headed toward my car, this woman is pounding on the window of the first floor of the hotel, trying to get my attention,” Sheen also told GQ. Crittenden elaborated. “I ran up to him and said, ‘I’m doing this great script. You should come in and read for it.’ He said, ‘Look, if it’s an independent film with no money, I’m not interested.’ And I said, ‘But it’s so good!'”

At a 2011 screening of “Badlands” at the LACMA, Sissy Spacek confirmed that Sheen was not the first choice. “I was cast first, and I got to do scenes with every good looking actor in Hollywood, and Terry said, ‘We have to meet with this guy as a favor, but he’s too old.’ That was Martin Sheen, and it was obvious immediately. From the moment we met him he was Kit, he had the boots and everything.”

However, Martin Sheen tells the story a little differently on the new 45-minute “Making Badlands” documentary on the Criterion disc, and says he was the one that almost bailed on it because of his age. ‘The script was astonishing. It was by far the best script I had ever read. And the most extraordinary role that I could ever possibly have been offered,” he said. But Sheen says he was heartbroken because he thought he was too old, as the script called for a 19-year-old, and Sheen was already 31. “It’s gonna spoil the storyline,” he thought. He called Malick the next day and said, “Terry, I read the script, frankly, it’s the best thing I’ve ever read, and I hate to disappoint you, I adore you, I’ve become so fond of you, but I’m too old.”

Malick said he knew that and he’d adjust the character’s age (this must have been after the reported audition wherein Sheen blew everyone away, including Malick and Spacek). Sheen was overjoyed, and in the extras describes a special moment the next day before he agreed. Driving at dawn to set for a TV show, listening to Bob Dylan’s “Desolation Row” he was struck with a realization, “The sun was coming up and suddenly it hit me. I was going to play the part of my life. I knew it. I couldn’t believe it. I pulled off to the side of the highway and I wept with uncontrollable joy and relief. Because I knew someone had finally seen something in me that I knew was there, but I couldn’t get anyone else to see.”

Here’s the original trailer:

3. While classmate Jake Brackman claims the extensive voiceover in the film was used to patch up holes in the narrative, Billy Weber & Malick feel otherwise.
The audience is guided on the strange journey of Holly and Kit in “Badlands” by Sissy Spacek’s evocative and not particularly plot-driven voiceover, but according to Jake Brackman, a Harvard classmate of Malick’s and a screenwriter, it was more by necessity than design. “There were so many holes in the storytelling because of the constraints and difficulties of the shooting that it entailed a tremendous amount of fooling around with the voice-over to tell the story, and also to conceal the expositional nature of the voice-over by putting in a lot of oblique voice-over that was not at all expositional,” he told GQ. “It was like patching the holes in the road.”

But this is likely just Brackman’s opinion. In speaking to Sight & Sound, Malick says he had a very specific purpose for Holly’s narration. “There is some humor in the picture, I believe. Not jokes. It lies in Holly’s mis-estimation of her audience, of what they will be interested in or ready to believe. She seems at times to think of her narration as like what you get in audio-visual courses in high school. When they’re crossing the badlands, instead of telling us what’s going on between Kit and herself, or anything of what we’d like and have to know, she describes what they ate and what it tasted like, as though we might be planning a similar trip and appreciate her experience, this way.”

And Malick’s long-time editor Billy Weber concurs, saying the voiceover in Francois Truffaut’s “Wild Child” was a big influence. “The use of the voice-over is very dramatic and really good” he said on the Criterion DVD extras. “And we loved that voice-over, so we tried to refer to it often with each other.”

“What it meant it was, sometimes Truffaut would talk about something the wild child had done in the voice-over — you’d see him writing in his journal and you’d hear his voice,” Weber said. But then Truffaut would use voice-over to ask more esoteric questions, and this became a key influence on Malick and Weber. “It gave the movie a real, wonderful, dramatic quality,” he said.

Weber added that use of voice-over in Malick’s film had been an evolutionary process of experimentation, and notes that, for example, the filmmaker had never intended to use voice-over for “Days Of Heaven,” but through experimentation, it too became an integral part of the film (for more on that film, make sure you read our “Things You Didn’t Know About Days Of Heaven” feature).

“A voice-over is like adding music,” Weber said. “It really changes things and you realize it gives you an overall different rhythm to the movie. So you end up wanting to recut based on the voice-over and then maybe changing the V.O., redoing some of it. So it’s a such a big influence. It also allows you to create montages in areas that weren’t intended to be montages or won’t be intended to be split up.”

4. While the anti-hero concept wasn’t exactly new in cinema, it was still startling, and some were blow away with how the audience sympathized with the lead character.
Actor George C. Scott saw it in previews and told Martin Sheen that he was in awe. “ ‘You are the most charming villain I have ever seen!’ ” Sheen recalled Scott telling him. “ ‘You’re pulling for this horrible mass killer. You’re concerned about him, you feel for him. You’re attracted to him.’ I was like, ‘Wow, that’s Terry Malick.’ I could never have conceived of that in a million years. I didn’t have a clue where he was taking me, but I was smart enough to know he was onto something and just follow him; do everything he said. Sissy would agree. We both knew to trust him.”

5. Jack Fisk hadn’t seen “Badlands” in almost four decades.
Jack Fisk, the legendary production designer married to Sissy Spacek — they met during the filming — took half a lifetime to see “Badlands” again, but doesn’t seem to have any hard feelings or issues about the making of the film (indeed, not only did he find a wife during the filmmaking, he’s gone on to be a constant Malick collaborator and worked on every one of his films since). “I went a long time without seeing it,” Fisk said on the Criterion making-of documentary, noting that he saw the movie just a few years ago at a film festival (probably the LACMA screening). “I hadn’t seen it in 35-40 years. It was more like looking through a photo album, looking back at an early part of my life. Through Terry I learned that filmmaking could be art.”

“I’ve always approached art direction through character, and I just started filling up all the drawers of Holly’s house with stuff,” Fisk told GQ in 2011. On the DVD, Spacek recalls this vividly and almost suggests this was Fisk’s way of flirting with her by providing a bedroom for her character that was totally alive, rich and full of things and trinkets that she might use. He was also one of the few unquestionably loyal people on the film crew. “The whole crew changed over several times, except for the art department and the actors. The people that money was important to left early, and the rest of us made a great film.”

Criterion has posted the first four minutes of “Badlands,” which you can see below.

6. The iconic music in Badlands’ was originally intended for Irvin Kershner’s “Dirty Harry,” which Malick was hired to rewrite the script of.
The indelible piece of music used in “Badlands” is Carl Orff’s “Gassenhauer.” The way Malick came upon the piece of music points to one of the historical bits of trivia about the filmmaker.

“Terry had heard the Carl Orff music earlier when he was he was writing a movie for Irv Kershner,” Billy Weber revealed on the Criterion Extras. “And Kershner knew the music and played it for Terry and said he was thinking of using it. It was a movie that never got made. And so Terry fell in love with it and thought it would be perfect for Badlands.”

The Irvin Kershner project (he directed “The Empire Strikes Back”) was an aborted attempt at “Dirty Harry.” In his time studying film (pre-“Badlands”), Malick worked as a rewrite man and helped shape, among others, an original script for “Dirty Harrry” intended for Kershner to direct. It never happened — the now famous 1971 movie was eventually directed by Don Siegel with a script by Harry Julian Fink said to have featured some uncredited rewrite work by John Milius — but both Marlon Brando and Frank Sinatra were considered for the role of Harry Callahan. One would love to look at that script and see if there were any similarities, if any, to “Badlands.”

What Malick loved about Orff’s song is that it was performed by children and had a naive and innocent quality to it perfect for “Badlands.” While the movie made the piece of music iconic, it’s perhaps better known by modern audiences for its use within another lovers-on-the-lam film. In a Quentin Tarantino-esque move, Tony Scott nicked and reappropriated the Orff piece for “True Romance,” only in his movie it’s slightly different, reworked by that film’s composer Hans Zimmer and retitled “You’re So Cool.”

7. The final shot of “Badlands” was bought archival footage.
Weber says for the final shot of the movie, Malick wanted to depict the disembodied voice of Sissy Spacek to be flying through clouds. Not being able to afford the shot, he bought stock footage instead.

“We saw this footage, originally shot in 65mm from the 1970s action thriller, ‘Ice Station Zebra,’” Weber said. “It was meant to be plate shots meant to be inserted with planes overtop of it. And you could buy it, so we picked one we really liked and bought one that was like 30 feet.

8. While others revolted and thought Malick was inexperienced — much of that is documented here — others saw his talent right away.
“I had no doubts about Terry from the first day’s worth of dailies.” Weber said. “I just thought he was different, but I certainly always felt like he knew what he wanted. It wasn’t like he was shooting a movie in the dark hoping it would work. He knew what he wanted to do.”

9. Longtime editor Billy Weber said making “Badlands” was tough, but working with Malick taught him much about film.
“It was a difficult edit to come out of because neither one of us knew what we were doing,” Webber said on the Criterion DVD. “That made it harder. There was a lot less experimentation on ‘Badlands’ than anything that followed.” It was like that because, “we were on a very tight schedule, Terry was a first-time director and he wanted to put out there what his original intention was and he didn’t want to censor himself. He just really wanted to see what would happen if he kept faith in what he wanted to do.”

Having been an editor on all of Malick’s films, Weber has accrued plenty of wisdom to apply not only to Malick’s movies, but the process of filmmaking itself. “What you realize when you’re cutting a movie is the new script is the film,” he said. “The old script is what was written on the page, but that’s now old. That doesn’t really mean a lot. What matters is the new script, which is the shot footage.”

10. One last pearl of wisdom from Weber attests to the fact that Malick’s films aren’t haphazard and the filmmaker doesn’t just figure things out in post-production.
“I personally don’t believe a movie can be saved in the editing room — I know there’s an expression that it can be, but I don’t believe in that,” Webber said. “The first cut of a movie is the movie. You can’t change the essence of a movie. You can make it move faster, you can shift scenes around, but I don’t believe it can be saved. You can tell in the first cut whether it works and then you just make it better. The first cut of ‘Badlands’ is what ‘Badlands’ is. We just made it shorter.”

“Badlands,” like any Malick film production, is now legendary. The filmmaker actually got into a fistfight with one of the producers, an on-set fire practically killed a crew member, frustration and mutiny led to three different cinematographers working on the film, and the picture went way over budget. For more in-depth “did you know” details about “Badlands,” make sure to read our original feature about the film. For more “Things You May Not Know” about the films of Terrence Malick, be sure to check out our features on “Days Of Heaven,” “The Thin Red Line,” “The New World,” “The Tree of Life,” and an extensive and in-depth profile on all the Lost & Unproduced Screenplays of Terrence Malick’s career.

Criterion’s 3 Reasons for “Badlands”:

Terrence Malick’s “Badlands” cameo:

“Badlands” is available now on DVD and Blu-Ray via the Criterion Collection. — Additional reporting by Kevin Jagernauth

Sign Up: Stay on top of the latest breaking film and TV news! Sign up for our Email Newsletters here.

This Article is related to: Features and tagged , , , , , ,

Get The Latest IndieWire Alerts And Newsletters Delivered Directly To Your Inbox