Q: When is a Spaceship Not a Spaceship?
A: When It's a Brain Coral.

Writing the Screen Adaptation of
Robert A. Heinlein's The Puppet Masters

Terry Rossio, 1995


It seemed like a good idea at the time: get the studio to buy the rights to Robert A. Heinlein's The Puppet Masters and adapt it for the screen. "There are whole sequences we can use straight from the book," I confidently told Executive Producer Michael Engelberg, standing in the parking lot outside the Team Disney Building. "We can get a great script done pretty fast."

Several years, countless drafts and many screenwriters later, Engelberg would delight in reminding me of the conversation.

Like I said...it seemed like a good idea at the time. My writing partner Ted Elliott and I had just finished working with Engelberg on an adaptation of the Edgar Rice Burroughs novel A Princess of Mars. The studio was happy with it and us, and wanted to hire us for another project.

So we pitched them The Puppet Masters. They bought the rights. We wrote the script, turned it in. And they hated it.

Upon reading the script, the quote from then-Hollywood Pictures president Ricardo Mestres was, "I hated the dialog. I hated the story. I hated the characters. It doesn't work on any level."

We were dumbfounded. After all, the story is pretty simple: alien slugs arrive on earth, ride on people's backs, plug into their brains and tell them what to do. Special agents Sam, Mary, and the Old Man try to stop them as they spread across the United States. Our screenplay was the same story we pitched, which was the same story of the outline we turned in. It was also the same story from the book they'd just spent so much money to own. Finally we realized: nobody at the studio had ever actually read The Puppet Masters.

So Engelberg talked Ricardo into belatedly reading Heinlein's novel. Word eventually came back that we had "stayed too close to the book," which Ricardo in fact didn't like, but it did have "a germ of an idea that was good."

My partner Ted pointed out the irony: "So even though we 'stayed too close to the book' we somehow managed to cleverly exclude the one single 'germ of an idea' that Ricardo liked."

Contractually we owed the studio a re-write on the project, which brought up the question, what the hell did they want us to do?

Several things, in fact. Ricardo didn't want the U.S. President to be in the film. "Films with Presidents don't work," he informed us. Also, he didn't want the entire United States to be infected with slugs. That was too big - he preferred just one small town. And he didn't like the story of the lead female, Mary. "She doesn't have to be connected to the plot," a female executive on the project told us, "in this type of film, the woman is just the hero's girlfriend."

Finally, Ricardo really hated the spaceships. They were too 'flying saucer-ish,' too fifties - he thought they would date the film.

So how did the Puppet Masters travel to earth, if there were no spaceships?

"Spores," Ricardo suggested.

We pointed out that the film he was describing sounded suspiciously like Invasion of the Body Snatchers. "Okay," he said, "why not have them come down on the space shuttle?"

It was at that point that Ted and I bolted to the feature animation division for several months to re-write Aladdin. Hollywood Pictures began searching for other writers to execute a draft of Ricardo's version of the story. It all probably should have ended for us then and there, and in some kinder, gentler alternate universe it perhaps did.

But then Ted had an idea.

"Whatever writers you hire," Ted told Engelberg, "why don't you suggest they set the story on an Air Force base instead of a small town."

There were a number of advantages to an Air Force base setting. It hadn't been used before, at least not in this type of film. It had an intriguing mix of military (people with guns to fight slugs) and civilian (people we could put in jeopardy). And base-housing, even in normal life, has a slightly eerie quality, similar to what Heinlein created with his story. Finally, you could quarantine an Air Force base more convincingly than you could a small town.

Engelberg told the idea to Ricardo, who loved it. Engelberg then asked us a favor: would we please do it?

Ted reminded him that he didn't make the suggestion with the idea of actually having to write the thing. Did we really want to be known as the screenwriters who screwed-up one of the great science fiction novels of all time? But Engelberg was persuasive - if it wasn't us, then it would be someone else, perhaps writers not as good.

Also...he never brought it up, but we did feel we owed him a favor for giving us a chance on A Princess of Mars.

So Ted and I sat down and wrote what eventually became known as the 'B-version' of The Puppet Masters: a shuttle astronaut becomes slug-ridden on a satellite repair mission. The shuttle makes an emergency landing at White Sands, New Mexico. The slugs start spreading, eventually taking over the base. (We consoled ourselves that at least the monsters were the same, and we got to play out many of the same story beats that were in Heinlein's novel.)

We turned the draft in and the reaction was positive. So now the project was back on track. And to be fair to Ricardo, the new screenplay did indeed read more 'like a movie,' i.e., something that could be filmed on a realistic budget. So everyone was happy -

Except Engelberg.

To understand this, one must understand that Dr. Michael Engelberg is a hard core, lifelong science fiction fan. His apartment is like a library - crowded with shelves of books and magazines, you feel perhaps you should speak in hushed tones. He originally read The Puppet Masters as a kid when it was published monthly as a serial, eagerly waiting by the mailbox for each new installment.

No matter how filmic our 'B-version' script was, it just wasn't Robert A. Heinlein. And that's what Michael really wanted to see.

So using political machinations worthy of the Old Man himself (favors were called, strings at high levels were pulled) Engelberg engineered this result: Hollywood Pictures would go back to the book (and our first script) and develop the original story concurrently with the B-version. Whichever next draft turned out the best would be the film that would be made.

Also, because the B-version was treated as a separate screenplay, we still owed them a re-write. So Ted and I were asked to revise the original story (which was the story we preferred anyway). Ricardo assigned new writers (James Bonny & Richard Finney) to the 'B-version.'

They also got a director, Dan Petrie Jr. - which shows which version Ricardo was backing. (For our B-version research, Ted and I had to violate national security and sneak away from an air museum tour at March Air Force Base. In contrast, Petrie and his writers received special passes to Edwards Air Force base and got to watch the shuttle land.)

So that's how Ted and I found ourselves in this bizarre situation: we were working on a screenplay that the studio head didn't want, competing with other writers on the same project - and they were working from one of our scripts!

And since they had a director and we didn't, things weren't looking too good for Heinlein's original story. And rumor had it that Petrie was even changing the creatures - he liked the idea of them going under people's skin, hiding out inside people's bodies. And since we were preoccupied on Aladdin with story holes you could drive a truck through, they even got their draft in first - a definite tactical advantage.

But then a couple things happened. First, no one was real jazzed with what Petrie and the writers did on the revised 'B-version' script. Second, our revision was an improvement on our first effort (at least we like to think so). Third, another Body Snatchers remake was announced, and it was set completely on an Air Force base. And finally, Engelberg continued in his efforts to convince anyone who would listen that we should be doing the classic, original story. (Michael Eisner agreed, commenting that no one wanted another Bonfire of the Vanities.)

Next, screenwriter David Goyer was hired to re-write our script (the revised original version). David did a great job, keeping stuff that was working, changing some elements that weren't. In many ways he improved on our efforts, putting together the best of any of the drafts up to that point.

Amazingly, Ricardo was convinced, and the 'B-version' was officially killed. The green light flickered, and the search for a director was on.

So next a director gets hired and he shoots the script, right? Not in Hollywood.

What happens is this: the director gets hired (in this case, British director Stewart Orme) and he sits down with screenwriters of his choosing and decides what film he wants to make. All the screenwriting work up to this point is potentially moot. The director can (and usually does) throw out the existing script and start over from scratch. Which is just what Stewart decided to do.

New writers were brought in (Neil Pervis & Rob Wade) and, with principal photography weeks away, a new script was commissioned, to be written under Stewart's direction. Writing screenplays under these rushed conditions goes a long way toward explaining the generally mediocre quality of films - the screenplay that gets shot is quite often not the best version that was written. (This does not stop critics - who generally have not read any version - from sympathizing with directors and actors who must "struggle with a mediocre screenplay.")

So it turns out that Stewart, too, has a thing against spaceships. His idea was that slugs would grow from a seed that was left behind by a streaking light. And like many people, he was interested in the idea of a 'mother slug,' a concept that every writer along the way fought hard to keep out.

Those and other new ideas frustrated Engelberg enormously. They were backwards steps, he felt, from Goyer's revision of our script. When Stewart's shooting script came in - with principal photography just days away - Engelberg was beyond frustrated, he was depressed. The script wasn't very good, he felt. Worse, it wasn't Heinlein.

Enter Jeffrey Katzenberg. He read the shooting script and didn't like it. It wasn't the same movie he'd given a green light to. Katzenberg ordered principal photography moved back a month, and, in a rare move for a studio head, ordered the director to go back to a previous draft - the Goyer revision of our script. David Goyer was re-hired (at a properly re-negotiated salary) and he and Stewart worked to bring Heinlein's original story to the screen. And that's the draft that eventually got shot.

So it was that three years after our initial parking lot conversation, Engelberg escorted us on a tour of the Puppet Masters set, on the Warner Hollywood lot. We saw foam slugs being mass-produced. We saw Jarvis' apartment. We saw the situation room of the Section. We saw Donald Sutherland, cane in hand, personifying the Old Man.

"Come look at the spaceship," Engelberg said.

We followed him into soundstage one. And there before us -

- was a slime-covered parking garage.

"That's not a spaceship," I said.

"Well," Engelberg said, a little defensive, "it's what we're calling the spaceship."

I looked again. It was a parking garage - cars and all - draped by gooey alien stuff. "Looks like they went with the look of the Aliens set," Ted commented.

"So there's no spaceship," I said.

"Stewart calls it the nest," Engelberg said. "Ricardo wants to call it the brain coral. It's what the spaceship becomes. It's our spaceship."

"It's not a spaceship. A spaceship takes off and lands. There's nothing here that can fly."

"Terry, now you're being mean," Ted observed.

"Okay," Engelberg admitted, glum. "There is no spaceship."

I was greatly disappointed. Our original desire to do the novel was based on wanting to see seven great gangbusters sequences. For those who've read the novel, they are:

  1. Investigating the fake spaceship and the fake news broadcast.
  2. Sam gets taken by the slugs, goes over to their side.
  3. Sam sits down in Mary's place for the slug interview.
  4. Sam goes into slug-infested Kansas City.
  5. The President takes off his clothes in front of Congress.
  6. The ape, Satan, gets slug-ridden. And
  7. Sam and the Old Man go into the alien spaceship.

These are, for me, the essential sequences of the novel. The first two made it into the film in some form, I think. The third got pared away by the development process, for no good reason that I can remember.

The fourth - Sam goes into Kansas City - takes place at night, and I fear it won't have the impact it should have had. The fifth was cut by Ricardo. The sixth was pared down due to budget. And the seventh -

No spaceship meant no spaceship for Sam and the Old Man to go into. No throat-tightening claustrophobia, no slugs swimming in fluid, no victims hanging in suspended animation. And that's a damn shame.

Of the seven sequences, we were able to get maybe two and a half up on screen. Not a very impressive score, and it was a horrendous fight to get even that. I've come to believe that making a film is like a massive version of throwing a dinner party - you invite a lot of people and hope that it turns out good, but you can't really control it. And after everyone has left and you've got this big mess, you wonder if all the work was worth it, why you went to all the trouble.

I guess you have to think back on the highlights, and appreciate the small successes. There will be a Puppet Masters film. It will have real Heinlein slugs in it and they will take over a good part of the United States. I got to hold a slug in my hand, feel it wriggle. Actress Julie Warner took my six year-old daughter by the hand and led her up onto the stage so she could see a slug close up.

And Michael Engelberg, that long ago kid waiting by the mailbox for the next installment, actually got to be ridden by a 'Master' in one of the scenes, a slug-infested extra.

It seemed like a good idea at the time. Heck, maybe it was a good idea after all.

- Copyright 1995 by Terry Rossio. All Rights Reserved.

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