This week’s Hidden Netflix Gem: “Once Upon a Time in the West” (1968)

It’s 2012, so it wouldn’t be all that surprising to discover a majority of young people have not heard of Italian film director, producer, and screenwriter Sergio Leone. After all, the man died 23 years ago in 1989. However, you’d likely be hard pressed to find someone in that demographic who hasn’t seen, or at the very least heard of the man’s work.

Leone, one of the most prominent figures of the Spaghetti Western sub-genre, released his first film, “The Last Days of Pompeii,” in 1959 and his last, “Once Upon a Time in America,” in 1984. But it was during the 1960s that a number of his most popular films, those that remain relevant to this day, were released. Firstly, there’s the Dollars Trilogy, a series of three films which Leone wrote and directed which followed the exploits of the “Man with No Name,” played by Clint Eastwood. There’s a name you’ve heard, Clint Eastwood, and I bet you’ve heard of the trilogy’s final installment as well, 1966′s “The Good, the Bad and the Ugly.”

After the Dollars Trilogy was completed, Leone decided he was done with Westerns. He’d said all he wanted to within the confines of the genre. It was only after Paramount informed Leone that he’d have access to Henry Fonda—his favorite actor, one he’d wanted to work with his entire career—that he decided to return. Leone and his fellow writers spent nearly a year watching and discussing some of the best American Westerns to date before constructing a story made up almost entirely of references to those classics.

Problem was, around the same time, Henry Fonda had decided he was done with Westerns too, and turned down Leone’s first offer to star in “Once Upon a Time in the West.” It wasn’t until Leone flew to New York to meet with Fonda in person that the actor accepted. To convince him, Leone said, “Picture this: the camera shows a gunman from the waist down pulling his gun and shooting a running child. The camera tilts up to the gunman’s face and…it’s Henry Fonda.” See, Fonda had spent most of his career playing good guys. But in “Once Upon a Time in the West,” he was cast against type, playing not just a bad guy, but one of the most sadistic, monstrous villains ever to grace the silver screen.

Now that all that background’s out of the way, I suppose we should talk about the film itself. Contrary to the fast-paced, upbeat nature of previous Westerns, the film includes numerous long, drawn-out shots and scenes with little dialogue and less action significant to the over-arching plot. These scenes of quiet are often interrupted by sudden outbreaks of violence. It’s the quiet, the routine, and then bam: sound and fury. The film is less a study of violence and more about the subtleties that precede it.

The film begins with the arrival of a quiet man known only as Harmonica, played by Charles Bronson (the Charles Bronson, the one from whom that other guy took his “fighting name”). “Instead of talking, [Harmonica] plays. And when he better play, he talks.” For reasons unknown to the viewer, Harmonica is on a mission of vengeance against the villainous Frank (Fonda), who works as something of an enforcer for railroad tycoon Morton (Gabriele Ferzetti). As mentioned, the first time we see Frank, he’s massacring an innocent family, the McBains, for reasons equally unknown. Frank tries to pin the blame for the killings on a local outlaw named Cheyenne (Jason Robards). When Cheyenne hears this, he and Harmonica become uncertain allies in a war against Frank. They’re joined by Jill (Claudia Cardinale), a young woman who’d travelled out west from New Orleans to marry the recently deceased McBain.

Part of what makes the film special is its twisting of the genre’s many tropes. For example, Cheyenne is one of the film’s more honorable and likable characters. The fact that he robs people for a living is irrelevant. But the biggest and most interesting of these aversions is that it’s never assured that Harmonica will be capable of killing Frank and getting his vengeance. He’s wounded in the film’s first scene, and as a result, he’s clearly far from invincible. This is not the smooth ride of the overly-lovable sheriff defeating the bank robber. Whether or not the “good guys” can win is never a foregone conclusion. It wouldn’t be in the real world, so it’s not in “Once Upon a Time” either. Furthermore, horrible as Frank may be, it’s hard not to respect him. The first parallel that springs to mind is Darth Vader. Sure he’s the bad guy, but he’s also a badass.

“Once Upon a Time in the West” is long, with a running time of 165 minutes, and the drawn-out style will no doubt be foreign to contemporary viewers. But there’s a reason the film gets all the accolades it receives. It sits at a 98 percent on the Tomatometer, and is generally acknowledged as one of the best Westerns ever made. In 2009, it was placed in the National Film Registry in the Library of Congress for being “culturally, historically or aesthetically” significant. Consistently quotable, with a number of intriguing conflicts and sub-conflicts, taking in “Once Upon a Time in the West,” one of the great masterpieces of the 20th century, is a more than worthwhile way to spend your Saturday evening.

Check out the trailer below and follow the writer on Twitter @NateKreichman. 

Bullz-Eye: “The Lieutenant” wasn’t the last time you worked with Gene Roddenberry, but was it the first time you crossed paths with him?

Gary Lockwood: Yes, it was. They talked to me about doing this show, and Roddenberry was sitting there with the head of television at MGM, and that’s how I met him.

BE: That was your first time headlining a series, although, you’d at least had a little experience as a recurring character on “Follow the Sun.”

GL: Yeah, well, I was the third banana on “Follow the Sun,” but I ended up doing the most shows. It’s hard to talk about yourself, but…it’s not that difficult. [Laughs.] What I mean to say is that the audience ended up liking my character, so I did most of the episodes of the show.

BE: There’s a quote attributed to you about how being the star of a series is like being a jet pilot: you’ve got a lot of experts working behind the scenes to get the jet running, and then the pilot sits in the cockpit and makes it work.

GL: Yeah, at which point you either live or die. [Laughs.] You get the spoils, but you also get the losses. The reason I kind of make a joke about jet pilots is that you go to work and you don’t do anything, you just sit there in a chair and drink coffee and look at girls. And then they call you, and go over and fly in front of a camera for awhile, and then you sit down for awhile while everyone else does all the work. So I kind of thought it was a little bit like being a jet pilot.

BE: When you think back to the character of Lt. Bill Rice, what’s the first thing that leaps to mind?

GL: Well, I just played him. I mean, I was just an actor. Bill Rice is not somebody I would ever be or… [Trails off.] They did ask me once if I wanted to go to Annapolis, but I was a bit too much of a rogue for that kind of life. One of my best friends did go to Annapolis, but he resigned after about a year. He didn’t like the regiment. So it takes a certain kind of guy. It was very difficult for me to consider. I wouldn’t say I wanted to be like Bill Rice, but acting is all making believe, so you create a character and you just go there and play him. I think I’ve done that with every job I’ve ever had.

BE: You obviously had some good writers to work with, led by Mr. Roddenberry, but what would you say that you yourself brought to the part that wasn’t there when you arrived?

GL: Well, here’s basically what I think, and I think this is not some epiphany on my part. [Laughs.] But I’ve worked with some very talented directors, as in (Elia) Kazan and (Stanley) Kubrick and people like that, and what one tries to do is…I think one should try to get as close to type as you can. And the reason I feel this way is that if you cast a certain look, a certain face, a certain body type, a certain person, and you put them in that part, most of the time when you’re making a film or a television show, you’re not really talking or something. You’re just doing reactions. And the reason that typecasting works, in my opinion, is that I did look like a Marine, I was athletic like a Marine…in fact, I beat a Marine through the obstacle course for a case of beer from our technical director once. [Laughs.] But the point that I’m trying to make is that when you put the camera on a person for a reaction, your story moves forward, not backward. And…I’m not a skinny guy. I look like I could’ve been a Marine. So if there’s anything I brought to it, it’s my physical stature. Also, I’ve got an aggressive attitude. I was a quarterback as a football player, so I had that kind of attitude, the guy who comes into the huddle and tells everybody to shut up and listen to what he has to tell them. [Laughs.]

BE: Roddenberry indicated at one point that “The Lieutenant” was, in a sense, another casualty of the Vietnam War, that viewers were already getting enough non-fiction war drama on their television sets. Did you get that impression as well?

GL: Well, no, actually. Here’s the thing that I’ve often thought: we did rather well considering that we were opposite Jackie Gleason, who was the lynchpin of television. Saturday night at 7:30 PM opposite Jackie Gleason, that’s a rough spot. [Laughs.] I kind of felt, based on how we were received, that had we been in another timeslot, we probably might’ve been in the top 10 or 15. So I can’t really say that the Vietnam War was credited to our going off the air, but maybe to some extent. There’s politics involved in life, and as an actor, I’m not a politician.

BE: You continued to work with Roddenberry after “The Lieutenant” went off the air. What are your recollections of playing Gary Mitchell on “Star Trek”?

GL: Well… [Starts to laugh.] It’s turned out to be very beneficial to me in the afterlife of that particular time, but I can say this: it was the most difficult, horrible job I ever had.

BE: Really?

GL: Well, because I had to put on these full contact lenses when I became the god-like figure, and I had these silver eyes. It was very, very difficult. I had to choreograph everything blind. I couldn’t see. Everybody thought I could see them, but I couldn’t. So I would have them put me on a mark, and then I did everything based on what I knew of where things were in the rehearsal, like a blind person. And then my eyes began to hurt, so…it was not a fun time, no. But, I mean, it turned out to be a real bonanza for me, in that I do autograph shows sometimes, and Frank Poole (from “2001: A Space Odyssey”) and Gary Mitchell are the ones I do the most autographs for.

BE: Speaking of Frank Poole, how was the experience of working with Kubrick? He was a formidable figure, to say the least.  

GL: Oh, yeah, he was the greatest. I’m one of these guys that got along well with him, but, I mean, everybody has their own story with him. But, yeah, he was the greatest to me.

BE: Did you have any interaction with Arthur C. Clarke at all?

GL: Yes, I did. Many times. He was a very nice man. As a matter of fact, Arthur Clarke and myself…I think we did the first live interview and conversation on the internet. I was on a stage at the University of Illinois, and Arthur was at his home in Sri Lanka, and it was on the birthday of the HAL 9000 computer. [Laughs.] It was fun. I remember Arthur’s image came on a screen, and it was, like, at 500 frames per second, which was like slow motion. But the sound, the audio, was real-time.

BE: You also got to work with Elvis on a couple of occasions: “Wild in the Country” and “It Happened at the World’s Fair.”

GL: Yeah, Elvis, I liked him. He was a real gentleman. I ended up being the quarterback on his flag football team. [Laughs.]

BE: What were your thoughts of him as an actor?

GL: Well, here’s the thing about famous musicians: their persona as a musician is so important, and they basically rely on that. “Wild in the Country” was supposed to be his breakout film, the first without any music, but after they screened it, everybody wanted music, so they went back and put in some numbers which weren’t there in the original version. So, y’know, what I’m trying to say is that Elvis Presley was a musician, a singer, and…I’m not saying he was a good actor, great, or bad actor, I’m just saying that he basically played himself all of the time.

BE: You mentioned Elia Kazan in passing a moment ago, with whom you worked on “Splendor in the Grass.”

GL: Oh, yeah, Kazan. Oh, God, he was a character. I got along with him reasonably well. He was a bit competitive toward the women all the time…and I chased a lot of girls in my heyday. [Laughs.]

BE: Did you learn anything from him as a director?

GL: [Long pause.] No, not particularly. I think Kazan’s greatest strength was that he had been an actor, and quite a good one, apparently. So he was very good at getting people into positions where he could get a performance out of them because he understood acting. Visually, he was certainly not a Kubrick guy. I mean, he had a very good crew, he had fine cameramen, but I do not believe that he… I mean, I don’t think he took hours to look for the great shot. I think he just understood the mechanics and the language of cinema and moved accordingly.

BE: How did you enjoy the experience of doing the heist film “They Came to Rob Las Vegas”?

GL: Oh, that was a lot of fun. A great job. I really enjoyed myself. I traveled all over. I was on that movie for months and months and months. Las Vegas, Paris, Italy, Spain…it was a great job.

BE: It was also an impressive cast.

GL: Yeah, it was a lot of fun to do. I remember running in the desert with Elke Sommer, and, my God, she was in great shape. Like a man. [Laughs.] But, yeah, it was a very nice job. And Antonio Isasi, the man who directed it, is still a friend of mine, and I saw him in Spain about two years ago. I went to Ibiza, where he lives, and visited him for about a week. He’s a wonderful man.

BE: Do you have a favorite project that you’ve worked on over the years that didn’t get the love you thought it deserved?

GL: Well, as far as a character and as far as just an adventure of doing a job and having a lot of fun, I would say that probably “Firecreek,” the movie I made with Henry Fonda and Jimmy Stewart and Jack Elam, was the most delightful job I ever had. I mean, it was great, great fun. I did enjoy living in England during the making of “2001.” I really enjoyed London. But “Firecreek” was an adventure every day, because we had a poker game that lasted for 14 weeks, and I won a hell of a lot of money. [Laughs.] And Jack Elam was, without a doubt, the most fun actor I ever worked with.

BE: Lastly, do you have any particular recollections about the experience of working on “The Magic Sword”?

GL: I do, although they’re not particularly great ones. [Laughs.] But, I mean, at that time, I got paid a small amount of money, but it paid my rent for a couple of months, so I wasn’t ungrateful about getting the part! But it was a very difficult movie to make. I mean, we shot very fast and…I think we shot it in three or four weeks.

BE: I can believe that, given that Bert Gordon was at the helm. I’ve heard that he was, uh, expedient with his productions.

GL: Yeah, well, he wasn’t Kubrick. [Laughs.] I remember in “2001” it took two or three days to get one shot once. In Bert Gordon’s movie, we would’ve been halfway through the film!

Bullz-Eye: First of all, in case you haven’t heard, I should let you know that we put you into our Director’s Hall of Fame last year.

John Landis: Oh, thank you very much!

BE: Our pleasure. After all, we’re a guy-centric site, and it would be fair to say that you’ve made a few movies that have been appreciated by many a man over the years…including, of course, “¡Three Amigos!”

JL: [Laughs.] So did you get a chance to watch the Blu-ray, then?

BE: I did. It looks fantastic.

JL: Yeah, I was able to restore it to the way it’s supposed to be seen. I’m very pleased with the way it looks.

BE: I was actually going to ask you about that process. I presume there’s at least a little bit of difference when it comes to restoring a comedy for Blu-ray versus, say, a full-on special effects extravaganza.

JL: Actually, no. [Laughs.] That would be an untrue presumption. I mean, every picture’s individual, and it depends on the look you were going for with that particular movie. When they made the Blu-ray for “Animal House,” I was upset. I thought they made it much too bright and clean. “Animal House” is supposed to look dirty and funky. [Laughs.] I remember the technician, when I had to check it, he kept writing on his chart, “Image degraded per director.” But every movie you make, you try – or at least I do, anyway – for a different kind of look. On “¡Three Amigos!” I was really trying to go for those beautiful westerns that Hollywood used to make in the ‘50s. The Technicolor pictures. We wanted the colors to be incredibly vibrant. You know, the old DVD wasn’t even the correct aspect ratio. So I’m happy that I got the chance to restore it.

BE: Well, as I say, it looks fantastic. And sounds great, too.

JL: Yeah, it’s a great score. It’s a unique situation where Elmer Bernstein, I asked him…I said, “Listen, I want you to satirize yourself.” And that’s what he did. [Laughs.] He’s doing his wacky version of “The Magnificent Seven,” and I was just so pleased with that. And the songs by Randy Newman…I mean, the movie’s got incredible music.

BE: And the Singing Bush. I mean, come on…

JL: The Singing Bush is Randy Newman! [Laughs.]

BE: Absolutely. Did you have to prod him at all to play that part?

JL: Yes. [Laughs.] But he did a great job. The role he was born to play!

BE: You and your stars – Chevy Chase, Steve Martin, and Martin Short – reunited for an Empire Magazine article not so long ago.

JL: Right, that was recently. It was only about four months ago, I think.

BE: It was a great article, although as I read it, I couldn’t help but think, “Gee, I’m sure he loved being reminded that ‘¡Three Amigos!’ made less money at the box office than ‘Police Academy 3.’”

JL: Yeah, but ‘Police Academy 3’ was a gigantic hit!

BE: Well, sure. But when you look back on classic films of the ‘80s, ‘¡Three Amigos!’ would seem to rank higher than ‘Police Academy 3.’

JL: Maybe, but…I make a movie that I want to see. When you make a film…Peter Bogdanovich famously said, “The only true test of a movie is time,” and there are movies that were originally failures, like “It’s a Wonderful Life,” which was such a failure that it bankrupted the company, but it’s considered a great American film…because it is! [Laughs.]

BE: You’ve been at the helm of quite a few films that continue to be reflected upon both on and between their key anniversaries. Is “¡Three Amigos!” one that surprises you with its endurance?

JL: No. Because it’s very funny. [Laughs.] And I think that the Amigos themselves are very sweet. And…there are not that many movies you can watch with the whole family, other than Disney or Pixar films, where the parents enjoy it as much as the kids.

BE: I discovered this morning that if I go to Google and type in the words “would you say,” it instantly attempts to finish the phrase with “I have a plethora of piñatas”?

JL: [Bursts out laughing.] Is that true?

BE: That is absolutely true.

JL: That’s…odd. [Laughs.]

BE: But it’s also, I think, a testament to the enduring fan base for that film.

JL: Well, that’s also the wonderful Alfonso Arau and Tony Plana. They’re so great.

BE: Are there any lines that stand out for you personally as favorites?

JL: Oh, many. I think my favorite, the one that I quote the most, is when Dusty Bottoms comes to the Mexican village and the peasants feed them and give them lunch, and Chevy says, “Do you have anything besides Mexican food?” [Laughs.] My wife and I were three months in India, and I found myself saying “do you have anything besides…Mexican food?” all the time.

BE: One of the things I noticed in re-watching the film – something I can’t say as I paid attention to before – was that, in the scene where the Amigos meet with the head of their movie studio, you’ve got three guys working together who would go on to be three of the most popular guest voices on The Simpsons: Phil Hartman (Troy McClure), Jon Lovitz (Artie Ziff), and Joe Mantegna (Fat Tony).

JL: Oh, you know, I never thought of that! [Laughs.] That was Joe Mantegna’s first movie. And Jon Loviz and Phil Hartman, they’re in it because I really wanted Lorne (Michaels) to see them, to put them on “Saturday Night Live,” and…he had a prejudice against L.A. at that time, and because they were from a comedy group in L.A. called The Groundlings, he didn’t want to know. So I gave them parts in the movie so he could see how brilliant they were.

BE: If you listen to Joe Mantegna in the scene, he’s essentially doing his Fat Tony voice.

JL: That’s so funny. That never occurred to me. I didn’t even make that connection. Did you watch the cut scenes on the Blu-ray?

BE: I did, yes.

JL: Okay, so you know there was originally a lot more of them in the film.

BE: Yep. It wasn’t until recently, though, that I learned that Sam Kinison had originally been in the film…not that there’s any trace of his work left, unfortunately.

JL: Yeah, he was this cannibal mountain man. I wish we knew where that footage was. It’s only about four minutes worth, but it’s very funny.

BE: A number of surprising films from the ‘80s have emerged as cult hits. Is there one of your past films – not necessarily limiting yourself to the ‘80s – that you feel is ripe for reevaluation?

JL: Well, I’ve been really lucky, in that most of my films – not all, but most – have had a tremendous life. They’re still showing “Animal House” and “The Blues Brothers” and “An American Werewolf in London” and “Trading Places” and “Coming to America.” They’re all sort of still out there. And, of course, my work with Michael Jackson. All of that stuff is still very relevant.

BE: Speaking of Michael Jackson, I wrote in your entry for our Director’s Hall of Fame, “Kids, ask your parents if they ever made a point of tuning in to MTV at the top of the hour in order to catch an airing of ‘Thriller.’ If they tell you they didn’t, then ask them what it was like to grow up in a cultural vacuum.”

JL: [Laughs.] There was a time where it was, like, all “Thriller,” all the time!

BE: What were your thoughts on tackling that project? I mean, Michael Jackson is obviously someone high-profile enough to find him worth working with, but did you have any trepidation about doing a music video?

JL: Well, I didn’t want to do a music video! [Laughs.] When Michael first called me…he’d seen “An American Werewolf in London” and was very taken with Rick Baker’s work, and he just really wanted to turn into a monster. That’s what he wanted: “I want to turn into a monster onscreen.” And I said, “Instead of doing a video, which is just a three-minute commercial for a record, why don’t we do a short?” And it was meant to be…well, it was, actually, a theatrical short. Disney actually distributed it with “Fantasia” before it was on TV. And that’s why it’s 14 minutes: because it’s the length of a theatrical short. So it ended up being like a little movie, and I had no problem doing it. It was great fun.

BE: Having read your bio, I know you worked at least to some extent on “Once Upon a Time in the West.”

JL: I was on that movie for over a month!

BE: Did you learn any life lessons from Sergio Leone?

JL: No. But he was very sweet and very funny. He had this ridiculous Italian accent – he didn’t speak English very well then – and I enjoyed watching him direct Henry Fonda, who he called Hank, and say, “Hank-a, I want-a you to…” [Starts laughing.] It was really funny. But the guy was brilliant. I love that movie.

BE: Do you have any Robert Shaw stories from working on “A Town Called Hell”?

JL: Just that, boy, that guy could drink unbelievably. [Laughs.] He could consume amounts of alcohol that could kill most people.

BE: I don’t know if you’re familiar with the website Splitsider.com, but they recently did a piece called “The Lost Roles of ‘Animal House.’”

JL: [Laughs.] No, I’m not.

BE: They ran through a list of people who’d either been seriously considered or at least thought about for various roles in the film. I hadn’t known that Meat Loaf was more or less in contention for Bluto.

JL: He was on the list, yeah. If we couldn’t get (John) Belushi. I remember it was Josh Mostel, Meat Loaf, and…there were like five or six guys. But John was the only one we actually offered it to, and he took it.

BE: And I can’t help but smile at the thought of Jack Webb playing Dean Wormer.

JL: Well, now, he was my first choice. I went to Jack Webb, and he thought I was nuts. [Laughs.] I mean, I had long hair, and…he did everything but call me a Jew commie faggot. But he sat there, drinking Scotch, and he listened to me. But he had no interest. The casting that I was always disappointed in was when I made “The Blues Brothers.” For Bob – of Bob’s Country Bunker – I had lunch with Roy Rogers. And Roy was a very nice guy, by the way, but he just couldn’t be in an R-rated film.

BE: Were there any musicians you wanted in “The Blues Brothers” that you couldn’t wrangle?

JL: Little Richard. At the moment, Little Richard…you know, he finds and loses Jesus all the time. Just my luck, he found him at that moment. [Laughs.]

BE: In the case of a film like “The Blues Brothers,” where you had to deliver a shorter cut at the studio’s request, is that something always gnaws at you for the long haul, or have there been occasions when you were, like, “God help me, but it might just be better this way”?

JL: Well, I mean, for “The Blues Brothers,” we trimmed it tremendously and made it a lot shorter, but most of the time came out of various musical numbers and stuff. For the most part, the answer is “no.” The only time I’ve ever had a studio really fuck with me was on the sequel, on “Blues Brothers 2000,” where they really just kind of destroyed that movie. But I’m still proud of the music in the movie, which is incredible, and the people who are in it are extraordinary. I’m happy that we were able to document those artists and put them on film. But that’s the only time I ever had a studio really fuck me. [Laughs.]

BE: Did you have fun working with Paul Mazursky on “Into the Night” both as a director and as an actor?

JL: I did! He’s one of those guys that I don’t think people remember what a big filmmaker he was. He made some very interesting movies.

BE: I’d expect it was a kick to be able to threaten him onscreen as you did.

JL: Did I threaten him? Oh, yeah, I had a gun! [Laughs.] Paul’s actually a very good actor.

BE: You’re obviously best known for your comedies, but do you ever have an interest in venturing more into drama?

JL: Oh, sure. I mean, you know, there’s this interesting thing, and it’s true not just to critics but in the industry, too, and I’ve never really understood it, but…if you’re a filmmaker and you can tell a story through the juxtaposition of images, which is how movies are made, then genre doesn’t matter. If you can direct a film, you can direct any genre. But directors get typed just like actors, and if you have great success in comedy, then that’s what they want you to do. And it’s frustrating. [Laughs.]

BE: I was talking to Carl Gottlieb recently, and he said the same of screenwriters, suggesting that there was a time when you wouldn’t think twice about having the guy who wrote “The King’s Speech” write “Transformers 3,” or what have you.

JL: That’s absolutely true. But that’s gone. Now, you know, the executives…they’re like Winnie the Pooh: a bear of very little brain. [Laughs.]

BE: I was curious about the experience of working with Bob Hope on “Spies Like Us.”

JL: Well, Bob was literally on his way to the airport. [Laughs.] He was in London, and I called him up and…he was doing a Command Performance, and I asked him if he would be in the film, since the film is clearly my attempt at doing a kind of “Road” picture, a Hope & Crosby kind of picture. He said, “Sure! Give $35,000 to the Boys Club of America, and I’ll do it!” And I said, “Deal!” And he just literally stopped by. I had it lit and ready, and…I’ll tell you, it was an interesting thing. I don’t know if you remember, but in the ‘60s and ‘70s, Bob Hope started making these bad movies, and he became…well, he was not the Bob Hope of the ‘30s and ‘40s, let’s put it that way. And he came in, and he said, “What do you want me to do?” And I told him, and he said, “No, no, show me.” Which, you know, most actors don’t want you to do that kind of thing. But I found myself doing an imitation of Bob Hope from the ‘30s. [Laughs.] I did that, and then Bob…well, basically, he was doing an imitation of me doing an imitation of him from the ‘30s. But being Bob Hope, he was great at it! He just came in and did it. One take. He did it, and he left. And I was honored to have him in the picture.

BE: I just wanted to jump back to the comment I made earlier about unlikely films from the ’80 developing cult followings. I recently wrote a review of the “Clue” miniseries that was done for The Hub, where I made an offhanded comment about how the movie version of “Clue” – which you co-wrote – had a fantastic cast but maybe wasn’t necessarily what you’d call a great movie…though, in fairness, I haven’t seen it in 20 years. But there was a downright vehement reaction from the readership, the general premise of the replies being, “To hell with you! It goddamned well is a great movie!”

JL: [Laughs.] Excellent! Good for those guys! Well, on “Clue,” I wrote the outline, and then I couldn’t solve it. I created this situation I couldn’t solve. I knew the butler goes, “And then this is who did it,” but I couldn’t figure it out! And then Tom Stoppard worked on it for awhile, and then he gave up. And then I was in London, and there was this wonderful TV series called “Yes, Minister” that was written by Tony Jay and Jonathan Lynn. And I met Jonathan and I asked him to write it, and he wrote it. And then…I’ve forgotten what happened, but I was doing another movie, and I said, “Listen, Jon, I’ll try to get you for this, if you’d like to direct it.” And he did!

BE: Do you have a favorite project that you’ve worked on over the years that didn’t get the love you thought it deserved?

JL: Oh, gee, that’s interesting. I don’t know. You know, you make movies, and they sort of have a life of their own. They go out into the world… [Laughs.] …and depending on where I am and who I’m with is the movie they want to talk about. But…yes, I can think of one. My only children’s film was called “The Stupids,” and I’m quite proud of that movie, but it was unfortunate: I made it for a company called Savoy, and they went bankrupt while I was in post-production, so my film, along with a number of movies, went on a shelf. And Mike Eisner and Disney tried to buy it, and that would’ve been great, because it was PG. Maybe it was even G-rated. Captain Kangaroo’s in it, for God’s sake! [Laughs.] It has puppets! It’s a children’s film!

But it sat there for about three years because Victor Kaufman wouldn’t sell it without the other movies. You had to buy the whole slate of Savoy movies. It would’ve been great if Disney had bought it, because it would’ve said, “Walt Disney presents ‘The Stupids.” But it was eventually bought by New Line, and that’s when they were doing the “Freddy’s Nightmare” movie. I’ll never forget it: I went to a screening and…they had never seen the movie. They bought it for a lot of money, but they’d never seen it! [Laughs.] These schmucks, they thought it was a teenage tits-and-ass movie because a girl named Jenny McCarthy, who was a model in Toronto, she had a small part, but in the years that it sat on the shelf, she became Playmate of the Year and a celebrity. So they thought, “Tom Arnold? Jenny McCarthy?!?” They thought it was gonna be a tits-on-the-beach movie! So when they saw it, they went, “This is a children’s film!” I went, “Yeah…?” And they were really upset about it and kind of dumped it. And it always bothered me, because if you show that to the people who it’s aimed for, which is ages 7 to 10, it plays great. [Laughs.] I’m very happy with that picture. So that’s the one I wish had gotten more love.

BE: Lastly, given how many times you’ve turned up in front of the camera, do you have a favorite of your appearances as an actor? And just to clarify, it doesn’t need to have been a role where you actually had to speak.

JL: Um, I don’t know if you know this, but I’m not really an actor. [Laughs.] Do you remember those commercials that Robert Young used to do, where he said, “I’m not a doctor, but I play one on TV”? I always feel like I should be saying, “I’m not an actor, but I play one in the movies.” Because I’ve been in a shitload of movies. I’ve been in over a hundred films. But…I don’t know, I like my little moment with John Belushi in “1941.” But the film’s not great. [Laughs.] And…I don’t know, I also enjoyed “Into the Night,” because it was kind of slapstick. I enjoyed doing that. I didn’t intend to be in the movie, but I had hired these Persian actors, these Iranian guys, and they were very serious actors and they got the scary, but they couldn’t do the physical comedy. I was trying to do this deadly Keystone Kops slapstick, but they just had trouble with the physical stuff, so I ended up just going, “Fuck it, I look Persian, I’ll do it.” So I’m in there, and, really, the only reason I’m in there – and it worked quite well – was just to get them to be able to do the falling-down stuff like I wanted it. But you’ll notice I don’t speak in that movie. Sorry, I don’t speak Farsi. [Laughs.]

There were only two caveats used when citing these final films: they had to have been live-action works (i.e. no voiceover performances), and the actors had to have been playing someone other than themselves. You will no doubt find yourself asking, “Hey, why didn’t [INSERT FAVORITE ACTOR'S NAME HERE] make this cut?” If you’ve got a favorite final film by an actor that was left out of the mix…hey, that’s what the Comments section is for. For now, though, sit back and enjoy…

1. Humphrey Bogart, “The Harder They Fall” (1956): Although many tend to think of his definitive work as having taken place in the 1940s simply by virtue of the fact that it’s when both “Casablanca” and “The Maltese Falcon” were released, Humphrey Bogart continued to offer exemplary performances throughout the ‘50s, receiving his Oscar for “The African Queen” (1951), a nomination for “The Caine Mutiny” (1954). By the mid-1950s, however, the actor’s health was failing, and he would soon be diagnosed with cancer of the esophagus…not that you’d know it from his work load: in 1955, he starred in “We’re No Angels,” “The Left Hand of God,” and “The Desperate Hours.”

Watching Bogie in his final film, “The Harder They Fall,” it’s easy to say that he looks tired and worn out, but it’s just as easy to attribute that to the character he’s playing. Eddie Willis (Bogart) is a former sports writer who’s struggling to make ends meet after his newspaper shuts down, and when he’s hired by Nick Benko (Rod Steiger), a boxing promoter known for his somewhat imprecise morality, to help promote his new fighter, a naïve Argentinean named Toro Moreno (Mike Lane), there’s little question that Eddie’s doing it for the money. Everybody knows that wrestling is fake, but you may be surprised to see the behind-the-scenes shenanigans that go on in boxing: Toro’s a pretty rotten boxer, but Eddie promotes the hell out of him while Nick and his cohorts fix the fights, enabling Toro to steadily work his way up the ranks. The ending is pretty heavy-handed, with the music soaring as Eddie sits down in front of his typewriter to hash out the boxing expose that will help to clear his conscience, but Bogart is fantastic throughout the film. Sadly, it’s out of print on DVD, but if you’ve never seen it before, you may find it worth the $14.99 it’ll cost you to download it from iTunes. Eight months after “The Harder They Fall” hit theaters, Bogart lost his own fight, falling victim to his cancer at the age of 57. – Will Harris

2. James Dean, “Giant” (1956): George Stevens’ massive adaptation of Edna Ferber’s sprawling novel about ranchers and oil millionaires in the first half of the 20th century remains an especially poignant farewell, indicating the versatile actor 24 year-old James Dean would have become had he not died in an auto wreck shortly before production was completed.

At first, Dean’s Jet Rink is in line with his other roles, a rebellious, troubled ranch hand who shyly flirts with beautiful Leslie Benedict (Elizabeth Taylor) and generally runs afoul of her cattleman husband, Bick Benedict, Jr. (Rock Hudson). As a couple of decades progress, however, Rink strikes it rich — richer than the Benedicts. Wearing a mustache and with his head partially shaved to suggest a receding hairline, Rink becomes a villain of sorts as he falls for the Benedicts’ beautiful college-age daughter (Carroll Baker) and his resentments against the clan congeal into alcoholic sentimentality, jealousy, and virulent racism. Not that he’s all bad or all sad. Speaking in a mumbly Texan patois reminiscent of Boomhauer from “King of the Hill,” Dean’s Rink is highly vulnerable but full of the impish humor Dean only hinted at in “Rebel Without a Cause.” Even if the part seems artificial compared to Dean’s other roles and even if director Stevens felt it was necessary to have a key speech posthumously looped by Dean’s friend, Nick Adams, “Giant” reminds us that Dean was a lot more than a pop-culture icon or a pretty-boy emoting-machine, he was an actor. – Bob Westal

3. Grace Kelly, “High Society” (1956): Like James Dean, Grace Kelly only had to make a few films to become an immortal. Fortunately, her career wasn’t ended by death but by her “fairy tale” marriage to Prince Rainier of Monaco — although she would eventually die as the result of a car accident a quarter century later.

A musical remake of the romantic comedy classic “The Philadelphia Story” with new songs by Cole Porter and co-starring Bing Crosby and Frank Sinatra, “High Society” was a box office success and, in theory, a perfect filmic swansong. The part of romantically confused heiress Tracey Lord fit Grace Kelly very nicely, and she had actually performed the part as her graduation performance from the prestigious American Academy of Dramatic Arts. Nevertheless, she was stepping into enormous shoes — the part was written for and remains forever associated with Katherine Hepburn — but Kelly, still only 26 years old, seems to effortlessly make the part her own, adding an element of wholesome sensuality that Hepburn couldn’t quite match. She even sang nicely in a duet with Crosby of Porter’s “True Love.” For all of that, the musical comedy got mixed reviews. Director Charles Walters was not one of the greats of cinema and Sinatra and Crosby arguably had better chemistry with each other than they did with their absurdly beautiful lead. Maybe the fact that “High Society” was just okay made it easier for Kelly to attend to her royal duties and charity work and leave acting behind forever. – BW

4. Clark Gable / Marilyn Monroe, “The Misfits” (1961): This intense modern-day western drama was billed as “the ultimate motion picture” and achieved something of the status of myth, and not only because it proved to be final film for both the jovially super-masculine “king of Hollywood” and its ultimate sex symbol. Written by the revered playwright Arthur Miller (“Death of a Salesman”) and directed by an occasionally drunk John Huston — better high than ordinary directors stone cold sober — so much drama occurred on the set that Clark Gable’s ultimately deadly heart attack just a couple of days after shooting seems almost inevitable.

Moreover, a heavy smoker and ex-drinker in his late fifties, Gable insisted on doing some extremely arduous and dangerous stunts in the heat of the film’s Nevada locations. Though the emotionally troubled Monroe died of a probable drug overdose under still-controversial circumstances the next year, she was believed to be near death at one point and hospitalized for ten days during filming, almost certainly because of substance abuse. The film might have had a third death of a true acting great. Co-star Montgomery Clift had so many of his serious troubles that Monroe said, “He’s the only person I know that is in worse shape than I am.” The miracle is that, amidst all this chaos, Monroe and Gable did perhaps the best work of their respective and awe-inspiring careers. Vulnerable, highly emotional, utterly natural, both of them movie stars to the very end. – BW

5. Vivien Leigh, “Ship of Fools” (1965): Some call it “Grand Hotel” on the high seas, but I like to think of “Ship of Fools” as being the heaviest “Love Boat” episode ever made. Either way, though, if there’s one thing you can say about director Stanley Kramer…and, actually, there are lots, but for these purposes, let’s just go with the one…it’s that he was a man who really knew his way around an ensemble cast.

By this, I mean to say that, although “Ship of Fools” was Vivien Leigh’s final film and finds her name sitting at the toppermost of the credits, it wasn’t just her film. Indeed, if “Ship of Fools” was a wrestling match, most critics would argue that Oskar Werner and Simone Signoret are the ones who walk away with the championship belt. Still, Leigh turned in a performance which, not unlike her roles in “Gone with the Wind” and “A Streetcar Named Desire,” bore certain similarities to her own life: as Mary Treadwell, Leigh is forced to confront the effects of age and, by the end of the film, comes to the horrifying revelation that she’s not as young as she used to be. (That doesn’t stop her, however, from turning in a brief but formidable performance of the Charleston.) After “Ship of Fools,” Leigh continued to work in the theater, but she had been battling tuberculosis since the 1940s and, alas, succumbed to the effects of the disease in 1967. – WH

6. Cary Grant, “Walk Don’t Run” (1966): The epitome of Hollywood class, it’s little wonder that Cary Grant made the decision to bow out of acting while still more or less at the top of his game, and he made the transition perfectly with “Walk Don’t Run.” Grant plays Sir William Rutland, a British businessman who takes a trip to Tokyo on matters of industry, but his decision to arrive a few days early backfires, as the city is in the throes of Olympic fever, leaving no rooms available. Although the British embassy proves of no assistance, while in their offices, Sir William spies an advertisement for a room to rent by Christine Easton (Samantha Eggar). Though at first hesitant to accept a male border, Easton finally concedes to his charms and allows him to stay.

What’s interesting, though, is that after years of playing the suave romantic interest, Grant yields that position in the film to Jim Hutton, who plays Steve Davis, an Olympian athlete who’s also without lodging. Davis convinces Sir William to sublet half of his room, meets his new roommate, and…well, despite the fact that Miss Easton is engaged, you can still probably imagine what happens from there. Grant enjoyed 20 years of life after leaving Hollywood, entering the world of business and serving on the boards of Faberge and other companies, but if anyone ever tried to tempt him to step back in front of the camera, they were unsuccessful. Fair enough: when you’ve gone out on top, why risk ruining that? – WH

7. Charlie Chaplin, “A Countess from Hong Kong” (1967): Marlon Brando, Sophia Loren, and Tippi Hedren starred in this one-two punch for Chaplin’s career, which offered his final work as both actor and director. Brando plays the newly-appointed ambassador to Saudi Arabia who, while sailing back to America from Hong Kong, finds that a Russian countess (Loren) has stowed away in his cabin in an attempt to escape a life of prostitution. In his autobiography, Songs My Mother Taught Me, Brando had little positive to say about the experience of working on the film, describing it as “a disaster,” and though he calls Chaplin “perhaps the greatest genius that the medium has ever produced,” it’s after referring to him as “a fearsomely cruel man,” “an egotistical tyrant,” and “probably the most sadistic man I’d ever met.” Yikes. Chaplin, however, was quite proud of the film, though the time he spends on the screen is but a few seconds: he makes a brief cameo as an old steward who asks the ambassador to make sure that the portholes in his room are closed. Although Chaplin had planned to make at least one more film (“The Freak,” which he had written for his daughter, Victoria), it never came to pass. He did receive an honorary Oscar in 1972, an event which led to the longest standing ovation (it lasted for 12 minutes) in Academy Awards history, but with his health on the decline, Chaplin died on Christmas Day 1977 at the age of 88 with “Countess” as his last on-camera effort. – WH

8. Spencer Tracy, “Guess Who’s Coming To Dinner” (1967): Watching Stanley Kramer’s lighthearted drama today, you might never know that Spencer Tracy was grievously ill during filming. You might notice, however, that he looks much older than 67 and that his co-star and love of his life, Kathryn Hepburn, spends most of the running time near tears. Still, Tracey’s performance is typically direct, entirely on-point and extremely poignant. The actor known for his dislike of “embroidery” keeps it simple, focusing on his character’s befuddlement as an anti-racist newspaper publisher forced to a decision about the marriage of his daughter (Kathryn Houghton) to an Ivy-league educated doctor and philanthropist who happens to be black (Sidney Poitier). The father’s “dilemma” is thankfully dated, but Tracy and Hepburn still share the same unmatched comic-romantic chemistry that made them the most beloved couple in film history.

Moreover, the fabled Tracy gift for simplicity turns a lengthy monologue delivering his verdict, which should have been a terribly clunky ending, into a solid climax and a fitting end to a great career. The speech , about the impossibility of suppressing true love, was personally relevant to both stars (a Catholic, Tracy remained married to his first wife throughout his officially secret relationship with Hepburn), and it must have been very tough for the two long-time lovers to get through the scene without breaking down completely. Nevertheless, Tracey made it to the end of shooting despite the fears of the film’s insurers, and was thrilled to have done so. He died twelve days later. – BW

9. Groucho Marx, “Skidoo” (1969): When he first makes the scene in “Skidoo,” the hair and moustache look suspiciously as if they’ve been dyed black for the occasion, but upon seeing that familiar grin surrounding a cigar as he tries to show a bumper pool table who’s boss, you realize that you’ll forgive Groucho Marx just about anything…which is convenient for him, given this movie.

It is impossible to read the cast list without wondering how it could possibly have gone so wrong: Jackie Gleason, Carol Channing, Frankie Avalon, Mickey Rooney, Burgess Meredith, Cesar Romeo, Frank Gorshin, Peter Lawford, Slim Pickens, George Raft, Arnold Stang, and Richard Kiel all appear in the film. Harry Nilsson even did the soundtrack, for God’s sake! Place the blame on director Otto Preminger and screenwriter Doran William Cannon, who set out to satirize the modern world and ended up making one of the strangest artifacts of the late 1960s, one which is a must-see only because trying to describe it takes far more time and space than we have available to us here. In “Skidoo,” Groucho plays a gangster named God, who lives on a boat in international waters to avoid extradition. Paul Krassner has said that Groucho dropped acid with him in an attempt to get better attuned to the LSD aspects of the film (at one point, Gleason trips out and sees Groucho’s head spinning atop a giant screw), and the movie ends with Mr. Marx taking a hit from a joint, so the experience was definitely an education for him, if nothing else. The early ’70s found Groucho experiencing a career resurgence, thanks to his one-man show, “An Evening with Groucho,” and he made several talk show and variety show appearances, but aside from a blink-and-you’ll-miss-it uncredited cameo as himself in 1972′s “The Candidate,” he never appeared in another film after playing God. Not the best way to go out, but like we said, we can forgive Groucho almost anything…and, yes, that includes “Skidoo.” – WH

10. Joan Crawford, “Trog” (1970): Pushing sixty-five and addicted to 100 proof vodka, the former queen of Hollywood and present Pepsi-Cola executive was now a lot better known in the late sixties for such grand guignol hits as “Whatever Happened to Baby Jane?” and “Straitjacket” than she was for dramatic roles like “Mildred Pierce.” So, she found herself headlining the latest from hack producer Herman Cohen (“I Was a Teenage Werewolf” and “I Was a Teenage Frankenstein”). The script, which features Crawford as a scientist protecting a sweet but occasionally homicidal troglodyte (actor Joe Cornelius in half an ape costume) from a rampaging reactionary (Michael Gough), is the kind of sub-sub-par sci-fi where the writers seem unclear on the difference between an anthropologist and an M.D. and where everyone on screen — including intrepid police detective Thorley Walters — mysteriously forgets the brutal killing that opens the film.

Though “Trog” had a competent director in legendary cameraman Freddie Francis, it was unsalvageable in just about every way and Crawford’s performance frankly wasn’t a big help. While the low-budget effort turned a profit despite being terrible, Crawford avoided acting afterward and was forced by her Pepsi fellow executives into an early retirement in 1973. Soon, Crawford became self-conscious about her appearance and went into hiding, although she did give up drinking. Dying from a 1977 heart attack, Crawford lost her final battle to control her image with the 1978 release of a damning tell-all book by her disinherited daughter, Christina Crawford, “Mommy Dearest.” – BW

11. Edward G. Robinson, “Soylent Green” (1973): In 1931, a short, puggish and highly intelligent Jewish-Romanian immigrant became a movie icon playing the most unglamorous of the great movie gangsters, “Little Caesar.” By 1973, the “actor’s actor” had appeared in 100 films, delivered innumerable great performances and become one of the most recognized and impersonated movie voices of all time. (Chief Wiggum of “The Simpsons” is actually Robinson, see.) He was also 79 and seriously ill, but still looking for his 101st part. He lobbied for “The Godfather,” but instead co-starred with Charlton Heston in an involving but overripe ultra-dystopian science-fiction film whose spoilerific last line has become a slightly gruesome running pop-culture joke. (Fill in the blank: “Soylent Green is _______!”)

Robinson plays Sol Roth, detective Heston’s best friend, researcher, and hovel-mate, who remembers how things were before massive over-population all but rid the world of plants, animals, and two-bedroom apartments. Uncovering a massive conspiracy he cannot stomach, Roth/Robinson decides to end things and escape a gray and joyless Earth by participating in a government-sponsored euthanasia program in which he dies in a spa-like setting while watching large-format nature footage with stereophonic sound. Robinson apparently decided to ensure that his last scene was as memorable as possible by waiting until just before the scene was filmed to tell his co-star that he had terminal cancer. Heston cried real tears and so do most viewers. Robinson died twelve days after filming. He got an honorary Oscar, his first, the following March. – BW

12. John Wayne, “The Shootist” (1976): Given that “The Shootist” was about a gunfighter who’s dying of cancer, it’s easy to see why many people believe that John Wayne was actually dying of cancer while he was making the film.

In fact, the Duke’s battle with the big C originally took place in 1964, but after the removal of four ribs and his left lung, he was pronounced free of the disease, a diagnosis which was still in place in 1976. The fact that Wayne did eventually succumb to stomach cancer a few years later, however, certainly gives the film an added degree of poignancy. Directed by Don Siegel, “The Shootist” brings together a remarkable cast filled with some of Wayne’s fellow Hollywood legends (Jimmy Stewart and Lauren Bacall), a few other lifelong cowboys (Richard Boone, Hugh O’Brien), and several other instantly familiar faces, including Ron Howard, Harry Morgan, John Carradine, and Scatman Crothers.

Although it wasn’t a huge success at the box office – action stars doing character studies rarely equal big bucks – the critics loved the film, and over the years, “The Shootist” has come to be appreciated as the perfect farewell to the man who remains the most famous cowboy in movie history. – WH

13. Ingrid Bergman, “Autumn Sonata” (1978): “Bergman and Bergman: Together Again for the First Time!” The idea of teaming Swedish director Ingmar Bergman with Swedish actress Ingrid Bergman would seem to be a match made in marketing heaven, save for the fact that the former was never what you’d call overtly commercial. The two had crossed paths before, with Ingmar promising to work with Ingrid; in the early 1970s, they met again at the Cannes Film Festival, where she reminded him of his promise. “Autumn Sonata” soon followed. The two didn’t exactly bond while working together, in no small part because Ingmar was used to working with members of his regular repertory of players, but they nonetheless produced a powerful film about the tense relationship between Charlotte (Bergman), a famous concert pianist whose career turned her into an absentee mother, and her eldest daughter, Eva (Liv Ullmann), whose efforts were never good enough for Mama.

You can only imagine, then, how well Mama dealt with Eva’s handicapped sister, Helena. Those who were hoping that, after Eva poured her heart and soul out, Charlotte might see the light and become a better mother must’ve been horrified when, in the final minutes of the film, she wonders aloud of Helena, “Why can’t she die?” Ironically, Ingrid Bergman herself knew of her own terminal cancer at the time she spoke these words. The actress died in 1982, but not before offering an Emmy Award-winning performance as the late Israeli Prime Minister Golda Meir in “A Woman Named Golda.” – WH

14. Steve McQueen, “The Hunter” (1980): They called him “The King of Cool,” and all you have to do is look at a list of his films to know that it’s a nickname Steve McQueen deserved. Even setting aside the fact that he was the star of “The Blob,” which is pretty tremendous in and of itself, the guy was in “The Magnificent Seven,” “The Great Escape,” “Bullitt,” “The Getaway,” “The Thomas Crown Affair,” and “The Towering Inferno,” and that’s not even close to all of the awesomeness in his back catalog. In “The Hunter,” McQueen plays Ralph “Papa” Thorson, a bounty hunter who’s starting to feel his age, not least of all because his girlfriend (played by Kathryn Harrold) is pregnant; as he travels the country, chasing criminals and bail jumpers, he’s also being chased by a psycho who he apprehended once upon a time.

At the time “The Hunter” was released, it wasn’t exactly revered as an instant classic, but it plays a heck of a lot better nowadays. Indeed, it actually feels a little ahead of its time: not only is it probably the first time an action hero attended a Lamaze class, but – and please correct us if we’re wrong – McQueen may well be the very first person ever to utter the line, “I’m getting too old for this shit.” While filming “The Hunter,” McQueen discovered that he was suffering from mesothelioma, but his actual death was the result of cardiac arrest following a failed attempt to remove several abdominal tumors. McQueen’s legacy, however, still lives on: the director known as McG is currently in production on “Yucatan,” a film based on unfinished storyboards and notes developed by the actor before his death. It’s described as an “epic adventure heist.” But, then, what else would you expect from Steve McQueen? – WH

15. Jimmy Stewart, “Afurika Monogatari” (1980): For those who may be wondering, it was Mr. Stewart who was directly responsible for inspiring the “no animated films” rule for this piece. With all due respect to those who may have enjoyed “An American Tail: Fievel Goes West,” we simply couldn’t see fit to leave Hollywood’s finest everyman with Sheriff Wylie Burp as his final credit.

As a result, we ended up with one of the more interesting stories to be found within this feature…if it’s true, that is. According to the film’s trivia section on IMDb, Stewart said in an interview that he and his wife were vacationing at a game preserve in Kenya when they came across the filmmakers shooting “Afurika Monogtari” (also known as “Africa Story” or “The Green Horizon”), and that he was persuaded to make a short appearance and speak a few lines because he thought it would help to promote wildlife conservation. Stewart’s character, a grizzled recluse, is simply credited as “Old Man,” and we must be honest and admit that we’ve never seen the film, but this review on MidnightEye.com doesn’t exactly leave us chomping at the bit to remedy that: “The incongruous sight of James Stewart conversing with a Maasai tribesman in fluent Japanese does lend the film a certain curiosity value, though it still can’t disguise the fact, that in any language, ‘Africa Story’ is quite awful.” Ouch.

Between this pan and the one review at IMDb of the film, which opens with the words, “This is the most boring movie ever made,” we’d almost tell you to stick with “Fievel Goes West,” but as an alternate late-career performance by Stewart, consider the ahead-of-its-time 1983 HBO film “Right of Way,” where he and co-star Bette Davis tackle the controversial subject of euthanasia. When Stewart died in 1997, President Bill Clinton said, “America lost a national treasure today.” Few, if any, disagreed with the assessment. – WH

16. James Cagney, “Ragtime” (1981): – After working with director Billy Wilder in 1961’s “One, Two, Three,” James Cagney decided that he was through with acting, instead preferring to spend his remaining days painting. It was a good plan for as long as it lasted, and he stuck to his guns for two decades, even passing on Francis Ford Coppola’s request that he play Hyman Roth in “The Godfather Part II,” but as Cagney’s eyesight worsened, painting became less enjoyable for him and his spirits began to sink. As such, when the idea of returning to acting was pitched to him in the early 1980s, he responded in typical Cagney fashion, first saying, “No, I’m retired,” then, two seconds later, asking, “What kind of part?” As it happened, Cagney was already familiar with the novel “Ragtime,” about an African-American piano player who takes the law into his own hands after being denied justice because of his race, and it was more than a little bit appropriate for Cagney to play an authority figure like Police Commissioner Rhinelander Waldo, given that everyone who worked with him on the film looked up to him. In addition, “Ragtime” served as a reunion between Cagney and his old friend Pat O’Brien, for whom the film also proved to be a cinematic swan song. – WH

17. Henry Fonda, “On Golden Pond” (1981): Of all the actors on this list, it would be easy to argue that Henry Fonda was the most successful at switching back and forth between motion pictures and television. He was by no means the only one who took a shot at it – few today remember that Jimmy Stewart took a couple of unsuccessful stabs at TV series in the early 1970s – but Fonda just seemed to pick better, earning an Emmy nod for the TV movie “The Red Pony,” starring in the death-row drama “Gideon’s Trumpet,” and appearing in miniseries like “Captains and Kings” and “Roots: The Next Generations.” The same quality control didn’t seem to apply to his film work at the time, which included “Rollercoaster,” “Tentacles,” and “The Swarm,” but in 1981, he came back strong with his most memorable motion picture role in decades.

The opportunity to play the irritable Norman Thayer alongside Katharine Hepburn – who, surprisingly enough, he had never met before – came to Fonda through his daughter, Jane, who purchased the rights to the play “On Golden Pond.” Was it because the relationship of their characters in the film, who are also father and daughter, so closely mirrored their own? Almost certainly. Fonda is absolutely hysterical as the imminently quotable Norman (“Wanna dance? Or would you rather just suck face?”), but his performance turns poignant as Norman realizes that his increasing senility is making him a danger to himself as well as others. Although Fonda survived to win the 1981 Best Actor Oscar for his work on “On Golden Pond,” he was too ill to attend the ceremony (Jane accepted on his behalf), dying from heart disease in August 1982. – WH

18. Bette Davis, “Wicked Stepmother” (1989): First, a casual observation: if you’ve never read “Fasten Your Seat Belts: The Passionate Life of Bette Davis,” by Lawrence J. Quirk, you’re missing out on a treasure trove of amazing old-Hollywood stories and some incredibly bitchy quotes…like about this film, for instance.

Bette Davis spent the later years of her career making some incredibly bad movies, invariably waving them off as something she’d done strictly for the paycheck, so she really has no one to blame but herself for the fact that her final film falls into this very category. Davis shot on the film for a week, left in order to have dental surgery, hesitated to come back because the surgery had resulted in significant weight loss, then quit altogether because she felt that director Larry Cohen’s focus was on the special effects rather than on her. Plus, according to Quirk’s book, she didn’t like the way Cohen was shooting her, anyway. “People will be horrified at the footage on me,” she said in an interview. “For the good of my future in films, I had no choice but to withdraw. I’m not a vain person, but at 80 years old, I don’t want to look the way I looked. It seriously could be the end of anybody ever hiring me again!” Ahem. If you’re wondering how the film still ended up coming out, it’s because Cohen rewrote the script in order to utilize the footage that he had, switching things up so that Davis’s character, a wicked witch, transforms herself to look like another actress. Davis never saw the finished film – she died in October 1989, while “Wicked Stepmother,” which bypassed theaters, was released on video cassette the following month – but even her acid tongue likely couldn’t have beaten his last word: “Many people give Bette Davis dinners and awards, but very few give her jobs. I gave her a job!” And, oh, what a job it was… – WH

19. Audrey Hepburn, “Always” (1989): Looking over the stunning Ms. Hepburn’s career, one sees several significant gaps in the later years. The first came after 1967’s “Wait Until Dark,” when she stepped away to enjoy life as a wife and mother, but she returned to the screen in 1976 to co-star with Sean Connery as the title characters in “Robin and Marian,” then came back again for “Bloodline” in 1979 and “They All Laughed” in 1981. After that, though, there was an eight-year gap during which much of her time was spent on humanitarian activities with UNICEF. Finally, in 1989, Hepburn reappeared…and, oh, how apropos that her final film role should find her playing an angel.

One can only guess at what led Steven Spielberg to remake the 1943 film “A Guy Named Joe,” about a pilot named Pete who dies, returns to help mentor a new pilot, and is horrified when the new pilot falls in love with Pete’s former girlfriend. The first time around, the dead pilot was played by Spencer Tracy. This time, it’s Richard Dreyfuss, and when he dies, he’s given his indoctrination lecture by an angel named Hap, who promotes him to Guardian Angel and sends him on his merry way. Hepburn doesn’t have much to do beyond this sequence, but even as a senior citizen, she remains a vision of loveliness. What a shame, then, that the film is generally considered one of Spielberg’s weaker efforts. After “Always,” Hepburn returned to her humanitarian work and never looked back, but in the final months before her death in 1992, she hosted a TV series (“Gardens of the World with Audrey Hepburn”) and recorded an album of children’s stories which would go on to win her a posthumous Grammy Award for Best Spoken Word Album for Children. – WH

20. Burt Lancaster, “Field of Dreams” (1989): We could just as easily be discussing Burt Lancaster’s Academy Award–nominated performance in Louis Malle’s “Atlantic City” (1980) as his final work, as the actor nearly died during what was supposed to be a routine gall bladder procedure shortly after filming was completed. Thankfully, Lancaster survived – though not without suffering his share of health scares in the years to come – and in a fitting moment of irony, Lancaster graced the silver screen for the last time as…a doctor.

Lancaster is only on screen for ten minutes or so of “Field of Dreams” – which is not just one of the greatest baseball movies of all time but one of the greatest fantasy movies as well – but he steals the movie as Archibald “Moonlight” Graham, a ball player from the ‘20s who only played in one game and ultimately hung up his cleats to practice medicine. In the end, Graham teaches Costner’s character Ray the most important lesson of all about dreams: they’re just dreams, and most people do their best work in life after they’ve let them go. That this lesson in humility should come from someone as profoundly gifted as Lancaster is also not without its irony, we suppose. – David Medsker

21. Laurence Olivier, “War Requiem” (1989): – As arguably the greatest actor of his generation, it’s no surprise that Laurence Olivier’s filmography found him unafraid to mix up the types of roles that he accepted. In his later years, he played a Greek god (“Clash of the Titans”), a couple of Nazis (“Marathon Man,” “Wild Geese II”) and a Nazi hunter (“The Boys from Brazil”), nemeses to both Dracula and Sherlock Holmes, and even Neil Diamond’s dad (“The Jazz Singer”). Olivier’s final role, however, found him confined to a wheelchair and didn’t even involve any onscreen dialogue…though, in fairness, no one else got any, either. “War Requiem” was originally a piece of music composed by Benjamin Britten, and director Derek Jarman built a silent film around it, the events of which are ostensibly the memories of Olivier’s character, identified simply as Old Soldier.

But as Olivier is wheeled through the opening moments of the film (pushed by his nurse, played by Tilda Swinton), we do get to hear him in voiceover, reciting Wilfred Owen’s poem, “Strange Meeting.” Although he would be dead six months after the release of “War Requiem,” we would be remiss if we didn’t mention that Olivier actually managed to appear in a film after his death. In “Sky Captain and the World of Tomorrow,” director Kerry Conran utilized BBC footage of Olivier giving an interview and, with the aid of special effects, turned the late thespian into the mad Dr. Totenkopf. Very cool, yes, but we’ll still stick to his formal farewell, thanks. – WH

22. Gregory Peck, “Cape Fear” (1991): Many an actor has opted to take their final onscreen bow while offering a tip of the hat to an earlier role, and the original 1962 version of “Cape Fear,” Peck played Sam Bowden, the Florida lawyer who finds himself stalked and threatened by one of his former clients, the psychotic Max Cady.

Nick Nolte tackled Peck’s role in the remake, but Scorsese took it upon himself to cast Peck and a couple of his fellow co-stars from the original (Robert Mitchum and Martin Balsam) in small roles. This time around, Peck stepped into the shoes of Lee Heller, Cady’s attorney, and although he doesn’t turn up until well over an hour into the proceedings, his presence, no matter how brief it may be, has a profound effect. It wasn’t so much the sheer kick we got out of seeing Peck onscreen again (after all, he’d just been in “Other People’s Money” with Danny DeVito) as it was the thrill of getting yet another chance to see Peck practice law. Granted, it wasn’t exactly the return of Atticus Finch, but it still gave a lot of people a warm, fuzzy feeling. Peck did a few more TV movies after “Cape Fear,” performing a similar character callback when he appeared in a miniseries adaptation of “Moby Dick,” but he spent more time doing speaking engagements than anything else. There’s a non-documented claim on his Wikipedia page that he was offered the role of Grandpa Joe in Tim Burton’s “Charlie and the Chocolate Factory” but died before he could accept. Even if it’s true, let’s pretend it isn’t. – WH

23. Katharine Hepburn, “Love Affair” (1994): Although she also appeared in two made-for-TV movies the same year (“This Can’t Be Love” and “One Christmas”), there’s no question that “Love Affair” is the most appropriate project to treat as Katharine Hepburn’s swan song. A rarity in Hepburn’s filmography, she played…gasp!…a supporting role in the film, appearing as Ginny, the elderly aunt of Mike Gambril (Warren Beatty). Mike and his new lady friend, Terry McKay (Annette Bening), stop to visit Ginny, an event which ultimately proves quite pivotal in their relationship. In an effort to woo Hepburn for the part, Beatty sent her so many floral arrangements that she eventually said to her longtime friend A. Scott Berg, “Jesus! I might have to say ‘yes’ just to stop him from sending any more flowers!”

And so she eventually did. No matter what you may think of the film as a whole, you will be hard pressed to keep from getting misty during the final moments of Hepburn’s performance. The music swells, Beatty and Bening say their farewell, and the camera pulls out on Hepburn sitting alone on the couch, waving goodbye. Though she continued to receive the occasional film offers, including one to play Aunt March in “Little Women” alongside Winona Ryder and Claire Danes, Hepburn accepted no further work, instead enjoying her retirement in Connecticut, where she lived until her death in 2003. – WH

24. Marlon Brando, “The Score” (2001): After witnessing the performance given by the man formerly known as “The Wild One” in John Frankenheimer’s 1996 taken on “The Island of Dr. Moreau,” you would be forgiven for believing that Marlon Brando had abandoned the craft of acting in favor of exercising his God-given right to be an eccentric old man. While various interviews given by Brando around that time lend credence to that theory, he managed to surprise us all by pulling one last great performance out of his hat. “The Score” brings together three generations of acclaimed actors – Brando, Robert DeNiro, and Edward Norton – and although Brando allegedly annoyed director Frank Oz by regularly riffing on Oz’s Muppet alter ego, calling him “Miss Piggy,” they still managed to produce a top-notch heist film.

Roger Ebert described Brando’s role, Max, as “a dialed-down Sidney Greenstreet character–large, wealthy, a little effeminate; his days of action are behind him, and now he moves other men on the chessboard of his schemes.” Of course, this worked well with the actor’s girth at the time, but unlike some of his other late-career performances, Brando wasn’t phoning this one in; relishing the opportunity to work with DeNiro, the two actors reportedly improvised the majority of their scenes together. After “The Score,” the combination of Brando’s weight, health, and general lack of interest in Hollywood resulted in the actor remaining close to home, and in 2004, he died at the age of 80 of respiratory failure brought on by pulmonary fibrosis. – WH

25. Paul Newman, “Road to Perdition” (2002): Through his commitment to quality, good works, and delicious Newman’s Own treats, Paul Newman at 77 was, as far as many film-goers were concerned, a saint among movie stars. Then he took the role that would turn out to be his final live-action appearance, a ruthless prohibition-era gangster protecting his psychopathic son (a pre-Bond Daniel Craig) against a mob enforcer and family man out for revenge and the protection of his own son (Tom Hanks). It wasn’t the first time Newman had played a heavy. (He was a pretty unpleasant fellow in 1963′s “Hud,” for example.) Still, he had never portrayed someone quite so comfortable with murder and Newman asked that the onscreen mayhem be limited. The reception to the sometimes compelling but overly portentous adaptation of Max Alan Collins’ pulpy graphic novel, was mostly positive but muted, considering the expectations for Sam Mendes’ follow-up to the Oscar-sweeping “American Beauty.”

Newman, however, reaffirmed his position as one of the great actors of the American screen with a performance that had the audience completely believing both the violence and mendacity his character was capable of committing, and the love that sometimes motivated it. It was not meant as a farewell to movies. Newman followed it up with widely praised theatrical and Emmy-winning TV turn in a revival of “Our Town,” as well as voice work in Pixar’s “Cars”, but his health declined due to lung cancer. The ex-chain smoker announced his retirement in May 2007. By September of 2008, he was gone. – BW