She's Done Everything
(except direct)
November 1993

Platt on the phone, by the black-bottomed pool at her Santa Monica home : “What distinguishes Polly is creative imagination,” says longtime friend Larry McMurtry.

JAMES L. BROOKS pursued her for years to produce his movies
PETER BOGDANOVICH married her, betrayed her, and then self-destructed.
LARRY MCMURTRY dedicated a book to her. She has raised four kids, buried two husbands, and been judged one of the greatest cinematic minds in Hollywood. Her name is POLLY PLATT, and ...

BELIEVE ME," POLLY PLATT is saying, I know all about it."  It is 7 o'clock on a Friday evening, and Platt is in her Gracie Films office, on the phone with the agent who represents screenwriter Callie Khouri. She says Barbra Streisand has asked Khouri to do a two-week polish on a screenplay, and Platt -who brought Khouri and Gracie together before Thelma & Louise was released- is trying to dissuade her. Two weeks? A likely story, figures Platt, who once spent a year crafting an adaptation of Clare Boothe Luce's The Women for her friend Streisand ... Ah, but that's another story. Khouri hasn't even gotten to her last project yet, so what's the appeal of playing script doctor for another screenwriter?  "Why does she want to hide behind someone else's work?" yells Platt into the phone. "That's the story of my life: 'Everyone thinks she's talented, but they're not sure!"' 

By now, though, they must be getting the idea. Platt has a twenty-year history of key creative involvement in great movies, from The Last Picture Show to Broadcast News. Even at 50 or so, her pageboy haircut and gamine figure enhance Platt's aura of schoolgirl bohemianism. Everything about her is visceral: She has big loves and big hates, and she doesn't censor much. She often seems in a state of suppressed fight or flight. James L. Brooks, her collaborator and friend for more than a decade, remains struck by her ability to be "amazingly tough and totally vulnerable at precisely the same moment -so that she can either kill you or burst into tears."

Tonight she seems quite ebullient, charged up by her recent discovery of two young filmmakers from Texas. She curls up in a chair, asks her assistant, Kelly, who also happens to be her stepdaughter, for a bottle of wine -delivered promptly, albeit with heavy pauses and long side-looks- and whips out their tape. Bottle Rocket is the first ten minutes of a proposed feature about three muttonheaded middle-class guys who start a life of crime. Bottle Rocket makes her giddy. She watches rapturously, and later she is joined by her 25-year-old daughter, Antonia, who's working upstairs as an apprentice editor on I'll Do Anything. Platt watches Antonia watch Bottle Rocket and sighs as she trails out the door. "If I were young, I'd give up everything -boyfriend, home- and go to Texas and beg these guys to let me work on their movie."

She pauses. "I can't," she says, slinging back more vino. "I'm old now. I can't go back to that." And fortified by the wine, she decides to call her ex-husband, Peter Bogdanovich.

She almost swaggers as she waits for him to get on the line. Platt worked with Bogdanovich as his de facto production designer, truth teller, and creative consigliere on Targets, What's Up, Doc?, Paper Moon, and most famously, The Last Picture Show, and he hasn't had a substantial hit ever since she stopped working on his movies twenty years ago. Plait says Bogdanovich once had a nightmare that his movies were failing while she was on the cover of Time. Platt has rarely had a flop.

Still, when her ex-husband picks up, all her expansiveness vanishes. She seems to contract into an almost fetal position. Her voice becomes tight, careful. The conversation has a ritualistic quality: all the habits of intimacy, but no longer the trust. She treats him as if he were fragile, thanking him for the flowers he sent her, babying him with the good buzz she's heard about his latest venture. She tells him about Bottle Rocket. "It's in Texas and there's no Larry McMurtry, but it has a bit of the feel of The Last Picture Show," she says.

She asks him to talk to PREMIERE about her. He refuses.

"I've been talking all these fucking years about you!" she erupts.

When she hangs up, Bogdanovich has agreed to an interview. "Success makes Peter nicer," she says with an edge, and begins to finish off the bottle of wine.

IF IT WASN'T FOR THE MOVIE BUSINESS, Polly Platt might have ended up like her mother -in a mental hospital, alongside other women with unusual talents but no place to put them. She was one of the first -if not the first- women to be given the title of production designer in the art directors' guild. A score of films, all of them successful, thrived on her creative input and vision. Along the way, she raised four kids, buried two husbands, and watched Bogdanovich -the love of her life- betray her and then self-destruct in horrifying Grand Guignol fashion. Many thought she had the talent to be the first great woman director, but Platt is of a certain generation and temperament, and instead she plowed all her energy and brilliance into making men brilliant. She lived, recklessly so. "She's had a life. She hasn't spent her whole life in a movie theater," says director Robert Benton, who calls her "one of the smartest people I know making movies."

It's all become fodder for her movies. To the film geek directors Platt worked with, "she brought the life, which they used to hold up like a sacred jewel," recalls her old friend, director and Nashville screenwriter Joan Tewkesbury. "Nothing as dramatic had ever happened to them." Asked if he can see Polly's influence in The Last Picture Show, her brother, Jack Platt, snickers. "Do you think Peter's ever been to a movie and necked with a girl in his life? That's all Polly."

She seems to have wound up in other people's fictions. Her old friend Larry McMurtry dedicated Somebody's Darling to her and Bogdanovich: The book focuses on the brilliant Jill Peel, who becomes one of Hollywood's first woman directors. (McMurtry denies that Peel is modeled on Platt; he agrees that both Peel and Platt share a certain passion for life, but "so does Barbra Streisand, just to name one.") Polly and Antonia may also have found their way into Terms of Endearment via McMurtry, who saw them as another example of, in Platt's words, "parents who love their children too much and the devastating effects upon them."

"I wouldn't say they had nothing at all to do with Terms," says McMurtry. "Polly is passionate about a number of things sequentially. She might be passionate about Antonia's relationship to [her younger sister], and five minutes later she's passionate about a cut of a movie, and five minutes later she's passionate about a script.."

She later designed Terms for Brooks, himself a notorious stealer of people's lives. Holly Hunter's manic direction giving in Broadcast News is "definitely from me, because even to this day, I'm all about how to get there in every sense of the word."

"She was my film directing mentor," says Garry Marshall, who worked with Platt on his directorial debut, Young Doctors in Love. "When I was setting up a shot, I would glance over to her, and she would put her finger in her mouth and make believe she was gagging, so I'd change the shot. She was very quick and blunt -this is good, this is bad- and she could do it from twenty feet away."

That sort of indefinable talent, that knowing, is what turbocharged the two major professional relationships of her life: first with Bogdanovich, then with Brooks, who says Platt serves as his artistic integrity police. "When you say somebody's 'about the work,' people never know quite what that means. It means your ego automatically takes a backseat to whatever is right. She knows what great is. She's been a part of it. Unless you know that, it's hard to aspire to it."

She and Brooks share a symbiotic relationship. Emotionally similar in makeup, they work in a way that's not logical to outsiders and talk in an often indecipherable of nuances and looks. She prods him and protects him; she helps him see, literally and metaphorically. "I understand Jim, which is a thrill in itself," Platt says. "I know Jim better than I know myself."

And the making of Brooks's I'll Do Anything has required every bit of that understanding. Brooks wrote a brilliant script for an old-fashioned musical, about an unemployed actor (Nick Nolte) who devotes himself to his child's career and earns her love. Then he went out and found the music (Prince, Carole King) to suit the script. A first screening did not go well, leading them to take the unusual step of testing a version without music. The final cut is expected to have musical numbers. Unflinchingly candid about her personal life, Platt is fiercely protective of Brooks. She's proud of the movie, though she refuses to discuss it on the record.

Indeed, Platt's moods seem to coincide with her current level of artistic excitement. She began drinking during dailies -a time-honored telltale of Platt's state of mind- though she quit again in postproduction. The end of the principal photography sent her into a depression, from which she is only now emerging. "I think I was trying to die" after the film wrapped, she says. "It brings out a lot of stuff, working on a picture. Maybe when I'm a little older, I'll be able to figure out that phenomenon. I guess you give your all -it's like a marriage- and then everybody leaves."


She grew up in postwar Germany, where her father, a dashing but remote (and much older) New York Wasp, was involved with the war trials. Life for a six-year-old in a devastated war zone was pitiless and perkfree. She missed ice cream and chewing gum, nice clothes and pretty things. Everywhere she looked, there was rubble, and she says those gloomy landscapes inspired her production design skills. "I started fantasizing that I had these incredible powers, that I could rebuild all the broken buildings."

About a year later, she was struck with polio and taken to an American-run hospital in Munich several hundred miles away. She lived in a children's ward for months. Her parents almost never came to visit her, or so she remembers. Years later, when she went into therapy to try to work out her relationship with her daughters, her psychiatrist asked her why her mother hadn't come.

"Because we didn't have a car. There were no buses. There were no trains."
"Why didn't she come?"

And, says Platt, "I finally understood: If it were my children, I would have gotten there."

Her mother, Vivian Abigail Mann, had suffered a nervous breakdown soon after the family first arrived in Germany and was dogged by mental illness for the rest of her life. At the time, Polly judged her mother harshly and blamed her for being weak. "I realize now," she says, "that perhaps my mother had not fulfilled her own promise, her own gifts -and she was living in a world where that was not even considered."

Plait attended some twenty schools and finished up at Milton Academy in Massachusetts, where she found a home in the drama department. Her very first sexual experience, at what's now known as Carnegie Mellon University, got her pregnant. She dropped out of school for a while, bore the child (a girl), and gave her up for adoption, with no regrets. Concurrently, she met Philip Klein, a sensitive, depressed poet. "There's a tradition in the Platt family for bringing home the wounded," says Jack Platt. She married him at twenty, and they moved to Arizona to start a regional repertory theater company.

Eight months later, Klein died in a car accident. "She took his ashes up in an airplane, and dropped them over Arizona, Jack says, "because she didn't think he'd want to be in the ground."

PLATT DROVE BACK to New York alone, arriving rail-thin, her hair bleached blond. She was shy, introverted, broken. She slept on the floor of a friend's office and began designing sets off-Broadway -and it was there that she crossed paths with a young theatrical wunderkind named Peter Bogdanovich. At 15, he had studied with Stella Adler; at 19, he'd directed a Clifford Odets play off-Broadway; by the time he turned 21, the Museum of Modern Art was asking him to write a monograph on Orson Welles. He had seen some 5,000 films, including cartoons, shorts, and one-reelers -had, in fact, learned everything he knew from the movies. Platt remembers that he was still living with his parents. Quickly, he and Platt fell in love.

As she would say, more than once, "He brought me film; I brought him life." They quickly became a symbiotic Peter-and-Polly, twin aesthetes, high on Hawks and Ford, able to complete each other's sentences in an erudite dialogue of film-buff babble. "You couldn't tell who was more influential on whom," recalls Robert Benton. They plunged their energy -and savings- into a Broadway play, Once in a Lifetime, which flopped. If Bogdanovich wanted to do something, Platt would throw herself into it with utter abandon. "I used to say, 'He's the locomotive and I'm the tracks,' " she would recall. "I just kept us on good tracks." They were married in a civil service at city hall in 1963. One year later, they packed their meager belongings into a car, along with Platt's one-eyed dog, Puppy, and set out for L.A., where they soon befriended the auteurs they worshiped. One night, Howard Hawks took the pair out for dinner, along with a beautiful young starlet from Rio Lobo named Sherry Lansing. Toward the end of the meal, Lansing decided to visit the ladies' room. "She stood up, and she was gorgeous. And I was not," says Platt "Peter and Howard watched her. She walked to the bathroom, and I remember having Howard on my right and Peter on my left, and their eyes were following her." As Lansing disappeared from view, Platt recalls, Hawks leaned across her and said, 'Peter, now that is the kind of girl that you should be with.' I remember thinking, It's like I don't exist."

She vowed not to get pregnant until Bogdanovich got his first directing gig. But the baby (Antonia) and the job (Targets) arrived about the same time. The movie came from Roger Corman, who offered him the chance, with the proviso that he use part of an old horror film called The Terror and two days of work due from Boris Karloff. Targets became a cult hit and earned the pair a deal at Paramount. She never worried about who got the credit. "It's not about, 'Gee, Peter took it from me.' He didn't; I didn't want it. Peter wanted to be a famous movie director. He wanted to be a household name. That was his dream." Her dream, on the other hand, was about to become a nightmare.

YEARS EARLIER, PLATT and Bogdanovich found themselves in Monument Valley interviewing John Ford. While there, they befriended Sal Mineo, who Platt says later gave her a copy of a Larry McMurtry novel entitled The Last Picture Show. She read it and told Bogdanovich that it would make a good movie if they could show all the nudity that was in the book. By 1970, movies had changed, and they secured backing to film it the way they wanted. While standing in line at the local supermarket, they spotted Cybill Shepherd on the cover of Glamour and decided that she was the perfect choice to play Jacy, the teenage heart wrecker. Soon after Platt gave birth to their second child, Sashy, the family headed to Archer City, Texas, to begin the shoot.

In time, it would be hailed as a masterpiece, capturing with cool-eyed clarity the anomie of small-town Texas in the '50s, where sexual infidelity is almost a last-gasp cry against loneliness. The stylized black-and-white photography and Platt's stark design seem to strip away the artifice from the melodrama; as Pauline Kael would write, "We seem to be looking at a map of life as it was."

"You might have a gas station, like the Texaco station," recalls Jeff Bridges, who played high school senior Duane. "I remember [Platt] taking out the E, so you'd just see T-XACO. It was very subtle, but something about the design-you felt like it had happened."

"She had as much to do with the direction as Pete did," says Ben Johnson, who won a Best Supporting Actor Oscar for his portrayal of Sam the Lion. "She directed a lot of the picture herself, through Pete, of course."

Whatever her role, it became an issue on the set. "I remember one morning when Cybill said to me, 'Oh, people are saying you direct it, because he sits with you and you draw something on his script.' We always used to believe that there was only one place for the camera. We would discuss where that would be, and by and large Peter would make the decision."

Bogdanovich had made another decision: He was having an affair with Shepherd. During shooting, Platt says she and her husband would have open conversations about it. "It's like a bad script, Peter," she told him during one drive from the set. "He said, 'I feel old.' We were both 29! He said something like, 'I've never had a cover girl before.'"

Publicly, Platt played The Show Must Go On. Privately, at the suggestion of McMurtry and others, she tried to make Bogdanovich choose between them. It's either Cybill or me, she remembers telling him one night. "He looked at me: 'All right, all right, I'll take you,' and then he went to sleep. We were still together in my hotel room. I just remember thinking, He hates me. That's not the price at which I want to keep him. I want you to pick me because you love me. You love me more than you love her. How can you love her? She was nothing, I thought, compared with me. It's not true Cybill was nothing, but I couldn't imagine that Peter would not eventually say, 'I have been insane. Come back to me."

Instead, Platt says, Bogdanovich tried to get her to return to Los Angeles. She refused. "Go home? Go home to what? Go home to think about him fucking Cybill every night? Go home to my empty house with my newborn baby and my two-and-a-half-year-old child? I said to him, 'You wouldn't be making this movie if it weren't for me.' That was my movie as much as it was his. I knew it was going to be a very good picture. When I met Peter, I only wanted to be a great artist. There was no way he was going to take that away from me."

When they returned to Los Angeles to edit the movie, Bogdanovich moved back to their home in the San Fernando Valley to have another go at their relationship. "It was a rainy night in Van Nuys," recalls Platt. "Peter was staying out to 1, 2, 3 in the morning; supposedly he was cutting the picture, but I was pretty sure he was seeing Cybill. We were both obsessed with the film, but I couldn't be with him the way I could be with him before: I had these two children; I didn't have anyone to take care of them." That night, Antonia had the flu and was vomiting; Platt called the pediatrician, who prescribed an enema. "It was 2 in the morning. I realized to go get the medication, I would have to wake Sashy up, put them both in the car, and drive to get it. There was no one to stay home with the children. I just remember [thinking] that I'd rather be alone than live with this rage that he's not here. I got the medicine and took care of Antonia. Then I called Peter and said, 'Get your clothes, and get out of this house.'

"I remember sitting on the bed saying, 'I can't believe I'm really doing this.' He stood in the doorway, and he turned and said to me, 'Just remember: You did this to us.'"

CITIZEN BOGDANOVICH MOVED TO A POSH HOUSE in Bel-Air and took to wearing cravats and proclaiming the joys of life with Shepherd on talk shows. As she watched the two of them on the Academy Awards from a hotel room in Texas, Platt wept.

Little consoled her. An ailing John Ford invited her to his house and greeted her from his bed, "with chewing tobacco stains on his pajamas," Platt recalls. " 'Oh God, come on in; I heard what happened,' he said. I said to him, 'I think it's an occupational hazard of the job.' And he said, 'I never did it.' He had this sheet over his body; I knew he was naked underneath. He said, 'I'll tell you what: I'll move in with you.' He was the only one who said the one thing that I needed to hear. Even though it was ridiculous and I laughed.

"I think Orson Welles saved my life. He said, 'Come work for me. I need you.'"

She took the two girls and moved to Arizona to work with Welles on The Other Side of the Wind. Already Platt was having trouble raising her kids on her own. She had had a hard time bonding with her second daughter, in some way wrongly blaming her for the demise of the marriage. Now Welles would get peeved whenever she left his house to go home and care for her children. "He kept saying, 'They don't need a mother! Leave them alone. You have to work."' So Platt moved in with the crew and sent the children home to L.A. with the housekeeper, setting in motion a family dynamic that would haunt her the rest of her life.

"I didn't want them around," she admits later. "But I kept going back to them. Peter would not take care of them. Antonia told me years later that our housekeeper would make her come to the table and say, 'You have to finish everything on your plate.' And she would just sit there and say, 'Mommy, please come home...Mommy, please come home...Mommy, please come home...And you never came.'"

She began to drink heavily. "It's really an anesthetic," she explains. "My drinking seems to be associated with suicidal tendencies. I've never, ever thought of killing myself, except once, while trying to get my two kids to put on their shoes and go to school. I was dragging Antonia down the stairs by her arm-boomp...boomp...boomp -and I thought, I can't believe you're doing this to your own daughter! You're dragging her down the stairs, you're screaming at her -you deserve to die if you can't treat your children better."

Through it all, she says, Bogdanovich never stopped wanting to work with her, plying her with scripts, sending her letters telling her how much he still loved her. Several people who have worked with both have noted she was significantly involved in helping him pick projects. Platt says she steered him away from doing The Getaway and toward What's Up, Doc? She convinced him to do Paper Moon and suggested Tatum O'Neal, whom she'd met when she was seeing Ryan O'Neal. Bogdanovich countered that Ryan could play the father and asked Platt to work on the picture. She refused. "I don't want to be humiliated. I can't work with you again.

Everyone thinks I'm carrying the torch for you," she remembers telling him. "Ryan got on his hands and knees and crawled over to me and said, 'Please, I'm begging you. I figure Peter without you is only a five. With you he's a ten.' Peter was right there! I said, 'I'll do it if I don't have to look at Cybill coming on the set.' Ryan looked at Peter, and Peter said okay."

She began having an affair with property master Anthony Wade. He was handsome, taciturn, tough, and huge -Big Tony, they started calling him. He was the exact opposite of Bogdanovich, a real below-the-line kind of guy. "He was like a sheriff," recalls her longtime friend Peggy Sarno. "It was very passionate. He made her feel like a woman again."

"Not incidentally, her affair enraged Bogdanovich, who never worked with Platt again.

PLATT AND WADE moved in together. Ultimately, she would raise his two kids along with her own, often supporting the whole caboodle financially by working on a variety of movies: The Bad News Bears, A Star Is Born, Young Doctors in Love. Nonetheless, Platt felt her children resented her and idolized their glamorous father in his mansion on the hill.

One summer while the children were with Bogdanovich, Platt drank seventeen cases of beer and wrote Pretty Baby, the story of a photographer who grows obsessed with a twelve-year-old girl (Brooke Shields) raised in a New Orleans whorehouse. "My theory was she was innocent and she had no sexuality of any kind," she explains, "because she was born into it."

But Platt fought with director Louis Malle over casting of the photographer, Bellocq. She had sent the script to Jack Nicholson, and she says Malle was furious when he found out. He accused her of trying to take over the picture and cast Keith Carradine instead. She stopped speaking to him. She feels the casting wrecked the movie, and she's never been able to watch it since. Platt saw prostitution as a parallel for moviemaking; when she was writing it, she identified with Bellocq. "In the end I felt like I was the little girl." To this day, she bristles at Malle's name.

All the same, Platt's stock began to rise after Pretty Baby. She wrote a movie intended for Streisand. She made plans to direct a movie about Diane Arbus, but there were problems with the rights. Meanwhile, Bogdanovich's career had stumbled. "My reputation grew in inverse proportion to his," she notes. "Rather tragically, actually. People began to say, 'You directed his movies.' It's not true, but it was beneficial to me in a horrible, nauseating sort of way."

Then came the Dorothy Stratten episode. By 1980, Bogdanovich had separated from Shepherd and had fallen in love with Stratten, a young blond Canadian who'd been a Playboy Playmate of the Year and whom he cast in They All Laughed. Antonia and Sashy spent that summer visiting their father. One afternoon Stratten agreed to meet with her estranged husband, Paul Snider. He raped her repeatedly and shot her in the head. Sometime that afternoon, Snider called Platt, screaming incoherently into the phone, "Where's Peter Bogdanovich? Where's Peter Bogdanovich?"

After Stratten's death, Platt says she stopped blaming herself for the demise of her marriage. "Peter had always justified his behavior by trying to find fault with me, and he had had a very good partner in that," she says. "I would always agree that it was my fault. But my family had never had a murder in it. I cut the cord."

Bogdanovich's grief enveloped the family. Platt recalls waking up one morning alongside Wade to find Antonia and Sashy dressed in their Sunday finest, standing by their bedside. They were going to Peter's. "It's Dorothy's birthday," they told their mother. "There's a cake, and we're going to visit her grave."

Platt was enraged. I felt like E.T.; I could feel my neck elongating and felt like I was going to explode," she says. "It seemed such a maniacal thing to be doing; you know, bury the dead and live for the living. But if you said, 'I don't think you should be doing that,' the children would be very critical. They would say, 'No, Dorothy is wonderful; she's a white goddess.' So Big Tony sat up in bed and said, 'It's Dorothy's birthday -whatever are we going to buy her as a present?' The kids were shocked: 'Ohhhhh!' And then they started laughing. It was the first time anyone had made a healthy joke. That healed us all a little."

Eventually, Bogdanovich became infatuated with Stratten's younger sister, L.B. Straten, whom he installed in his house in Los Angeles when she was still a minor and eventually married. "It became all about ignoring our children for Dorothy's sister," says Platt. Platt and Bogdanovich fought fiercely and stopped speaking for three years.

"POLLY IS ONE of a few people who started out with me and did very well," Bogdanovich is saying over the phone after returning from the Cannes Film Festival. "Frank Marshall, Polly, Verna Fields -all of them began with me." He chips away at Platt's contributions. Sal Mineo gave him a copy of The Last Picture Show, and he told Platt to read it; he got her into the art directors' guild. Some differences in memory seem legitimate, but others ...

"I think sometimes she pulled me back to reality," he says finally. "Editorially, she had good sense: 'You can have all that and shorten it a bit.' I remember I came up with the idea for the ending of Paper Moon. I wrote ten lines, and I remember reading them to Polly in the morning. And she said, 'You just need three or four lines.'"

Yet his post-Platt films were less commercially and critically successful. "That's not totally true," he says. "Particularly the critical part. Certainly Daisy Miller was one of my best pictures. They All Laughed, Saint Jack, Noises Off were all successful. I've heard these theories before," he says with some exasperation, "that it was Polly who kept me in line. I was inspired by Cybill! I was inspired by her presence on Picture Show. If What's Up, Doc? and Paper Moon were any good, that had to do with whom I was living with. I know the euphoria of What's Up, Doc? -my relationship with Cybill infected that picture. When a person is successful, and then less successful ... it's always, 'Well, it was the wife.' Nevertheless, I directed the pictures. That's it. Those are the facts."

Bogdanovich doesn't want to talk about their personal life at all. "Unfortunately, you can never tell the truth, so what's the point of getting into it all? At least with a picture, you can hold it up as proof. What happens in private life -it can so often be an illusion."

Bogdanovich calls the next day. He's had a crisis of either conscience or politics. "I love Polly," he says fervently. "I always loved her. I have tremendous respect for her. She was a tremendous inspiration and help, and she's an inspiration in the work we did together. She was the closest collaborator I had on those pictures. We obviously spent a lot of time growing up together, working together on projects. She was an invaluable collaborator. The rest of the stuff is emotional garbage. You get down to the bottom line, the love is there. She knows that.

"As far as work stuff goes," he says before hanging up, "there wasn't anybody better."

Pure Light: “It’s not just believing in yourself. It’s having the courage to have an idea and not have to kill anyone who disagrees with you.”

THE FIRST TIME Platt met James L. Brooks, in 1980, she was distinctly unimpressed. Back then, Brooks was still known as the sitcom writer-producer who, with others, had created The Mary Tyler Moore Show and Taxi; now he wanted to make Larry McMurtry's Terms of Endearment and hoped that Platt could introduce him to the author. Platt thought Brooks was an "idiot" from TV, but agreed to read his screenplay. "I was stunned," she recalls.

"I just discovered that he was quite brilliant.” And so began the second great creative partnership of her career.

Brooks repeatedly asked her to produce the mother-daughter tale, even writing out a blank personal check for her to fill out the sum. But she was awash in family crises -troubles with her then adolescent daughters- and for about three years she turned him down. One day, "she came to lunch wearing a sweater covered with little furry balls," recalls Laurence Mark, the executive at Paramount overseeing Terms. "She'd worn it because that was what Aurora [the mother] would wear. We knew we had to get her." She eventually agreed to be the production designer of the movie but only took half her normal fee because she was flying home continually.

Brooks would always appreciate the patience that Platt showed him during the making of Terms of Endearment, and the success of it certainly buoyed Platt. She was nominated for an Academy Award, and "everyone was after me because Jim was going around saying, 'She's a genius."' She eventually set up shop at Brooks's Gracie Films, bringing with her Warren Adler's acidic novel, The War of the Roses, and beginning to develop it as her directorial debut. But the film's preproduction mirrored its story line, as Platt fought daily over the script with screenwriter Michael Leeson and, inevitably, the strong-minded Brooks. Platt thought that the female character was too obnoxious and the male one too wimpy. Slowly she was losing her nerve. "I didn't think I could direct a movie' anymore. I was beginning to lose control. I was drinking" -which she says may have pushed Leeson and Brooks away from her.

And Big Tony was dying. He had been sick ever since Paper Moon, when he developed a weird rash. It turned out to be a rare disorder, akin to lupus. "He fought the disease by neglecting it," says Platt. At one point, they had discovered the disease was fatal and decided to marry. But the marriage only lasted a year, in part because Wade refused to stop drinking, even though it made him sicker. "You're killing me," Platt told him, "and if you don't start taking care of yourself, I'm going to die." Now they'd begun seeing each other again, and Wade was going to be her line producer on The War of the Roses.

But Platt got scared. She quit going to the Gracie offices and accepted an offer to be production designer on The Witches of Eastwick. "Jim called me and fought harder than I've ever seen anybody fight," she recalls. "In Broadcast News, when she won't go with him on the plane, he keeps saying, 'It's a big deal.' I remember Jim just kept saying to me, 'It's a big deal if you leave.'"

In the middle of one of his tirades, an operator interrupted with a call from Wade's agent: Wade was in Florida working on Miami Vice but hadn't shown up for work in two days. Break down the door, Platt told him. The operator interrupted again: The company had found Wade sprawled on the floor in a coma. Platt flew to Miami, where Wade -"the only man who ever really loved me"- died about three weeks later.

It was a shattering blow. "I think about him, and I think I never really let him know me; I never let go of Peter," she says. But his death brought the most intense grief of her lifetime, "especially because his children were young. I think I cried over his death more for everything that had happened: my divorce, my parents, everything. It felt to me that the last person who really loved me was dead."

And so, perhaps, was her last, best chance to direct a motion picture, to emerge from the shadows and stand alone as a creative artist with full authority and responsibility. Without Tony there, "without someone completely on my side," she didn't think she could direct The War of the Roses. She wouldn't have been able to stand up to "the pressure of the way Jim thinks movies should be made. I thought, I can serve Jim, but Jim ain't going to serve me because he only knows one way and that is his way. I don't know how to explain it without criticizing a person whom I love very much." Would she have directed the movie if Wade had lived? It's hard to say.

Platt went off to do Witches, which is probably her greatest design achievement: part New England Wasp, part sybaritic fantasy. When production ended, "I quite literally went to bed, like my mother." She stayed there for weeks. Brooks was about to start shooting Broadcast News, and its editor, Richard Marks, took Platt to dinner. "He knew I was falling apart," she says. "He said, 'Don't do this to yourself. Don't cut off your nose to spite your face.' He was the only person who came."

After sending other emissaries, Brooks asked her personally to produce Broadcast News, which she did. Her all-around dedication to the project renewed her legend for telling detail. Brooks had wanted Broadcast News' key color to be red; now he was shooting the schoolyard scene where the young Aaron is getting beaten up. He looked up and saw the woman who fifteen years ago had removed the E from a TEXACO sign; she was down on her knees, painting a red accent line on a staircase. "If you were putting together a basball team, this is the person you'd kill for," says Albert Brooks, who played the adult Aaron. "She can play any position. She can hit; she can pitch."

She next produced Cameron Crowe's exquisite paean to first love, Say Anything..., but had a falling out after she tried to bully him unsuccessfully. Her fear of failure, believes one source close to the project, caused her to distance herself from the movie once principal photography was completed. She introduced cartoonist Matt Groening to James L. Brooks, which led to The Simpsons. She wrote a couple of screenplays but was afraid to show them to anyone. She leased her house to Billy Crystal and rode off in a mobile home to travel around America. She returned to L.A., parked her trailer on the Universal lot, and lived there until the guards threw her out. She wrote an adaptation of the Charles Bukowski novel Women for director Paul Verhoeven; it tells the story of a priapic beat poet who attains a smidgen of coffeehouse success and can finally score with all the women he wants. "We'd meet in the Bel Age hotel and discuss our sexual lives," says Verhoeven. "It was a good thing it was at breakfast."

Then there was the distinctly personal screenplay she adapted from McMurtry's All My Friends Are Going to Be Strangers, the tale of a selfloathing writer who gets his first novel published but fails miserably in his search for love and lets his child fall into the hands of her maternal grandparents. As the screenplay ends, he systematically drowns the only manuscript of his second novel, page by page. "It's his punishment," explains Platt. "He did not rescue his child from the mother. He's doomed to live a miserable and unhappy life."

"That's the acting out," she says, tacitly acknowledging the parallels to her own life. "The alcohol. The destroying of the art."

Or because your mother did not rescue you? Her eyes narrow. She is wary. She nods her head but cannot answer. "I broke the circle," she finally says. "No matter how uncomfortable it is between Antonia and me. I didn't abandon my kids, although I did leave them. My shrink once told me, 'Bad mothering is better than no mothering.'"

"I JUST HAD THIS ONE IMAGE of Jack Nicholson holding a pink balloon," says Platt.

An effervescent figure in a vibrant green dress imprinted with Chinese ladies, she is seated on a dais, in front of a packed auditorium of design professionals. She explains how the image grew into the scene where the devil tries to seduce the three women in The Witches of Eastwick. Nicholson twirls Michelle Pfeiffer, Susan Sarandon, and Cher around on a medical gurney in an opera-house-size ball filled with pink balloons. She talks about taking Brooks to see a real bedroom that she wanted to use as a prototype of Aurora's bedroom in Terms. It was festooned with lace and ruffles, and Brooks lay down on the bed and began to laugh when he thought of Nicholson lying on the frilly covers.

Platt has mesmerized the audience. Finally, her copanelists -the director-producer team of Charles Shyer and Nancy Meyers, who organized the event, and E.T. The Extra-Terrestrial production designer James D. Bissell- join the crowd, and begin addressing all the questions to Platt. "As a child, I wanted everything I saw in movies," she says gaily. "I always wanted to strain spaghetti with tennis rackets."

She goes off for a chat with Shyer and Meyers. They've never met her before, although they managed to write Irreconcilable Differences about her and Bogdanovich. "They apologized about that," she says later. "What was so funny about that day -it was kind of getting even with them. I was telling Jim about it; I was the star of the show."

Platt tries to put to rest the question of whether she should become a director. "I've discovered that this [Gracie] is probably the place I should be," she says, somewhat unconvincingly. "Just because you're the greatest teacher in the world doesn't mean you can play the piano better than your students.

"There are times when I hear Jim talk that I experience something that is so much worse than the jealousy that I felt toward Cybill. I am so envious of his ability to think and express himself that I think I'm going to die. I totally identify with Salieri [in Amadeus], because when he picks up Mozart's music and starts talking about how brilliant it is, I feel like that's me. But I don't have any desire to destroy Jim or Peter or anybody."

Platt has always believed that who you are shows up on the screen; she used to have dreams that she was directing and all her dailies would be blank, "because I was so afraid that I had nothing to say. I'm not afraid of that anymore," she says, "but I still would be a little scared that it might just be pure light."

Rachel Abramowitz is a senior writer for PREMIERE.