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In his 31-year career, Jonathan Demme has made exploitation cheapies for Roger Corman, big-budget movies that won loads of Oscars—including Best Director—and, most recently, the impeccably well-meaning flop Beloved. Yet he’d never shot a film overseas before his latest project, The Truth About Charlie. Taking the template from the 1963 Stanley Donen mystery-romance Charade—and taking along his Beloved star and friend Thandie Newton—Demme finally had Paris.

“I wanted to get lighter, for sure,” says the gregarious, bluejeaned 58-year-old director, sitting next to the more smartly attired Newton in a K Street NW hotel room. “I had done three movies in a row that had really strong themes and were really emotionally draining-slash-rewarding. I was looking for something preferably with a sense of humor, something preferably with Thandie, and something very contemporary. This fit all those criteria.”

First, Demme screened Charade for Newton, he says, “by way of sneaking up on her to let her know what I was thinking. Because our families are friends and we spend time together, that was easy to do. ‘Let’s watch this picture.’ ‘Fine.’ We enjoyed it.”

“I’m so glad he didn’t tell me then that we were going to be doing it,” says Newton, a Zambian-born Briton who now lives in L.A. “We watched it. It was fun. ‘Wouldn’t that make a great update?’ ‘Yeah, yeah.’ ‘With you in that role?’ ‘Hah! Yeah, right.’ And then, months later, there it was.”

That “Hah!,” the 29-year-old actress elaborates, was because “we worked together on Beloved and it was the height of my experience as an actor. The shooting experience was just magical, and the film was extraordinary. I actually thought after Beloved, If I never work again, I will be so happy that I had this. So for me to be a part of it again, it was funny to me. Because I would never have thought that it would happen again. With the added dimension of our friendship, that made it an even brighter prospect. That’s why I laughed.”

“Also because it’s a big old glossy mystery romantic thriller set in Paris,” Demme adds. “If someone said to me, ‘Would you like to do Charade?’ I would go, ‘Yeah, right.’ The opportunity to work in Paris, and do a movie-movie movie, seems like such a fantasy. I still can’t believe I got to do that.”

Demme didn’t go directly from the swamps of Beloved to the Marais, however. He developed K-Pax with Will Smith for a while before departing because of “script concerns.” He also worked on Intolerable Cruelty, a Coen brothers screenplay, he says, “that almost got made”—until an actor who was crucial to the deal left because he “just didn’t get it, didn’t think it was funny.”

He doesn’t direct films in quick succession, Demme explains, because “I can’t do that thing, of choosing my next picture while I’m still working on the current one. A lot of people do that, and when I was younger I used to. But now I just feel that the stakes are so high, and it’s so hard to make as good a movie as you possibly can, that I just feel the movie needs your undivided attention. So it’s only after a picture’s over that I start from ground zero—”

“You quarantine as well after a movie,” Newton interjects.

“I need a little bit of healing time,” he says. “That’s true.”

When the money for The Truth About Charlie fell into place, Demme had a script that he’d crafted with three collaborators, including one Peter Joshua, “a witty nom de plume for Peter Stone, who wrote Charade, and who didn’t want his name to appear twice in the credits.” (The pseudonym inverts the name of the male lead played by Mark Wahlberg.)

“The original script seemed so terrific,” Demme says, “I thought it would be a cakewalk. Suddenly, when we were really going to do the movie, I realized I didn’t want to do a copycat version. I found myself wanting to be very faithful to the spirit of Charade while finding a fresh way to tell the story and finding new places to put emphasis.”

Charade starred Audrey Hepburn and Cary Grant in roles roughly equivalent to the ones played by Newton and Wahlberg, but Demme says he “wanted to get as far as away as possible from the Cary Grant-Audrey Hepburn thing. In terms of trying to design a movie around the chemistry and iconography of two super-duper-stars at the height of their popularity and their potency, thanks anyway. We don’t have anyone around that we could do that with, and that wouldn’t interest me as a filmmaker. Thandie has certain characteristics of Hepburn—British, charming, deep, etc.—but I didn’t hold them against her.”

“It was important to leave Charade behind—way behind,” Newton says. “Just to do justice to the story. I’m not playing Audrey Hepburn; I’m playing Regina Lambert. And the characters are so changed. As we were doing it, it evolved. Situations changed. If we came up with ideas that we wanted to try, Jonathan was very open to them. It really took off. It departed, from even the version that we had.”

“The cast contained all these in-the-moment kind of actors,” Demme adds, “who are very loose and very confident, and always coming up with something extra.”

Visually, the director and his longtime cinematographer, Tak Fujimoto, took their cue from the fact that Paris doesn’t require filmmakers to get permits for handheld shoots. “We took a very helter-skelter approach to the shooting,” Demme recalls. “None of us knew how we were going to approach any of the outdoor scenes photographically. We didn’t have a dolly on the truck. We didn’t have any tripods. We found an exceptionally gifted young French camera operator, Pierre Morel. I put an enormous amount of trust in him. We would stage the action, and then I’d say, ‘Are we lit here, Pierre?’ ‘Yup.’ ‘Start shooting.’ Because I wanted to pattern the style after the New Wave films, I thought, This is a movie that will have a lot of jump cuts. It will have awkward cuts and mismatches, and I think that will be fun for the audience.”

“Sometimes you would turn up not even knowing what shots you wanted to do,” Newton reminds Demme.

The director added to the spontaneity by including unscripted characters whose significance wasn’t revealed even to Newton and Wahlberg. “I thought with a mystery like that,” he says, “the more shadowy figures the movie presented, the more suspects there would be.”

“They were like featured extras who would keep appearing,” Newton says. “And we never knew until we realized that we kept seeing them in the crowds.”

Demme also departed from the original screenplay to include appearances by such French New Wave icons as Anna Karina, the star of many of Jean-Luc Godard’s ’60 films; singer Charles Aznavour, who appeared in Truffaut’s Don’t Shoot the Piano Player; and Agnes Varda, a noted director and the widow of Umbrellas of Cherbourg director (and Demme near-namesake) Jacques Demy.

“Shortly after arriving in Paris, I saw a poster for Anna Karina, that she was appearing at a club,” Demme recalls. “So we all bought tickets and went and saw her. She was so charming. And she agreed to write a tango song so she could be the unscripted singer at the tango palace.”

Meanwhile, Demme met Varda through a mutual friend. “She invited this American filmmaker over to her house for dinner. And I thought, Agnes has got some kisser on her, so I asked if she’d do a cameo. We painted for her a little truck with umbrellas on it with a Cherbourg address and said it was ‘Parapluies de Cousin Jacques.’”

The film’s most visible homage was renaming the Hotel des Croises (“Hotel of the Crusaders”), the hostelry that served as a location as well as the production’s home base. The crew temporarily transformed the place into the Hotel Langlois, in honor of Cinematheque Francaise co-founder Henri Langlois.

“It’s one of those time-warp French hotels that is so quaint and so charming that it’s completely unreal,” Demme rhapsodizes. “It’s like a movie hotel. In this spewing of homages left and right, we did call it the Langlois, and made a beautiful marquee. We took down their marquee and put that one up, and at the end of it the owner decided to keep the name. I don’t think he’s that much of a film buff, but he felt that if the film was really popular it might help the hotel. And as a Turk, he had no affection for the Crusades anyway,” he adds with a laugh.

The film’s many homages, Demme concludes, “just happened as a guy who has been madly in love with French movies all my life finally shooting a picture in France and regurgitating all this affection for French culture and French movies.”

He pauses, drifting off blissfully for a beat, then yanks his attention back to Hollywood: “If I’d put that stuff in the script, Universal never would have financed it!” —Mark Jenkins