When we last left our heroine, Maggie Butler, and her fellow film students, they had just discovered an old reel of film while fixing up an even older theater for an all-night horror festival / thesis project fundraiser. And when they spooled the old nitrate up and projected it, what appeared in the flickering light bears an uncanny resemblance to some lucid nightmares that have been plaguing Maggie for many years.
And so mesmerized by these phantasmagorical images was she, the girl was soon overwhelmed and passes out. (As always, this will all make a whole lot more sense if you read Part One of our Two Part look at our featured film.)
When she comes to, surrounded by her concerned friends, Professor Davis (Roberts) explains the legend of Lanyard Gates, leader of an avant-garde film cult, who staged the murder of his wife and daughter in front of his cult and the camera, before inducing a mass suicide by setting the locked theater on fire, taking everyone else with him in the resulting inferno.
And what they had found was the only extant footage of Gates’s last film, The Possessor. Here, Toby (Villard) feels since the film proved scary enough to make someone pass out, maybe they should include it in their horrorthon? But he's quickly outvoted.
Meanwhile, convinced there must be a connection between the film and her dreams, Maggie confronts her mother, asking if she's ever heard of this Lanyard Gates.
At the mere mention of his name, Suzanne (Wallace) freaks out again but fails to convince Maggie to withdraw from the festival when she refuses to say why.
Later, the recurring crank caller, now claiming to be Gates, coaxes Suzanne to the Dreamland, alone, where, after a few suspenseful turns, she is attacked and hauled off into the darkness. Fate unknown, for now.
From there, the body count begins in earnest as the night of the film festival finally arrives. And there's a huge turn out, too, and the staff is quickly overwhelmed by the costumed kooks as they hand out survival gear and get participants to sign legal releases in case of Death by Fright for the capacity crowd.
Maggie, stuck in the ticket booth, is a little annoyed when Mark (Rydall), her recent ex, shows up with another girl in a clear bid to make her jealous. (And if the film has one Achilles heel, it is the trumped up relationship woes between Maggie and Mark.)
But this distraction is quickly quashed when the next person in line asks if they'll be showing The Possessor. Then, this raggedy man, dressed like a street bum, quickly shuffles by after calling her Sarah.
Convinced this was Gates himself, Maggie loses the man in the crowd as the first film cues up. She finds Toby in the projection booth, who agrees to help look for Gates after some convincing but only manages to get himself locked outside the theater.
Meanwhile, as the festival progresses, the other film students are picked off, one by one, rather gruesomely and film specifically.
During The Mosquito, Davis gets harpooned on the stinger of the giant insect prop; and his assistant / teacher’s pet, Tina (Simpson), well, I’m not exactly sure what happened to her; but I believe she gets completely exsanguinated by some dubious means like the victim in the movie. Or maybe she just got her neck broke. (That's me shrugging right now.)
But before she dies, after a kiss she’ll never forget, Tina does manage to unmask the killer before expiring, revealing the horribly scarred visage of an unrecognizable burn victim. Was this Gates? (Magic 8-Ball says, "Better Not Tell You Now.")
Then, during The Amazing Electrified Man, the wheel-chair bound Bud (Danare), who was having a ball running the board and zapping audience members, gets subdued by the killer, is restrained and plugged into the control console, which is then rigged to electrocute him during the film’s climax.
And poor Bud almost manages to pull the plug and save himself, but, alas, it was all for naught and he gets fried to a crisp.
Here, the electrical overload blows a few breakers and the theater is plunged into darkness. And while Toby and Cheryl (Minter) work to get the lights back on, Joannie (Soler) and Leon (Hurst) calm the riotous crowd by inviting the band who did the pre-show back on stage.
All the while, Maggie’s hunt for Gates continues, which is constantly hampered and thwarted by Mark’s disastrous attempts at a reconciliation.
Now, one should also note the killer hauled each victim off to a secret lair, where he makes a mold and mask of the deceased, using these disguises to surprise or lure the others to their deaths.
And when he takes out Leon during The Stench, the killer appears as his victim’s twin right before he asphyxiates him with a noxious gas -- just like the characters on screen.
But is this really Lanyard Gates? Or was someone else using his legacy to exact their own revenge?
And while a jealous misunderstanding sends Mark to Toby's apartment, with him out of the way, Maggie finally puts all the clues together, realizing she was Sarah Gates all along, the girl from the dream, and Suzanne was really her aunt, who shot Gates, and managed to escape the burning theater with her younger self in tow.
Thus, those dreams weren't dreams at all, just repressed memories fighting to get out.
This she confesses to Toby, but it may already be too late. Because whether the killer really is her father or not, this maniac is bound and determined to re-stage the end of The Possessor; only this time, it will end as it should have ended fifteen years ago, with Maggie dead and the filmmaker triumphant.
One of Popcorn's (1991) biggest problems is emblematic of the genre it apes; problems revved up to some pretty ridiculous levels.
Yeah, your Suspension of Disbelief gland will definitely get overtaxed with this one, as our killer is not only a master of disguise, who can match voices with uncanny accuracy (-- due to some dubious tech), but is also a master puppeteer -- he once uses Tina’s corpse as an ersatz marionette to escape detection. (And how he managed Tina's deflating death still baffles me to no end.) Not to mention a tech-wizard, who can rig a marquee to detonate its letters and override the manual controls of several of the staged gimmicks.
Meanwhile, his entire grand plan could've been completely derailed if any one of those rowdy festival attendees randomly got lost trying to find the john or stumbled into the lobby at the wrong moment, bringing this baroque nonsense to a premature end.
Thus, the margin for error for the villain is basically non-existent, but, meh, it works well enough. And there is a fairly decent mystery unfolding here, too, with enough clues to peg Maggie's true identity and who the killer really was all along. Which is kind of a minor miracle given the film’s tumultuous production history.
Yeah, see, after getting off to a really good start, things rapidly fell apart between Clark and Ormsby again, again. Shooting in Jamaica would begin in October, 1990, and run through December. And like some characters in the film, some involved in the production would not make it to the end.
The film homages would be filmed first, and they are a hoot. The Mosquito is a standard 1950s giant monster on the loose frolic, where the irradiated bug starts with livestock and then works its way up the food chain.
And there’s a lady scientist (Suzanne Hunt), who falls in love with the Armed Forces representative (Barry Jenner) before the monster is blown to kingdom come.
Then, Ormsby really hits it outta the park with The Amazing Electrified Man, where a death row inmate (played beautifully by Bruce Glover) volunteers for some unscrupulous scientific experiments.
There is much sci-babble on the properties of corpuscles as the mad scientists inject him with a serum that will allow him to survive the chair. But something goes horribly wrong, like it always does, and the convict is turned into a super-charged human battery, who can kill with a mere touch of his electrified fingers.
In an interview on the 2017 Synapse release of Popcorn, Glover stated that when he showed up to audition for the role the part was his for the taking. Inspired by Lon Chaney Jr., who always brought a witless innocence to his roles ever since playing the simpleton Lenny in Of Mice and Men (1939), Glover brought the same childish naivety to his monster, even influencing the electrified ending.
“When my ex-girlfriend sees me and her boyfriend is calling to her, they had it in the script that my character would reach out in anger and electrocute her,” said Glover (Synapse, 2017) “And I said that’s wrong. I tried to create this sweet, kind of fun innocent; and so far I’ve only electrocuted people who kinda deserved it. And I said I don’t want to electrocute her. I said she should feel so sorry for me, that she kisses me and electrocutes herself. Then I, holding her in my arms, step on the wire.” And with that, racked with guilt, the reluctant monster essentially suicides out.
Now, even though he got very upset that the majority of his scenes were cut from the picture -- so incensed he dragged his wife out of the premiere before it ended, Glover’s opinion has since softened. “I loved the films within the films,” said Glover. “I thought they were the highlight of the movie.”
Kudos to editor Stan Cole, too, for the near brilliant juxtaposition of the deaths on screen with the deaths off screen, blending them together with such momentum and tension, where the killer’s modus operandi mimicked what was happening in the films -- being harpooned by a giant mosquito or electrocuted etc.
Sadly, we only get a very brief glimpse of The Stench as that film was cut short after only one dose of Aroma-Rama, when the killer cranks up The Possessor to recreate our final, fateful, scene.
The problem was, Ormsby took nearly three weeks to complete those glorified inserts and The Possessor footage. And Ormsby’s deliberate pace and obsessive attention to detail was starting to make the backers nervous.
“My deal on Popcorn was that I would come down for a few days’ rehearsal and stay the first week,” said Clark (Wooley, 1991). “It started out great, because Alan had a great week. Then I got away for a while, and when I came back things had begun to show signs of trouble.”
And by the end of that third week, as things fell even further behind, the producers had lost all confidence in their director. Even the cast was beginning to worry once filming began on the main feature. Ormsby was so detail oriented and specific with his direction that the actors were overwhelmed. “I thought, ‘We’re in trouble,’” said Mark Rydall, who played Maggie’s boyfriend Mark (Synapse, 2017). “It was so intense!”
“Alan took a really long time in directing those (insert films), and when you’re on a budget you gotta come in on time,” said Malcolm Danare (Synapse, 2017), who was cast in the role of Bud because Ormsby was a huge fan of his work in the film Heaven Help Us (alias Catholic Boys, 1985). Others might remember the actor as Moochie, one of the bullies who gets flattened in Christine (1983). “I don’t think it had anything to do with friendships or a clashing of personalities," said Danare on Ormsby's dismissal, "I really think it had to do with going over time.”
“He was very detail oriented about it,” added Ivette Soler (Synapse, 2017), who played Joannie. “And this was his first directorial project. I think that it was … their visions (of what the film should be) went in different directions. They were over-schedule. And I think they were afraid that if this kept going that it would just derail [everything] because of budget overruns.”
And as things continued to fall apart, “There were two or three times where we weren’t sure if we were going to be able to finish shooting,” said Dee Wallace (Synapse, 2017), who played the heroine's mother / aunt. And the general consensus amongst cast and crew was the plug was about to be pulled on the whole thing.
Regardless of reasons, Ormsby was fired off the picture with Clark acting as the hatchet man. And after dismissing his old friend, Clark told Wooley that while the production started out as a lot of fun, the whole thing had now “become a painful experience in many ways.” But he had to compartmentalize that aspect, because he had to work quick to try and salvage the picture.
As the search for a replacement director began, Clark took over shooting for a few days to keep the picture moving forward. Once Ormsby got the ax, the financiers wanted him to take over permanently but Clark had no interest in directing another horror movie.
Said Clark (Wooley, 1991), “When it was clear that the conflict between the financier and the director couldn’t be resolved, we went to three substantial, well-regarded directors and tried to make the switch that way.”
But, “For one reason or another, none of them could do it,” said Clark. “And then we were in a position of basically going to some hacks who, supposedly, did this kind of film and I didn’t want that. So I brought Mark in.”
The Mark in question was Mark Herrier, an actor, who had starred in all three Porky’s movies. And within 36 hours of receiving a phone call from Clark, the film’s new director arrived in Jamaica.
“When I first got there, the first footage they showed me was the movies within the movie,” said Herrier (Synapse, 2017). “And I’m looking at the footage, and I’m going, ‘This is great. What the heck am I doing here? This is really funny stuff. This is dead on perfect. And then they showed me the live action stuff, and I was like, ‘Ah…’”
Aside from a few shorts, Herrier had no directing experience, which makes one wonder how this would be an improvement over Ormsby? But I think Soler had some insights on that choice, too.
“Although Mark Herrier was brought on, it was Bob Clark making the directorial decisions,” said Soler in a comment for Jeff Allard’s review of Popcorn (Dinner with Max Jenke, November 24, 2010). “Bob Clark and Alan Ormsby had different visions of the film, which resulted in Ormsby's early departure. I was SO upset -- I really wanted to work with him!”
The production was then rocked again when the lead actress found herself summarily dismissed from the film, too. Originally, Amy O’Neill was cast to play Maggie Butler. O’Neill’s only substantial credit before Popcorn was playing the eldest of the Szalinski children in Honey, I Shrunk the Kids (1989).
After a lot of digging, I couldn’t find a specific reason for O’Neill’s dismissal, except that it just wasn’t working out -- kinda like Eric Stoltz and Back to the Future (1985).
In the commentary track for the Synapse release, Herrier revealed there were issues with O’Neill’s performance from the beginning, and one of the sticking points between Ormsby and the financiers was him standing behind his actress. And once Ormsby was gone, O’Neill soon followed. (If you squint hard, you can still see O'Neill in the finished film during the theater clean up montage.)
“We were friends. We shared an apartment at that time,” said Soler about her relationship with O’Neill. “We were together when she got the call and it was devastating. Because we didn’t know. There wasn’t a clue. It happened that fast … They told her that she had to get her things together and she was booked on a plane, and they booked me to go to Miami with her, because that’s how close we all were and that’s how hard that was.”
This action sent shockwaves through the rest of the cast, who didn’t know if they were going to be replaced, too. “Another reason for the sense of disjointedness in Popcorn was that the leading lady was re-cast about 2 months into the filming,” said Soler (Allard, 2010), who remembered O’Neill’s departure coming much later in the production. “And when Schoelen came in, there were reshoots galore.”
Thus, Jill Schoelen wasn’t a last second replacement on Popcorn, but a several weeks later replacement. The actor was a genre vet by then, having worked with Wes Craven on the Made for TV Movie Chiller (1985), and starring in The Stepfather (1987) and Cutting Class (1989) with a prepubescent Brad Pitt.
“Bright, articulate and appealing, Jill Schoelen doesn’t quite fit into the current horror-heroine mold,” said Wooley (Fangoria Magazine, No. 102, May, 1991). “She seems to radiate a wholesome, sensible quality, matched with a real intelligence and sense of self -- all unique attributes in horror cinema.”
Apparently, Schoelen had auditioned for the role of Maggie but lost the part to O’Neill. “[Ormsby] had a direction he wanted to take the picture, and I didn’t fit in that direction,” Schoelen told Wooley. “I was not their idea of the victim. They wanted that princessy, blonde look.”
And ironically enough, this freed the actor to star in Dwight Little’s remake of The Phantom of the Opera (1989) opposite Robert England, as the villain of Popcorn was kind of a mash-up of Gaston Leroux’s Erik and Vincent Price’s Henry Jarrod from House of Wax (1953). And a role like Maggie was just the kind Schoelen loved.
"Maggie is a girl who has a lot of life, a lot of creativity, and who is very much in tune with her feelings,"said Schoelen (Wooley, May, 1991). "She's very strong-willed. I have a big problem with pictures in the horror genre that want to play the girl as weak, that want to play her as the victim. She can be victimized, because even the strongest of us can fall victim to a certain situation. Eventually, she has to prevail. Although she is a victim, she's strong. She has a mind of her own."
As a replacement, there was some tension between the rest of her castmates, who had already spent a lot of time shooting with O’Neill. When production first began, Ormsby flew his cast to Jamaica for two weeks of rehearsals. Said Soler (Synapse, 2017), “We spent a lot of time together, and we bonded as a cast.”
Initially, Schoelen, who was on the awkward return flight to Jamaica with Soler after leaving O’Neill in Miami, didn’t have much interaction with them, as there were a ton of inserts to be shot to replace the other actor for scenes already in the can.
“With all the scenes that I was involved with, if it was two or three characters, they would reshoot the master,” said Schoelen (Synapse, 2017). “But when it came to the close-ups, they never reshot the other person. So they really had to be on the ball about the exact footage that they had from a technical standpoint.” And as shooting progressed, the actor quickly won the others over with her easy-going demeanor and professionalism.
However, things did get off to a rocky start with Herrier, who found his cast had perhaps bonded too much and were treating their time in Jamaica as a vacation and not a job.
Said Herrier, “One of the first things we reshot was a big group scene. It’s the scene where they’re in the classroom and they’re announcing they’re gonna have the horrorthon. And I’d seen the (original) footage … It was dreadful. It was lazy, ah, it was just horrible.” And when they started the reshoots, Herrier was getting the same lackadaisical performances. And so, the director stopped filming and gathered his cast in a school circle for a pep talk:
“You know, you may have some impression of [what] you’re doing that’s different than reality, but let me tell you something: I’ve seen [what you’re doing], and it really sucks. So you can be here on vacation or you can pretend that we’re really, you know -- I don’t know how many opportunities we have to make movies in our lives, but this is one of them. So let's do it [right],” said Herrier (Synapse, 2017). “That was their first experience with me.”
But Herrier soon won everybody over, too -- even the seasoned British crew. “People from various departments, costumes, camera and stuff, came up to me and said, ‘You know, before you came we were going to give it to the end of the week and we were all gonna walk,’” Herrier revealed (Synapse, 2017). “It was such a cluster. ‘But because you came on, because you were calm, and you were good-natured, because you took control in spite of [Clark’s hovering] and everything else, we decided [to see it through].’”
And despite the beauty of the island, its people, and the perfect location of the Dreamland Theater, filming in Jamaica proved a harrowing experience.
“There are two Jamaicas,” Schoelen told Vernon Scott of the UPI (February 25, 1991). “The tropical paradise that tourists see and then there’s Kingston, where most tourists never visit -- Kingston doesn’t really cater to tourism. It’s a very curious place. The people are so friendly, but Kingston has one of the highest crime rates in the world. It’s a beautiful, colorful island, but working there is another matter.”
The production faced some serious power issues due to an unstable grid. Said Schoelen (ibid), “There were power failures all the time, and we’d never know when we’d have to stop shooting because the lights would go out again. A couple of drops of rain and the electricity would be out for hours.”
Several of the cast and crew also failed to heed the first rule of visiting the tropics: “Don’t drink the water.” Said Schoelen (ibid), “I was one of the few people in the film company who didn’t get sick because I drank only bottled water. Even so, I got ill briefly and I thought I’d die.”
And then real tragedy struck in the middle of filming. “We had a shooting incident in the street outside of the building where we were filming,” Schoelen revealed to Scott “The victim fell onto our set and died right in the middle of the production. Some guy in the crowd became furious because he couldn’t get close enough to our company and he shot somebody.” (I tried to corroborate this incident, and failed. Again, doesn’t mean that it didn’t happen.)
Due to the general street noise, unruly crowds, and shooting near an airport, almost the entire film had to be looped and dubbed over in post-production. “A movie loses something when you loop dialogue weeks after you’ve done a scene," said Schoelen. "You don’t have the same emotional energy or the intensity you had when you were on camera.”
As for the villain who captures and tries to kill her in his quest for vengeance, we have Tom Villard as Toby D'Amato.
As the climax plays out, Mark discovers that Toby’s parents belonged to Lanyard Gates’ cult back in the day, who were front and center for the premiere of The Possessor; and aside from Maggie and Suzanne, he was the only other survivor of the theater fire -- but he didn’t escape unscathed, receiving 2nd and 3rd degree burns all over his body, including his face.
Over the years since, Toby became an expert at building a false face for himself, which led to his innovations of quick casting and molding other faces for his disguises.
Thus, Lanyard Gates was dead all along, shot and killed by Suzanne, and Toby concocted this byzantine revenge scheme against Maggie and her mother / aunt, who accidentally set the theater on fire while saving Maggie / Sarah. And so, while Maggie got to live happily ever after, Toby lost his parents and became a scarred freak, a perfect psychosis for mass murder -- at least in a horror film.
I think my first encounter with Villard was in Savage Steve Holland’s One Crazy Summer (1986), where he was one half of the Stork brothers with Bobcat Goldwaithe. (And if you ever wanted to see a movie where Goldwaithe gets stuck in a Godzilla suit and goes on a city-wide stomping rampage, here ya go.)
He had studied under Lee Strasberg at the Acting Studio before moving to Hollywood in 1980, where Villard had a solid career through the 80s, starring in features and television, including two seasons as one of the leads on We Got it Made (1983-1985).
In Popcorn, Villard is great as the likable and accident prone Toby, but he’s absolutely wonderful as the deranged Toby once his true identity is revealed.
There’s a scene toward the end of the film, when he’s working on bumping off his few remaining classmates, where, disguised as Leon, he appears ready to stab an unsuspecting Joannie to death, who picks that exact (right) moment to ask “Leon” for advice on how to handle her crush on Toby.
Toby had no idea of her feelings, too busy working on his slow game of revenge to notice. And this gives him pause as he tries to process this. Ultimately he can’t, and he storms off -- but he doesn’t kill Joannie and leaves her alive. It’s a nice little scene -- dare I call it sweet -- that could’ve easily gone the other way, with an enraged Toby ripping his victim to pieces, but he doesn’t. And I think that says a lot about the character, and adds both a huge tragic wrinkle into Toby’s story arc and a whole ‘nother layer to this film to appreciate.
“Such a gentleman, and such a gentle man,” said Soler (Synapse, 2017). Danare agreed, saying, “He was wonderful. He was a very giving actor. A lovely guy to work with … During my death scene, there were (some rough) things I wanted Tom to do because it just made it look better. He wanted to hold back because he didn’t want to be rough and I was like, no, go for it.”
The thing that kept coming back for Herrier was the extensive makeup Villard had to endure. “The makeup was really difficult. It was really good, but he was, like, five or six hours in the chair,” said Herrier. “And those contact lenses. I don’t know if you’ve ever had to wear those kinda lenses but they’re not very comfortable. They were very painful, and he would have them on for hours at a time.”
And the rest of the cast comes off pretty good, too. Dee Wallace, Tony Roberts, and Ray Walston are all great if relegated to glorified cameos. And Ivette Soler is so adorable I can’t even even. Malcolm Danare and Elliot Hurst come out clean as the comedy relief, as does Kelly Jo Minter, playing almost the exact same character she had played in Summer School (1987).
No, the only real flatline was Derek Rydall as the love interest. As an actor, he isn’t that terrible, but his character is a complete dope as written. Rydall fared much better in Night Visitor (1989), where he played a highschooler who discovers his history teacher is a satanic serial killer -- only no one will believe him. And while Rydall holds his own, the film is absolutely stolen by Allen Garfield and Michael J. Pollard as the killer and his idiot brother / accomplice.
“Yes, the film is disjointed -- it was a troubled (though completely fun!) shoot,” said Soler (Allard, 2010). “But as a HUGE fan of horror films, I am super-proud of my participation in this one!”
And credit to Herrier, too, for wringing some actual suspense out of this nonsense, especially when poor Bud struggles to reach the controls while he watches the conclusion of The Amazing Electrified Man, realizing he’s dead by the end if he can’t pull the plug in time.
And the climax is an amazing set-piece as Toby meticulously and methodically recreates the end of The Possessor as he entices the theater audience on, who thinks it’s all part of the show, so they ignore Maggie’s pitiful cries for help. Suzanne is there, too, mummified in plaster, making her unable to intervene this time.
But as the crowd reaches an absolute frenzy, and Toby moves to deliver the deathblow, Mark manages to blunder to the rescue.
See, having made his way back to the theater after getting a handy plot dump by Toby's landlord, he has to make his way back into the locked theater through a second floor window.
And there, from the balcony, he takes in the scene and quickly jumps into action by using his belt and the wires for the mosquito gag to make an ersatz zip-line, which he uses to ride down to the stage, where he crashes into a heap of boxes.
Now, Mark's dramatic entrance also jarred the giant mosquito prop loose from its mooring, which swings down and draws a bead on the unsuspecting villain. Thus, as Toby rages over this interruption, and his grand scheme of revenge goes up in smoke and a shower of sparks, he realizes too late that the mosquito was coming right for him, which strikes home, impaling him through the chest.
Here, Mark recovers and frees Maggie from her restraints, and then protects her from the rampant electrical discharges from the runaway prop, as the skewered Toby gently sways with the momentum, back and forth, until he expires. Meanwhile, still ignorant that this wasn’t staged, the audience roars with applause, bringing our tragedy, on many levels, to an end.
Villard was fairly open about his homosexuality, rare for an actor at the time of Popcorn’s release. At some point he contracted HIV, and he would be diagnosed with AIDs right before filming commenced.
This he confided to Herrier to keep everyone safe during all the FX shots. As Herrier pointed out, if anyone else found out, Villard would have been removed from the picture, too, because the actor would’ve been deemed uninsurable. But no one did. Said Herrier, “It was such a demanding role, physically and emotionally, and he was not well.” Sadly, Villard would pass away just three short years later in 1994 due to complications from pneumonia.
According to the cast and crew, the firing of Ormsby and O’Neill kinda marked a dramatic shift in the film’s overall tone, too, changing it from a straight-up horror film to a light-hearted romp with some horrific overtones.
Clark remained throughout principal photography to help out Herrier when he needed it, and would even handle some 2nd unit work. “There were times when we’d be so far behind that I would take one camera and he would take another camera and we would go do stuff,” said Herrier (Synapse, 2017). This, of course, brought into question as to who really directed the picture.
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“For better or for worse, I directed it,” admitted Herrier (Synapse, 2017). “[Clark] didn’t want to direct it but Bob is Bob, and I soon understood what Tobe Hooper felt [with Steven Spielberg] on Poltergeist (1982). There was a lot of [someone constantly lurking over your shoulder] -- especially early on. Finally, Bob backed off. So I had that experience, yeah … But he virtually had nothing to do with the editing, and that’s where you make a movie anyway.”
And though you would least suspect it, there was quite a lot of clout behind the camera, too. You had Ronnie Taylor as the director of photography, who had won an Academy Award for Gandhi (1982) and had worked on things ranging from The Wind and the Lion (1975) to Barry Lyndon (1975) to Star Wars (1977).
Taylor would drive Herrier crazy as he fastidiously set up the lighting as time and money evaporated. Thus, Taylor’s work on Popcorn was pretty straightforward and perfunctory, but there were a few flashes, especially during the climax.
The production designer was Peter Murton, who got his start working on Dr. Strangelove (1964) and the James Bond films Goldfinger (1963) and Thunderball (1965); not to mention things like The Ipcress File (1965), The Lion in Winter (1968), and John Badham’s take on Dracula (1978). And while the Dreamland made for a fine template, the loving touches to the decor really shine -- not to mention the ghoulishness of Toby’s secret lair.
The special effects were provided by Giorgio Ferrari, who had built the spaceship for The Pumaman (1980), the alien cyclops for Contamination (1980), and that delightful great white mock-up for The Last Shark (alias Great White, alias L’Ultimo Squalo, 1981). For Popcorn, Ferrari built the giant mosquito, which functioned just enough to get the shots needed.
And the grue came courtesy of a coincidentally named Robert Clark (-- no relation to Bob Clark), who designed Toby’s horrifically scarred visage. Clark had worked on the demon pig for Evilspeak (1981) and the prosthetic dog for Cujo (1983); and he would also design aliens and monsters for Cocoon (1985), Earth Girls are Easy (1988), Mimic (1997), Starship Troopers (1997) and Godzilla (1998).
Clark would be assisted by Wayne Toth, Timothy Huizing and Matt Falls. Experience amongst these three was just as wide and varied: From Dusk Till Dawn (1986) to Ghoulies Go to College (1990); from Hellboy (2004) to Howling VI: The Freaks (1991); and from Bram Stoker’s Dracula (1992) to Cyborg (1989). And on top of all the gore, the trio would provide the masks for all the theater goers. (Ormsby’s son Ethan would appear in the film as the featured two-headed movie attendee.)
Falls would also step up and play Lanyard Gates in the film. “I put a bug in Robert Clark’s ear, saying I would like to do it,” said Falls (Synapse, 2017). And since no one had been cast, he got the part. The FX crew also faced some huge logistical issues when the local suppliers couldn’t provide what they needed, which led to a lot of improvisation and innovations. And while it wasn’t what they were used to working with, the money shots come off (mostly) without a hitch.
On the score was Paul Zaza, another genre vet. In fact, Zaza was a fixture in Canuxploitation, who helped glue a lot of films together as the characters on screen were chopped to pieces. He wrote all the disco music for Prom Night (1980), saving Paul Lynch’s hash from several lawsuits over the temp tracks he’d used. He also provided the rustic score and the ballad of Harry Warden for My Bloody Valentine (1981).
Zaza had been working with Clark since Murder by Decree, and would score the majority of his films thereafter. Admittedly, Popcorn was not his best work. In the Synapse DVD supplemental materials, Zaza said he was trying to go for a certain duality between the featured films and the feature film, with bombastic orchestrations for the older fake films and strange electronica for the real film. And while the music for the fake films is spot on, the other was a little too synth-heavy for me, another bane of films from this time period.
When things blew up on Popcorn, Clark’s long standing friendship with Ormsby was now irrevocably broken. After, Clark would get hung up in a string of inexplicable fodder like Baby Geniuses (1999), Superbabies: Baby Geniuses 2 (2004), and Karate Dog (2004). Sadly, Clark would be killed by a drunk driver in 2007, right when he was (allegedly) gearing up for the long awaited sequel to Black Christmas.
Ormsby, meanwhile, would find some success with The Substitute (1996), where a former Marine (Tom Berenger) works as a teacher to flush out those students who assaulted his fiance. The film would spawn three sequels, all written by Ormsby, with always a Treat Williams subbing in for Berenger: The Substitute 2: School’s Out (1998), The Substitute 3: Winner Takes All (1999) and The Substitute: Failure is Not an Option (2001).
Even though he was fired as the director, Ormsby was still the screenwriter of record for Popcorn. Still miffed, he would employ a pseudonym and be credited as Tod Hackett. Also, for some undisclosed reason (-- rumor has it was due to the constant financier dickering in post-production), Clark had his name removed from the credits as well.
Despite the troubled production, Popcorn would manage a brief theatrical release. I know I remember catching it three or four times at the old Imperial 3 and digging it quite a bit. It would be released by a brand new distribution company called Studio Three Film Corporation, who geared up to promote the film to a PG-13 crowd. (The gore was minimal, and the film only contained one F-Bomb.)
But things were derailed when the MPAA slapped it with an R rating for being “too intense.” And with no specifics on where to make cuts, and no money to make them anyway, the distributors let it ride as is as an R rated film.
A title like Movie House Massacre might’ve seemed more appropriate, and might’ve drawn in more ticket buyers; but from my understanding, the concession angle was tied to Smith’s original script before Ormsby took over. But they stuck with it anyway, which led to a fantastic tagline: “Buy a Bag, Go Home in a Box.” And while the box-office never really materialized, the film managed mostly positive reviews from critics.
The Austin American-Statesman (February 1, 1991).
Kevin Thomas of The Los Angeles Times gave the film a positively glowing recommendation, saying (February 1, 1991), “One of the stars of Popcorn calls it ‘Phantom of the Opera meets Ten Little Indians in a horror movie festival.’ That’s as apt and succinct a description as you could wish for this ingenious and spoofy little shocker. With knowing affection it pays tribute to irresistibly schlocky vintage exploitation pix while borrowing a key motif from Georges Franju’s haunting Eyes Without a Face (alias Les yeux sans visage, 1960) and lifting lots of gimmicks from the late William Castle, horror impresario supreme, who would have loved this movie.”
Thomas also showed a lot of love for those three films within the film. “Popcorn’s set pieces are several flawlessly parodied movies-within-the-movie. Meanwhile, as these films unspool on the Dreamland screen, an elusive maniac emulates them as he commences a killing spree … It’s possible that the filmmakers didn’t mean for their lurid framing story to be quite as cheesy as what they’re making fun of, but that scarcely matters. Popcorn is such fun for lovers of schlock (intended or otherwise) that it hardly matters.”
The Tampa Tribune (February 1, 1991).
And Joan E. Vadeboncoeur of The Syracuse Herald Journal was pleasantly surprised by what she saw. “Just when audiences think there’s nothing new left in horror films, Popcorn comes along to surprise and delight as a slasher tale that’s amusingly blended with a spoof of old horror and sci-fi flicks,” said Vadeboncoeur (February 4, 1991). “For those who lived through aroma-rama and shock clocks, and who affectionately remember the real motion picture palaces, Popcorn waxes nostalgic. Those who missed the era should revel in this satire.”
And Bob Ross of The Tampa Tribune felt the film “mixes movie-themed in-jokes with crazed characters and genre spoofs to create an amusing parody that entertains on its own self-mocking terms … The more you like horror movies and jokes about horror movies, the more you’ll love and appreciate Popcorn,” Ross concluded (February 1, 1991).
But Michael Price of the Fort Worth Star-Telegram was a bit torn on the picture. “Popcorn, a deceptively complex and thoughtful film disguised as a killer-at-large thriller, is the keenest movie-for-movie-buffs picture since Steve Martin rubbed up against all those Old Hollywood celebrities in Dead Men Don’t Wear Plaid (1982),” said Price (February 1, 1991).
“Motivated by an indulgent passion for old movies, Popcorn takes pains to show how the industry has evolved, how much emotional and cultural baggage it has accumulated -- and how many valuable elements it has discarded along the way. On the debit side, Popcorn betrays the handiwork of too many different supervising talents.”
The Akron Beacon Journal (February 2, 1991).
And in conclusion, Price thought “the picture works fine, on multiple levels of cheap thrills, comedy and contemplative business. The staging of the festival will delight anyone who remembers the extravagant movie-promotion stunts of the ‘50s: Not only are the festival pictures accurate imitations of authentic period films, but their accompanying auditorium stunts feel authentic.”
Meanwhile, Tom Jacobs of the Los Angeles Daily News didn’t think much of the film, saying (February 1, 1991), “The movie is clumsily made and, for the most part, badly acted. [And] though it ultimately leaves a bad taste in your mouth, Popcorn does contain the kernel of a good idea. It’s basically a Slasher film, but it approaches the disreputable genre from a different and reasonably amusing angle.”
Like everyone else, Jacobs appreciated the film parodies, but felt “in these brief scenes, the filmmakers display a cleverness and cinematic savvy -- two assets otherwise missing from [the rest of] Popcorn.”
Susan Wioszczyna of the Gannett News Service also found “a kernel of cleverness” lurking in Popcorn, “but it’s the kind that sticks in your throat … The gag reflex would be an appropriate response once this rocky horror show gets past its promising premise,” said Wioszczyna (February 8, 1991). “Popcorn certainly doesn’t need aroma-rama. What’s on screen smells strong enough, thank you.”
The Los Angeles Times (February 9, 1991).
And lastly, Betsy Pickle of The Cleveland Plain Dealer probably summed up the film best: “Popcorn doesn’t have the crunch that its title suggests, but it may prove palatable to the right crowd. A horror film about horror films, Popcorn puts some clever ideas on screen. In the end, it slashes its own throat, but for a short while it’s a real scream.”
As one sifts through the reviews, with all the praise heaped on the parodies, one can’t help but wonder if Popcorn might’ve been better served if Ormsby had been allowed to see it through to the end. There’s definitely an argument to be made.
I know I was leaning that way, as the film truly excels during those lovingly staged homages to old school schlock; and remember, those were all Ormsby, who completed them before he got canned. But with each viewing, the actual film they’re plugged into has solidified for me quite a bit.
“I’m proud of it because (laughs) it could’ve been a nightmare -- and not the intentional kind of nightmare,” said Herrier (Synapse, 2017). “It definitely had a lot of cooks. And I think whatever coherence it has, whatever charm it has, I will (at least) take some credit for that.”
And there’s a lot to like, too. Great performances by Villard and Schoelen; that amazing climax; and once you notice it, I love the little inadvertent meta-moment when you realize the actor playing Toby’s apartment manager, who also happens to be a washed-up actor, also played a part in The Amazing Electrified Man. I just can’t tell you if this was on purpose or not.
My only real hang-ups on the film is what I already mentioned before, about how the killer’s scheme fails to collapse under its own weight, and how the film is so unclear on what happened to Tina. In the murk of my old VHS copy I thought she was sucked dry like the character in The Mosquito, which seems to be confirmed when Mark's punchline says she needs to eat something; but in the digital upgrade I'm not sure what really happened as the scene was shot and edited so sloppily, a viewer cannot decipher how the victim met her end. A mystery that will remain unresolved, I guess.
And one has to wonder if Cheryl survived the film because Toby got locked out of the theater for a while, which I’m sure screwed up his timetable something fierce.
As is, Popcorn also teeters on the brink of both camp, which works, and self-awareness that, while at first clever, would soon become the bane of the Slasher films’ cinematic existence in the wake of Scream (1996) taking the full self-aware plunge five years later.
And yet, somehow, despite all this tempestuousness and production woes, Popcorn managed to persevere. The ultimate end result isn't great, by any means, but there's a definite guilty pleasure to be found here and the film has righteously earned its Cult Film status.
And speaking honestly, though those transition pieces do prove more entertaining, the mystery unraveling out in the lobby wasn’t half bad either. Not exactly a resounding endorsement, but Popcorn hasn’t grown stale on me yet.
Originally posted on September 11, 2000, at 3B Theater.
Popcorn (1991) Century Films :: Movie Partners :: Trans-Atlantic Pictures / EP: Howard Baldwin, Karl Hendrickson, Howard Hurst / P: Ashok Amritraj, Gary Goch, Torben Johnke, Sophie Hurst, Bob Clark / AP: Shaun Costello / D: Mark Herrier, Alan Ormsby / W: Mitchell Smith, Alan Ormsby / C: Ronnie Taylor / E: Stan Cole / M: Paul Zaza / S: Jill Schoelen, Tom Villard, Dee Wallace, Derek Rydall, Malcolm Danare, Ivette Soler, Kelly Jo Minter, Elliott Hurst, Freddie Simpson, Ray Walston, Tony Roberts
