Original subtitles

Snow White, Sleeping Beauty, Cinderella.

During the last century, the Walt Disney Company specialized in princesses.

And in 1990, they added a new one.

...about a prostitute from Hollywood Boulevard.

This is a Disney movie?

It is, yeah. Wait a minute! This is a great story.

Pretty Woman rewrote the rules of romantic comedy.

Many times over.

Other writers were brought on and were fired.

And transformed a young, unknown actress...

Julia Roberts was a nobody.

...into a princess.

She walks out, and it's like, "Oh, my God!"

And subsequently, a global superstar.

The winner is Julia Roberts.

Watching her star explode, something really special.

But the creation of this rom-com classic was no fairy tale.

You ****ers!

This'll be straight to video.

And it would take a handsome hunk...

...who was really, really good-looking... Actually not that one,

this one. Hey!

Or at least the guy who created this one.

I could not believe that this was going to be

a Garry Marshall comedy. ...to give Pretty Woman...

Hello. Yes, hello, a wake-up call.

And I see him sleeping.

Well, however they did it, this shambolic tale changed Disney's fortunes...

You'd see box office numbers going up. ...changed fashion...

Brown and white polka dot dress is copied today!

...and with some kind of magic...

People who'd invested in the film were getting these disjointed dailies.

...they created the highest-grossing romantic comedy...

The movie played for like a year!

...of all time.

Which was cause for great joy. Ahh...

It was pretty successful.

It was pretty unexpected.

It was...

"Pretty Woman"? That's what we're gonna call this movie? Okay, we're dead.

These are The Movies That Made Us.

The humble Post-it note, used as bookmarks, doodle pads,

to write down important messages and not-so-important messages.

But one day in the late '80s,

a pad of these three-inch, canary yellow sheets of square paper

changed cinematic history by playing a key role

in one of the greatest romantic comedies of all time.

But first it's worth noting just where our story really starts.

Well, Hollywood, of course, but less Hollywood studios

and more the grimy streets of 1980s Hollywood Boulevard,

where a wealthy, recently single business man picks up a...

well, a professional of the street.

Can you give me directions? Sure.

One thing leads to another. Here we go.

Directions turn to a question. I assume cash is accepted?

Then a polite request. Spend the week with me.

And for the 1990s price of...

3000. She spends the week shopping...

I got a dress. ...and living the high life.

Slippery little suckers.

But as they get to the end of that week...

It must be difficult to let go of something so beautiful.

Prince Charming rescues his princess from the Hollywood streets.

She rescues him right back. She does.

And Edward and Vivian live happily ever after.

That's not what happened in the original script.

And this guy would know because he wrote it.

Hi. I'm J.F. Lawton.

And J.F.'s fairy tale starts like any other.

I grew up thinking about Hollywood.

Where the biggest dreams can come true.

I did Under Siege for Warner Brothers.

You're in the navy. Remember?

Surely the best of the Steven Seagal canon.

I directed a movie called Cannibal Women in the Avocado Jungle of Death.

Yeah. That one, that one wasn't quite as popular.

But then there was this one.

And I was the writer of Pretty Woman.

But before J.F. enjoyed this swanky Hollywood life,

he was enjoying this Hollywood life.

I was living off of Hollywood Boulevard in a neighborhood

with a lot of hookers, drug dealers.

A Hollywood walk of shame, littered with broken dreams and danger...

I liked it. ...that J.F. liked a lot.

I love the feel of Hollywood. I love the whole, um...

Regional charm? Yeah. Absolutely.

I would hang out at a doughnut shop on Hollywood Boulevard,

and I would see the girls walking up and down the street.

And I got to know some of them.

And they're not any different than somebody who does some other job,

you know, and most of them loved to talk.

People weren't that interested in their stories.

But J.F. was.

These late-night conversations over coffee and doughnuts

charged the creative batteries of this young, aspiring writer.

I wrote script after script after script. That nobody bought.

Instead, this hungry young writer survived on a steady diet of apples.

Apple Macs, to be specific.

I was doing freelance work, teaching other writers

how to use the Macintosh to write screenplays.

And one of those writers recommended me to Gary Goldstein,

who was a manager of writers.

And thus began a romance of sorts.

I asked him for a romance

with very distinctive, strong male and female lead roles.

Luckily, J.F. already had an idea percolating in his mind,

stemming from a late-night doughnut shop conversation

with one of his working girl friends.

This one woman told me about this story about how a rich guy took her to Vegas,

spent all sorts of money, put her in a suite, then a week later, he left.

And upon hearing this really interesting story,

J.F. immediately thought...

"Wow, that's a really interesting story."

...or at least, the beginning of one.

At that time, that was the beginning of corporate raiding.

And Wall Street had just come out.

Why do you need to wreck this company? Because it's wreck-able, all right?

There was a lot of talk about corporate raiding destroying the Rust Belt,

and there was industrial decay.

This was steel town, USA. It's gonna be ghost town, USA.

A lot of the girls on Hollywood Boulevard had come from broken families out there.

I thought, "What if you took somebody who was a corporate raider

who was destroying the Rust Belt, and then they encountered somebody

that was the result of what they were doing?"

That became the impetus for... Pretty...

Three Thousand.

Wait. Pretty Thousand? What?

My father said that movies with the word "three" in them are lucky.

Like Three Coins in the Fountain...

...and Three Amigos.

And so it's the word "Three" and the word "Thousand."

Yes, but 3000 what exactly? The film was about money.

But what about Gary Goldstein? Was he buying it?

At that point in my career, it was by far the best script I'd read.

I believed in it 100 percent.

And so, Gary put his Three Thousand where his mouth was.

I gave it to a lot of people in the industry.

Then... The phone started ringing.

Then it rang some more.

Sorry, my phone just... I took at least a dozen meetings

with companies, all of whom were interested in optioning the project.

But the choice was obvious.

We decided on Vestron. Okay.

Founded in 1986,

independent studio Vestron Pictures was a fresh name in Hollywood,

based in Stamford, Connecticut.

You know, I think that as a new film company, we were getting studio rejects.

One of those scripts was this one.

I carried a watermelon.

Which worked out pretty well. And another one...

Was Three Thousand, but it was, like...

It was a much darker, darker version of the story.

Exactly. Right up Vestron's alley.

I felt that's what we needed for Three Thousand.

And now with Vestron attached, attention turned to casting the lead role

of Vivian the call girl, lining up dozens of women to read for the part.

Gary said, "I know the actress to play this."

Oh? I was invited

by the producers of Mystic Pizza to a friends-and-family screening.

Where Gary would lay eyes upon an up-and-coming ingenue

named Julia Roberts. But you knew that.

There was something ineffably charming about her. That irresistible laugh.

And there in that dark theater, that's when it hit Gary.

"That's Vivian."

Immediately, an eager Gary rushed to share his discovery with J.F.,

who, overcome by this exciting revelation, asked...

Who's Julia Roberts?

...which was a fair question, really, because at that point,

she certainly wasn't rich and famous global superstar Julia Roberts.

Twenty million dollars isn't. Exactly.

So when asked to be the lead in a new film, she said...

Sure. Good.

But they wouldn't find the male lead role, Edward, in a pizzeria,

even if he is a little bit of a deep dish.

My dream lead actor for this movie was Richard Gere from day one.

You wanna be with me? Absolutely.

Who wouldn't? This critically-acclaimed sex symbol broke hearts...

Who was really, really good-looking.

I have a little crush on him.

...and broke noses.

In such films as American Gigolo and An Officer and a Gentleman.

I got nowhere else to go! But still...

At this point in his career, Richard Gere had been engaged in quite a few flops.

It's not your fault. It's... I don't wanna hear about it, Terry.

So when presented with this juicy dark drama...

Richard passed on it. Get out of here!

Right. I wasn't expecting that 'cause he's definitely in it.

Richard looked at this, "There's not much for me to do."

"There's no lead actress." What about Julia Roberts?

She was an unknown and they had not met. In his mind, there's no big-name actress.

No!

And after months of everything falling into place almost too easily...

I just want out.

...Three Thousand had hit its first, and only, real snag.

And then Vestron went bankrupt.

Okay, so that's another snag. That's two snags.

Now, the company bankrolling your passion project is about to go under.

And if the script goes with it, it will be forever lost in court.

Luckily, the soon-to-be ex-executive at Vestron, Steve Reuther,

knew exactly what to do.

He said, "I'm losing my job. I'm going somewhere else."

"I would like to take this project with."

I said, "Great. Where you going?" He said New Regency.

Like Vestron, New Regency was a mid-level independent studio.

But this wasn't just any production company. This was...

The company with Arnon Milchan at the helm.

...an Israeli billionaire,

Arnon Milchan wasn't just any Hollywood power player.

He had come from a different business.

Selling arms in the Middle East.

And with Three Thousand locked and loaded at New Regency,

things were looking up once again, but...

The same was true at New Regency as it was at Vestron.

It takes a while for any independent company

to put together the assets and the elements that are needed

to go into pre-production on a movie.

And time is passing by, and I'm getting frustrated.

And so Gary began shopping J.F. around town for other projects

with Three Thousand as a calling card.

So I'd call up certain people and say, "Look, this is a writing sample."

"It's not available. You cannot have it. It's taken."

"I'll come in in a week with my client,

and we'll pitch you a couple of stories that are really exciting."

One potential audience to this excitement was Donald De Line,

Senior VP at Disney-owned Touchstone Pictures.

Donald read it.

And literally it was no more than say four days later, when the phone rang.

On the phone, I hear...

"We wanna buy this script."

And I suggested they'd read maybe the wrong script

because you're Disney and I sent you a script about a prostitute.

And he said, "No. It's that script."

This was a big piece of news. So Jonathan, I told immediately.

To which he replied... "Okay, that's fine."

I didn't know much about Touchstone Pictures.

Well, let's fill you in. Touchstone was born from a pickle

that Walt Disney Pictures had found itself in a decade earlier.

They had the most famous animated movies in the world,

but their live-action production was basically nothing.

So the Disney brass decided... Let's add an adult division.

An adult division interested in J.F.'s very adult screenplay.

Okay.

And as for New Regency, they did hold the option on the screenplay.

And that option had not run its course.

So they're along for the ride. But it's still good news.

This is a major studio.

A major studio with a major conference room

that Gary, J.F., and the New Regency brass soon marched into,

the fate of Three Thousand in the balance.

There are probably at least two dozen human beings in this space.

I've never seen such a thing.

From Jeffrey Katzenberg, the head of the studio,

to David Hoberman, the president, to Donald DeLine, the senior VP,

but then there was Garry Marshall.

Garry Marshall being in that meeting was cause for confusion.

He wasn't known for tackling a serious drama.

Most certainly not. Garry Marshall was known as a comedy guy.

The guy who created this.

Happy Days was written about friends in his neighborhood.

Hey! Happy days were just starting.

After Happy Days was such a big hit, they made Laverne and Shirley

and Mork and Mindy. Nanu nanu.

Soon, Garry had three top-rated shows under his belt,

and they were all...

...on at the same time.

What to watch? Holy crap.

After climbing to the top of television...

He really made the big move to directing movies.

Have a drink on me. I was a big hit!

While Beaches wasn't a huge blockbuster hit,

Garry Marshall had a good working relationship with Touchstone.

Disney wanted to keep Garry in the fold.

And just like that, the man who brought us this...

...was on track to direct a film about...

Well, it's... it's about, um...

...a prostitute from Hollywood Boulevard.

I could not believe that this was going to be a Garry Marshall comedy.

But that's the thing. Three Thousand wasn't really a comedy.

Yet.

Now back to that meeting where,

with Garry Marshall ready to bring his patented heart and humor to the table,

the Touchstone bosses laid out their vision for J.F.'s script.

David, the president of the studio, asked the following question,

"On the Disney lightness scale, this film is a four,

and we would like to make it a seven. Is that possible? Can you do that?"

And I looked at Jonathan, and he was staring back at me.

With the future of his and Gary's careers literally on the table,

J.F. was being asked to compromise his creative vision. If he refused...

"Okay, well, I can do whatever you want. You know, that's great."

Okay, that was easy. The room broke out and it was party time.

And I remember Jonathan asking, "What just happened?"

And I said, "Bottom line, you just made your first big studio deal."

But there was little time for celebration.

The Touchstone deal was different than their previous ones.

They weren't in the option business. They were in the green-light business.

They'd made up their mind. This was a film they were producing, starting now.

First item of business, J.F. would need to meet his new director

to discuss the next draft of the script.

So I go to Garry's office, and I sit down, and he says, "They're gonna fire you."

"They're gonna fire me? I just met 'em."

"Why are they gonna fire me? I haven't done anything yet."

A writer himself,

Garry was sympathetic to the young J.F.'s plight.

He's like, "That's studios for you. That's the way they do business here."

I'm like, "Why are they even talking to me if they plan to fire me?"

And he said, "I talked 'em into it. 'Give him a shot. Let him do some stuff.'"

What a passionate defense. We talked about what to do with it.

But before we talk about that,

we should probably talk about what this original draft actually was.

And it wasn't pretty.

When you talk about the original script, the basic structure of it is the same.

It takes place in seven days.

He wants company to the opera, shopping, fine hotel.

Impressed? The biggest change was tone.

Things like Kit was sick, and you weren't sure if she was gonna make it.

Oh, no.

My character did crack.

And then also Vivian did drugs.

I do not want any drugs here.

And even though... The story was darker.

It wasn't that far off.

But when it came to the ending of Three Thousand,

it was pretty far from a fairy-tale ending.

The ending, of course, was not a Garry Marshall ending.

And I said, "Garry, crack isn't funny."

I can't believe you bought drugs with our rent? What is going on, Kit?

Well, what did happen in the end?

There are so many urban myths about the end.

About a hooker, you know, OD'ing on cocaine.

No, it wasn't that.

At the end of the movie, she goes back into to the street with tuberculosis.

It absolutely, definitely wasn't that.

But as we'll find out later, it was shockingly un-Disney.

And so... Some of the executives suggested

that she goes off and runs a daycare center.

Big mistake.

Why doesn't she get a job at the hotel? Wow.

And she goes to work for Mr. Thompson. I won't see you in this hotel again.

So I started to say, "I feel like there's a momentum going this way."

So I called Garry up and I said, "Look, he either has to break her heart

or he has to fall in love with her."

But sadly for J.F., the breaking up would involve him.

So I did two drafts for Disney.

There were specifics like Edward was, in the original,

was cheating on his girlfriend.

I see.

So I said, "We can't have that. That's just completely unlikable."

My ex-wife...

The response from the studio was,

"You lightened it too much. You went too far."

And so J.F. was fired, sort of.

Other writers were brought on. Then they were fired.

Then other writers were brought on. They were fired...

As the Disney lightness scale wobbled...

Rewritten and rethought, rejiggered.

...doubts about the film's star emerged.

Julia apparently came with the script, but Disney wasn't sure.

The pressure of a name. Disney considered bigger ones.

Laura Dern had come in. Demi Moore. Marisa Tomei, Annabella Sciorra.

Lorraine Bracco.

Michelle Pfeiffer.

Diane Lane, Valeria Golino.

Patricia Arquette came in.

There were all these women that had bigger credits than Julia.

But they dilly-dallied so long, so did someone else.

An agent friend called and says, "I'm so excited."

"My client just got the lead in a film opposite Julia Roberts,

and it starts next week."

I said, "Okay. That's great, congrats."

And I hung up and called the Disney exec.

"Julia took another movie."

After a little profanity, screaming, he hung up.

"Get me so-and-so on the phone!" And they made a deal that night.

So that's how we got Julia.

And as for their male lead, they'd need to get their act into gear.

First is here somewhere. Maybe Richard Gere in to act.

But first... The studio read everybody.

Yes, everybody. John Travolta.

Denzel Washington, Daniel Day-Lewis.

Liam Neeson, Sting.

Christopher Reeve, Christopher Lambert.

Sam Neill. Charles Grodin.

Oh, Michael Douglas.

Al Pacino.

Say hello to my little friend!

Al Pacino actually did a reading with Julia Roberts.

And he said, "Oh, she's wonderful!"

"Oh, the script's great. It's gonna be a big hit."

He said, "So, you gonna do it?" He said, "No, it's not for me."

But Pacino had his reasons for not diving into the role.

It was not a flattering role.

Especially in the first draft of the script.

He was selfish, and he was manipulative.

Which was what Richard Gere didn't like about it.

But as the script was evolving, Richard's opinion of the film would too.

I was rejected by Richard Gere. As far as I was concerned, he was Edward.

I already had it fixed in my mind.

But the project had something now that it didn't before.

The Disney brand.

My hope was this was a Godfather moment. Where they would...

Make him an offer he can't refuse. And that's what they did.

We're gonna be spending an obscene amount of money in here.

And so Garry Marshall flew out to New York with a secret weapon in tow.

Garry and Julia went to Richard's office.

As soon as Garry saw them together, he knew that he had found his Edward.

And he absented himself and left them alone.

Which is how Richard Gere remembered it 25 years later, adding...

To be honest, I was still, I didn't know if I was doing this movie yet.

And then Garry called up to see how the meeting was going.

Richard put him on speaker, and Garry said,

"So, what do you think? Are you gonna do the movie?"

And as Richard continued to recall...

And she's across the desk and takes a piece of paper,

and she's writing something on it. A Post-it.

You remember more than I do. I do...

She turns it around and she pushes it to me, and it said, "Please say yes."

I remember that.

It was so sweet. And I just said, "Yes."

And with this simple scribble, cinema history was changed forever.

This is fate, Edward. That's what this is.

With Vivian and Edward locked, casting the rest of the film was underway.

I pitched it differently every day on the phone. "Garry Marshall movie."

"What's it about?" We got a hooker, a hotel.

"What are they coming in for?"

Don't know, but just come have fun with Garry!

And one unknown young actor... I was kind of a musical comedy guy.

...did just that. And I went in, read a scene with him,

had a lovely time, and at the end of it, he said,

"It's good. You're good. It could be you."

"You could be it. It's good."

And I left thinking, "Well, it must be good, and I could be it."

Uh, only to find out shortly afterwards, he was not going to cast me.

I was not the person he wanted for the role.

What?

But there were plenty he wanted for other roles.

Hector Elizondo is Garry Marshall's good luck charm.

We're doing a script called Three Thousand for Disney.

After reading it, Hector said... This is a Disney movie?

You had Ralph Bellamy who was around forever.

When Laura San Giacomo came in,

she just like...

Blew everybody out of the water. I was really up for it.

Fifty bucks, Grandpa. For 75, the wife can watch.

Obviously, the script was in, uh, a bit of transition at that time.

As was the ending, because rumor has it that...

Oh, no.

Kit doesn't die in the original script. All right. We'll see.

But there was one character they were still stuck on.

Stuckey.

He was the character you love to hate, the smarmy lawyer.

You are...

I am considerably shorter than Richard Gere, and I think Garry's words were...

"It'll look like he's beating up a dwarf."

Broke my nose.

And since Disney was involved, they're very protective of dwarfs.

But even still...

My agent kept saying to Garry, "What about Jason? What about Jason?"

And he said to her...

Oh, God. What?

"If you say the name again, I'm gonna fire you."

Get out of here!

That's how adamant he was that I was not the right guy.

Get out!

But when the cameras rolled on July 24, 1989...

We had 57 days to shoot it.

Think we had maybe six people cast out of 119.

The clock was ticking. The movie had actually started shooting.

You have to keep on top of things. Garry's like, "We'll just cast as we go."

And despite it being her one and only job, Garry told Dori...

"Don't worry about it." You know, so, um... So she really did.

He had it in his head what was gonna happen.

It's okay. It's not like they were making it all up as they went.

When we started production, we had a script.

Technically, many scripts.

Other writers were brought on. They were fired...

Yeah, that was still happening.

What the hell is wrong with you this week?

It seemed like Garry Marshall was maybe out of his depth.

Gary would send me drafts sometimes, and I'd say, "Garry, I..."

"You don't have to run these past me."

Very quickly on set, something became clear.

The script was more of a guide.

Well, some might say a shambles.

His style was definitely to write on the set.

Which might've been cool for The Fonz...

Hey! Then again, what's not cool for The Fonz?

But for making movies, maybe not so cool.

People did not understand that that was not, um, advanced filmmaking.

A kind of fly-by-the-seat-of-my-pants gal, you know, moment to moment.

A moment that would finally come for Jason Alexander.

They had to shoot, and they didn't have a Stuckey.

...with some help from Richard Gere.

I wanna help you.

And once again, some square yellow paper.

Oh no, not so much that kind.

Yeah, this kind.

I met with my agent and Richard. She had a video camera.

And Richard and I put a short scene on tape,

but they put phone books down, and I stood on the phone books

to sort of make me approximately a little more acceptable

in height to Richard.

Richard and my agent sort of marched into Garry's office

and went, "This is the guy."

So thanks to Richard Gere,

the young and inexperienced Jason Alexander

sheepishly marched onto set.

For a director that I know isn't thrilled to have me there,

and Richard and I start to rehearse,

he says to me, "Get ready. I don't know what movie we're making."

And I went, "W-w-what do you mean?"

And he said, "Oh, you'll see."

They do three takes. The dark take. "Do it like, angry."

Yeah, call the cops. That's great.

Then they'd do a comedy take. "Now do it, like, funnier."

Then a, "Whatever you wanna try." "Say something about his shoes."

Wait, wait. Don't you wanna do the actual lines from the scene?

And he went, "Shoes are good."

Richard turns to me and goes, "That's what I'm talking about."

But Garry's indecisive creative process was a daily struggle.

And how on a daily basis, he's rewriting.

Even as we're shooting, he's rewriting stuff.

I wouldn't say there wasn't a moment where everything's thrown out the window.

It was just Garry saying, "Do something different" or "Find something funnier."

Ma?! He'd work with actors privately

and give them such leeway.

"Hector, do a thing."

Thank you, Mr...

Thompson. I'm the... Thompson.

Manager... of the hotel, sir.

There's one sort of cardinal direction that we went in.

More humor. The scene, for example, where they're off to the opera,

and he closes the jewelry box on her hand, and she breaks out in gales of laughter.

Oh!

Richard came up with that without telling Julia.

That was supposed to be for the gag reel, and it was so authentic and so adorable.

And we kept it in the movie because it was so perfect.

It was just, like, so real.

That wasn't the only prank.

We left Julia in the bathtub, singing with her headphones. The whole crew left.

Garry said, "Go underwater and come back up."

We'd worked it out with Richard, and she finally popped up,

and the set was empty.

Gary believed in doing a lot of gags. It made the actors feel comfortable.

Everybody left, you!

Once they started laughing and became at ease,

then they'd give him the performance that he wanted.

Yes.

A take that should have been two minutes...

What kind of a system is this? Can you move these cars out of here?

...would be five because there was always more jokes and more ad-libs.

Love this car. I love it too.

Look, you don't know where you're going. You're gonna get lost in the dark!

It was great fun. But it was complete mayhem.

But sometimes Garry Marshall's sense of fun was a little, well,

too much fun maybe.

Garry was throwing the little escargot.

I got a call from Steve Reuther. "Garry's throwing food."

I think there must have been 20 takes.

Doesn't make any sense. It's not logical.

There was concern that the show was out of control.

Soon rumors began circulating.

Were Garry Marshall's sitcom sensibilities causing the film to jump the shark?

I saw the late Laura Ziskin, one of the producers on the film,

yelling, "Where's the movie? What are we doing?"

What do you mean?

People who had invested in Three Thousand were getting these disjointed dailies.

Disney exec Jeffrey Katzenberg was forced to step in

and find out for himself.

Katzenberg had them edit together the escargot scene.

And the verdict...

And he said, "It's funny. It's funny."

Slippery little suckers.

But despite appearances, the story wasn't completely slipping away

from Garry, perhaps in large part thanks to the writer he trusted most.

My mom was a nurse, she had nothing to do with Hollywood,

and she thought kissing was too personal.

And she really believed that, and then that became...

I don't kiss on the mouth.

...sort of the catalyst of how the movie was gonna turn on them not kissing.

Creating a simple and compelling story arc.

When they do pucker up,

that's when you know they're in love, of course.

This is awkward. Has anyone got the remote?

Thank you for that.

But perhaps the most transformative and glamorous story arc

of Three Thousand came from Marilyn Vance, the costume designer.

I want it to be right. I want it to be believable.

Work it, baby, work it.

Everything had to be made to order.

Women's clothing.

She needs to come up with the concept how Julia looks when she's on the street

and the progression of how she ends up looking by the end of the film.

Starting with... You're gonna go out? Dinner?

Mm-hmm. You'll need a cocktail dress then.

Marilyn knew what she wanted. She wanted black lace.

I got a dress. I'd rather hoped you'd be wearing it.

And it does work a lot 'cause it is the first time you see her

not as a streetwalker, and the way they played the scene

is Richard comes in, and he doesn't recognize her.

She has her back to him, and he's looking for her.

He was adorable. The whole idea was that was the beginning of the build-up.

You're late.

You're stunning.

You're forgiven.

But if Julia got escargot slime on that dress,

she probably wouldn't have been forgiven.

I don't think we made multiples for any of the garments for that show.

I don't think there was enough fabric to make backups.

What if someone recognizes me? Not likely. They don't spend

too much time on Hollywood Boulevard. You did.

Whatever it was, I was looking for the color that matched her hair.

I went to every fabric shop. "Do you have... I'm looking for..."

Are you looking for something in particular?

No. Well, yeah.

I couldn't find anything in any fabric store. It's my last chance.

I go to Beverly Silks and Woolen.

I don't think we have anything for you.

"I wonder if you'd let me see some of the things you don't put out."

I begged him, actually.

He let me go down to the basement, and there was this polka dot

with the auburn. It was beautiful.

But sometimes, beauty is a rare commodity.

Four yards. That's all he had.

Well done!

Well done!

It left me enough fabric to put around the hat.

I like this hat.

She looked spectacular, but the whole idea was building her to that hair-do,

all up for the gown and the necklace.

When she comes out in the red dress... That red dress!

The red dress became a whole other thing.

To get it made, it really was a whole other thing.

These guys wanted her in a black gown.

In fact, the studio actually slipped Marilyn a note.

Oh, no. Not a Post-it note. No, that was earlier. Just a regular note.

Guys love sexy black. To which Marilyn replied...

No, no, no, no. It... Yeah. No, no, no, can't be a black dress. It has to be red.

And soon, everyone was seeing red.

Julia gets in the dress, and everybody's breath just escapes.

She walks out, and it's like, "Oh, my God!"

We all... there was a long shot of us reacting to how beautiful she looked

and how lovely they looked together.

That's a caterpillar that's come out of the cocoon,

and this is the butterfly, but yet Julia plays it so well, her insecurity.

The red dress symbolized the dream come true. The red dress was a fairy tale.

But like all fairy tales... It's been a pleasure.

...they end... Come and visit us again.

...as did principal photography. At the end of shooting,

we went to our wrap party going, "This will never see the light of day."

They probably thought that about this wrap party footage too.

And despite these genuine Three Thousand crew jackets as a wrap present...

The general feeling, certainly to Richard and Hector,

was, "Well, this will be straight to video or something."

It's not gonna be a major release because nobody was confident

that we had gotten the story.

Well, enter movie editor Priscilla Nedd-Friendly.

She'd find the story. Okay.

The Three Thousand script she'd signed on for...

Kind of a very dark story.

...would be no problem. I've got a little problem.

Problem-solving is a great big part of what I do.

That's very lucky because she had a massive one.

The dailies that I got did not match the script. At all.

Wading into the multiple options of every single scene...

Do it, like, angry. Now do it, like, funnier. Say something about his shoes.

Priscilla and Gary worked tirelessly.

Do you mind leaving us? Especially Gary.

We had a screening, and I looked over at Garry,

and I see him... sleeping!

And I thought, "Oh, God, that's so awkward."

And the next day, I said to him, you know, "Garry, I think you missed a little bit."

"I looked over, and your eyes were closed."

He's like, "Are you kidding?"

"I wasn't sleeping. I was counting the beats between the jokes, my dear."

"We've gotta get the jokes closer together."

Clearly, a master of timing, Garry and Priscilla banged out

the first cut.

And about ten weeks later, he called a small group of us together

to come to Disney and see his first cut of the film.

This is a very important week for me.

With comedy, you have to preview.

I picked her up in Hollywood Boulevard. And they previewed a lot.

It's what the audience tells you that is the key.

What's your dream?

And the audience unequivocally told them...

This is great.

Well done!

Well done!

People were in awe, they couldn't believe it.

I kept sitting there going... "Were we there for this film?"

"That wasn't in the script. That wasn't. When did we do that?"

The whole thing all came together.

Now, they knew for sure. We got something here.

Immediately, any doubt about how it should end

or what it was just disappeared.

I think that was one of the reasons why the name change took place.

Hang about. Name change? Yeah.

Oh come one, what's wrong with Three Thousand? It's a romantic name.

Three Thousand, either because it sounds like a sci-fi movie

or because it just doesn't really tell you much

about the story you're about to experience.

It's not a big hook to get people into a theater,

and so, we were in search of a title.

What's your name? A lot of people didthrow names at it.

What do you want it to be? But only one name would stick.

Disney's idea was to try to find a song that would also double as the title.

But as is the case in situations like this...

It came filtered through as Jeffrey Katzenberg's idea.

The guy in charge will take the credit.

He wanted to rename the film Pretty Woman.

"Pretty Woman? Pretty Woman." That's what we're gonna call this movie?

Okay, we're dead.

Actually, dead right.

Because when Pretty Woman opened on March 23, 1990...

I remember, we just went around to different theaters.

And didn't even watch the movie, but we'd buy tickets and wait to see the crowds.

And judging by those crowds...

The reaction was overwhelming.

...and goodness, the laughter! So much laughter.

So good, I almost peed my pants.

But Touchstone laughed all the way to the bank.

That weekend, I'm getting calls saying, "The box office will be incredible."

For the record, it was, an over-$11 million opening weekend.

Not bad for a film that cost 14.

Second week, it went up.

That's another 12 million, and it went one way from there.

Week after week, you'd see the box office numbers going up.

It just kept going.

So I'd open my New York Times and go, "We're still here."

"They got an ad in the Friday Times. We'll run through the weekend."

Four total weeks at number one, 16 consecutive weeks in the top ten.

Before you know it, we're over $100 million.

It was a huge number.

That kept getting huger.

The movie played for like a year!

Pretty Woman would eventually rake in over 400 million dollars globally

and become the third highest-grossing film of 1990.

Holy!

In live-action,

we were the highest-grossing film ever in Disney's history at that time.

And it still remains to this day the highest-grossing romantic comedy ever.

But perhaps Pretty Woman's lasting legacy is Julia Roberts herself.

Watching Julia, watch her star explode.

And the winner is Julia Roberts

for Pretty Woman.

I'd like to thank Garry Marshall and Richard...

As for Richard Gere... I like him so much.

...no one knows what became of him. Joking! He's Richard Gere.

And as for the movie...

It went on into the zeitgeist of, like, a movie that everyone knows.

You can't find anybody that doesn't know this movie and love this movie.

People would quote lines like, "Big mistake."

Big. Huge.

"Cinder-ing-rella."

Or... Fifty bucks, Grandpa.

"For 75, the wife can watch."

And it wasn't just the dialogue making an impression.

Turns out that red dress probably was the right choice.

I started getting calls from girls all over the country

who wanted to go to their prom in the red dress.

The brown and white polka dot dress is copied today!

You see it all the time. I lost track.

Pretty Woman changed everything for everyone,

not least, the comedy TV sitcom guy...

Hey!

...who coolly transitioned from the Fonz to mega-blockbuster hit director.

Excluding, of course...

I'm out, baby!

...this contribution to global sitcom television history.

Just worked for Garry Marshall. Garry wound up being a great fan of mine.

Word went down, "There's this young guy that we just used in Pretty Woman."

"He might be good. Give him a look." That's how I got Seinfeld.

From the Fonz to the anti-Fonz, Garry Marshall could do it all.

He got more offers, more work, more scripts,

and then Julia did four movies with my dad. He just kept working.

Thank you very much!

Pretty Woman is Garry Marshall's thumbprint.

Thank you, Garry.

It is his DNA. It was not supposed to come out the way it came out,

and it's only the movie that we know

because Garry Marshall was behind that camera.

Nobody else could've directed and turned it into what it ended up being

from what it was on the page.

A page that was started by one writer

and then turned over and finished by another.

But in the years that followed the success of Pretty Woman,

Garry thought that J.F.'s story of Hollywood Boulevard

might also be well-suited to 42nd Street.

Garry came to me ten years after the film was made

and said, "I want to make it into a musical."

He absolutely only ever wanted to write the musical with J.F. Lawton.

But Garry didn't live to see the curtain come up on Broadway.

I had done a reading of the musical version of Pretty Woman for Garry.

Even at the reading, I went, "Oh, yeah, he's... Something's not right."

I could see... Garry always looked so hale.

And, um, a few days later, I heard that he was in the hospital.

I was with him, basically. I was with him in the hospital room.

Julia was actually there in the morning, and then I was there,

and... some other close friends were there and... and then...

And then, then he was gone.

With the loss of Garry Marshall on July 19, 2016,

it's J.F. Lawton that now holds the torch for Pretty Woman.

When we did the musical together,

we really became friends, we really spent time together.

Hello, how are you? What a thrill, huh?

It was nice to have had the opportunity to really get to know this person,

who did loom over my life, and we were bound together by this crazy movie.

My dad knew that J.F. would...

honor his story and the story that they created.

A story that, for J.F., is a window into a life he once lived.

In the 1980s, this was kind of the red light district of Hollywood.

I lived in an apartment not too far from here, and I would walk around here,

and I would head toward Winchell's over there, and that was my daily routine.

Now, crispy pork fills the hole left by what was once a doughnut shop.

This was one of the only places open 24 hours, you could get coffee.

And J.F.'s love for daily doughnuts

led to a movie that changed lives and even Hollywood Boulevard itself.

In the film, it's on the Hollywood Walk of Fame.

We work the Ritz Brothers, Fred Astaire, all the way to Ella Fitzgerald.

There wasn't a lot of streetwalkers on the Walk of Fame

at least until the film came out.

But around the corner where J.F. lived, it was a different story.

A story that began here.

That's where, in my head,

Edward had really picked Vivian up in the original script.

The original dark and gritty script

with an ending that, obviously, Disney could never make.

It was, like, in a street like this.

But what was it about this ending that was so dark?

Don't say it was Kit.

She doesn't find Kit dead.

Definitely no. What, then? Overdose?

Nobody overdoses of drugs, nobody...

Okay, we could do this all day. What happened?

Edward drives her back to the same place, to where he picked her up,

and they get into a fight in the car.

And Vivian is very upset. She's emotional. She starts crying.

He doesn't like that she's crying. He doesn't know why she's crying.

He pulls her out of the car, onto the sidewalk.

Sometimes you don't realize at the moment how important something is for you.

I mean, I was just working hard.

And I was trying to figure out the movie, and I was trying to impress Garry.

I wanted Garry to know that he had the right man for the job.

And then he says, "Here's the money."

He gives her the $3,000 in an envelope. "Here's the money. Take it."

She won't take it. She said, "I don't want your money."

I'm so glad I was part of something that could make so many people happy.

In some cases and instances, people have told me it changed their life.

I didn't want to know the details.

And he's like, "Take it. You'll regret it the second I drive off. Take the money."

She will not take it.

What a joyful thing it is to be a part of something

that hits people the way this movie did and does.

He sets the money down on the curb.

He just gets in the car and drives off.

She throws the money,

then she sees homeless people are seeing all this money and cash

and she starts picking it up from the gutter.

And then, the real reason Disney probably didn't like the ending,

well, it involves... them.

Because with that 3,000 dollars...

She promised Kit she'd take her to Disneyland.

And so, then Kit says,

"Hey, can I get one of those balloons with the ears?"

And, uh, Vivian doesn't say anything.

Kit says, "Oh, that's silly. Those are for kids."

And then Vivian looks over and says, "No, babe. You can have a balloon."

"One with the ears."

And then Vivian looks off, and the bus is going on and, uh,

I'm tearing up thinking about it.

You know, 'cause it brings back the memories of writing it

and... and, uh, what I was going through, what I was feeling at the time.

So despite it being a Disney movie,

it was J.F.'s original script that had the true Disney ending.

But I think that's good marketing. It's like, "Hey, we got 3,000 dollars."

"Let's go to Disneyland."

But maybe, in some ways, they all went to Disneyland.

It is kind of this ideal Touchstone movie.

And weirdly enough, it is a perfect Disney movie.

For everyone who was involved with Pretty Woman...

I was pretty lucky.

...it was fairy-tale endings all around.

I... I think I was lucky.

It was... it was the luckiest thing,

next to finding my husband and having my two children,

the luckiest thing that's ever happened to me.

So for our Hollywood story and the people who made it,

they all had a happy ending

fit for Cinder--rella herself.

Except for J.F. He'll never hear the end of his version of the ending.

I go to Iceland.

And I'm at the top of this big glacier in the middle of nothing,

and the guide says through the translator, "What do you do?"

I say, "Well, I wrote Pretty Woman."

And then, through the translator, he says, "Which one?"

Even a guy who lives in a shack

knows that there were two versions of this story,

and I didn't write one of them, you know?