By the time the script for Silkwood reached Mike Nichols, the project was already several years along a path to the screen so slow, vexed, and litigious that no one involved had any reason to believe it would ever get made. Almost seven years had passed since Karen Silkwood, an outspoken union organizer who became contaminated by radiation while working as a chemical technician at a Kerr-McGee processing plant in Oklahoma, died in a car crash on her way to meet a New York Times reporter. Silkwood’s story—both her journey toward activism and the mysterious and, to many, suspicious circumstances of her death—had long interested Hollywood. Jane Fonda had tried to secure her life rights from Silkwood’s father; when he turned her down, she decided to develop a thinly fictionalized version of the narrative before abandoning it altogether and approaching the dangers of radiation contamination from another angle, in the 1979 thriller The China Syndrome. Instead, Bill Silkwood placed his trust in Arthur “Buzz” Hirsch, an aspiring producer who had recently graduated from UCLA’s film school. Hirsch had an avid interest in the case but no experience and few industry connections.
At the time, big-screen docudramas—especially those that named names and were blunt about corporate malfeasance—were quite rare, and when Kerr-McGee, which was already embroiled in a lawsuit with the Silkwood family, learned that a movie was in development, the company’s attorneys pushed back hard, issuing a subpoena for Hirsch’s interview transcripts and background materials. Hirsch refused. “Because I was having legal problems at the time,” he says, “it was impossible to get the movie off the ground. No studio wanted to invest in a producer who might be going to jail.” But Hollywood now had a rooting interest in the case, and the well-connected publicist Pat Kingsley reached out to clients like Marlon Brando, Gene Hackman, and Robert Wise to help form a legal defense fund for Hirsch. The result was a major federal court First Amendment decision in the spring of 1977 that extended journalistic protections to filmmakers who were doing factual research.
Silkwood began to pick up momentum when Sam Cohn saw an opportunity for a package deal for several of his clients, and reached out to one of them, Nora Ephron, to write a screenplay. It had been more than ten years since Ephron visited the Catch-22 set and struck up a friendship with Nichols. Since then, she had become a nationally known journalist and essayist and had married Carl Bernstein, with whom she was now in the middle of a spectacularly acrimonious public split. Ephron had always been interested in Hollywood—she was the daughter of two screenwriters, and together she and Bernstein had tried their hand at a script treatment of All the President’s Men. When Cohn approached her, she recalled, “I was perplexed, because I was extremely freshly divorced, with two infants, and I couldn’t figure out how to get to Oklahoma to do the research that needed to be done.” She turned to Alice Arlen, a fellow journalist and screenwriter who also had an interest in the case. They “disagree[d] on almost everything, sometimes violently,” said Ephron. But they were a good team. Ephron said Arlen “almost never thinks like anyone else”; Arlen said Ephron, “thank God, has taught me . . . that you don’t write a line you’re not paid for. Not ever.”
Once their first draft was completed, Cohn got in touch with Meryl Streep, who had heard about the project from Pat Kingsley and was keenly interested. By then, ABC Motion Pictures, a new production company, was on board to finance the film. “We were initially burdened by Sam’s heavy-handed approach,” says Bob Bookman, then ABC’s head of production. Cohn represented the screenwriters and the prospective star; he was determined to have Silkwood’s director come from his client list as well. “At first,” Bookman says, “he tried to impose Karel Reisz”—whom he had put together with Streep for The French Lieutenant’s Woman. “His insistence was almost abusive.” Not until ABC said no did Cohn mention Nichols.
“Remember, at this time, Mike really had one foot out of the business because of his serial failures,” Bookman says. “We had the view that this is a talented guy who is very aware of how in jeopardy his career is, and this might be exactly the right time to get him.” Nichols and Streep were eager to work together, but even so, Silkwood was never more than a step away from being scuttled. At a meeting in Cohn’s New York office with Hirsch, Streep, Ephron, and Arlen, ABC Pictures president Brandon Stoddard said he wanted to see major changes in the screenplay before ABC would commit to the movie. “He wanted to turn it into a thriller,” says Hirsch. “They wanted Kerr-McGee goons with mirrored sunglasses following Karen around, and a car chase or two. I could see Nora getting close to tears about how they wanted to pulverize what she had written.” Hirsch told Ephron and Arlen to do whatever had to be done to get ABC’s green light. He knew Nichols and Streep had enough clout to demand “pay or play” contracts that guaranteed them their full fees whether or not the movie was made. Once those deals were in place, Nichols could use a standard clause allowing for a “director’s draft” of the script to restore Silkwood to the version they all wanted to make.
All the maneuvering was completed by August 1981. It had been a long time since Nichols last pulled a film production into shape, but Bookman soon discovered that his ability to protect the interests of his movie had not diminished in the slightest. “We had real arguments over the budget,” Bookman says. “It was originally about $12 million. Mike said, ‘You know, I’ve been thinking about it. I could shoot this thing in sequence, and that way I could have Meryl lose weight [as Karen Silkwood gets sicker]. It would aid her performance and the film so much, but because we would have to halt production for a few weeks, it’s going to cost another $1.2 million.’ We thought about it and said, ‘Creatively, that’s really smart.’ So we signed off on it.”
Nichols then called Streep and asked her if she thought she could be underweight at the very beginning of the shoot instead. By then, she had won the lead role in Sophie’s Choice and was soon to begin shooting the movie; knowing that she would be coming directly from filming the Auschwitz scenes to the Silkwood shoot in Texas, she assured Nichols that showing up thin wouldn’t be a problem. Nichols, having gotten ABC to guarantee the larger budget, then told Bookman, “On second thought, I don’t think I do need to shoot it that way—I’ll just do it the way I was going to before.”
“He bought himself an extra $1.2 million for the film to play with,” says Bookman. “I will never forget that.”
Nichols didn’t squander the money; there would be no excess or waste on Silkwood, but he wanted the locations to be varied and credible and the performances convincing, even if that meant flying New York stage actors to Texas and New Mexico for tiny roles as lawyers or factory employees. He had not invested so much attention in the details of a movie since The Graduate. “So often, the thing you’ve chosen turns out to be about your life at that moment,” he said. “As we started to work, I discovered that Silkwood was, to me, about an awakening—Karen Silkwood, who went blindly through her life, beginning to awaken to what was being done to the workers in the factory. And I thought, This is my awakening too. I’ve been asleep for seven years.”
Nichols knew it was odd to feel such strong identification with a woman he had never met and whose circumstances were wildly different from his own, but he didn’t shy away from the feeling. “That’s the thing about movies—it always ends up to be about you,” he said. “Afterwards, you think, Look at this—there’s my life!” He was careful not to bend the script out of shape, but he did follow an instinct to turn his own sense of emerging from a slumber into an actual moment in the film. “Mike said, ‘Let’s have a scene where she wakes up. Not in the middle of the night, but early,’” says Hirsch. “It’s in the film—she wakes up, she walks out on her porch, and then you see the sun coming up. There’s a time-lapse, and she’s sitting there reading [about plutonium poisoning] and [realizing], This is bad news.”
The months before production, while Streep was shooting Sophie’s Choice, gave Nichols an unusually long time to develop the script, and through the winter and into the spring of 1982, he took full advantage of it in long sessions with Ephron and Arlen that would sometimes unlock a small plot point, sometimes a line of dialogue, sometimes just a visual image. “You free-associate all day long,” said Ephron. “Then suddenly you get something that is good enough to find its way into the thing you’re working on.”
Nichols suggested that the apartment Silkwood shared with her boyfriend and her best friend be changed to a house, and he knew what he wanted it to look like: a ramshackle, dingy refuge with carefully simulated natural light—in contrast with the fluorescent look of the factory—that would stream in through the windows, slowly banishing the darkness. “He wanted the sense of family, and he wanted the house to look patched together with layers and seams and repairs,” says Patrizia von Brandenstein, Silkwood’s production designer. “I think by then he knew that there was no easy way to make a family, and wanted to create the feeling that these people had tried to do it the hard way, and that the struggle was showing.” Nichols also wanted Silkwood’s life to unfold in seasons that would be reflected in the film’s visual palette. “The spring was this exciting new technology that she was working with,” says Hirsch. “Then she gets involved in the union, and that was almost like a blossoming or ripening—the summer. Then there’s fall, when she realizes she’s been contaminated, and then a slide into winter.”
For the two main supporting parts—Karen’s boyfriend, Drew, and her best friend, Dolly—ABC wanted names, and Nichols wanted actors who had something to prove, as he felt he did himself. He cast Kurt Russell, who was then making a transition from steady TV into action movies. And he found his Dolly at the Broadway play Come Back to the Five and Dime, Jimmy Dean, Jimmy Dean, in which Cher was making her stage debut as a waitress. Nichols had wanted to work with her ever since he turned her down for The Fortune and she had told him, “Someday you’re gonna be sorry, ’cause I’m really talented!” After the show, he went backstage and greeted her by saying, “You’re right!” When he said, “I want you to be in my new movie with Meryl Streep,” said Cher, “I think at that moment I lost my hearing first, then my vision.” Before Nichols sent her the script, he told her that Dolly was a lesbian (“a wonderful lesbian!” he threw in), something at which many actresses in 1982 would have balked. She hesitated for a moment, thinking about what it would be like to tell her mother. Then she said yes.
In preproduction, Nichols could still manifest the casual grandiosity with which he knew he had grown too comfortable. When he and von Brandenstein met to go over the film’s design at his Manhattan office, he mentioned a look he wanted for a set. “He said, ‘You know, when Picasso did such-and-such,’” she recalls, “and then he stopped and said, ‘I can show you what I mean. Edward, bring in the small Picasso.’ The small Picasso. Priceless. Someone brought it in and set it on the desk and we all just stared.”
But once work on Silkwood moved to Texas, he was careful never to come off as lofty. He put the “royal baby” side of his personality away and it did not reemerge except for one weekend when, Streep joked, he disappeared for twenty-four hours and the next day she saw a headline announcing, “Arabian Horses Sold for Millions.” There were no tantrums or fits of pique. He stayed in the same unluxurious hotels as everyone else. The caterer and chef he had flown down to prepare meals got sent home after a week or two. And when a severe flare-up of back problems prevented him from traveling with von Brandenstein to scout a location that could double for the Kerr-McGee plant, he was mortified and fretful, telling her, “I know this makes such a bad impression on people.”
“He was anxious,” she said. “It was a very different, difficult subject. None of us knew anything about plutonium processing or how fuel rods were made. It was important to him to learn it and to get it right.”
For the first time in years, he felt able to concentrate fully on the work—and the work, for once, was unforced, relaxed, intuitive. After a couple of weeks, Russell, impressed by the ease with which the shoot was unfolding, asked Nichols, “Were you always this light on your feet with the camera?”
“I said, ‘Well, no,’” Nichols remembered. “I hadn’t noticed that, instead of sending everyone away so I could think about it, I just did it. It’s like grammar—you don’t have to think about grammar anymore when you’ve spoken relatively grammatically most of your life. And that happened in those seven years away . . . Everything was in the back of my head, where I do my best thinking, instead of the front, which is often wanting.”
Over his first six features, Nichols had grown used to long huddles with his cinematographer and editor over shot selection, planning out every actor’s movements in advance. He didn’t do that on Silkwood. For the first time, he was making a fact-based movie that depended for verisimilitude on the ordinary, workaday rhythms of speech and interaction, and from the start, he decided to give his cast whatever room it needed. In a factory scene in which several characters were introduced while doing their jobs, David Strathairn came up with the idea that he should chew gum and blow bubbles. Streep loved it and instantly figured out how to react. As Nichols, with clear delight, restaged the scene, “it broke open, for him, the whole idea of improv as a way to loosen up the blocking of a static scene in a movie,” says Ann Roth, the film’s costume designer. “All the actors started to contribute, and it got totally out of control—except it wasn’t out of control, because Mike knew how to orchestrate it.”
While he did, his cinematographer, Miroslav Ondricek, began to tap his cane on the floor. Nichols had hired him because of his work on five films for Milos Forman and loved the sweaty, sooty look he gave the movie, but Ondricek had little patience with actors: He thought rehearsals were a waste of time and believed performers were meant to be corralled, not indulged. On the set, he would pound the cane, jab the cane, even swing the cane to sweep everyone out of the way so he could see the monitor. Throughout production, Nichols kept his irritation in check: He was going to do Silkwood his way, harnessing everything he knew about film acting, stage acting, and improv. As he did, the tapping of Ondricek’s cane became a metronome—a demand for order and regularity that he pointedly ignored.
Sam O’Steen, who was on the set consulting and editing, as he had always done, also noticed a change. On his previous few movies, Nichols had become enamored of long takes and had started to enforce, for no particular reason, a somewhat dogmatic principle that a movie should contain as few cuts as possible, an idea that had culminated in the lengthy unbroken shots in The Fortune. O’Steen disliked that aesthetic and told him, “The audience isn’t going to give you a prize for holding off on making that cut.” On Silkwood, Nichols realized he was right. “The long takes began to seem to me more self-regarding,” he said. “For all the advantages [long] takes give you, [they] bring a certain theatrical quality that isn’t always desirable . . . Cutting—cutting a lot—began to excite me and give me pleasures that most directors have right away. I came to it very late.”
Of all the ways in which Silkwood would mark a fascinating and permanent transition in Nichols’s career, perhaps the most significant was that, for the first time, he was surrounded by women. Men had been at the center of almost everything he had directed—whether The Odd Couple or Streamers, Catch-22 or Comedians; the women in most of the new plays and movies he had worked on after Virginia Woolf were wives, girlfriends, goals, or objects, and his collaborators had been almost entirely male. Silkwood was his first major work about a woman—her actions, her consciousness, her goals, her fears—and the first movie on which his brain trust was mostly female. Nichols referred to the women around him on the set as “the coven,” but he said it with affection. He was one of the few directors of his generation whose formative professional years had been spent with a woman who was his creative equal, and he felt at home around them. There were Ephron and Arlen, whom he wanted on the set as much as possible; there was Elaine May, whom he brought in to do a last-minute script polish; there were von Brandenstein and Roth, who was sharp-eyed and perceptive about on-set dynamics and the idiosyncrasies of actors, and unafraid to tell him when she thought he was making a mistake; there was Cher and, above all, there was Streep, whom Nichols viewed as a full partner from the moment he stepped onto the set.
“The pleasure of working with Meryl Streep!” he exulted. “Her joy at getting to do the role . . . is infectious. It reminded me of how much I loved my work. It was, I suppose, the confluence of the group of us, the subject, the way we all felt about one another, the excitement about what we were doing. I began to think, ‘I’m pretty good at this, and it isn’t as hard as I remembered.’”
She had arrived in Texas early, for two weeks of costume fittings, read-throughs, and rehearsals. “Mike told me that he had envisioned Snow White and Rose Red—blond Meryl and brunette Cher,” says Roth. But as soon as she got to Texas, Streep, without telling him, chopped her hair short and dyed it dark brown, to match Silkwood’s, in the sink at the Holiday Inn. “Mike almost died,” Streep says. “He was so mad.” But any reservations he had evaporated when she stepped out of the trailer after her first fitting. Nichols hadn’t paid much attention to how she would look. “I thought, Big deal. I mean, it’s contemporary, what’s there to worry about?” he said. “And she came out in a very short denim skirt and cowboy boots and a tight T-shirt with her cigarettes rolled into one sleeve. And my heart started pounding. I had a kind of anxiety attack because she was so tough. She was already somebody else. She wasn’t testing the costume. She was just there, in character. It was the most startling moment.”
In Streep, Nichols realized he had found a kindred spirit, someone who liked to act the way he liked to direct, working out each moment, imagining what her character would do physically, how she would sound, move, think. And just as Nicholson had done on Carnal Knowledge, Streep forged a relationship with everyone she worked with, whether costar or crew member. By the fourth or fifth day of rehearsals, Nichols said, “Cher was her best friend.” Throughout the shoot, Streep would take her on road trips to Dallas, where they would eat lunch and then take in double features. “Kurt was in love with her,” Nichols said. “And the guys playing the factory bosses were terrified of her and stayed out of her way. She just somehow moved her soul around. All the relationships in the movie were people’s relationships to her, so that when you were shooting a scene, they only had to show up and look at her.”
Her effect on Nichols was transformative. They created a way of working—intense conversations about the character and the script, well before shooting started, but very little micro-direction once the cameras rolled—that would remain in place for decades. “One time, I saw Mike and Meryl standing in the same physical posture, their arms folded, thinking deeply about the same situation,” says actor Bruce McGill. “I looked at them and thought, My God, it’s the same person, only one is male and one is female. Even their faces, the shape of their noses, was alike. It was palpable how much they already admired and were nourished by each other.”
They spent more than a day filming Silkwood’s harrowing shower sequence, in which a terrified Karen is frog-marched to decontamination, then scrubbed raw and bloody under a pulverizing spray. Streep had to be naked for the shoot, and the physical conditions were miserable. Her makeup artist, J. Roy Helland, “had really done a job on her,” says Hirsch. “Her face and every exposed part of her body was scraped up.” When Hirsch saw the dailies, he reluctantly went to Nichols with the Kerr-McGee manual, which specified that during a decontamination shower, extreme care had to be taken not to break skin. Nichols knew that they were risking a lawsuit. The entire sequence would have to be reshot. Streep didn’t hesitate.
Nichols had spent much of his filmmaking career telling exhausted or shaky actors what he had told Dustin Hoffman on The Graduate: “I know you’re tired, but you’ll never get another chance to do this scene.” On Silkwood, Streep’s commitment seemed to issue the same challenge to him, and he rose to it, turning the cast and crew into a community with a shared mission. “What I remember about Mike on Silkwood is that he loved every single person,” says Streep, “and every single moment of it. Nora, who would watch like a hawk, tickled him to death. He loved having her there. He had Sam O’Steen. He had Ann Roth, whom he adored. And he had a group of actors who thought he was the funniest thing in the world. I think it was probably exactly the opposite of something like Catch-22 and a lot of unhappy men. He would cater dailies and expect everyone to come, which is something I had never experienced—I mean, I’d practically had to present my SAT scores to get into the dailies of The Deer Hunter.”
Although it was still early in her career, Streep had worked with Reisz, Robert Benton, Fred Zinnemann, Michael Cimino, Alan Pakula, and Woody Allen, an array of experience that fascinated and slightly unnerved Nichols. Two weeks into the shoot, he asked her, “Am I doing this right? Does it feel right to you? It’s like making love . . . You don’t really know how other people do it, but you hope you’re good.” In fact, Streep told him, she hadn’t worked with a director like him before. “He would take an idea from anybody,” she says. “He wasn’t threatened by other people, and many, many directors are—when you say something, you can just see them bracing themselves. Mike never did that, and it was glorious.”
About some things, Nichols was unbending. He told Cher that he didn’t want her character to wear makeup. She was so nervous she wept—“I am so convincingly ugly,” she said. “I tried to get away with so many things . . . Mike would give me the white-glove test. He’d run his finger across my cheek. Once I tried to cheat and curled my eyelashes and Mike said, ‘Don’t do it again, my dear.’ He said it sweetly, but I got the message.” Even then, Nichols turned his strictness into an expression of faith—he knew that Cher was his biggest casting gamble, and made her believe he would take her through the production safely from the first moment on the set, when he dissuaded her from getting a butch haircut. “It’ll be harder for you to bring across, but let’s don’t help you with something obvious,” he told her. “Let’s have you work to get everything out of her without externals.”
“God, that was important!” said Cher. “It let me say, this is a girl, this is her way of life.”
Nichols wanted no traces of glamour anywhere in the film. Early on, Streep told him, “I can’t look like Karen Silkwood if everyone else is going to look like movie actors,” and he listened. When the stage actress E. Katherine Kerr arrived in Texas and found out the factory worker she was playing had been reconceived and was now envisioned by Nichols as drab and dowdy, she spent the next day in her new costume, sulking. He spotted her on the set and called her over. “Katherine,” he warned, “I can take anything but ‘sullen.’” Kerr, thinking she was about to be fired, said, “Mike, it’s just that when I look in the mirror, I look just like my mother. And I’ve been trying all my life not to be her!”
“And he said, ‘Well . . . I guess it’s time for you to reject your mother, then.’ It was so shocking, so psychologically incorrect, that I bent over laughing,” Kerr said. “And we never had another problem. He knew exactly what to say to get me out of my own head.”
Ephron, who already knew she wanted to direct movies, said she was initially “in a state of shock . . . The first day Cher improvised a line, I practically had to take five aspirins.” But she came to believe that Nichols would protect the best of her work, and what she learned about his style influenced her powerfully. “Mike . . . basically uses metaphors to direct actors,” she said. “He’ll say, ‘It’s like when you were in high school and nobody would choose you.’ This gives an actor a way to connect to his character through some mutual experience.” He had favored that approach for almost twenty years; by the time he directed Silkwood, he had refined it to such a degree that every actor felt a personal connection to him; both Cher and Russell were calling him “Dad” by the end of the shoot.
When all else failed, he would tell a story. For a critical scene in Silkwood in which Karen and Dolly make up on their porch after an argument, he sat down with Streep and Cher while Ondricek was lighting them and started to deliver a long, thoughtful meditation about the real Karen Silkwood toward the end of her life—how terrified she must have been, how isolated she must have felt. “Mike is one of the great storytellers of all time,” said Cher, “and he made this story so sad that tears started to well up in his eyes.” As he kept talking, the two actresses began to cry themselves. Nichols fell silent for a few moments, got up from the porch, called “Action,” and shot the scene.
Silkwood wrapped production toward the end of 1982. Nichols would have more than a year to edit and shape it, and much of that year would be spent trying to fend off a legal challenge from Kerr-McGee, which announced in January that it would sue ABC if necessary, complaining indignantly that it had “never heard of existing, living companies being named in movies.” Even that did nothing to dampen his spirits. With the completion of the film, a tremendous psychological burden had lifted. After almost a decade, he had fallen back in love with directing. “If the actors are good enough, something really begins to happen: Life occurs,” he said. “Meryl woke me up. This time, I feel—knock on wood—I’ll remain awake.”