CHAPTER TWO

While I was working on Where the Day Takes You, a friend of mine named T.E. Russell stopped by the set to pay a visit. T. E. and I had gotten to know each other a few years earlier when we worked together on a movie called Toy Soldiers. T.E. is an African American with a sturdy presence and a beautiful voice. When Christine and I were married, the ceremony was held in Idaho, and T.E. helped make the event complete by graciously agreeing to sing an a capella version of “You Send Me.” His voice poured out majestically through the pine trees, and I like to think that it drifted right up to the front doors of some of our neighbors, most notably an avowed leader of a white supremacist organization.

But I digress.

Shortly before T.E. visited the set, I had received a script for a movie called Encino Man. I respect T.E.’s opinion, so I asked him if he’d mind looking at the script with me. It was an almost surreal experience. Here I was, enjoying another day of important work on a thoughtful, considered movie about homeless kids having remarkable, real-world experiences on the streets of Los Angeles, and I was reading a script about a caveman who becomes a high school student! I’d studied with Stella Adler. I’d worked with David Putnam. In my mind, at least, I was finally getting a chance to flex my acting muscles and do the work I’d always been capable of doing. If I hadn’t exactly “arrived,” at least I was on the right track.

That’s how I felt, anyway. But perception is one thing and reality is another, for the script I held in my hand was not really the sort of script that gets sent to an important actor. The biggest, most important issue in Encino Man was how a couple of high school students could exploit the caveman to make themselves more popular. Deep stuff. And so T. E., Christine, and I read the script out loud while standing just off Hollywood Boulevard, snorting and laughing and dismissing it as we went along. When we finished it, I can vividly remember looking at T.E. and saying, “This is the biggest piece of shit script I have ever read in my entire life.” T.E. just laughed and nodded. That, I thought, would be the end of my association with Encino Man. But I was wrong.

I had recently moved from a small, boutique agency to CAA, which at the time was seeming to gobble up all of Hollywood. In one respect, it wasn’t a move I enjoyed making. The agent I left was heartbroken, and Marion Dougherty, who had cast me in Memphis Belle, was so outraged that she called CAA and chastised them for poaching clients. But I was far from an innocent bystander. I no longer believed that my small agency had the power and influence to take me where I wanted to go. We had made a lot of money together, and I liked them as people, but as I became more knowledgeable, I asked more questions, and they didn’t always have answers. It seemed to me that they weren’t prosecuting my career interests in the way I knew the people at CAA would. My parents did not really respect my decision, but they didn’t attempt to dissuade me.

I sensed that while my new agents were good at representing talent, when I walked into their agency, I didn’t feel like it was a power center where information is currency, decisions are made with lightning speed, and careers are built and broken from moment to moment. I don’t know if that speaks to the quality of the agency or Mike Ovitz’s genius at designing an architectural space (at CAA). My instincts told me that if I wanted a shot at a “big” career, I should try to mix it up with the sharks. I was willing to terminate my professional relationship with people who had genuinely cared about me to go to a place where I thought the agents could capitalize on my success and plug me into the action at the highest levels. I’m not proud of my decision to the extent that I was not necessarily a loyal client, but I understand the mandate of ambition that was burning within me. I would enjoy the fruits of this choice and suffer its consequences. After years of reflection, I can honestly say that the most important characteristic for an actor to look for in an agent is genuine passion. In this regard, my first agents were successful.

One day my new agent, Mike Menchel, asked me to take a call from Jeffrey Katzenberg, one of the most powerful men in Hollywood. This was while Katzenberg was head of production at Disney, before he split with Michael Eisner and founded Dreamworks. The reason for the call, as it turned out, was to secure a commitment from me to appear in Disney’s newest project, Encino Man. It was being made under the aegis of Hollywood Pictures, a subsidiary of Disney.

“Just take the call, Sean,” Mike said. “It’s important. See what happens.”

He had a point. My father had told me many stories about the way studios worked, the personalities and egos involved, and warned me specifically not to ignore the gift of a personal call from a studio head.

A few minutes later my cell phone rang. It was Jeffrey Katzenberg. I was so nervous that I had to pull over onto Sunset Boulevard, because I knew how important a call it was, that this conversation represented a defining moment in my career. How I handled it—not merely whether I said yes or no—would go a long way toward determining my future in the business.

“Listen, Sean, we really want you to do this movie,” he said. The tone in his voice was one of authority, and I admired that. He was selling the project but it didn’t seem like he was selling. It felt more like he was trying to make it clear that he had something to offer, and I would be a fool to turn it down. I tried to formulate the proper response, one that would display a proper degree of respect, while allowing for the possibility of walking away.

“I’d love to work with you, Mr. Katzenberg,” I began, “but with all due respect”—I swallowed hard—“does it have to be this movie?”

There was a pause.

“Yes, Sean, it has to be this movie.”

He went on to describe the way they intended to market the picture and said that they knew it would be a successful venture. I’d already been briefed on the specifics of the deal. Disney had offered me roughly $150,000 to play one of the film’s three leads, slightly more than I’d earned for Toy Soldiers, and infinitely more than I’d been paid on Where the Day Takes You. They’d also offered me the potential for an additional $400,000 on the back end, which, of course, I believed I’d never see, because hardly any actor ever sees back-end money. Jeffrey, however, said this movie would be different: there would be a unique definition of “net profit” that would ensure a bonus for everyone involved. Assuming, of course, that the movie performed well at the box office, which, frankly, I thought was a long shot. As Jeffrey talked, I could barely hear his words over the clatter of my own thoughts: This movie is a piece of crap, and it’s never going to make a nickel.

Since I had some fairly serious career aspirations, I didn’t voice that opinion. Rather, I tried to play the few chips I had, in diplomatic fashion.

“Mr. Katzenberg, it seems to me, based on the way you’re structuring this deal, that you want me to take a leap of faith with you on this movie.”

“That’s right.”

“Well, if you’re willing to sit down and listen to some ideas that I have as a filmmaker, I’d consider making this movie with you.”

Again, there was a pause on the other end of the line, this one even longer than the first.

“Sean, please … don’t blow the deal over twenty grand.”

Then I realized what was happening. My agents had been lobbying for more money, when what I really wanted was a chance to express myself as an artist. They had intimated to Disney that if the salary was bumped up twenty thousand dollars, I’d do the movie. Katzenberg naturally thought I was trying to squeeze him in some sort of clever, indirect way, which wasn’t the case at all. I didn’t want to do Encino Man, but if it was possible to leverage my participation into some other type of opportunity, then perhaps it would be worthwhile. But Jeffrey had no interest in me as a filmmaker; he just had a movie to make, and I fit the role.

I called Mench back and told him the conversation hadn’t gone well. “Jeffrey thinks it’s all about the money,” I explained. “He doesn’t understand who I am as an artist. I don’t think he cares.”

“So what do you want to do?” he asked.

Menchel was clearly amused by my chutzpah. He may have realized that I was upset that CAA was managing my reputation, and that I was uncomfortable about trying to tap dance out of the situation in a way that didn’t hurt my credibility. I’m sure many an actor would have killed for that offer from Jeffrey Katzenberg, and in subsequent years, I would have, too. But all I could do at the time was follow my gut, believe in myself, and try not to sell out. Funny, huh? Coming from a guy who compromised his sense of egalitarian righteousness to accept a gift while screwing a fellow thesp out of the part he thought was his. But we’ve been through that.… What did I do about Encino Man and the extra twenty thousand CAA was gunning for?

“Tell them we’ll pass.”

“You’re sure?”

“Yeah, I’m sure.”

*   *   *

The next time I gave any serious thought to Encino Man was while I was exploring Europe with Christine. I got a call in Barcelona and was told that Ricardo Mesterez wanted to see my short film. Ricardo was the president of Hollywood Pictures. As such, he reported directly to Jeffrey Katzenberg.

The short film to which he referred was On My Honor.

Yep, I had finished it, in 35-millimeter. It was sixteen minutes long, and despite its roughness, it conveyed my sense of morality and had a genuine emotionality to it. And now, Ricardo, another honcho in the biz, wanted to see it. I was apoplectic. Operating behind the scenes during this time, or at least out of my purview, was another person I consider to be one of the giants in Hollywood. Daniel Petrie Jr., who needed a lot of convincing before he agreed to hire me in Toy Soldiers, has probably been my most important mentor. Dan spent countless hours on the phone counseling me, guiding me, sharing his wisdom and experience, and trying to protect me from myself. Furthermore, he knew what I wanted to accomplish and offered a considerable amount of his genius to help me achieve it. Why? That’s just the kind of human being he is, and my name is one of many on a long list of folks he’s helped along the way. Jeffrey and Ricardo knew how close Dan and I were, and they enlisted his help to try to “land” me for Encino Man. Dan told them that the way to my heart was through my desire to become a filmmaker.

I want to stop here for a beat.…

Picture the scene: It’s pouring rain, and Christine and I are standing at a phone booth in Barcelona. All of our worldly possessions are in a storage shed in Van Nuys, California. I have close to eighty thousand dollars in the bank, and Christine and I are madly in love, traveling the world and learning about ourselves. I think at that point we’re in escrow on a lovely little two-bedroom house in Sherman Oaks, and we’re talking about going to college together. This phone call from Ricardo was like a bolt of lightning from the Hollywood gods. Never mind that I’d been praying to those gods for years, and now in what felt like an unlikely way, my prayers were being answered. But before I tell you what happened during that call, I want to explain a little about my life, my upbringing, and my particular worldview.

*   *   *

The actor Dan Aykroyd once employed an interesting phrase to describe Steven Spielberg: “artist-industrialist.” I love that. It acknowledges that some of the most accomplished and visionary men (and women) in cinema are also astute financiers, technicians, and leaders. Spielberg, and others at or near his level, understand the wanton waste that comes with being too self-indulgent an artiste. When Spielberg directs a movie, he understands and accepts the extraordinary responsibility that comes with the hiring of a cast and crew, the careful handling of a budget that exceeds the GNP of some Third World nations, and of course, the crushing weight of expectation. Critics, studio executives, and movie fans all expect him to hit a home run on every trip to the plate, to create movies that win awards, earn stellar reviews, and make hundreds of millions of dollars at the box office. It’s quite a thing, I believe, for a filmmaker (and Peter Jackson now falls into this category as well) to open his arms to all of this, and to succeed more often than he fails.

I don’t mind saying that I’ve long aspired to join the ranks of the artist-industrialists, and I think that at least partially explains the way I’ve managed my fiscal life and my career as a business. There are times when I make decisions that I know are going to move toward the pure artist track, and there are times when I make a business-track decision. Sometimes it’s just a matter of paying the bills, of being a professional actor—hitting your mark, saying lines, and doing the best work you can, regardless of the circumstances, because you have a responsibility to other people. And then there are times when I make a business decision with the hope that it will in some way facilitate the artist track. The Lord of the Rings, rather obviously, is one of those rare and beautiful projects that is symbiotic. You see, the goal is to keep closing the gap: Mel Gibson stars in Lethal Weapon, and then he leverages the success of that franchise as a way to direct and star in Braveheart (and Hamlet, it should be added, not to mention directing The Passion of the Christ). That’s an extreme example, but I think it illustrates what I’m talking about, and what I’ve been chasing all these years. It’s about power, but it’s also about opportunity—using power in pursuit of something more noble. Believe me, I’m not an elitist when it comes to movies. I appreciate a good art-house film—Where the Day Takes You or Cinema Paradiso, for example—but I don’t think there’s anything more impressive from a filmmaking standard than creating brilliant technical work that also succeeds on a visceral, emotional level. That’s why, as a fan, I love E.T. so much, and Lawrence of Arabia. And even Back to the Future, one of the most thrilling experiences I’ve ever had in a theater. It’s why, as an actor, I’m so proud of The Lord of the Rings, and why I understood it was a gamble worth taking.

I grew up wanting to make movies, not just perform in them. Even when I was a kid, it seemed as though I always had a camera in my hand. I remember doing chores around the house so that I’d have enough money to buy film at Bel-Air Camera. Then I’d shoot it and need to get it developed, so I’d say to my parents, “Can I take out the trash? Can I get a paper route?” Anything to get enough money to feed my hobby, which was quickly becoming a habit. My parents were not rich, by the way. (When I refer to my parents, I’m talking about Patty Duke and John Astin. John is actually my adoptive legal father. My biological father is a lovely man named Michael Tell, who was briefly married to my mom in the early 1970s. John adopted me when I was very young and raised me as his own, and I love him dearly; he is, and always has been, my dad.)

My parents’ finances are their business, but suffice it to say there was never any huge money laying around, no Hollywood playground. I put myself through private high school with money I made as a child actor. My mother, don’t forget, was a classic example of why the famous Jackie Coogan Law protecting child actors became necessary: unscrupulous managers absconded with much of her childhood earnings. To this day she’s still not the best with finances. While my parents didn’t give my siblings or me a big trust fund, they did something even more important. They raised me with a core set of values. My mom wanted us to be strong, proud individuals. My dad hammered home the importance of a traditional education.

When it came to my aspirations as a filmmaker, my parents were nothing but supportive and they offered practical advice. After I moved out of the house, twice I ran out of cash. My mom loaned me some money, and I promptly paid her back. And of course, it was nice to have an Academy Award–winning actress—my mother—to put in my films. In fact, both of my parents allowed me on one occasion to dress them up in rather eccentric costumes for my film The Enchanted Dreamer, which I shot on Super 8. I must have been twelve or thirteen years old, and my father balked a little, saying something like, “You know, Sean, I am a professional actor.” But without too much fuss they consented, and their performances were, shall we say, more than adequate.

When I applied to the graduate school of theater, film, and television at UCLA (I was rejected, a fact that left me nearly brokenhearted), I wrote a passionate essay about my love for film. I talked about what it was like when my father would project 16-millimeter footage for us. Images of his work as an actor and director. As a kid I saw almost no difference between what he was doing and what I was attempting to do. Yes, he was John Astin—Gomez Addams!—a classically trained Shakespearean actor and a pop culture icon, but we were both trying to make movies. I was an heir apparent to a tradition. My father was a famous actor. My mother won an Oscar and four Emmys. People used to ask me why I wanted to follow in their footsteps. They worried that it was too much of a burden. No way. I thought an incredible gift had been placed in front of me.

I don’t think I ever felt like I couldn’t escape from my parents’ shadows. They always seemed more like a beacon of light to me than anything approaching darkness. Plus, with my dad’s emphasis on education, I’ve always felt that other careers, livelihoods, and paths are available to me. The only limitations I’ve ever known are time and space, and perhaps certain physical limits: I don’t think I ever felt I could compete at the higher levels of most sports. Most of my life has felt like finding a balance between taking advantage of the opportunities in front of me and trying to play out some sense of personal destiny or mission that must have been ingrained in my DNA. In that regard, I’ve suffered in trying to overcome the obstacles that have been placed in front of me, but I really do identify with the character of Rudy.

Anyway, as far as my pedigree is concerned, the only time I felt frustrated was when I couldn’t figure out how to effectively leverage my lineage and experience. My parents didn’t make a habit of introducing me to famous people. In other words, they didn’t sit down with us before the big New Year’s party, and say, “Here’s who’s coming to dinner, kids. He’s an important director, producer, writer, star…” They didn’t do any of that. They just had a party. We’d go down and help direct the parking, and people we engaged in conversation were just the people who were the friendliest. Generally speaking, I had no idea who they were. I knew only that I thought my mother and father had pretty cool jobs, that they were creative, interesting people, and that I wanted to be like them.

What I did not understand until much later was the combination of luck, talent, and dogged determination required to succeed in show business, especially if one aspires to be something more than a mere cog in the system. And I began to understand the meaning of the word “compromise.”

Which brings us back to Encino Man.

“They’ve got a revision on the script,” I was told. “They want to fax it to you.”

“Fine. Go ahead.”

“And they’ve got a guy named Pauly Shore to play the lead. Do you know Pauly?”

“No, I don’t know Pauly.”

“Well, they want to send you some of his work, too. I think they really want you for the lead in this movie, Sean.”

There were admittedly some aspects to the project that were appealing. It was a major studio film, and one of my costars would be Brendan Fraser, who was already generating buzz for his work as a prep-school student battling anti-Semitism in School Ties (which was released in 1992, the same year as Encino Man). The studio knew that in Brendan they had a young actor who was destined for stardom, and they had him playing against type as a caveman in a completely goofy movie. In Pauly Shore, as I would soon learn, they had a cartoonish surfer dude of a comic who was building a big audience with the MTV crowd. I was exactly who they wanted to play the third lead in the movie: a solid, serious, best-buddy kind of actor. They had liked my work in Toy Soldiers, and they thought I’d be perfect for Encino Man.

But I didn’t want to do it, especially after I got to a hotel in London, opened the FedEx package, and looked at some tapes of Pauly Shore hamming it up on MTV, drawling, “Hey, Buddddddy!” and giggling and staggering around like a stoner. All I could think was, Oh, it’s going to be hard to spend time with that guy. Then I read the script—again—and of course it was still a piece of shit; they really hadn’t done anything to improve it. I fretted for a while, tried to figure out how I could gracefully turn down the project a second time, and then agreed to talk with Ricardo Mesterez. I had no intention of taking the job—until he made his sales pitch.

He began by apologizing and, as he put it, failing to recognize my “value in the marketplace.” It occurred to me then that the balance of power, at least as it pertained to this little negotiation, had shifted. But I wasn’t really prepared for what came next.

“Number one,” he said, “we’re gonna double your quote. Number two, we’ll give you complete creative control over your character. Number three” (I wasn’t sure a number three was necessary, but I wasn’t about to interrupt), “we’ll offer you a short film to direct. If we like the film, you’ll have a three-picture deal with us.”

I realized then that it’s true that every man has his price, because mine had just been reached. My response, in effect, was, “Sold!”

Well, the devil is in the details, isn’t it? It wasn’t really a three-picture deal. It was a three-option deal. And they had the option. In other words, if I directed the first film, and it won an Academy Award or earned a hundred million dollars, they owned me on the second film, at whatever fee they chose, right down to the minimum established by the Directors Guild of America. When I read the fine print on the contract, I asked my agents, “What are you doing?”

Their response? “That’s a high-class problem. Deal with it if and when it happens.”

So I did. I cut our trip short and returned to Los Angeles for a meeting with Pauly Shore, for whom Encino Man was quickly being designed as a star vehicle. I had a sense that it wasn’t really a meeting, but rather an audition, even though my agents had assured me otherwise. It was, they said, simply a casual get-together between actors about to embark on a journey.

Wrong. I walked into Team Disney, right under Dopey’s armpit (it’s actually kind of cool, architecturally speaking—the dwarves appear to be holding up the entrance), and took a seat in a meeting room, where I was introduced to, among others, Les Mayfield, the director. I sensed right away that Les wasn’t particularly happy with me, which was understandable, really. After all, I had passed on his movie, which he probably interpreted as not only a stupid business decision on my part, but a personal affront to him as well. There was personal history, too, some of it based on reasonable assumptions, some of it based on pettiness. Les was a USC graduate, and in my mind USC was where they churned out corporate titans, as opposed to UCLA, where they specialized in the care and feeding of real artists. At the time, I wasn’t into being a corporate titan. I wanted to be an artist, and didn’t understand that it was possible to blend the two, in that artist-industrialist sort of way. I knew only that when I was approached by aspiring filmmakers from UCLA, they usually wanted to show me their storyboards; aspiring filmmakers from USC usually said something like, “Hey, I’ve got some investors lined up if you’re interested in talking.” Then they’d drive away in their Porsches or BMWs.

So there was that between us. Then, too, I was undeniably envious of his success. Les had produced the critically acclaimed documentary Hearts of Darkness, the story of the making of Apocalypse Now, but his directorial experience was limited to a documentary on the making of The Goonies. And yet here he was, directing a Hollywood studio movie. Les had advanced under the tutelage of Spielberg, and while I didn’t exactly resent him for that, I did recognize that he had played a smarter game and elbowed his way in and set up shop. In my eyes, he was a rich kid out to have a good time. Not a bad guy, just someone who wanted to do fun things—appropriate enough, since Encino Man was supposed to be a funny movie. (Postscript: A couple years later, Les directed a remake of Miracle on 34th Street, which has the distinction of being the only movie in Disney history where they offered a refund if you didn’t like the movie at all, and people actually took them up on it. More recently, I called Les and practically begged him for a job when I found out he was remaking a movie called Flying Tigers. I said, “Les, this is a serious project, and I’d like to be a part of it.” He wasn’t exactly receptive. In fact, while he was reasonably polite in brushing me off, his tone conveyed the following message: You shit on me your whole career, and now you want me to help you just because I’ve found something smart to do? Fuck you! I had it coming.)

I surmised that it would be easy to work for Les, but it was going to be challenging to live with Pauly Shore, who entered the room on that first day and promptly announced to everyone, “I know comedy!” Just in case we doubted him. Pauly had some serious clout at that time, and would for the next three or four years, and he didn’t mind flexing his muscle. I don’t blame him for that, and I don’t mean to come down too hard on him. He had earned the right to wield a bit of power and deserved some of the success he had, even if his taste in comedy was sort of lowbrow and appealed to the lowest common denominator. Although Pauly is a bit of a dog and loves the idea that he’s slept his way through a lot of people’s daughters on a lot of college campuses, there is an undeniable sweetness to him, a genuine humanity and pathos that I connected with while we were working together.

But he absolutely hated me. He thought I was just an idiot, perhaps because he sensed that I was not only envious of his success, but dumbfounded by it. Slacker persona notwithstanding, Pauly was a total professional. He worked with a personal trainer to keep himself in good physical shape. He ate right and made sure that he looked good on camera. Most important of all, of course, Pauly was a pretty smart guy who knew his audience and delivered precisely what that audience wanted and expected from him. But I was not part of that audience, and while I kept working hard to find something to appreciate about him, it was a struggle for me. Only in retrospect did I come to understand what he brought to the table. I regret now that I was too young and immature to appreciate the value that he brought to the project; his message was so antithetical to what I was trying to do with my own life that I just couldn’t see it—or didn’t want to. I was trying to be a “serious” person. I was (and still am) interested in news, literature, global geopolitics, and those sorts of things, and it didn’t occur to me that you could have those interests and still be viewed as a formidable man and artist if you worked in movies like Encino Man alongside an actor like Pauly Shore.

I was torn about the project. I had read the script, but maybe not thoroughly enough to understand what the movie was supposed to be. If the director had pulled me aside and said, “Let me tell you what we’re trying to do here,” I might have liked it better. With so many talented people attached, there had to be something I was missing. Instead, I felt like I was struggling along, trying to figure it out on my own, making the transition from “drug addict/serious actor” mode, into “front man on a mainstream, high-concept Disney comedy” mode. I couldn’t do it. I just couldn’t do it. I was taking myself way too seriously for my own good. I looked at it as a means to an end and nothing more. Rather than feeling excited about the opportunity or proud of the work I was doing, I felt like nothing so much as a sellout. This was going to be the biggest paycheck of my life ($250,000), coupled with the promise of directing a short film and then a feature (or two or three). I rationalized it, in part, by telling myself that I’d be able to use the money to put both myself and Christine through college, which I did. (This is no knock against my parents. My father made it clear that he would have been happy to pay for my education—if I had pursued it in a more traditional manner by going to college directly from high school and focusing exclusively on academics. And I’m sure that my mother would have helped.) The movie would open doors. And yet, my attitude just sucked. When I walked out of the meeting, the first thing I did was call my agent.

“How did it go?” he asked.

“Oh, great. It was an audition for Pauly Shore, just like I figured.”

“Well, you can always walk away from it.”

“I can?”

“Absolutely.”

The studio had planned a promotional photo shoot the next day at the famous Pink Car Wash on Ventura Boulevard. The plan was for Pauly and me to ham it up, act like the best buddies we were supposed to portray in Encino Man. He was into it, of course, because he understood the value of what he was doing, and because that’s the kind of person he is, but I felt like a complete fool. For one thing, physiologically, I was a mess. I had shocked my system by losing so much weight so quickly, and then I had stopped working out while Christine and I traveled around Europe, so my weight had ballooned to 175 pounds. I didn’t like the way I looked or felt. But mostly I just resented the fact that Pauly was being goofy, and I didn’t know what to do. It was like I’d run off to join the circus without having an act to put on display. I was embarrassed. I didn’t understand the character or the movie; I was totally out of my element but wasn’t smart enough to ask anyone for guidance or help, because I was so focused on the business element of things. I wasn’t thinking the way I should have been thinking: as an actor. Be natural, concentrate on each scene … do the job! I was completely lost, and yet here I was, before filming even began, before a single rehearsal, having my picture taken so that my image could be made into a poster with Pauly fucking Shore! Meanwhile, I was thinking, Oh God, what have I gotten myself into?

A couple of days later, after I had challenged my agent and accused him of withholding information about potential jobs, I was called into the offices of CAA to be publicly rebuked. My anger stemmed in part from a conversation with a friend. Will Wheaton—a contemporary who had played one of the lead characters in Stand by Me and who would later become a regular on Star Trek: The Next Generation—had called to ask me why I wasn’t interested in a particular project to which he had been attached. I told him I wasn’t even aware of it.

“Oh,” Will said, “well, your agency got the call.”

I blew up and accused my representation of lying to me and, worse, of trying to make me feel bad about accusing them of lying. (In fact, they had lied, but they hadn’t thought anything of it, because lying is considered by many people to be acceptable behavior in Hollywood.) I was venting some of my frustrations and trying to figure out exactly where I was going with my career, and whether my management team had any specific plan for getting me there. I didn’t understand then that it was all up to me, that I had to be in control of my own destiny. So I had to make a decision. I could say, The hell with you people. I don’t want to be here, in your agency, because you lied to me and you’re treating me badly. But that wasn’t me. I put my head down, stuck my tail between my legs, apologized for my behavior, and that was that. Then, as I walked out of the office, I ran into Josh Lieberman in the hallway. Josh was a young cub who wanted to represent me, so we drove together, along with my manager, to the Palm Restaurant on Santa Monica Boulevard, one of those great movie-industry places where deals are made and broken, and where the famous and the almost famous routinely stop by for lunch or dinner.

This was one of those big Hollywood moments, the kind you see depicted in movies or books, and think, What a cliché. But the fact that the stories are rooted in truth is what makes them clichés. As we ate lunch and discussed my situation, I tried desperately to prove to them how sophisticated I was about the machinations of Hollywood, the art of filmmaking, and the evolution of an actor. They listened and nodded a lot, but in the end I pretty much left them in the position of saying, We wish you had more power than you do, Sean. But we can’t get that for you right now. So your only option is to do this movie or not do it. It’s your call.

That wasn’t quite true. CAA was the five-hundred-pound gorilla of the entertainment world, and if they had chosen to fight for me and my interests with a little more vigor, it might have made a difference. Looking back on it, however, I understand their reluctance. There is a pecking order in Hollywood, and I hadn’t yet reached the level of influence that warranted the agency’s devotion. That comes only with success on a grand scale. It has nothing to do with honor or integrity; it’s simply business, and the business can be ugly.

After lunch, on the drive back to CAA, I thought hard about what I was going to do. I was angry, but trying not to let my emotions rule my intellect, because I knew that if I chose poorly, my career (and my family) would suffer. I remembered my father’s stories about how he once got everything he could get out of a deal on a television show. He pissed off the head of a studio because the network wanted him and he had them over a barrel. So my dad, lovable Gomez Addams, beat them up and left them bloody. The result was a predictable degree of satisfaction for having gotten what he could, followed by the inevitable professional backlash. In the end, my father realized he had overplayed his hand. And it hurt him. So his admonition to me was, “Be careful.” Those words echoed in my ear as we pulled into the lot at CAA. Before the doors opened, I said, “Guys, I’ll do it.” They asked me if I was sure, I assured them that I was, and I walked away figuring that at the very least I had bought myself a few more months at the power station.

There was just one problem. I had already arranged a meeting with Ricardo Mesterez, the head of Hollywood Pictures, the man who had figured out that the best way to get to me was to appeal to me as an artist and a filmmaker. Everything about my experience with Encino Man, thus far, had led me to question my involvement in the project, so I figured who better to help me through the crisis than the man who had secured my services. Ricardo graciously agreed to see me, but I realized almost instantly that there was nothing to be gained from the meeting. He asked me what was wrong, and I began stumbling over my words. Here was this well-educated corporate success story, and I couldn’t articulate my problem for him. I told him I felt lost in the project, and that I wasn’t happy. Calmly, pleasantly, Ricardo asked, “Well, what do you want to do about it?”

I’m impulsive and emotional by nature, but I realized then that the best thing to do was to give the matter some serious thought before saying another word. I had given my word to my manager and agent that I would perform in this movie without complaint, and yet here I was, getting ready to complain again. I asked myself, Who am I, and how do I want to be perceived? By whining to the studio every time something bothered me, I risked getting a reputation for being “difficult.” So I leaned forward in my chair and said, “You know what, Ricardo? I’m sorry I called this meeting. I’ll go back to work now. I’ll figure everything out on my own.”

“Are you sure?”

“Yeah. I think I just needed to see you and be reminded of my responsibilities. Thank you.”

“No problem.”

The first day I showed up on the set, Pauly was barking out orders, almost running the show, and the director was responding to him the way directors respond to a star. My situation was a little different. The idea that I had complete creative control over my character, as I’d been promised, was a joke. Not that I really wanted or expected that. I was trained to believe that the director is in charge. As a journeyman, working actor, I believe that you give the director what he or she wants. And you gauge your success by how happy the director is. That’s how I was operating on the set of Encino Man. I didn’t want to think about what I wanted for the character; it was too hard and required too much emotional investment on my part. I didn’t view it as an important enough movie to warrant that kind of investment, so even if I had a chance to employ creative control over my character, I wasn’t especially interested. Sometimes I’d express an idea, and Pauly would sort of run over me; then I’d apply a little emotional balm by calling my accountant and saying, “Did a check clear today?”

“Yeah.”

“How much was it for?”

“Twenty thousand dollars.”

I’d hang up the phone, walk up to the service truck, and say, “Can I have another burrito, please? Thanks. And can I get some chocolate bars, too?” Then I’d sit there and stuff my face.

I’d use food to anesthetize myself. I didn’t want to be there. I had sold out, and I felt bad about it. I felt bad about myself. I remember my agents visiting the set at a warehouse where we were filming out in Valencia one day, and we sat down for lunch, and I had a big plate of food in front of me, but I couldn’t eat. Not a bite.

“Sean, you’re not eating anything, man. What’s the problem?” somebody said.

“I’m not hungry.”

Well, that made no sense, since eating was what I did best. Day and night. Eat, eat, eat. At that moment though, I couldn’t eat, because these were the guys who got me to sell out. I blamed them, not myself, so when I was with them, I lost my appetite. At least when I’d sold out to Marc Rocco on Where the Day Takes You, I could say, Okay, this is the price of compromise and screwing with my integrity. I’m going to recognize the righteousness of the decision that guy made and create value because it’s a damn good movie. But not now. Now I was in a movie I didn’t respect, making obscene amounts of money (five times what a teacher makes, and teachers do infinitely more important work)—and it just felt wrong. Please don’t misunderstand me. I’m as greedy as the next guy. I want to be compensated for my work, and generally I feel as though I’m entitled to whatever I can earn. However, the degree to which I feel entitled to that earning power ebbs and flows with the quality of the work being done. In other words, it’s a lot easier to feel like you’ve earned the money when you’re proud of the work, and I wasn’t proud of this. I also resented that the power brokers on the other side of the table had played better chess than I had. In that sense, I was merely a poor loser.

Nevertheless, I remained committed to the work and tried to do the best job I could do. I actually got injured while filming a scene that called for my character to run and jump on a wheelbarrow, and then catch a bowl over his shoulder while diving headfirst. I was still a young kid and I’d been pretty fit my whole life, so I didn’t think the stunt would be a problem. But this was the first time I’d let myself get out of shape, and even become borderline fat, so it wasn’t as easy as I had imagined. We shot five or six takes, and on what would prove to be the last one, I fell and cut my head open, just above my eye. But it was nothing too serious, and the next day I was back at work, where a crash helmet was waiting with my name on it. A little joke from the studio.

So I was “earning” my salary. And yet I was just out of my depth. Pauly had his thing going, and that’s what excited the studio the most. That and the presence of Brendan Fraser, an Adonis—he looked like Marlon Brando on his best day—who had quickly established that he could be effective as a comedic or dramatic actor. Just as, even now, he can bounce between Oscar-caliber fare like Gods and Monsters and harmless trifle like George of the Jungle or The Mummy, Brendan could shift gears from important work to disposable work, and he could do it with an elegance that I found admirable. He could do a thoughtful movie like School Ties—and then do this thing. All without missing a beat or wallowing in self-doubt. I could see that Brendan was different. This was a guy who was creating power at the studio, and to some extent I was awed by his ability to do so. I thought I was supposed to be doing that, too, but instead I felt trapped in this role, between these two other actors who clearly were the focus of the movie and the studio’s attention. The thing that made me right for the role—a certain quiet intensity, an everyman quality—was precisely what made me dissatisfied with it. I looked at Brendan and thought, I’m not going to be that guy, the leading man. And I looked at Pauly and thought, I’m not gonna be that guy, either, the … well, whatever Pauly is.

I was just an honest kind of actor. Not long ago, my father told me, “Try not to use your authenticity in service of a subpar script.” That was the first time he ever articulated it to me. In hindsight, I think that was the source of my discontent, the reason I was fat and unhappy.

Try not to use your authenticity in service of a subpar script.

A simple little gem of advice. Unfortunately, like so many actors, I’ve not always had the wisdom to heed it.