Elaine May, Chicago Gangsters, and the Unbelievable True Story of What Inspired ‘Mikey and Nicky’

Actress, comedian, writer, and director Elaine May, 92, does not do interviews; she rarely makes public appearances. So when she agreed to a post-screening Q&A as part of Metrograph‘s American Cinema Editors Presents series, it became a sold-out event that attracted New York’s biggest cinephiles; for them, May is the most elusive member in the pantheon of greatest living filmmakers.

After a screening of “Mikey and Nicky,” the writer-director sat down for a 40-minute conversation with her frequent editorial and production consultant Phillip Schopper and Jeffrey Wolf, who was an assistant editor on the film. Topics included the film’s surprising origins, stars Peter Falk and John Cassavetes, and the bizarre story of the film’s extremely troubled post-production during which the film went “missing” and Paramount sued May.

May has always been upfront about her family’s connection to organized crime; Falk and Cassvetes’ characters were based on people she knew growing up. Recently, Quentin Tarantino called May to ask more about the film, and, in a story he relayed on his podcast, May was far more specific about the surprising true story that inspired the film.

When Schopper asked May about the story Tarantino told on his podcast, May retorted, “Well, Tarantino will say anything.” May’s wit and comedic timing was as sharp as ever, and it initially seemed as if it would serve as her armor. However, after getting a few laughs from the audience, May told the story herself.

“One of them was our neighbor, and the other one was his brother,” said May of the men who were the inspiration for Mikey and Nicky. “They were gangsters, and so were we, and so we all knew each other.”

The brothers worked for a well-known gangster, and there was a hit out on the younger brother. They were at their mother’s house when she got a call at 10pm to send her son down to the front door. Because she loved the younger brother more, Mom sent down the older brother; like Nicky, he was shot and killed.

May was clear her source was her own mother, and she couldn’t verify it: “It could be totally untrue because she made things up as she went along, but this is what she told me.” Regardless, the story stuck with her: Beyond the Sophie’s Choice aspect of the mother deciding to send down the older brother, May grew up with gangsters and it spoke to their code and behavior.

“The interesting thing about gangsters in Chicago, or in our family, is that it was a little like a Greek story,” May said. “If you stole, [you] didn’t go to trial or anything, they killed you. So, nobody really stole much, they were very careful. And the other thing is nobody — who actually knew they had done something and there was a hit out on them — left town. It was as though it was their fate. It’s really sort of like a Greek play. They’d just stay, and they’d always call their best friend because they’d need their best friend. And their best friend had always been told by the [gangsters] that if he gets a call, he’s got to put a hit out on [the friend]. The best friend always turned [him] in. Always. And how they didn’t remember that from the last time, I don’t know, but that’s what happened, time and again.”

John Cassavetes and Peter Falk in ‘Mikey and Nicky’Courtesy Everett Collection

With May’s history of comedic improvisation and Cassvetes’ own work as a director, she said the most common misconception about “Mikey and Nicky” is it was improvised. According to May, the only improv in the film is the scene on the bus, where one of the passengers (played by one of May’s students) tells the two lead actors they weren’t allowed to smoke on the bus.

“You can’t improvise a movie like that,” said May. “You can improvise a loose comedy, but not something that is so plotted. It’s just you have to stay with the setup, as we call it.”

May said Falk and Cassavetes were method actors who wanted to fully understand their characters. When Falk wanted to know more about organized crime, May connected him with her mother.

“Peter asked my mother about [Bugsy Siegel],” recalled May. “My mother said, [because she] knew [Siegel], ‘He gave money to Israel every year. He bought a tree every year. He gave money to his mother. He went to Temple on High Holidays. He was a wonderful boy.’ Because my mother considered him, although he was a killer and a gangster, a wonderful boy because he did those things, which are important.”

Falk peppered May with questions and one that kept coming up: Did Cassvetes’ Nicky know Falk’s Micky had sold him out to the boss? May joked, “Of course John knows, he read the script,” before giving a more thoughtful response.

“[Peter] had such belief in the movie, he really did. He just had such belief in what he was playing, so he didn’t want John to know. It was such a good actor’s question, ‘Does he know in the movie? Does Nick know?,” said May. “I really had no idea. I had no idea when John knew.”

May said in directing Cassvetes, she came to understand why he was not only such a good method actor but also a good director.

“When I said, ‘cut,’ John would say to Peter, ‘She hated it.’ Peter said, ‘She just said cut.’ But [John] was always right,” said May. “The reason I figured out why he was always right is because he hated it. He knew if he didn’t like it, I wouldn’t like it.”

Legendarily, May shot an absurd amount of footage for “Mikey and Nicky.” Wolf indicated it was something in the neighborhood of 1.5 million feet. When Wolf asked how May “found” the characters and story in the editing room with so much footage, May humorously smacked down the premise.

“Well, movies, although edited, are also written,” said May, landing a zinger that had the editor-heavy audience in laughter. “And you look at what you wrote and you think, ‘Ah, it’s that scene.’”

Elaine May directing ‘A New Leaf’Courtesy Everett Collection

While May was game to discuss neither the large amount of footage she shot nor its editing process, she was more than happy to delve into her battles to finish “Mikey and Nicky” and the troubles she had with Paramount. She said it came down to originally casting Paramount’s own studio president, Frank Yablans, as the hit man. According to May, the head of the studio scolded Yablans for acting in the movie and Ned Beatty replaced Yablans. However, it also should be noted May nearly doubled the production budget with overages, blew several deadlines, and the anxiety-inducing film was not the bankable comedy the studio wanted.

The studio tried to take the movie away from May and sued her when the movie then went missing. It was eventually revealed to be in the Connecticut garage of a surgeon, a friend of May’s husband.

“My lawyer called me, a strange phone call — actually, Peter’s Falk’s lawyer because I [didn’t have] a lawyer — this lawyer said, ‘They’re going to take the movie. The guy is going to come and take the movie.’ He said, ‘Here’s what I want you to do. Leave the door unlocked, put the film out where it can be seen, and get out of there, and take your editor with you.’… And I did it. And the next day when I came in, the movie was gone. And they felt that I had taken it. I really hadn’t. It was gone. And they sued me to get it back. And I had no idea where it was. So it was almost as interesting as the movie. I had no fucking idea where it was.”

After over a year of legal wrangling and faced with the prospect of having to throw May in jail, the studio indicated it was ready to negotiate.

“One of the men in the room stood up in silence and said, ‘Do we really want to be the only studio that has ever jailed a director for going over budget,’ and my lawyer, who was very smart, said, ‘You wouldn’t do this if she wasn’t a woman,’ which is probably not true,” said May. “‘We’re stopping the lawsuit,’ they said because they [were] real nervous that I would be jailed, and I said to my lawyer, ‘Where is the movie?’ He said, ‘I don’t know, but I could find out.’”

May said her lawyer called her in the editing room, instructed her to leave the door unlocked, and called those closest to her.

“He had gone to everyone I knew — my husband, my children — and said they’re going to take Elaine’s movie tomorrow morning if it’s still in the editing room.’ And he had no idea who’d taken it, but it turned out that my husband, who was a doctor, had driven over and taken the movie, and given it to a surgeon.”

According to May, the surgeon had no clue what he had and was confused when her husband asked for the movie back. Of course, that might be a yarn that tickles May’s storytelling sensibilities. With her it’s never 100 percent clear, but always thoroughly entertaining.