Barry Levinson on the Making of 'Rain Man'

Director discusses his film starring Tom Cruise and Dustin Hoffman

Academy Award-winning film director, Barry Levinson in Santa Monica, California in 1988. Credit: George Rose/Getty

His swept-back salt-and-pepper hair, thin-rimmed specs and nascent love handles and the big Mercedes in the parking lot lend 46-year-old Barry Levinson the aura of an aging playboy surfer. Instead, he's the man who got an Oscar nomination for writing 1982's Diner, the coming-of-age-in-Baltimore saga that was also his directorial debut. Since then he's directed The Natural and Young Sherlock Holmes; written and directed another Baltimore chapter, Tin Men; and guided Good Morning, Vietnam to box-office victory. 

His latest film – and first nonperiod piece – is Rain Man. The movie features Tom Cruise as the smooth-talking Charlie Babbitt and Dustin Hoffman (add him to your Best Actor list) as his brother, autistic savant Raymond Babbitt, on a cross-country journey in a 1949 Buick. Long in preproduction, the project had, sequentially, Martin Brest, Steven Spielberg and Sydney Pollack as directors before Levinson took it on with two weeks' notice. The result, Dustin Hoffman has said, "was a dream experience." 

Rain Man had three directors and six writers before you. What happened?
Barry Levinson:
Nobody could quite get a handle on it, make a personal connection. 

How were you able to?
I start from the point of view of character. This is dangerous, because if the characters don't really work, then you're gone. But I liked Raymond and Charlie. Charlie is a salesman. He's not a bad guy, but he's hustled and manipulated. Raymond is an autistic. He's never been out into the real world. Raymond is like something I've never quite seen. We've seen the retarded person – they're all sort of descendants of Of Mice and Men in a way, right down to that guy on L.A. Law. But I have never seen a character like Raymond. 

To fully realize these characters, my idea was to ask, cinematically, what happens when Charlie talks to his autistic brother? He can't sell him, because no matter what he says or how he tries to con him, Raymond wants what he wants. Raymond never initiates a conversation. Raymond never looks at you when he talks. I've never seen a character like this one. Many audiences like gizmos, plot things, cops and all that kind of shit, in which I'm not interested. If I can show the autism for what it is and understand it – show the frustration and the humor – if I can make the relationship work with these two guys on the road, then that's enough for me. 

Did you, as a writer, do an uncredited polish on the script as well?
I worked with [screenwriter] Ron Bass, and we did another draft entirely. Some of the previous scripts had situations where Charlie owed money, and if he didn't pay it off, the bad guys were gonna come; or there was a motorcycle gang. All kinds of crazy extraneous things that I didn't know what the hell they had to do with anything. The story is really just between the two of them. 

Why are you always more interested in character than story?
A story these days is, somebody steals the cocaine, the guy's trying to get even, his buddy got killed, and he wants revenge. Nice, but that's not really a story. That's some kind of thing that you invent to launch a movie. I don't give a shit about those kinds of stories. If you talk about Death of a Salesman, saying, "Well, the brother and the two sons are there, and the father is going through a crisis and...," you wouldn't say, "What a great story! Gee, we'd better get a treatment of this and develop it." 

Dustin Hoffman's reputation precedes him. How do you prepare mentally for a perfectionist?
I don't [laughs]. I'm always willing to to listen to anybody. I'm not some kind of a lunatic who says, "Don't tamper with my vision." 

How about Tom Cruise?
I was impressed with his work. What I gave him is the thing that he hasn't often had the opportunity to do: work with a full character. His props get stripped away. He doesn't have a pool cue. Tom is sharp enough to know that he'll always have movies like Cocktail, but I don't think he wants to sit still and just keep playing glamour guys. 

Rain Man has "important picture" written all over it. Do you think about the pressure that puts on you?
I don't even bother. I just hope people respond. For instance, Good Morning, Vietnam is considered a real big commercial movie. But I never saw it that way. In fact, when I originally got involved, which was before Platoon, people I knew said, "Jesus, it's like a death wish. No Vietnam movie has ever really made any money. And you're going to do a comedy? And with Robin Williams, who can't draw anybody into a movie theater? What's the point?" 

What's the toughest thing about the transition from writing to directing?
That you've got to deal with so many people when you're a director. It's unrelenting. You have to shake things up all the time. You gotta say, "Is this the best we can do here?" "Is this all the scene is?" It's not like when you write and then casually read it over. When I write, everything keeps getting moved around until it begins to feel right. Someone once said to me, "Well, write an outline for the thing." I said, "I can't." I'd be writing an outline until I die. If I'd tried an outline for Diner, I'd never have finished. Get me to the character. When I get to the character, then it makes sense to me. Then I know where it's going, and then it all opens up. 

And you write fast.
Very fast. Once I begin, I'm heading for the end.