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The story of filmmaker Phil Joanou’s breakthrough in the movie business is basically a pitch-perfect instructional tale for all ambitious youngsters determined to make a name for themselves in the world of film. When he made a short film called Last Chance Dance in USC’s Film School, a romantic comedy set in high school and inspired by the likes of American Graffiti, he knew this could potentially open doors for him. He even stayed in school an extra year just so he could get a chance to make it. What he probably didn’t know was that Last Chance Dance, his final senior project at USC, would find its way in the form of a VHS copy to a private airplane where Steven Spielberg, Robert Zemeckis, Frank Marshall and Kathleen Kennedy fortuitously needed a distraction to make their trip from New York to Los Angeles more enjoyable. “College was over, so I was home, and the phone rang,” Joanou recalled in an interview for Money Into Light. “My mom picked up and a woman said ‘I have Steven Spielberg on the line, calling for Phil Joanou.’ My mom turned to me and said ‘It’s for you. It’s Steven Spielberg.’ I was like, ‘Yeah, sure.’ I took the phone thinking it was one of my friends screwing around with me.” The film student brought up on Spielberg’s work and specifically motivated to become a filmmaker by Jaws, which he had seen six times when he was merely 12, suddenly had a meeting scheduled with his idol the very next day at Amblin. After directing two episodes for the Amazing Stories TV series, Joanou was offered to direct his first feature – Three O’Clock High. A year later, Joanou added an equally impressive sophomore project to his resume: the rockumentary U2: Rattle and Hum, establishing the basis for a fruitful collaboration with the Irish band resulting in him directing a number of U2’s music videos. And then, State of Grace arrived at his table: a neo-noir gangster film that, from today’s perspective, seems an obvious choice for one of the most undeservedly overlooked films of the period.

Twelve years after leaving New York City’s Hell’s Kitchen to get out of the criminal way of life he found unsuitable, Terry Noonan goes back to his old neighborhood and reconnects both with his best friend Jackie and his first love, Jackie’s sister Kate. He returns to Hell’s Kitchen, however, as an undercover police officer sent there to help bring down Jackie and Kate’s older brother Frankie Flannery, an up-and-coming gangster eager to climb the ranks. Overcome by emotions, nostalgia and genuine, honest devotion to his old friends and lover, Terry is deeply torn between his professional duty and personal feelings. With each booze-ridden day spent in the same milieu from which he managed to escape all those years ago, Terry is consumed by guilt and internal struggle, pleading to be removed from the case and returned to Boston. With the comfort of Kate’s arms and the playful companionship of his energetic, childish best friend, he once again becomes a part of the Hell’s Kitchen story, even though all the ingredients present from the very beginning are set up to suggest that the tale we’re about to witness is bound to unfold into nothing less than a tragedy.

Joanou’s first steps in his filmmaking journey seem to have been made easier by several external elements that one could possibly characterize as luck. Not a lot of people can say their student films attracted the attention of an established player like Spielberg, and even fewer can boast with the fact that they had the unique opportunity of being mentored and eased-into the business by such experienced filmmakers. But after the unexpected kickstart he got thanks to his short film, and after several years of absorbing Spielberg’s work from an office next door, Joanou’s good fortune still didn’t dissipate: State of Grace was made under the wing of Orion Pictures, the production company that had its peak in the second half of the eighties and gave us numerous great films. One of the reasons for this success lies in the company’s approach to its projects. There are movies where the interference from the higher-ups is intolerable and gets you off your game and it’s a bloody miracle that you even managed to finish a movie; and then there’s State of Grace, one of the most relaxed and pleasant experiences a director can have with their producers. “Working with Orion… it was a one-of-a-kind experience,” Joanou told later in a recap of his career with Filmmaker Magazine. “And I didn’t realize that until my next movie, which was Final Analysis for Warner Brothers. The politics of making a movie in the Hollywood studio system, versus the New York-based Orion, were very, very different.” Orion secured the best possible conditions for Joanou to create the film he wanted to make: not only did they not intervene in his creative process, they gave him their full support when it came to putting together the crew. “They let me have the best actors, the best production designer, the best cinematographer,” Joanou remembers. Just to illustrate the value of this supportive system, it’s worth noting that U2 was originally going to score the movie, but in the end had to back out of the project due to their overwhelming schedule. As Joanou thought about a fitting replacement, producer Ron Rotholz suggested Ennio Morricone. “Oh, forget it,” the director retorted, “there’s no way Orion’s going to let us go to Rome and get him. He’s one of the most expensive guys there is.” But the studio’s response was: “Fantastic. Go see if you can get him.”

With an intelligent, ambitious script penned by playwright and novelist Dennis McIntyre (with some uncredited help from Casualties of War writer David Rabe), with Morricone on board, as well as Blade Runner’s cinematographer Jordan Cronenweth behind the camera and Platoon and Wall Street’s editor Claire Simpson in the team, the technical aspects of the film were set. What Joanou needed to make State of Grace a memorable classic was a talented cast. And when you look at all the talent he got together in Hell’s Kitchen, it’s no wonder State of Grace deserves all the praise it can get. It was Gary Oldman who first joined the project, a risky move considering how inexperienced the man in the director’s chair actually was. “I committed to the first draft of the script, and I hadn’t seen any of Phil’s work,” Oldman told Interview Magazine. He was also the only person even considered for the part of Jackie, the character that’s basically the heart of the film and the best vehicle of transferring the point of the whole story. It’s not an easy role, but Oldman is fascinating, and the way Joanou succeeded in balancing his performance with that of Sean Penn, the second big name in the picture, is probably film school textbook material. The chemistry between their characters, who are truly best friends simply separated by the realities of life, is palpable, but the process of building that chemistry was not that easy because of their different working methods and styles of preparation. “Gary comes out of the box hot and ready to explode, and those first three takes are just gold,” Joanou explained this. “Sean? More of a slow burn. He would warm up, and I’d say in general by take six, seven, eight, nine, he’s in the zone. Well, Gary’s done by that point.” There was also the difference in temperament, and for a while Joanou expected things to go south with Oldman and Penn’s clash of personalities. But when Oldman started imitating Penn’s ex-wife Madonna with hilarious dance movements all the while singing Like a Virgin from the top of his lungs, the tension was defused and these huge acting talents started bouncing off each other’s performances. Ed Harris is also marvelous as Jackie’s unscrupulous brother Frankie, a small-time big-boss wannabe prepared to fuck over everything and everyone dear to him to climb the ladder and suffocate the inferiority complex that influenced every decision he had ever made. Robin Wright is given a restrained but powerful role delivered in such an impactful way that the severity of her situation is made painfully obvious to the viewers. The ensemble cast is further supported by John C. Reilly, John Turturro, Burgess Meredith and Joe Viterelli, a collection of great actors who truly make us believe Hell’s Kitchen is their home.

Dennis McIntyre, an award-winning writer who taught playwriting at the University of Michigan, sadly died before the film’s premiere and State of Grace remained his only screenplay. The way he structured the story – the internal struggles of an individual trying to cope with the circumstances of life against the backdrop of a city changing its identity – is a beautiful example of clever and powerful writing. The film opens with a shot of Terry standing on the riverbank, staring into the huge skyline of New York City, his tiny entity against the skyscrapers indicating the insurmountable obstacle in his way and the level of burden on his shoulders. The story of State of Grace is not just a tale of one man’s battle with his identity crisis and the demons from his past, it’s a depiction of a noticeable change in the character of the city. The Westies, the gang of Irish Americans, ruled Hell’s Kitchen and its surroundings for a significant part of the seventies and eighties, but organized crime was pushed out with successful prosecutions. Outlaws were purged from the streets and people like Jackie and Frankie were soon relicts of a forgotten era. “Where did our fucking neighborhood go?” Terry asks Jackie while they share some beer on a rooftop. “I don’t even recognize the place. A bunch of yuppie condos or something, they could’ve left at least ten blocks for the Irish.” Oldman’s character sighs with an air of defeat. “They don’t even want to call it Hell’s Kitchen no more. Renamed it Clinton. Sounds like a fucking steamboat.” Just like John Ford’s iconic The Man Who Shot Liberty Valance tells a tale of the dying Wild West, Joanou’s film elegantly chronicles the death of the old system, without any glorification or embellishment.

After an exhausting fight over the rating, as the MPAA first awarded it seven unanimous X ratings for its graphic violence and forced Joanou to cut it repeatedly to get the desired R, State of Grace had the misfortune of coming out the same week as Goodfellas, which definitely didn’t help its poor box office run. With Orion Pictures’ bankruptcy that soon followed, the film somehow got buried and forgotten, but resurged as a video store cult classic. “What inspires you is part of what makes you want to be an artist,” Joanou unknowingly gave a brief explanation of what makes State of Grace so good. “But without the writers and the actors, I would have been left with nothing but technique, and nothing but my own point of view in terms of execution, which is ultimately worthless. All that matters to me is emotion in a film.” State of Grace’s quality found its way to the surface, because all of the people involved in the creation believed it to be a collaborative effort and fully invested themselves in the process. When films are created in this way, the result can’t be ignored. Even if it takes years for it to get the attention it merits.

Screenwriter must-read:Dennis McIntyre’s screenplay for State of Grace [PDF.(NOTE: For educational and research purposes only). The DVD/Blu-ray of the film is available at Amazon and other online retailers. Absolutely our highest recommendation.

State Of Grace (1990) with the films director Phil Joanou

Hidden Gems of Cinema: State of Grace

Colin Quinn Talking About Gary Oldman in State of Grace

Cinema Cinema Cinema Podcast S01E09: State of Grace (1990)