Introduction
A good film script takes months, sometimes years to perfect, and get greenlit by a studio. Screenwriters don’t intend for their sacred words to be changed, altered, or disregarded completely. However, as we all know, the finished product that we see on the big (and small) screen is often drastically different than what the writer originally wrote. The actor’s ability to ad-lib on the spot is a part of that difference.
Improvisation or the art of “ad-libbing” is a talent that most actors learn and are astute at. Some, obviously, are better than others. There may be no greater example of this than the late great Robin Williams. His stream of consciousness transcended both stage and screen to become the stuff of legend. Williams reflected on the art of adlibbing, as well as knowing when not to, in a 2006 Fresh Air interview:
“…Years ago, I was doing ‘The World According to Garp’ and I improvised. And I started off just improvising like crazy, and George Roy Hill made a face like a weasel in a wind tunnel, and then I went, “Not good?” And he went… “Just say the words.” And it really helped to focus, [to] put all of [myself] into that. Occasionally you can improvise…But if a script is well-written, you really don’t have to…”
Like it or not, ad-libbing is a part of cinema history, and sometimes, during the production of a film, the actor is so “in the moment” that he or she will go off script and utter a phrase or line that becomes iconic. Often that one improvised, unwritten line will become bigger than the screenplay, the writer, or even the film itself. Sometimes, one ad-libbed line can define an actor’s entire career.
With that in mind, Cinema Scholars explores the ten most iconic ad-libbed lines in film history. These off-the-cuff utterances are still remembered decades later for their unplanned brilliance and their endurance.
10. “Hey, I’m Walkin’ Here!” – Midnight Cowboy (1969)
“Hey, I’m walkin’ here” may be one of the most quoted lines in film history, but it all happened because of New York City traffic and a low budget. Dustin Hoffman is credited for coming up with this famous quote strictly on the fly, because of an aggressive cab driver. Hoffman was legitimately yelling at an anxious taxi driver who almost hits him in the middle of shooting a scene for the Oscar-winning Midnight Cowboy (1969). Hoffman spoke to The National Post in 2012 about how this iconic line came to be:
“…Nobody wanted to make this movie, Midnight Cowboy. People walked out during previews; it was considered filthy in 1969…Consequently, on Sixth Avenue, there was no money to stack it with extras. So it’s what they call a stolen shot. We have radio mikes on, the van is across the street, we rehearse it by ourselves…We would have to do this dialogue walking. And the hidden camera across the street would go with us…And we do it, and the first take a cab jumps the light. I wound up saying, ‘I’m walkin’ here!’ But what was going through my head is: ‘Hey, we’re makin’ a movie here! And you just f–ked this shot up…’”
There has been some debate over the years about this film’s scene, now five decades old. Producer Jerome Hellman stated that the scene was filmed with an extra in the cab. Further, the director of Midnight Cowboy John Schlesinger stated:
“I don’t know that that was improvised, I think we got an extra inside a cab and did it. I can’t swear to the fact that it was in the script or not, but I don’t think that was improvised.”
Dustin Hoffman further elaborates to The National Post that right after he utters the now-iconic line, Schlesinger jumps out of the van and goes, ‘What happened? What happened?” Hoffman told the director, “we have to do it again just like that.” So, it seems that the initial take was ad-libbed, with subsequent reshoots being staged.
9. “Take The Cannoli” – The Godfather (1972)
One of the most oft-quoted lines from one of the most famous films in cinema history almost never happened. About one hour into Francis Ford Coppola’s masterpiece The Godfather (1972), Mafia henchmen Clemenza and Rocco get into a car with turncoat Paulie. However, before he leaves his house, Clemenza’s wife shouts “Don’t forget the cannoli.” This was a late change to the shooting script from Coppola.
In the original script for The Godfather (1972) Clemenza, played by Richard S. Castellano, was only supposed to tell Rocco to “Leave the gun” after Rocco murders Paulie. Paulie, Don Vito Corleone’s personal driver, and Clemenza’s right-hand man, sold out Don Vito to rival Virgil Sollozzo. On the day an attempt on Vito’s life is made, Paulie calls in sick. This leaves Vito’s inept son, Fredo, to drive and protect him. After the assassination attempt, Fredo’s older brother Sonny exacts his revenge. Sonny tells Clemenza:
“I want you to take care of that sonofabitch right away. Paulie sold out the old man, that stronz. I don’t want to see him again. Make that first thing on your list, understand?“
Castellano’s wife in real life, Ardell Sheridan, also portrayed his wife in The Godfather. Sheridan suggested to Castellano that he improvise the line “Take the cannoli.” This was a play on the earlier scene in which Clemenza’s wife had asked him to pick up the delicious Italian pastries. Sheridan suggested this because she felt it made Clemenza come across as more brutal and cold-hearted. After killing a man in cold blood he’s still focused on dessert.
8. “Funny how?” – Goodfellas” (1990)
In Martin Scorsese’s fantastic film Goodfellas (1990), there is a legendary tense moment between Tommy (Joe Pesci) and Henry (Ray Liotta) at the Bamboo Lounge. In actuality, this scene was largely inspired by something that happened to Pesci, during his younger days, working as a waiter. During the 25th anniversary celebration of Goodfellas at the Tribeca Film Festival, Liotta explained the origins of the now-iconic “funny how” scene:
“Joe was telling me a story about what happened to him in Queens or wherever it was and he said to some guy…the guy said something who happened to be a connected guy and he said ‘Well…you think I’m funny?”
Scorsese liked Pesci’s story so much that he decided to incorporate it into the film. The one caveat was that no one outside of Scorsese, Pesci, and Liotta knew that the scene would be ad-libbed and improvised. When you watch the above clip, you can see the genuine look of amazement of the supporting players.
Scorsese shot this scene using no close-ups as he wanted the viewing audience to see everybody’s confused reactions. Essentially, this now legendary ad-libbed scene was improvised during rehearsals, and then covertly written into the final shooting script. Pesci reflected some years later on a “making of” documentary:
“You don’t improvise on camera when we’re shooting…They all think that Marty [Scorsese] doesn’t do anything, that he lets the actors say ‘Okay, go ahead’ and enjoys it. It’s not true. It’s crazy to think you can go in there and make a movie like that. It has to be structured.”
7. “Alright, alright, alright” – Dazed And Confused (1993)
Oscar-winning actor Matthew McConaughey wasn’t even supposed to appear in the scene that coined a “catchphrase” that has defined the meme and GIF generation. Yet, the director of Dazed and Confused, Richard Linklater, put him in it anyway, with no notice, and no lines of dialogue. “All right, all right, all right” was made up on the fly.
McConaughey has stated many times that he actually stole the line from something that he had heard The Doors lead singer, Jim Morrison, say during a live concert in Boston in 1970. McConaughey thought about what motivated his character. He deduced the following: “his car, gettin’ high, rock & roll and pickin’ up chicks.” In a 2011 interview, McConaughey spoke to CBC‘s George Stromboulopoulos about the origin of this now legendary line:
“…I stepped out of the trailer and Rick Linklater the director comes up and goes, ‘This is great.’ He goes, ‘Listen, man, I know you’re not supposed to work tonight, but we’ve got a scene at the TopNotch, Friday…I was like, ‘Yeah.’ And I said, ‘Gimme 30 minutes. Let me take a walk.’ So I took a walk. I come back and we played verbal ping-pong. I told him my ideas, he told me his and he goes, ‘Wanna shoot it?’ And I went, ‘OK.’ “So we go up to the set. I get in the car ’cause I’m nervous. First scene ever on film. And right before we’re about to shoot I’ve got friends in the car and I had been listening to this live Doors album and in between two of the songs Morrison goes, ‘Alright! Alright! Alright!’ “So right before before we’re about to go I go, ‘What is Wooderson about?’ And I go, ‘He’s about four things: He’s about his car, he’s about gettin’ high, he’s about rock ‘n’ roll and pickin’ up chicks.’ I go, ‘I’m in my car, I’m high as a kite, I’m listenin’ to rock ‘n’ roll…’Action…and there’s the chick. Alright, alright, alright…three out of four.”
McConaughey’s limited screentime and famous catchphrase in Dazed and Confused put the actor on the map and he soon was an A-list superstar. This culminated in a well-deserved Best Actor Academy Award-winning performance in Dallas Buyer’s Club (2013). Fittingly, as McConaughey accepted the award after years of hard work and honing his craft, he paid tribute to that famous moment:
“So to any of us, whatever those things are, whatever it is we look up to, whatever it is we look forward to and whoever it is we’re chasing, to that I say Amen, to that I say alright, alright, alright.”
6. “You talkin’ to me?” – Taxi Driver” (1976)
Director Martin Scorsese is again on this list with his 1976 classic film, Taxi Driver, starring Robert De Niro, Harvey Keitel, Cybill Shepherd, and Jodie Foster. On one of the last days of shooting, De Niro improvised one of the most iconic movie quotes of all time. In the improvised scene, De Niro talks to himself in front of a mirror while drawing his gun. The script stated simply that he talks to himself. It was up to De Niro to improvise.
De Niro has stated that his inspiration for the famous line was from hearing something that Bruce Springsteen had said one time while onstage. As fans cheered for the rock legend, Springsteen sheepishly looked out at the audience and stated, “You talkin’ to me?” At the film’s 40th anniversary in 2016, Scorsese spoke to TODAY about the famous line:
“He kept saying, ‘You talkin’ to me?’ He just kept repeating it, kept repeating it…and the (assistant director) was banging on the door saying, ‘Come on, we got to get out of here.’ And I said, ‘No, this is good, this is good. Give me another minute.’ It was like a jazz riff. Just like a solo.”
Taxi Driver was the second time that De Niro and Scorsese would work together, after Mean Streets, released in 1973. The iconic duo would work together in eight more films. Prior to De Niro coming up with the line, he asked the screenwriter of the film, Paul Schrader, what the character should say. Schrader responded:
“Well, act like you’re a kid and you got that little holster and cap gun and you’re standing there.”
5. “Here’s looking at you, Kid” – Casablanca (1942)
Casablanca, released in 1942 and starring Humphrey Bogart and Ingrid Bergman, has a bevy of famous quotable scenes. However, none of them are as iconic as Rick bidding Ilsa adieu at the film’s climax. “Here’s looking at you, kid” has gone on to become one of cinema’s most famous quotes, and for good reason.
While Julius J. Epstein, Philip G. Epstein, and Howard Koch may have rightfully won an Academy Award for their incredible screenplay, that line, they cannot take credit for. In fact, the legendary script was written in a hurry and was still being rewritten when principal photography started. As a result, some of the best lines in Casablanca were ad-libbed.
While the phrase “Here’s looking at you” has been recorded in film and literature since at least the late 1800s, it was Bogart who ad-libbed the line while filming the Paris flashback scene. This inspired the screenwriters to use the phrase an additional three times throughout the script. Legend has it that Bogart came up with this line while teaching Bergman to play poker in between takes on set.
4. “Here’s Johnny!” – The Shining (1980)
By 1980, late-night talk show host Johnny Carson was an American institution. Millions would watch his show every night on NBC. Introducing Carson each evening was former United States marine turned sidekick Ed McMahon. McMahon had been at Carson’s side, making the announcement of “Here’s Johnny!” to open the show since 1962. The quote had become part of the American lexicon.
There’s been much debate over the years as to whether ax-wielding Jack Nicholson had ad-libbed the now-famous line in Stanley Kubrick’s masterwork in horror, The Shining (1980). Written by Stephen King, the original novel does not include the line “Here’s Johnny!” It also doesn’t appear in Kubrick’s initial treatment, but it does appear in subsequent transcripts of the film that are readily available online.
It’s also widely known that Kubrick was a fan of improvisation and changing pages of the script during filming. As a result of this, it’s highly probable that Nicholson improvised the line. Additionally, Kubrick, who had lived outside of London for decades likely wouldn’t have written a line that was so steeped in American culture. Kubrick discussed the writing and production of The Shining with The Soho News in 1980:
“…I find that no matter how carefully you write a scene, when you rehearse it for the first time there always seems to be something completely different, and you realize that there are interesting ideas in the scene which you never thought of, or that ideas that you thought were interesting aren’t…”
When Nicholson chops through the bathroom door and shouts “Here’s Johnny!” millions of Americans instantly got the reference. Unfortunately, Kubrick, who had moved to England in 1961 while filming Lolita, had no idea what his lead actor was talking about. As a result, Kubrick almost cut the line from the finished film. Also, in typical Kubrick fashion, it took three days and approximately 60 doors before the notoriously obsessive director was truly satisfied.
3. “You’re gonna need a bigger boat.” – Jaws” (1975)
In 1974, Carl Gottlieb, an editor for ABC was asked by his friend, Steven Spielberg, to read and give notes on a script he had for a movie about a shark. Spielberg was anxious to start shooting but wanted to do a full rewrite before starting principal photography. Gottlieb was sent the script, along with a memo that read “Eviscerate this.”
Eventually, Gottlieb was asked to join the production team for Jaws and was an integral part in helping to rewrite Peter Benchley’s adapted screenplay, which was based on Benchley’s bestselling novel of the same name. The now-legendary line “You’re gonna need a bigger boat” was born from these rewrites. Gottlieb spoke to The Hollywood Reporter in 2016 about how this famous line came to be:
“It was an overlap of a real-life problem combined with the dilemma of the characters onscreen…[Richard] Zanuck and [David] Brown were very stingy producers, so everyone kept telling them, ‘You’re gonna need a bigger boat.’ It became a catchphrase for anytime anything went wrong — if lunch was late or the swells were rocking the camera, someone would say, ‘You’re gonna need a bigger boat.’”
Roy Scheider, who played Chief Brody in the film, had ad-libbed the line at various points throughout the production. However, the line reading that actually made it into the film’s final cut was fitting, as it’s after he sees the Great White Shark up close for the first time. Gottlieb again stated to the Hollywood Reporter in 2016:
“…It was so appropriate and so real and it came at the right moment, thanks to Verna Field’s editing…”
2. “I know” – The Empire Strikes Back (1980)
The line “I know.” It’s the moment in Star Wars: Episode V- The Empire Strikes Back that solidifies the relationship between Han Solo and Princess Leia. It’s also a truly seminal moment in George Lucas’ Star Wars franchise. Facing being frozen in carbonite and almost certain death, Carrie Fisher’s Leia finally expresses her true love for Harrison Ford’s Han Solo. His response of “I know” is vintage Han Solo.
However, this wasn’t the line in the original script. What was written for Ford to say was “just remember that, cause I’ll be back!” Not nearly as effective and somewhat cheesy. Apparently, Ford agreed and workshopped an alternative line with director Irvin Kershner on the spot, and right before filming the scene. The line they came up with, while not a true ad-lib, became the stuff of legend. Ford reflected on how this famous line came to be during an AMA Reddit chat in 2014:
“It’s not really an ad lib, it was a suggestion, and movie making’s a real collaborative process at its best. You don’t ad lib it, you suggest it and then you try something in rehearsal and then you agree. So it was my suggestion, because I thought it was more of a character line than what was written, but the director and Carrie and I all thought it was a good idea at the time so we did it.”
Kershner had originally felt that the “I’ll be back” line was a necessary shout-out to the audience that Harrison Ford would indeed be returning for the third movie in George Lucas’s original trilogy, Star Wars: Episode VI – Return of the Jedi. However, both the actor and director realized that the line was simply too over-the-top to keep in the final film. Ford told Kershner on the day of filming the legendary scene:
“If she says “I love you,” and I say “I know,” that’s beautiful and acceptable and funny.”
1. “I’m the king of the world!” – Titanic (1997)
“I’m the king of the world!” is the most famous line from one of the most famous films in cinema history, Titanic. Jack Dawson, played by Leonardo DiCaprio leans over the front of the ship with his good friend Fabrizio. DiCaprio stretches both his arms out and shouts the now-iconic line. However, DiCaprio didn’t want to say it and almost didn’t. Chatting with BBC’s Ali Plumb in 2019, director James Cameron spoke about how difficult it was to get this simple, yet legendary line uttered:
“…it was made up on the spot…I was in a crane basket and we were losing the light, and we had tried this and tried that, and tried this line and tried that line and nothing was really working…I said, “All right, I’ve got one for you, just say I’m the king of the world, and just spread your arms out wide, and just be in the moment, and just love it and celebrate the moment…And he goes, “What?” I’m getting this over the walkie talkie, “What?” ‘I said, “I’m the king of the world, just say I’m the king of the world, but you’ve got to sell it.”’ ‘And he goes, “What?” I said “Just fucking sell it.”
All things considered, everything worked out well for all parties involved. DiCaprio sold the line and went on to have a legendary career that is still going strong 25 years after Titanic first premiered. James Cameron truly was the king of the world and said so publicly at the 70th annual Academy Awards. His film won an astonishing eleven Oscars, including Best Director and Best Picture.
It’s a good thing that Cameron was able to convince DiCaprio to say those six famous words because Cameron’s film wouldn’t have been the same without them. Plus, Jack essentially relives the same scene later in the film with Rose, portrayed by Kate Winslet. Now, if only Rose had made some room for Jack on that floating wooden door…
