Resurrecting Heath Ledger's final film

(CBS News) Director Terry Gilliam is no stranger to difficulties on his films.

He's suffered the slings and arrows of such outrageous fortune as broken cameras (on the first day of shooting "Monty Python and the Holy Grail"), budget shortfalls (his epic "Adventures of Baron Munchausen" was taken over by the insurance company), and distributor intransigence (he fought Universal when the studio refused to release "Brazil" without a "happy" ending).

He has battled (and lost) against freak weather (storms destroyed the Spanish sets of "The Man Who Killed Don Quixote" two days into filming), and sick actors (his Don Quixote, Jean Rochefort, required surgery for a double herniated disc, leading to the film's suspension).

If Nietzsche's correct, Gilliam must be the strongest filmmaker in the world.

But even he doubted the ability to complete his latest film, "The Imaginarium of Doctor Parnassus," when star Heath Ledger died midway through production, with several of his key scenes still to go before the cameras.

"The day Heath died, we did nothing," Gilliam recalled. "We were just out, lying on the floor of the office, nobody moved: It's not true! "

Luckily, the film's fantastical premise offered a way out - or rather, a way in - to completing the project. Clever solutions and a few tiny rewrites allowed "Imaginarium" to be finished in a seamless fashion.

If audiences didn't know the horrific backstory which led three major stars to join the cast and complete Ledger's unfilmed scenes, they wouldn't suspect that the appearances of Johnny Depp, Jude Law and Colin Farrell in the modestly budgeted picture weren't planned from the beginning.

And the backstory is horrific.

Devil in a Bowler

"The Imaginarium of Doctor Parnassus" is a tale of an Eastern mystic (Christopher Plummer) whose bargain with the Devil, Mr. Nick (played by Tom Waits), has granted him immortality but at a terrible cost - the soul of his daughter once she reaches her 16th birthday. Parnassus wagers with Mr. Nick for a chance to save his offspring, betting he can capture five souls. As those who have bet with the Devil can tell you, such wagers are not easily won.

As Parnassus travels gypsy-like with a small band of companions, his only hope to save his daughter is a stranger whose near-lifeless body is found hanging under a London bridge. Though some of Parnassus' party doubt the reliability or usefulness of Tony (Heath Ledger), the man they rescue happily joins in the task of finding five souls - as a means, perhaps, to redeem (or obscure) his own secret vice.

How those souls are captured is by inviting people through the "magic mirror" of Parnassus' Imaginarium. Once inside, they inhabit a world that is an embodiment of their greatest desires, or fears, brought to vivid life through Parnassus' trance-induced imagination.

As in many of Gilliam's films, the imagination is a source of power - heroes wield it against less creative foes. Here, it is also a test of will: If those who enter the Imaginarium "fail" their test, bye bye soul.

Aiding Parnassus is his merry band - comprised of daughter Valentina (Lily Cole); Anton (Andrew Garfield), a barker who is less-than-successful at drawing unwitting victims; and diminutive driver Percy (Verne Troyer) - who journey into London aboard a horse-drawn wagon that unfurls into a small stage, inviting "customers."

Gilliam, who co-wrote the screenplay with Charles McKeown (with whom he collaborated on "Brazil" and "Munchausen"), said the film was partly inspired by the reception to his last film, "Tideland," and the notion of a storyteller whose stories didn't have an audience. The film, a British-Canadian co-production, was first budgeted at $25 million, to be shot in London and on stages in Vancouver.

Sharing producer's chores with Canadian William Vince was Gilliam's daughter, Amy, who had worked in various production capacities on her father's and others' films, and had produced the independent feature "Push."

"I like the fact that I know him very well and I know how he works, and I'm not scared to tell him he can't have something - You can't have this, you can't afford it," said Amy.

Ledger, who starred in Gilliam's "The Brothers Grimm," was attending a meeting where Gilliam was showing storyboards for his film when he slipped the director a note asking, "Can I play Tony?"

"At that moment, because all of the other actors were in place, I thought, 'Oh, cool! We've got our star! We're going get our financing from Hollywood!'" said Amy Gilliam.

But Ledger's popularity and critical acceptance (he'd received an Academy Award nomination for Best Actor for 2005's "Brokeback Mountain") still didn't ensure the filmmakers an easy time getting money, as Terry Gilliam recalled:

"We were out there in L.A. at the end of 2007, saying, 'Okay, Summer of 2008, 'Dark Knight,' Joker, Heath Ledger will be the big star in the planet, and we'll be coming out a couple of months later.' This very complex idea they couldn't grasp.

"Everybody, even the smaller independent operations, they want Big Names in there. And there's only a few Big Names. An A-list isn't quite the same anymore - there's the A-list, and then there's the A-Prime-List, and they're really only interested in A-Prime."

Money ended up coming from a string of distribution deals in several countries, including England, France, Germany, Italy, Canada and Japan,

"It Was Going to Be Really Cheap and Easy!"

As Gilliam said, the filmmakers were expecting a death - just not Ledgers'. Producer Bill Vince was suffering from cancer.

The tight budget and difficult conditions of the London location filming - lots of night shoots - were exacerbated by logistical problems, including Parnassus' wagon, which was built to serve as a self-contained stage.

The tall, thin wagon which Gilliam designed, could not fit over or under some London bridges. "We spent days planning routes to get this wagon to the next location," said Amy.

"This wagon was the bane of our lives."

Nicola Pecorini, who has photographed Gilliam's films since "Fear and Loathing," said, "Everything is expensive in London. Because of the small budget we had very limited time, locations, permits, parking." He cut down on set-up time by filming with pre-existing public street lighting. "My rigging crew spent a lot of time making sure that every public light available was working," he said.

On one location, Leadenhall Market, they set up for two days of scenes where Ledger hustles the posh crowds ("Can you put a price on your dreams?"). Percolini said they accomplished 70 set-ups a day. (You do the math.)

Actress Lily Cole said she had no problem playing a vagabond suffering from the freezing London weather. She dreamed of "a warm fire and no night shoots!"

As location shooting wrapped and the production moved to Canada for stage work, Ledger took a break in New York City.

Two days later, he was dead.

"This Doesn't Make Sense at All"

Amy Gilliam did not believe the phone call she got on January 22 informing her that the actor had been found dead in his New York City apartment. [The medical examiner later determined the cause of death was an accidental overdose of prescription drugs, including painkillers, sleeping pills and anti-anxiety medication.] He was 28, and left behind a 2-year-old daughter, Matilda.

"I got on the computer, looked at the news thinking, This doesn't make sense at all," Amy said. She then called her director into her office.

"I sat him down and . . . it was pretty horrific," she said.

"You don't ever want to have deal with a thing like this again," Terry said. "I've never experienced anything so horrible. First thing is, Heath, you don't believe he's dead. It took several days for me to really believe it because It was impossible. We had just been working a couple of days before. He was full of vim and vigor, he was flying, just in great form, And suddenly he's dead?

"But what it really is, is people like Amy and Nicola and a couple of others, said. 'We're not going to let this thing die.' What is so frightening in retrospect, we only signed off on the bank the insurance bond four days before he died. Can you imagine what the money people felt at that point? He's dead: We want our money back!

"Panic ensued."

And the calendar wasn't helping: Christopher Plummer was due to leave for his next film in three weeks.

There was also the specter of "The Man Who Killed Don Quixote," which was scrubbed after a series of calamities befell production, and the insurance company shut down filming. As it happened, a documentary crew was following the production, and out of their coverage came "Lost in La Mancha," which showed Murphy's Law in action in bitter detail.

Amy said she went into "overdrive," though she says, because everyone was grieving, it was difficult for some to understand why she was running around trying to hire an actor. But she did not want a sequel to "Lost in La Mancha."

"I'm not going to let my dad's film fall apart," she said, attributing her persistence to "Gilliam blood."

Gilliam called Johnny Depp, who had starred in "Fear and Loathing in Las Vegas," and the aborted "Man Who Killed Don Quixote," to commiserate, "because he was close as well to Heath. And I said, 'I don't know what the f--- I'm going to do, probably go home.' And he said, 'Whatever you do, I'll be there, whatever you want.'

"And I think that phone call stopped the retreat of money: 'Johnny Depp? Oh, he's going to take over the part?' I never said anything, I didn't even want to tell them that I'd called Johnny.'"

Gilliam went to Los Angeles to meet with Ledger's parents - a visit he called "both horrible and wonderful" - and then returned to London.

He considered, and then rejected, using CGI to create a computer-generated Ledger a la Benjamin Button or Gollum. But it was the magic mirror that provided the key for completing Ledger's scenes within the Imaginarium: as Tony passes through the mirror his appearance can change, Gilliam figured, allowing his role to be filmed by a different actor.

And since he passes through the mirror three times, it seemed logical to use three different actors.

"There is no one guy that can replace Heath Ledger," Gilliam said. "Three spreads the load."

Taking his cue off of Depp's willingness to jump in, Gilliam also decided that the replacement actors should be friends of the late actor.

"I just wanted to keep this family - it's as simple as that," he said. "There were people even offering to come and help, they didn't know Heath. It had to be in the family somehow, I don't know why; it was my attitude."

In addition to Depp, Jude Law and Colin Farrell also took over Ledger's part.

Revisions to the script were short and done quickly. "There was a constant readjusting all the time, but basically there's no script changes really. There were all sorts of small things pulling it together" - for example, when a drunk character jumps into the mirror at the beginning, he is played by a different actor once inside.

And a few lines were added to aid the transitions, as when Johnny Depp appears, a woman goes, "Oh, I always dreamed you would look like this."

Curiously, one of the most affecting Imaginarium scenes - a procession of floating memorials to celebrities who died young, like James Dean and Princess Di - was in the original script.

Also unchanged, even given the passing of Ledger, was the entrance of his character, near death.

There were uncanny moments. Gilliam recalls when Ledger was shooting the debut of the New, Improved checkerboard Imaginarium at Leadenhall:

"Heath was on stage and the Russians are appearing, and he was behaving in a very funny way, he was moving around, and I said, 'Heath, I know what you're doing.' He said, 'What are you talking about?' 'You're doing Johnny Depp, aren't you?'

"And can you believe, that helps this transition [when Ledger enters the mirror and becomes Depp]. This was not intended!"

Gilliam, who had discussed the role of Tony with Law early in pre-production, also referenced a series of conceptual paintings done by Dave Warren (who shares the original design/art direction credit with Gilliam), which were compiled into a book to try to attract financing.

"We did these beautiful paintings, pre-Heath paintings, and the ladder sequence (when Tony climbs a ladder reaching up into the clouds), Jude in on the ladder. And I mean this is crazy, but he ends up on the ladder in the film! And then the weird thing about Heath doing Johnny and then Johnny ends up doing Heath - there were a lot of those little connections that were intriguing all the way through it."

Farrell even remarked that he thought he was channeling Heath at one point.

"Heath's spirit was quite exceptional, to say the least," Gilliam said. "Powerful. He just was there. His presence just never went away for a while, and that I think just helped enormously."

Depp almost could not fulfill his promise to Gilliam due to his schedule, as he was to begin filming another movie. "It was only at the very last moment that Michael Mann's film 'Public Enemies' was delayed for a week," Gilliam said.

"So literally he just arrived and on the set and go! That was it, we just went and he worked it all out, he was word perfect. He's extraordinary. That's why I put Johnny in first position (of the three new Tonys), because number one, he was going to be the most difficult to get any time with, and number two, I just thought if it works with the transition to Johnny and if the audience goes for it, they'll follow the next two. And that's exactly how it works."

After screening the finished film, Gilliam remarked that some people miss the switch from Ledger to Depp because of the film's dense visual imagery. "I mean, the guy looks completely different from the one that starts!" he laughed. "That's what's funny, when Johnny appears so many people think it's Heath! And it's a trick: Johnny's not doing anything. He looks like Johnny."

Gilliam said there was a brief transitional moment - in which Tony skips along some giant lily pads - where a double of Ledger was used. "The guy looks just like Heath, it's terrifying. It used to be quite spooky. You'd come on the set and he'd be sitting there, and you think, 'Heath's here!' It didn't make it easier for anybody."

Depp did his work in less than two days. "Johnny's wonderful. I think he ought to make a living just doing walk-on parts, small ones, steal the film and then go home."

Actress Lily Cole said that although it was inevitable that Depp, Law and Farrell were going to play slightly different variations of Tony, physically and in their performances, "there was I feel a real stream of continuity between all those characters that allowed this belief that he was Tony."

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While it certainly wasn't planned, the forced creative decision of having Tony be played by four actors, Cole said, "kind of was in keeping with this quite schizophrenic character you have. . . . It reflected the different aspects of Tony, it revealed different sides to him, and you realized what a fraud he was."

The physical transformations also accentuated the question of moral transformation: Could the character himself change from being in the Imaginarium - become a new, better person?

Well, you'll have to see the film to find out.

Production designer Anastasia Masaro, who had described the London shoot as "madness," found a similar madness in Vancouver. Despite the extensive use of blue screen to insert the painterly backgrounds of the Imaginarium scenes - resembling the work of such disparate artists as Grant Wood, Maxwell Parrish, Odd Nerdrum and Dr. Seuss, parts of sets had to be constructed, all matching the backgrounds - looking both real and not-real.

"We actually spent more money in Vancouver than we did in London in construction. Time, space and money: Those were the problems on this movie," she said.

There were "cheap" solutions, as when the drunk enters a flat, two-dimensional forest. Gilliam had initially imagined a computer-generated forest, but a stage filled with flat trees proved cheaper. Except the trees weren't flat enough.

"Terry wanted them thin, thin, thin," Masaro said, who made them out of gatorboard and plywood. But too thin and they wouldn't stand up on their own. So she beveled the sides to make them seem thinner than they were.

Once shooting wrapped in Vancouver, and the wagon was ceremoniously burned ("Kind of like Bonfire Night, the momentous joy of never having to deal with this thing again," said Amy), the production went back to London for model shoots. Bill Vince, who had begun new cancer treatment, stayed in Canada, and died a few days after shooting was completed.

"He always said, 'If you get your film in the can you'll be all right,'" Amy said. "And I kind of believe that he stayed with us to know that happened."

The remainder of the year was spent in post production, with Gilliam spending months in the editing room with Ledger. "It's very weird - he's dead but he's not, I'm working with him every day. It's an interesting way to grieve."

Gilliam says the spirit of Heath seemed to be dictating what would or would not work, as if he were co-directing from beyond. What's more, "almost every one of these changes improves the film."

In fact, rather than using a director's possessory credit, Gilliam labeled "Imaginarium" as "A Film by Heath Ledger and Friends."

The film opens in New York and Los Angeles on December 25, and nationwide on January 8.

By CBSNews.com producer David Morgan

For more info:
"The Imaginarium of Doctor Parnassus" (Sony Classics Web Site)