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want him to end his life as well. Polanski played the lead in addition to directing, spending what felt like half the movie attempting suicide in drag by jumping out of an upper-story window, not succeeding, and then crawling back up the stairs, still in drag, to leap out all over again. And again.

      “Mr. Polanski,” I blurted out with what now seems like startling naïveté. “Why did you ever choose this film?” He looked at me with genuine surprise. “It's a great role for me, don't you think?” was his reply, and he meant it.

      A bemused man with a rasping, infectious laugh that went along with an obvious streak of darkness, Polanski took advantage of the interview to tell a series of jokes to a receptive audience. My favorite concerned a man who came to a rabbi and asked, Polanski doing a fine Jewish accent, “Rabbi, I must know, am I going to heaven or hell?”

      “The rabbi says, ‘You come here on a Saturday to bother me about things like this?’ But the man persists. ‘It's become an obsession with me, rabbi. I haven't slept for three months; my wife wants to leave me; I must know.’ ‘All right,’ says the rabbi. ‘Come back next Saturday.’

      “When the man comes back, the rabbi says, ‘I prayed, I concentrated, I spoke with God, and I have an answer. First the good news. You're going to heaven; there's absolutely no doubt. Now the bad news. You're leaving Wednesday.'”

      Don't misunderstand. It's not like this used to be some quiet little fishing village that regrettably got overrun by the glamoroids of the international film community. For more than 150 years, ever since Lord Brougham, a Lord Chancellor of England, was prevented by an outbreak of cholera from wintering in Nice in 1834 and spent his time here instead, Cannes has been a playground for the moneyed classes, home to regal hotels, chic restaurants, and pricey boutiques. Not for nothing is its sister city Beverly Hills.

      And despite the French passion for cinema, there might never have been a festival here if it wasn't for the way the Italians under Mussolini and the Fascists ran the Venice Film Festival, founded in 1932. In 1937, Jean Renoir's La Grande Illusion was denied the top prize because of its pacifist sentiments, and the French decided if you wanted something done right you had to do it yourself.

      The initial Cannes film festival (the city won out as the site after an intramural tussle with Biarritz on the Atlantic coast) was scheduled for the first three weeks of September 1939. Hollywood responded by sending over The Wizard of Oz and Only Angels Have Wings along with a “steamship of stars” including Mae West, Gary Cooper, Norma Shearer, and George Raft. The Germans, however, chose September I, 1939 to invade Poland, and after the opening night screening of The Hunchback of Notre Dame, the festival was canceled and didn't start up again until 1946.

      According to the genial and informative Hollywood on the Riviera: The Inside Story of the Cannes Film Festival by Cari Beauchamp and Henri Behar, the ambiance of that first festival was not much different from today's. They quote an excerpt from a French newspaper about the i946 event that could have been written last year: “Here the streets are so jammed that one would think one is still in Paris. The shops are full of stuff at astronomical prices and…on the Croisette it is a constant parade of cars. It's the rendezvous of stars and celebrities, a whole world, half naked and tanned to a perfect crisp.”

      Despite its advantages, Cannes started slowly, skipping i948 and 1950 and only getting onto an annual basis in 1951. It was in 1954 that French starlet Simone Sylva dropped her bikini top and tried to embrace Robert Mitchum in front of a horde of photographers, resulting in the kind of international press coverage that secured the festival's reputation. It had no trouble holding the world's attention, one disapproving film historian writes, because it “early opted for glamour and sensationalism” by concentrating on “the erotic fantasies of naked flesh so readily associated with a Mediterranean seaside resort.”

      The rival sidebar event known as the International Critics Week was begun by influential French critic Georges Sadoul in 1962, but major change didn't come to Cannes until the pivotal year of 1968. In the face of a country in turmoil, with widespread antigovernment demonstrations and upward of i0 million people in the process of going out on strike, French directors like François Truffaut and Jean-Luc Godard pushed for and achieved the cancellation of Cannes at its midway point.

      A tangible result of this upheaval was the founding in the following year of another independent sidebar event, the Quinzaine des Realisateurs, or Directors' Fortnight, which continues to compete with the official festival for films and has consistently shown edgier fare ranging from Spike Lee's She's Gotta Have It to Todd Solondz's Happiness. The Quinzaine became such a threat to the festival that one of the first things Gilles Jacob did when he took over in i978 was to start his own edgier, noncompetitive sidebar event called “Un Certain Regard.”

      By the time I returned to Cannes in 1992, even more had changed. The Gonnet, my first hotel, had been converted to luxury apartments, the old Palais had been torn down and replaced by the aggressively modern Noga Hilton, and a massive new Palais had replaced the chic casino next to the city's old port. Opened in 1983 at a cost of $60 million, the five-story Palais offers state-of-the-art projection in its two main theaters, the 2,400-seat Lumière and the 1,000-seat Debussy, and has so many hidden stairways, passages, and elevators I was still discovering new ones in the year 2000.

      More and more, the festival had become a city within a city, taking over Cannes completely for the duration of the event. Flowers get planted two months before opening day so they'll look their best during the festival. Huge billboards on the Croisette display posters for films that are in the event as well as those that aren't but will be released later that year. A Planet Hollywood places the plaster handprints of Bruce Willis, Mel Gibson, and other stars next to a preexisting monument to Charles de Gaulle. The front of the august Carlton Hotel, a pricey survivor of the Belle Epoque, gets a different commercial makeover every year: once it featured a towering Godzilla, once a regrettably bigger than life Beavis and Butthead complete with the sentence “Huh-Huh, You Said Oui Oui,” once a working Egyptian temple, including bandage wrapped figures and life-size statues of the gods, to promote The Mummy. No wonder a French magazine headlined one year “Trop de Promo Tue le Cinéma,” too much publicity is killing cinema.

      Everywhere as well are the excesses only money and stardom can generate. Celebrity hotel guests, the New York Times reported, have been known to “require 150 hangers for their wardrobes and gallons of mineral water for their baths.” The legendary Hôtel du Cap at Cap d'Antibes, where the German general staff luxuriated during the French occupation and where I watched Burt Lancaster dive off the rocks for an ocean swim in i97i, insists that its superpricey rooms be paid for in cash in advance.

      For people tired of living in hotels, vessels like a luxury barge (“be in the middle of the business, be far from the noise” for $8,500 per day for a royal suite) or the Octopussy (“world famous, 143 foot luxury megayacht” costing $15,000 per day or $80,000 per week) are available. And if a regular taxi from the Nice airport is just too pokey, there are helicopters and chauffeur-driven red BMW 1100 motorcycles to be rented as well.

      For those looking for a way to combine ostentation with good works, the social event of the season is always the $i,000-a-plate Cinema Against AIDS AmFAR benefit at the nearby Moulin de Mougins restaurant. In 1995, benefit chairperson Sharon Stone started the evening with a personal and emotional appeal for more funds for research and ended it by snappily auctioning off model Naomi Campbell's navel ring for $20,000 to a Saudi Arabian prince. As the bizarre bidding went back and forth, a classic Hollywood type with more money than sense wondered aloud if Stone would throw in a pair of her panties. “Anyone who has $7.50,” the actress replied in a bravura Cannes moment, “knows I don't wear any.”

      It was at a quiet breakfast on the pristine terrace of the Hôtel du Cap that Tim Robbins, exhausted after enduring a wild all-night party that had people screaming in the hallway outside his room, succinctly encapsulated the relentless duality that is finally the trademark of this unwieldy, difficult-to-categorize festival.

      “Cannes is a very strange mixture of the art of film and total prostitution of film,” he said. “One of the things I remember from my first year here in i992 is

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