'The Offer' Director Adam Arkin Dissects Respecting But Not Recreating 'The Godfather'

In the Paramount+ limited series The Offer, Miles Teller stars as Al Ruddy, the real-life producer who went to the mattresses to make The Godfather — the gangster movie that's more than just a gangster movie and also elevated the American movie-making business as an art form while becoming a box-office success. 

To watch The Offer tell it, the film has an impact on everyone who watches it. And that's certainly true for actor-director Adam Arkin, who helmed four episodes of the 10-episode series — including the finale, ""Brains and Balls."

But, unlike what Michael Corleone (Al Pacino) says in the film, for Arkin it's not just strictly business. His family was close with actor Alex Rocco, who played Jewish mob boss Moe Greene in the film, and he was best friends with Bruno Kirby, who played a younger version of caporegime Peter Clemenza in The Godfather Part II. Arkin was also a fan of Marlon Brando, who stars in the film as Don Vito Corleone, and he read Mario Puzo's novel/source material before the film's release. 

Arkin saw The Godfather in the theater the day it opened in 1972 and says now that "it's one of those films that, if it's on TV and I happen to stumble across it, no matter where it is in the film, I have to keep watching."

"I think it's one of the great films. I think it's certainly on my list of probably top 20 greatest films of all time and is certainly one of the greatest American films ever. And it's one that almost seems to get better with each viewing," he tells Metacritic.

Here, Arkin talks to Metacritic about the meta-ness of directing a TV show about the making of a famous movie for the streaming service associated with the film studio that went through so much headache to make the film, and why they did not recreate classic scenes.

It must have been a bizarre experience to direct episodes of TV that show the making of pivotal scenes from another director's work.

Thank goodness there was never any attempt to recreate any actual scene in the movie. [Showrunner] Nikki Toscano was very careful in her approach to the way it was written, and certainly in the way she wanted it produced, to make sure that we were never put in the blasphemous position of trying to do a reenactment of anything in the movie.

So, if you'll notice, you see them filming those scenes. You see everything that went into it — either the preparation for it, or the people on the crew watching it being done or the aftermath of it — but you never see an actual reenactment of anything that occurs in the film. And beyond that, it was just the desire to be respectful and use our imaginations in ways that would allow people to feel that they were present when some of this great work was being done. 

The show features Easter eggs or small homages to the original film. In Episode 9, you directed a scene where Al kisses the ring of the comatose mob boss Joe Colombo (Giovanni Ribisi) in his hospital bed before panning out to catch the eye of a nurse walking by. It's a reference to the end of the first movie when Kay (Diane Keaton) sees her husband Michael (Pacino) being accepted as the new don of his family before the door closes on her. How do you do something like that without being too cheeky?

The effort was always made to be respectful. Whenever those opportunities presented themselves, I tried to do it in a way that was not in your face. And again, not an overt imitation of a moment but incorporating something in the way a shot was framed, or a mood in the scene, that just may be even subliminally evocative of the original without ever trying to mimic anything. And also, by not making choices that are just there for their own sake to be imitative or to be evocative.  But when the opportunity would come up, [we wanted] to do something that actually served the story that we were trying to tell with a stylistic choice.

Because it's a TV show about the making of a movie, The Offer has a lot of walk-and-talks where executives are talking — or screaming — at each other as they walk down hallways or are in offices. How do you make those scenes interesting?

I think the only way to liven them up is by making the audience care about the stakes of the characters.  And it doesn't matter, ultimately, if you're doing a [tv series] about World War III or the efforts to get a movie made. If you're rooting for the characters and you understand why they care as passionately about what they're doing as they do, then hopefully you're invested in it. So what would seem like dry information suddenly becomes something that's married to the wants and needs of a character that you've hopefully come to care about.

It's also funny because the whole point of filming at a studio is to hide the fact that the characters are at a studio. This show makes an effort to pull back and show the sets and architecture of Paramount Studios. Was it weird to be able to show how the sausage was being made when you were filming these scenes?

Oh, it's wonderful. It's so much fun getting to break that fourth wall. And what was great about getting to shoot at Paramount is that many scenes were shot using Paramount as the studio itself. And then there were many scenes where we're using the studio the way it's been used for 100 years. The same studio at Paramount became a New York street, or people going to a New York bookstore, or a kitchen in an Italian restaurant. It was a seamless back-and-forth between using the studio as the studio and using it as the magical transformative places it's been in countless movies over the years.

You directed the episode that introduced the Brando character (portrayed by Justin Chambers). He's introduced feet first because he's coming down the stairs of his house and then slowly the full embodiment of the legend appears. What was your thought process in staging that scene?

One of the reasons we embraced that location for his house — one of the things I quickly saw and knew would be lovely to make use of — was that wonderful stairway that led into the living room when he first appeared. It wasn't built into the stage directions in a specific way. But I wanted very much to find a way, visually, to create a real entrance and to the build up to seeing him. His entry into that scene, but more importantly, into the story at that point, is such a game-changer for everybody. It's one of the things that gets the movie made. And it just deserved to be made a meal of and I wanted to do that. 

There's also a scene in Episode 9 where Ruddy screens The Godfather for a roomful of wise guys and their partners. Most of them are background performers hired for the day, so there's no dialogue, but the camera pans across various actors' faces as we hear bits of Nino Rota's score. Did you map out in your head which scenes they would be watching and when?

Before we started shooting, I discussed the points in the film that I wanted people to imagine themselves viewing so they were all familiar with what I think ended up being about a half a dozen different standout scenes in the film. And I just called those out to the audience as the cameras passed by. The light was playing on all of their faces. And, as the cameras panned back and forth, I would just call out which scene we were in and occasionally yell something else or maybe startle people.

And then, in the series finale, you had to direct scenes set during the film's actual premiere. Was there much archive material for you to base this on?

There were some. It was actually kind of a shock how hard it was to get a lot of footage of the premiere. But there were certainly some references we had. That theater that we were shooting in, you couldn't go wrong shooting in that interior. It was such a great, classic art deco theater.

You also had to recreate that season's Oscar ceremony in that episode.

That was an interesting exercise about recreating the Oscars. That is a situation where there is a lot of televised footage of that night. For a combination of reasons — again, honoring the decision to never be recreating things that there was actual footage of, but also, because at that point in the production, we just didn't have the resources to be renting out the Dorothy Chandler Pavilion [in downtown Los Angeles] and filling it with 1,000 people — we had to find a way that was impressionistic and suggestive. And the beauty of that was that it also had a tendency to make you focus more on the internal life of the characters. 

There was a certain amount of sleight of hand that had to be done in order to create that. And it was something about which there were a lot of meetings. At one point, there was talk about the Oscars not even being depicted. But it felt like it would have been too big a narrative loss to not have that. So we had to come up with a way of shooting it that was going to honor the inner event. And I think we did.

Is that also why you didn't show Ruddy's acceptance speech when the film won Best Picture? You just shot him from behind.

Yes. Ruddy's speech exists on film. You can go on YouTube and watch the actual speech. So it was really an attempt, once again, to shine an almost symbolic light on what the night's events were rather than a literal retelling of it.

You did literally shine a lot of light on the character of Ruddy in that scene. Miles Teller is lit up in blue light. What kinds of discussions did you have with the episode's cinematographer about that?

Elie Smolkin was the DP on that episode. And we had a lot of conversations about how that was going to be lit; how we were going to use light to let some of our depth of field drop off so we weren't aware that there were 1,000 people out there. And also let it create a dreamlike experience as we were in Ruddy's perception of the events.

The finale of The Offer doesn't have any surprises, historically. We know how successful The Godfather was at the Academy Awards and with audiences. How do you build suspense in an episode of television when the pay-off is known?

I think, even if we know historically what ends up happening, if you're invested enough in the personal stories of the people involved, you know that they didn't [know]. And, in an odd way, I think that can create its own tension because you, as an audience member, are containing the knowledge of how things unfolded. And it's almost like you want to reach through the screen and tell everybody that's so invested or tense about something, that it's all going to work out. 

The Offer is