When I wandered into “A Conversation With Billy Bob Thornton” Tuesday at SXSW, I really had no idea what to expect. Unlike the other drunken celebrities wandering Austin's streets, he wasn’t there promoting a movie or anything. His band was playing in town, but Billy was mostly just around hang out. And that’s exactly what he did, with a room full of movie fans and other filmmakers. He wandered in wearing sunglasses and the world’s coolest leather jacket, and from the moment he took his seat every word out of the guy’s mouth was gold.

Billy Bob talked about everything, from the way Harvey Weinstein screwed him over on All the Pretty Horses and the possibility of releasing a director’s cut for the film, to his future plans for a return to directing, to what he thinks is wrong with Hollywood, movies, music, and American culture in general. Thornton is a humble, aw shucks guy and he likes to run himself down, frequently referring to himself as stupid. But he’s sharp, and even through his slow southern drawl and lingering hangover, his smarts shine through.

He talked for well over an hour and I’ve done my best to select only the best of what he had to say during his South By hang out, but most of it’s so good that well, this thing is really really long. But seriously, stick with it. It’s worth it. You won’t want to miss a word out of Billy Bob Thornton’s mouth. Here’s what he had to say to the intimate little conference room crowd at this year’s SXSW:


There’s no question about it. Johnny Cash told me that one time too. He said, “the best advice I can give you is don’t pay any attention to advice.” Just do whatever you do, it’s gonna be your best work. If you start trying to please people then it’s not going to be about your work. Obviously you want the audience to like whatever you do, that’s why you do it.

I mean for anybody who sort of uh, you know those celebrities who say “why won’t anybody leave me alone” and then they sort of walk right down the middle of the street here? That’s part of the job. But um, I think where movies and music and everything kind of went wrong in my mind, and not everybody thinks they’ve gone wrong, I do, but um, is when they started letting the audience tell you how to do it.

Once you start testing things, it becomes toothpaste. Because art by nature is someone’s vision of something. And you can like it or not like it. That’s up to the individual. But if you let the audience tell you how it should end, then it’s no longer your thing, and then it can’t be judged by anybody, properly.

Oh and by the way the only reason I’m keeping my sunglasses on, it’s not like I’m trying to show off my new sunglasses. Ok, here’s the deal. I had a little too much fun out at Cooter’s last night. So little puffy around the eye area, let me tell you!


Yeah I met Billy Wilder when I was working as a waiter which I didn’t know how to do. And uh, this was years and years ago. It was at a Christmas Eve party at Stanley [garbled] house, you know. Kind of weird. I had to carry a tray load of crap around you now. And a friend of mine had gotten me the job, cause I was really broke. This was in the early 80s, and uh, I didn’t have a tuxedo, so my buddy loaned me one. Well my buddy was like 6’4” and I had to sorta pin the arms up and everything. So, I’m just carrying these things around to people and uh, Hors D'Oeuvres or whatever. It was kind of an old Hollywood party you know? Like Debbie Reynolds was there and Sammy Kahn an old songwriter. Lot of people. And Dudley Moore was playing piano, and you know, course I was like a moron. I went up to them “I’m an actor”. What do you do for a living? Idunno, I’m an actor… and this! And I work at Shakey’s too. But it’s just a stopover.

Anyway, this little guy with a German accent starts talking to me. Uh says, “so you’re an actor huh?” How do you know? I thought he had ESP, I wasn’t clued into the whole waiters are actors yet. And uh, so, he started talking to me. Just struck up a conversation with me. And then Stanley came over and chewed his ass out. “He’s supposed to be working!” and all this stuff and Billy told him to leave me alone. So we just got to talking, and uh, he said look: here’s the deal. Everybody’s an actor. What they need are writers, you know. If you can write… I said, “Well I just happen to have a few screenplays if you let me go to the car.” So uh, anyway, I used to be that guy that I would run down the street from now.


Well when I did Armageddon, and this is just the truth. People think it’s a joke when I say this. I had to pay off a divorce. I really did! When I did Armageddon, I had to have some money! And my manager said, also, this is the deal: You’ve gotta do movies like this, because if you don’t, you don’t have your picture on a bus stop now and then, people forget about you. He said, you can do the independent films you love all you want. Every now and then, you’ve gotta be on a bus stop. And that’s what’s going to afford you the chance to do the movies you want to do. So for me, I like to do Monster’s Ball, Man Who Wasn’t There, Simple Plan, Sling Blade, and Bad Santa, you know thinks like that. That’s what I like to do.

With Armageddon, what they do is they send you 50 of those kinds of movies, and you’ll look through the 50 of them… 48 of them you can barely read without throwing up, and you pick one that’s pretty good, or at least something that’s not gonna hurt ya.

When we did the table read for that movie it was kind of strange because Owen, Buscemi and I kind of know each other and stuff. And we’re sittin at this table read through, at a Jerry Bruckheimer, Michael Bay movie and we’re lookin at each other like, what the hell are we doin here? We don’t even know how to do this, I mean whaddya do? Because it requires a lot of doing things like this (turns his head in slow motion). Anyway, as it turns out the part that I play in the movie was the head guy at NASA. I’d never done anything like that before and it was cool. I got to wear a suit and tie and spout off a bunch of lingo that I didn’t know what it meant, and it was great ya know? And I got to meet all those NASA guys and they taught me what it meant, and the movie did a lot for me so I can never knock that movie because… first of all nobody should ever knock anything you get to do in your entire business because it’s not workin in saw mill. So every day you should get down on your knees and thank god that I get to do this at all.

And uh, I try not to run people down for doing things. I have actor friends who say, “oh he’s a TV actor.” What? Who cares, I mean so what if he’s a TV actor.


It’s a great learning place, uh, television. I did a TV sitcom called Hearts Afire with John Ritter… It was for the Thompsons, Linda Bloodworth-Thomason and Harry Thomason… On that show we had to run a lot of dialogue, because Linda’s shows were very dialogue heavy. And I’m dyslexic and stupid and lot of other things ya know? So I had to really learn stuff quickly, and Linda would change stuff with a live audience in there. And Ritter was always messin with ya anyway, god rest his soul, he was one of my best friends John, he was an amazing guy.

When you’re doing these sitcoms, you know you’ve like 5 cameras there’s live audience in there I don’t usually have the mic right and, puffy eyes, and uh Ritter would really mess me up all the time. Because I would write my dialogue, now let’s say I’m in the newspaper offices, that’s where they worked. And I would down write my dialogue on something by the telephone on the desk, and in those sitcoms you’re constantly moving so they get camera movement and all this kind of thing. And so one time Linda, the first time he did it to me, Linda had written this whole monologue for me on the telephone right? So I had my whole thing right there on the desk. And, that’s right, I come over and pick the telephone up and Ritter wrote like a guy givin the finger on the paper and takin my words up. But yeah, it’s a great place to learn. You learn to catch dialogue pretty quickly you know, and that’s a nice thing. So yeah, it’s all good.


I mean I just did this movie called Eagle Eye, and it’s a big Spielberg production, I was on it four months…. Rosario Dawson is in it, Michelle Monaghan, Shai LaBeouf, new kid he’s great, wonderful actor. And, it’s just a big actor thriller directed by DJ Caruso, it’s all this intrigue, and I play the head of the anti-terrorism task force of the FBI. Imagine that! I’m nearer to being the head of NASA! And so uh, some days you go to work and if there’s uh, a real heavy dialogue scene. Like I have an interrogation scene with Shia in the movie. And when I went to work that day it felt like that [acting]. And then there are other days when you’re runnin through the airport with a 9-millimeter you know, and chasing people and jumpin off a ledge and stuff, you could be goin anywhere. You could be goin to Whole Foods to, you know, get some muffins.


The trick with that part was I was supposed to play a Texas oil millionaire, but I was supposed to play him kind of badly Because in actuality he was a soap opera actor who was hired by these lawyers to pretend, there was this whole scam, with this divorce. And so, I’m thinking, you know, I grew up down here, it’s like, you know, around Houston actually. Arkansas and then around Houston. It’s like, Texas oil man isn’t exactly something that I can’t play. I can play that. So I had to be a guy who was not that at all playing that, so that was the trick in playing the part. And then later I’m this, melodramatic soap opera actor with uh, what’s his name, Campbell? Bruce Campbell who was in Sam Raimi’s movies right? He’s hysterical. He was playing like my other doctor guy or whatever. And we were so much like soap opera actors in that scene. And thank god, because you know, during the rest of the movie I’m watching that thinking boy I’m not a very good Texas oil man… oh yeah I’m not supposed to be. By the time we got to that scene I was always really happy that that scene was in there so that people would know I didn’t do a shitty job.


I grew up in music, so that was my first thing. I was a musician forever and sort of like, accidentally became an actor and got famous. And it was like, yikes! What do I do now? And of course they slam you for it the rest of you’re life. If you’re famous in one area, I don’t go up to a carpenter who was a security guard on his second job and go, “what are you doing being a security guard?” You know what I mean? “You can’t be a security guard! You’re a carpenter! Let me see you guard something! Guard those guys, let me see what you can do.” See what I mean?


We thought maybe 10 people would see that movie. We just had no idea. That’s why I said at the time, with the press, with some of em, I made this movie for my mom and my brothers and my family and people like that, and if they like I’m satisfied. And I really meant that at the time, because we made it for nothing and I didn’t have real high expectations. I thought the critics would like it, and I hoped that the critics would like it, and beyond that I didn’t really have any expectations. That gave me the luxury of taking my time with the pacing. But once you’re established, then the pressure of having to entertain gets heavier to ya, and the musicality gets a little more, in other words you do have to think about it more. Back then it was like, no I can just do this the way I want to do it.

Matter of fact, Martin Scorsese had met with me about playing some little part in one of his movies one time. This was before Sling Blade. And he told me, cause he was a fan of One False Move, and he told me, said look, if you ever need anything call me. And I thought, “wow that’s pretty cool!” And uh, so, once we made Sling Blade I didn’t have any music in it yet, I hadn’t got Daniel Lanois yet, to do it, and uh, uh, I called him up. And I asked if he would look at this movie. I said look, it’s 2 hours and 17 or 18 minutes long I’m not sure if I should cut anything, cause Harvey Weinstein thinks I should [laughs]. So, [laughing] I wonder how many times people have sat right up here and said that! And so, Harvey and I had a little thing over it, and I said I really don’t think, cause you start cutting things out and it can seem longer even…

And so Scorsese watches the movie and, he calls me back a few days later and he says, “don’t cut a moment of it.” I said, “oh excellent!” He said, “here’s why. Whether I like this movie or don’t like it,” he said, “I happen to like it, but the reason I’m telling you that, even if I didn’t like the movie, the thing about it is, this is the last chance you’re ever gonna get.” He said, “mark my words, you’re going to win an Academy Award for this movie. “ I swear to god! “you’re going to win an Academy Award for this movie.” He said, “when you do, you’re never going to be able to make a movie the way you want to again.” He said, “they’ll get on you and…” Once they got your number, it’s over. When you’re under the radar you can do it, cause they don’t care, you didn’t spend any money, you didn’t spend any of their money. They don’t care what you do.

But um, so anyway, you can make those little movies and people call you a genius and everything else, and then they sign you up Universal Pictures or Paramount or whoever it is, and then they start telling you how to do it. And he was right, he was absolutely right. Sling Blade was the last movie that I ever had anything to do with where no one said a word about doing anything.


When I first started with All the Pretty Horses, I didn’t ask for it. It’s like this. You’re in your car. And you’re at a stoplight. And this is just from a guy’s point of view, it’s coming from a guy. This is not a girl thing. This could be a girl too, I just happen to be a guy, so I’ll tell it from the guy’s side… You’re in the car and you’re at a stoplight. And, you’re just waiting for the thing to turn green. And you look over, just because you’re looking over. And you’re, oh there’s the bank and there’s you know, guy peein on the sidewalk. Whatever it is. And you look over and there’s some beautiful girl in the car next to you. And you see her. And she goes [makes a digusted face]. I wasn’t lookin at ya! Hey you’re not all that ok? It’s like I was just, sittin here! I wasn’t doin it, I was just lookin around, I happened to see ya honey! I wasn’t like leerin at ya or anything like that. And they always, you know, they just give you the [makes a face].

Well I was just makin a movie as an actor, just sittin there in my chair having a donut. And they came up to me, this producer director guy. And he said, I have a book by Cormac McCarthy, I think you should direct it. I was told to do it, but I think you should direct it. Because you know those people. And he went on and on about Sling Blade and One False Move and blah blah blah and what I was doing in this particular motion picture at the time. He said, “you’re the guy to do this.” And I said, “well I don’t know, it’s a big thing you know.” I’m making little movies like two rooms and a yard. He said, “no I think you should.” They talked me inta doing All the Pretty Horses. I mean I loved it, but I though, nah you should get one of these big director guys to do that. I mean it’s like a $50 million dollar movie and I’m gonna have to think and all kinds of stuff. So I ended up doing it. I said Ok, I’ll do it. And then once I said I’ll do it, I really got into it. Because I loved the book and love Cormac McCarthy, he’s a genius writer and Texas…

It was what I loved, and if you squeeze the story down into a, if you take out all the spectacle of it… yeah the desert’s lit all you gotta, I mean all you gotta do is turn a, a chimpanzee put the camera there it looks gorgeous. But to get these characters straight, and that’s what I did do. And that’s the way I talked myself into it. At the end of the day it is like Sling Blade, it’s a story that, you know, about these people right here. It’s not some huge spectacle, don’t look at it that way.

Talked myself into it, and the second I loved it, I was thinking I loved the idea of doing it, and they said, “only here’s the thing. We’re really going to direct it, you know, from out Penthouse, and here’s how you’re going to cast.” There’s a girl, who is a regular white girl from long island, who they wanted to cast in Penelope Cruz’s part. I said guys, I got three words for ya: she ain’t Mexican. They said, “we want [garbled] as the old Mexican aunt” I said once again, three words for ya: she ain’t Mexican. Because, how many parts do Hispanic actresses get? Leads, come along? I’m not casting anybody in a Hispanic role who’s not Hispanic. Period. And they said, well we’d rather you do that. And I said, ok. Uh, you guys direct it then. I’ll see ya later. And they proceeded to tell me who was going to cast in pretty much everything. I didn’t do any of it. I ended up casting who I wanted, ended up cutting the movie the way I wanted to and then I made a huge mistake.

Um, well one thing is once I cast the people I wanted to and didn’t listen to them, I was dropped like a hot rock. I never got any help anymore. That was how it happened. That’s just the truth. If they want to sue me then kiss my ass, because that’s exactly what happened. Um, then once the movie’s all done I made this horrible horrible mistake. Because, you know, I was raised in Hot Springs, Arkansas you know what I mean, and Tomball, Texas. I don’t know that people are awful. There are plenty of awful people where I grew up, believe me, but you always assume that people are gonna be cool about stuff.

And so, I just figured everything would be fine. And I invited both movie picture studios that were involved to my house. I had a big screen TV there an all this, and uh, I showed them my assembly. If you’re a filmmaker… never do that. Never show them your assembly. Because I said to them: “this is everything we shot. It’s not my cut, this is everything we shot. I want to show guys because I’m so proud of this thing, that I just want you to see it.”

So, then I said to them, and there’s like 30 studio cats in my house, big ones! And I said uh, before we do this just know… because you guys have been to screenings before where the director stands up and he says “the sound’s not done, the color correction and blah blah blah”, and inevitably after it’s over people say “well we couldn’t here some of the scenes and the color looks green”… But you tell em that and they say “oh we go to screenings all the time, we know that.” But they don’t. So they watched this… so then I go up in front of them and I swear on my life I said: “now listen this is the assembly it’s 3 hours and 50 minutes long. It’s everything we shot. This is not my cut. I’m going to cut it. And remember when you guys told me that know this is going to be a 3 hour movie? Remember that?” Oh of course, it’s an epic, it’s gotta be 3 hours! “Ok, remember you said that.”

So I show them this 3 hour and 50 minute assembly and I said, “now I’m going to make my cut.” As soon as the movie was over, there were two or three studio executives and one really big studio executive and, who were in tears. One of them called me out in my front yard and said, “this is maybe the best movie that I have ever been involved with in 25 years or whatever” Right? And I feel great. And then one of the studio executives said: “It’s really long.” I said: “Yeah I know, remember when I told you that..?” Didn’t matter. From that moment on it was a struggle. And then I did my cut which was 2 hours and 42 minutes, 18 minutes shorter than what they said I could have, and then they set about cutting it to under 2 hours because they always wanted it under 2 hours. So the movie came out in theaters was an hour 59 minutes and it’s amazing what you can lose in about 20 or 30 minutes of real character stuff that means something. And with them all they want is, ok so now he killed the girl, now he put her in the bag, and now he’s getting into the car, and there’s the police. You don’t see all the stuff in between and, that’s what happened. And it became this huge thing in the press, and then Harvey and I had this big argument and blah blah blah and all this kind of stuff. And that’s what happens to you all the time. And just sometimes it happens to you over stuff you care about.


Whether there will ever be one, a director’s cut of All the Pretty Horses, I don’t really know and the reason is: I would do it, and even the studio volunteered, they’ve always wanted me to do it. I think in a lot of ways it’s gonna let them off the hook. They can say, ok look, we made it your way. But uh, here’s the reason there probably isn’t going to be one. Because Daniel Lanois who did original score, he’s one of my best friends. This guy is amazing. He did the most haunting score for a movie I’ve ever heard in my life for All the Pretty Horses , and they took it out and replaced the score. Now Dan’s not real happy when they call you up later and say, “hey now we’ll let you put it out on DVD!” And it’s kind of offensive to us that they’ll say now we’re gonna let you do it. So on the flipside of being able to put it out, it’s also like, well now people are going to watch something on their laptops that’s never gonna be on the screen. And it’s a big sweeping epic, and should have been…

I told Dan, unless you ever decide to put the music in there, I’m not gonna do it. So he and I are allied in that. So if Dan called me one day and said “I’m ready I’ll give you the music,” I would absolutely do the director’s cut. It only exists in VHS tapes at my house right now. We actually have my original cut on VHS tape with his original music, and I have to say, it’s pretty damn good and I wish people could see it.

BILLY BOB THORNTON ON HIS IMMINENT RETURN TO DIRECTING You know, I’m gonna direct two movies, I haven’t directed in nine years. I haven’t because I was still under contract to do another movie for these folks and I want to do that. Once that is contract is finally resolved, I just, I was afraid to do it. I still am afraid to do it, but I have two movies that I want to direct and I’m going to do it. One of them I’m gonna try to do this fall. It’s based on a book, and the other one is a, uh, true story of, about Floyd Collins. Story that needs to be told. The guy who was trapped in a cave back in the twenties that became this big media spectacle.

It’s not about the media. They made a movie based on it years ago called Ace in the Hole, with Kirk Douglas. Their spin on it, Billy Wilder’s spin on it was that Kirk Douglas is a reporter who didn’t want the guy to get out, because then the story’s over. In fact the real story is that the reporter, kid who worked at the Louisville, Kentucky newspaper was one of the only ones who really tried to get him out. You know, it was all these different groups. You know when people want to take credit for something, like if there’s a disaster in a town and the mayor’s there, and then you’ve got the CIA there and the FBI and the fire department and the National Guard. Each person brags on their guys…

Everybody wants to claim credit for cleaning it all up. And so, that’s what happened in this story. But the reason I want to make the movie is I want to make the movie about human nature. It’s human nature to want to see other people suffer for entertainment. That’s why we have reality television. That’s why every time there’s somebody trapped in a hole, everybody’s interested. The media wouldn’t do that, the media’s a business, they do what sells. So if all of the sudden horrible stuff quit selling and stories about, you know, puppies and things like that were what people were interested in that’s all you’d see on the news. So, we can’t just blame the media all the time. Yeah the media are sharks, absolutely. But they’re sharks because people want it. And if people didn’t want it, wouldn’t exist.


So the whole problem in our society, in my mind and heart and everything else, is that we kind of have to have a cultural revolution to try and change this. And I get sucked in. I’m an anti-reality television guy, can’t stand it, and I’m always putting it down. And I’ll be flipping . the channels lookin for ESPN tryin to watch the game and I’ll be like, “oh wow! I cant’ believe Suzie’s wearin that dress and Brad… I wonder which one of em’s gonna get kicked out first?” You know? The next thing you know, you’re watchin America Idol. I mean people get sucked into this. People who hated it get sucked in, imagine the people that love it. It’s like their Bible.

So unless we kinda start preachin. I mean, we don’t have people that preach anymore. Except the wrong kind. We got bad preachin. But there isn’t any good preachin goin on anymore. Somebody’s gotta start preachin about stuff. You gotta have guys like Nathan Hale and those guys that get up on the stump and say, “we can do this! We can beat the British!” Give me liberty or give me death, any of that. So, all I’m sayin is, if you really like this stuff… let’s quit being jealous. Could we? Quit being jealous. When you go to a movie, go to the movie wanting to love it. Like when we were kids. We couldn’t believe for 35 cents you got to see two movies on Saturday night theater. Couldn’t wait to see it.

Everybody wants to be on, nobody wants somebody else to be the guy on TV. And now it’s, guess what? Everybody’s a star! I wanted Jimmy Stuart to be a star and me not to be when I went to see Jimmy Stuart. You know? And there’s too much access. Not this kind of thing. This is pretty intimate you know? But every time you do a movie you’ve got an HBO special with me sittin there in a Revolutionary War costume, sayin yes before I took the part…

All I’m sayin is, we’re always bitching about we want movies to be better we want music to be better, we like the old days and record stores are dying. All these things are happening you know? Well, we can change that. They ain’t goin to. Everybody relax a little bit. Enjoy shit again.


One of these movies is gonna require $35 million to make, because it’s a period piece. The other one we’re going to do for probably $17 to $18 million. The $17 to $18 million one I won’t have total control, but I’m gonna have most of the control I need. Final cut and that sort of thing. I’ll have final cut and I’ll have approval over everything. Now on that movie, it’s gonna be financed through a company that my manager is doing it with. And I’ve been with my manager 17 years. He and I are like a married couple…

So I gotta deal with him on this movie. So he already is saying, ok you gotta cast this famous person and that famous person and this famous person and I’ve already called this famous person. Don’t be calling no famous people! You know? And these are friends of mine he’s calling. “Oh I saw him last night over at Ago! I think he’s gonna do it!” We don’t have financing yet dude! You just told actor X er whatever you know? Some big deal guy? I’m talking like really famous guys. Why would you tell them that? I don’t want them in the part. I want this guy Bill that I know.

They don’t understand that you can’t just say, Tom Hanks, Tom Cruise, Bruce Willis, blah blah. And just because they’re famous throw them in the movie. And that’s what’s wrong with people. You get big commercial hits with some independent films now... You go and see these movies with all these famous guys, you’re not watching the story, you’re watching these people that do Viagra commercials and stuff. It’s ridiculous.

So anyways, yeah, that’s the trick. The other movie, the one about the thing in the cave, the reason I haven’t made it yet is we’re working on the people to finance that movie where I have complete control. And I won’t do it without complete control. It’s hard to get that with a $35 million budget. So, Paramount had it for awhile, and they wanted us to do it for $15 million. And I said, normally I’d say yes to that but we can’t physically do it. They wanted me to do it for $15 million and cast Tom Cruise. But Tom Cruise costs $30 million! How we gonna do that? So then it’s $45 million, but they don’t worry about that part, they’ll give you that. You know, we’ll give Tom $30 million, we’ll give you 10 to make the movie. It just sucks! So yeah, we’re holding out and I think we’re there. I think we’re gonna get complete control on both of these pictures.

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