Lee Daniels Told Oprah Winfrey Her First 'Butler' Take 'Sucked'

Anne Marie/Weinstein Co.
Oprah Winfrey and Lee Daniels

The director, who took over producer Laura Ziskin's $30 million drama after she died, revealed how he directed the talk show queen: "It took her a minute to understand about not being in charge."

This story first appeared in the Nov. 22 issue of The Hollywood Reporter magazine

Oprah Winfrey was scared when, in 2010, director Lee Daniels offered her a comeback role as a White House servant's wife in Lee Daniels' The Butler, inspired by the true story of Eugene Allen, sharecropper-turned-butler to eight U.S. presidents, who lived to see Barack Obama take office. "I get real anxiety when I know I'm gonna cry," explains Winfrey. "I've carried that since The Color Purple [the 1985 film that earned Winfrey an Oscar nomination], when Steven Spielberg asked me to cry on cue and I couldn't. And I cried all night long because I didn't have the technical skill to do it."

But Daniels' daredevil spirit was infectious -- and his suggestion that she hire ace acting coach Susan Batson (who has worked with Nicole Kidman and Juliette Binoche, among others) was persuasive. "I said yes to The Butler because Lee Daniels was relentless. I did it to stretch myself," says Winfrey. "I did it to say, 'All right, can you do this again?' "

PHOTOS: Making of 'The Butler'

Despite her Batson-honed skills, Winfrey may have had more misgivings when the camera rolled on her first scene -- seeing off her son (David Oyelowo) on a bus South to join the 1960s civil rights fight.

Daniels was unimpressed. "I said: 'No! That sucks! What are you doin'? It's not real! It's fake!' " says Daniels, chuckling. "She was like, 'Huh?' -- just sort of reeling from that. It took her a minute to understand not being in charge. But I think she almost got off on it."

Daniels, for his part, gets off on risk. "He loves an element of chaos and unpredictability," says Butler producer Pam Williams. Winfrey quickly got into Daniels' startlingly emotional, spontaneous directing style, and her performance wound up real enough to trigger Oscar buzz. "She became fragile, raw and vulnerable -- her eyes are so seductive and hypnotic," says Daniels.

Later, for a party scene, Daniels showed her how to shake her money­maker. "He had a very particular idea of how she should dance," says Williams. "He was out there dancing for Oprah in his pajamas -- he wears pajamas every day on set." Adds Forest Whitaker, who plays Winfrey's husband, the titular butler, "He was constantly pushing her to dance more crazily."

VIDEO: Danny Strong on Why 'The Butler' Is An Original, Not Adapted, Screenplay

But the making of the film was no cakewalk. It began in 2008, when Washington Post reporter Wil Haygood tracked down then-89-year-old Allen, hired to work in the White House by Harry Truman and hugged by Nancy Reagan when he retired, for a story celebrating Obama's election -- which the butler's wife poignantly died a day too soon to see. Mr. Allen was invited to the inauguration.

Sony Pictures co-chair Amy Pascal phoned producer Laura Ziskin at 6 a.m. the day the Post story ran to tell her to option it. Ziskin contacted screenwriter Danny Strong (Recount, Game Change), who was dubious. "How do you dramatize a character whose ambition is to be invisible and whose story spans 85 years?" asks Strong.

Strong solved the seemingly insurmountable problem by placing a semifictionalized troubled, loving family at the center of his drama, with the presidents and civil rights struggle as backdrop. But nobody wanted to finance it.

"It sounded like a history lesson," says Daniels, whom Ziskin approached in 2009 after he'd spent years frustratingly trying to finance his Martin Luther King Jr. drama Selma, which was to star Oyelowo. Daniels realized Ziskin was right to ask him to direct The Butler. "She knew what I would bring to it before I did," says the director.

PHOTOS: 'Lee Daniels' The Butler' Premiere

Daniels was less sanguine over the fight to make his film survive. "We wanted $25 million for The Butler, but Sony wanted to make it for a lot less," he says. "This should've been a $60 million movie." When they couldn't come to terms, Pascal let Ziskin (and partner Williams) have The Butler back.

In May 2011, Williams and Ziskin, who was dying from cancer, got $2 million in financing from BET founder Sheila Johnson. Johnson and Cassian Elwes, producer of Daniels' The Paperboy, helped get other investors by dribs and drabs, which explains why the film has 41 producers. "Two days before Laura died in June [2011], she Skyped me, 'Lee, I've got a live one -- a lady who won the lottery!' " recalls Daniels of one of Ziskin's investors. "Laura left enough money in her will to keep her company open so the film would get made," says Strong.

Daniels fretted about casting as well as financing. "I was nervous about Oprah," says Daniels, who cast her very early in the process. He didn't know whether she'd have chemistry with Terrence Howard, Cuba Gooding Jr. or Whitaker, who all were in contention for the lead. (He reportedly approached Denzel Washington earlier.) So he had them all audition with Winfrey. "It was at the Chateau Marmont, the same place I auditioned for The Last King of Scotland," says Whitaker. "A lucky place for me, I guess." (Howard and Gooding joined the cast in other roles.)

Despite having two Oscar winners and the most popular woman on the planet, Daniels continued to have trouble getting financing. "Oprah and Forest [weren't enough to] greenlight the film," says Daniels. "That made me angry." To clinch financing, Daniels cast lots of white stars in two-day parts as presidents and first ladies: Alan Rickman as Ronald Reagan, John Cusack as Richard Nixon, Liev Schreiber as Lyndon Johnson (he replaced Matthew McConaughey, who told Daniels, "Leonardo, I have to do Dallas Buyers Club.")

STORY: 'Lee Daniels' The Butler's' Iconic Looks Designed for Oprah Winfrey, Jane Fonda

In 2012, Icon U.K. committed to $6 million in foreign presales, which IM Global sold at Cannes. When The Weinstein Co. took domestic distribution in September 2012, the final budget was about $30 million, even though Williams insists it's "south of that."

The multiple bit parts made scheduling a nightmare -- and then Hurricane Isaac hit the New Orleans set in August 2012, causing crew evacuation and production shutdown. "In some ways, it was helpful to Lee," says Whitaker. "He was, like, burnt -- it allowed him to refresh and rethink." After 16-hour days, the cast and crew welcomed the respite. "The insurance allowed us a few more shooting days," says Williams -- 38 days in all.

When Harvey Weinstein switched the film's release date from November 2013 to Aug. 16, 2013, Daniels was horrified to lose editing time. "It's like yankin' a baby out with forceps," says Daniels. But when his editing budget was doubled, the birth proved smooth. At the first test screening in Rochester, N.Y., in August, Weinstein exulted, "We got a 92 [out of 100]!"

And then Weinstein made a move that turned as paradoxically fortunate as Hurricane Isaac. In July, the MPAA ruled that TWC acted "in willful violation of [the] rules" by using the title The Butler, since rights to that title belonged to Warner Bros. Weinstein defiantly hired top attorney David Boies to fight the MPAA and Warners. It was legally futile, yet Weinstein won a publicity coup. "He got $10 million of free press out of it," says Strong. "That's a prime example of why Harvey is who he is."

Boldly opening in 2,933 theaters in August, the film has since grossed $115 million domestically, plus $31 million abroad. Gloats Strong: "That blew out of the water the idea that you can't sell an African-American film."