Kevin Lally on Film

Oscar-winning writer-director Robert Benton passed away on May 11, 2025, at his home in Manhattan at the age of 92. What an enviable career he had—art director for Esquire, co-writer of the undisputed classic Bonnie and Clyde, creator of the Best Picture winner Kramer vs. Kramer. I had the privilege of meeting Benton in January 1995 to discuss one of his best films, Nobody’s Fool, which earned Benton his seventh Oscar nomination and a Best Actor nomination for star Paul Newman. Benton would go on to make three more features: Twilight (also starring Newman), the Philip Roth adaptation The Human Stain, and Feast of Love. Here’s our 1995 encounter.

Nobody’s Fool belongs to an endangered species—it’s the kind of small, offbeat, charming, character-driven movie that’s increasingly being squeezed out of the marketplace. “I don’t think anyone in their right mind regards it as a conventionally commercial film,” confesses writer-director Robert Benton, who hastens to add that sometimes you have to follow your impulses.

Benton’s faith in the project, adapted from the novel by Richard Russo, has paid off in some of the best reviews of this Oscar-winning filmmaker’s career, along with a New York Film Critics’ Best Actor award for the movie’s star, Paul Newman.

Newman plays Donald “Sully” Sullivan, a 60-year-old (Newman’s a robust-looking 70) construction worker in upstate North Bath, New York, whose bum knee has reduced him to demeaning odd jobs for his former boss, Carl (Bruce Willis). Sully vents his frustration by making a game of stealing Carl’s snowplow and flirting good-naturedly which Carl’s gentle, neglected wife (Melanie Griffith). Having abandoned his own wife and son years ago, Sully rents a room in the house of his former schoolteacher, Miss Beryl (the late Jessica Tandy), one of the few people in town who still believes he has character. A chance reunion with his grown son (Dylan Walsh), who is having his own marital troubles, puts Sully on an unexpected course, one that holds new possibilities for grace and redemption.

“When you cast Paul,” Benton observes during an interview in his spacious office next to Carnegie Hall, “you cast somebody who’s not only a wonderful actor, but who comes with a history. I don’t know if that history means anything to people under 25, but to people my age, it means a huge amount, and I think the movie uses that. Also, Paul uses that—he has defined a certain kind of American character, someone with a stubborn pride, a loner, but someone who in spite of everything has a sense of humor about himself. He’s created out of a number of roles a central character that we all believe in, because it’s so close to the truth about a certain kind of American male.

“Paul told me that when they finished Hud, he and [director] Marty Ritt thought they had created one of the great villains of American film. They were stunned when people loved Hud. But he has the ability to play these people with a kind of absolute compassion. He doesn’t judge them, he simply understands them. And that’s bound to make a character more sympathetic.”

Newman’s facility at playing unconventional heroes and anti-heroes perfectly meshes with what Benton calls the “Saroyanesque” quality of Richard Russo’s fictional creations. “They’re lowlifes, but there’s something so winning about them,” the director declares. “Richard has a real romantic notion about these people, which I share.”

Benton had read and loved Russo’s novel Mohawk, and was immediately enthused when Scott Rudin brought him Nobody’s Fool, which the producer optioned while it was still in galley form. “He’s a wonderful writer,” Benton says. “I worked with him in a way that I’ve never worked with a book writer before, a very collaborative way. I made the structural changes that I felt needed to be there and explained why I did it to him, and throughout the making of the picture I would call him once or twice a week and say, ‘Listen, I’m stuck on this—can you help me out?’ or ‘I’m not satisfied with the scene I wrote here—go back and look at the book and talk to me about what would make it better.’ And he was great, he is the best there is. I’m trying to get him to collaborate with me on a movie. He’s a born screenwriter.”

Born 62 years ago in the small Texas town of Waxahachie, Benton found a ready connection with the rural New Yorkers of Nobody’s Fool. “I’ve not really lived in Waxahachie, with the exception of making Places in the Heart, since I was 16, but I go back there a lot. I have relatives there. I was there for a cousin’s funeral two or three years ago, before I started working on this. I got out of that town as quickly as I could, and I’ve always counted myself lucky to live here [in New York] and do what I do, but I was there for this funeral and afterward I went out to Burger King with a whole bunch of friends that I hadn’t seen for a year or so, people who have lived there all their lives. And we were just sitting and talking about nothing in particular and I thought, ‘Good Lord, those people are lucky.’ In a sense, there’s something about the process of life that they have seen in a much clearer way than I have. We get so caught up in ourselves in places like New York that we lose the sense of life moving on in a kind of rhythm from our parents to ourselves, from our generation to our children’s generation. We tend to pretend that we’re self-created. And in a town like that there is a real history, there are extraordinary people who have spent their lives there. I had been thinking about that, and when I started reading Nobody’s Fool it seemed to me that a lot of what Russo felt about those people in North Bath was what I felt about people in Waxahachie. They’re different, they’re Russo’s characters, but that smalltown life seems to be the same, and it has not changed as quickly as life in the city has changed.”

One of the most endearing people in North Bath is the spirited Miss Beryl, the last screen performance of the great Jessica Tandy. Of Tandy’s moments with Newman, Benton says, “it’s thrilling to watch two actors who are equally strong, working at the top of their form.”

Tandy’s scenes were all filmed in a brief time span, to accommodate her schedule of cancer-therapy treatments. “We arranged everything around her as much as possible,” Benton recalls. “Her camper was always the one next to the set and we had somebody with her at all times. My habit is that I talk over the next day’s scenes with the actors the night before, and in the morning they come in and rehearse, and then there’s an hour or two that they have off, when they can go sit in their campers and relax while they’re getting made up. But she would never leave the set—she wouldn’t go to her camper, she would sit there and knit or read or talk to people. She was extraordinarily cheerful through the whole thing.

“It’s very hard to believe someone who has that charm and that sense of wit is as ill as she clearly was. Probably a certain amount of the acting that she did, in addition to the role of Miss Beryl, was in convincing the rest of was that she was in better health than she was. I was stunned when I saw her three or four months later, to see the ravages of the illness. We showed her the picture in July, and she came to the screening room and she would not let anybody assist her walking. (She had to use a cane by then.) But she was very cheerful—again, you would have thought she was recovering from something, not at a point where she really had a matter of weeks to live.”

Another disarming performance comes from Melanie Griffith, in a role that’s a distinct change of pace for the actress who first worked with Newman as a teenager in 1976’s The Drowning Pool. “Melanie is a wonderful actor,” says Benton. “Think of the range of her work, from Something Wild to Working Girl—she’s capable of doing a lot. Unfortunately, what’s happened is she gets stuck in a certain kind of role and an actor is at the mercy of the role they’re given. To me, she looks like a wonderful, funny, sexy woman who lives in a small town—there’s something about her that just looked and felt right to me.”

Benton says he wanted Griffith’s character to be like Jean Arthur in Howard Hawks’s Only Angels Have Wings. “She had to be one of the guys…that was one of the things I loved about the book, that it had a real Hawksian quality. And in order to demonstrate to Melanie that she shouldn’t be conventionally sexy, on the first or second day of rehearsal I had Paul and Melanie switch roles, just enough so she could understand that there was no difference [between the characters]. They each had the same spirit.”

The soft-spoken director got his start at a real guys’ magazine, Esquire, serving as art director for four years before making a spectacular screenwriting debut with the ’60s film classic Bonnie and Clyde (co-written with David Newman). Benton made his directing bow in 1972 with the well-received Civil War western Bad Company (again written with Newman), and followed with the wry Art Carney-Lily Tomlin private-eye tale The Late Show. In 1979, he won two Oscars as writer and director of the comic and touching Kramer vs. Kramer, which also took the prize for Best Picture. Benton nabbed another Oscar in 1984 for his semi-autobiographical screenplay for the elegiac farm drama Places in the Heart.

Benton’s career hit a major snag in 1991 with the box-office failure of his expensive adaptation of E.L. Doctorow’s gangster fable, Billy Bathgate. “I think Billy Bathgate is a fine film,” the director reflects. “I don’t think it’s probably as good as it should have been, considering the genre, considering that if you’re going to do that genre you’re up against probably one of the great movies made in the 20th century, which is the Godfather pictures. I should have thought about that before I committed to it…” Although he feels Tom Stoppard’s script was brilliant, the director faults himself for not capturing Doctorow’s “wonderful” prose voice, “an interior voice that’s too smart for the character and gives a subtle tension in the book.” In all, Benton is philosophical about the movie’s poor showing. “Sometimes the difference between a good movie that’s not good enough and a bad movie that’s not good enough is small.”

Now, with the near-universal praise for Nobody’s Fool, Benton can take pride in a movie that’s not only good enough, but makes an ideal showcase for a veteran star, a gifted ensemble cast, and the gentle touch that is the hallmark of its director’s best work.

Pictured above: Paul Newman and Robert Benton during production of Nobody’s Fool. The film is available to stream on Prime Video.