Ack! Ack! Ack!

The oral history of Mars Attacks, Tim Burton’s misunderstood sci-fi masterpiece

“By the end, he was burnt out. He was a wreck.”

By the mid-1990s, Tim Burton had reached a level of fame few other filmmakers ever will — but he was about to come quickly crashing down to Earth.

Between 1988 and 1993, Burton made a string of classics: Beetlejuice, Edward Scissorhands, Batman, and The Nightmare Before Christmas. So it was no surprise that some of the era’s biggest celebrities had lined up to make what is arguably the director’s weirdest and most divisive movie: Mars Attacks!

“It was a strange and fun movie to make,” Burton tells Inverse.

Mars Attacks! stars Jack Nicholson and Glenn Close as the President and First Lady. The disaster-film pastiche also features Natalie Portman, Jack Black, Annette Bening, Pierce Brosnan, Michael J. Fox, Sarah Jessica Parker, Lukas Haas, Martin Short, Danny DeVito, and Tom Jones dancing in a desert with a bird of prey on his wrist.

The all-star cast is all the more remarkable when you consider the film’s essential premise. Based on popular trading cards depicting Martians brutally murdering everyone on Earth, Mars Attacks! was a weird, subversive project in which human heads were reattached to dog bodies.

Confounding Hollywood conventions, the film also ends without explaining why the Martians want to destroy humanity in the first place — a lack Burton sees as a metaphor for his entire career.

“I felt very much that that’s how people felt about me,” he says. “They didn’t quite understand what I’m talking about or doing.”

“At the time, everybody wanted to work with Tim.”

Warner Bros.

Although the film is now a well-remembered Hollywood oddity — for Halloween this year, Kendall Jenner went as the terrifying Martian Girl played by Lisa Marie — its satirical, anti-establishment tone fell flat with mid-‘90s American audiences who didn’t appreciate the joke being on them.

Mars Attacks! is a parable about distrusting authority figures. In the end, it’s the characters who seem the least heroic — a neglected teenager and his senile grandmother — who save the day by accident.

“All the ‘hero’ figures in the film get killed,” screenwriter Jonathan Gems says.

“I don’t like to miss anything that Tim’s doing if he has a part for me.”

Though the movie paid for itself and did receive some positive contemporary reviews, the production was so harrowing that Burton threatened never to direct another film again. Burton’s career ultimately survived the blast, but not without one cinematic casualty.

According to Gems, studio execs at Warner Bros. killed the director’s planned Nicolas Cage Superman movie, in part because they were so frustrated with Burton.

“They punished Tim,” Gems says.

Twenty-five years after Mars Attacks! delighted and baffled audiences on its December 13, 1996, release, Tim Burton, Jonathan Gems, composer Danny Elfman, Danny Devito, and eight others reveal to Inverse how the tale went from trading cards to pop-culture curio.

In the beginning

Original art by

Sabrina Gabrielli

Jonathan Gems (writer): I was working with Tim Burton on something else. It was his birthday, and I was looking for a birthday present. It was difficult to find anything for him because he had everything. I was in a kind of gift store, and on the counter, I saw a complete collection of two sets of cards. These were cards that were like baseball cards. There were two sets, one called Dinosaurs Attack and another called Mars Attacks. They had these fantastic little oil paintings of these atrocities.

Larry Karaszewski (writer): Tim, being the visual genius that he is, for him, it was about those cards.

Jonathan Gems: Originally, it was going to be Dinosaurs Attack. But then we found out Steven Spielberg was doing a sequel to Jurassic Park, and they were going to have dinosaurs attacking Los Angeles. Tim said, “Let’s do it as a disaster movie.” Tim and I actually watched Towering Inferno probably about a year before, and we were stoned. And if you watch Towering Inferno when you’re stoned, it’s hilariously funny.

“Originally, it was going to be Dinosaurs Attack. But then we found out Steven Spielberg was doing a sequel to Jurassic Park.”


Tim Burton (director): It was a strange and fun movie to make.

Jonathan Gems: I got in trouble with the studio because they would ask me to do changes, and sometimes I wouldn’t do them. They told me you can’t have burning cows at the beginning of the film. I thought it was a good opening. Every time I did a new draft, they’d say, “The cows are still in. We can’t have burning cows.” I said, “It’s not real cows that are burning.” But they said, “No, you cannot do that – animal cruelty.” I think it was the 11th draft, they said, “If the burning cows are in the next draft, you will be fired.” So I did try but I couldn’t think of anything better, so I did deliver the new script with the burning cows. And they fired me.

Tim Burton: That’s one of the cards. That’s a good image, burning cows. It’s always funny when studios fight to kick stuff out. That is basically why you’re doing it.

“If the burning cows are in the next draft, you will be fired.”

Jonathan Gems: They brought in these two very good professional screenwriters, Larry Karaszewski and Scott Alexander [the pair had written Ed Wood for Burton]. I figured they would do the job.

Scott Alexander (writer): The script had a lot of cool ideas in it, but it was impossible to follow the stories. Jonathan’s script had an index at the back, which to this day I’ve never seen on any other script. The original draft was also a lot darker than the movie. Some of the characters were crackheads. A lot of the female characters were strippers and drug addicts. And we were getting the sense that if the other studio across town is making Independence Day, which is going to be Roland Emmerich and kind of serious, then the Tim/Warner Brothers version should just be kind of fun.

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Larry Karaszewski: Our biggest contribution by far is “Ack ack ack.”

Scott Alexander: Jonathan’s script was primarily written as prose. And as we were doing it, we sort of realized that if you put the Martians’ “Ack ack ack” into dialogue, you could actually have rhythm to it.

“Our biggest contribution by far is Ack ack ack.”

Larry Karaszewski: We didn’t realize we were writing precise dialogue, and we wrote precise dialogue.

Scott Alexander: We knew Tim was just scrambling to keep the movie alive. There was so much pressure on us that our final draft is actually dated July 4, ’95. We were in the office on the evening of July 4 with fireworks going off.

The mighty cast

Pierce Brosnan, Jack Nicholson, and Rod Steiger on the set of Mars Attacks!

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Matthew Barry (casting director): At the time, everybody wanted to work with Tim. Pierce Brosnan was just off playing James Bond. Jack Black came in and auditioned, and he was just hysterical. Jack didn’t give a fuck. Rod Steiger was a freakin’ trip. What a crotchety old dude. But he was perfect. Tom Jones was a Vegas icon. At the time, he was making $25,000 a show. But he wanted to do something different.

Danny DeVito (Rude Gambler): I don’t like to miss anything that Tim’s doing if he has a part for me. I think he’s a true artist. He has an incredible command of what he wants.

Matthew Barry: The film would not be greenlit with the [$70 million] budget Tim wanted until we had Nicholson. Everybody made the same amount of money. Everybody except Jack Nicholson had to do it for $100,000 a week. Harrison Ford — not available. Michael Douglas was considered — he wasn’t available. Back then, there were not a lot of people that could greenlight a film.”

Harrison Ford, not available. Michael Douglas, he wasn’t available.”

Jonathan Gems: I don’t think the studio understood what we were trying to do. They figured it would be a straight-ahead, traditional, sci-fi movie where the Martians attack and then they get defeated and there’s a hero who saves the day — a part for Bruce Willis or something. And they didn’t get that it wasn’t about that. That’s what Scott and Larry did. They put in a hero character who saves the day.

Lukas Haas (Richie Norris): I think I just got offered the role straight-up. I was just coming off a Woody Allen movie.

A bumpy start

Courtesy of James Hegedus

Peter Suschitzky (cinematographer): Tim spoke about his wish that I see some science fiction films of the ’50s because he wanted to bear that in mind stylistically: The Earth Stood Still, It Came From Outer Space.

Tim Burton: Originally, we were going to do stop-motion because I love it, but I realized it just wasn’t feasible.

James Hegedus (supervising art director): Tim really appreciated the pixelation of the stop-motion, and he wanted to integrate that into the film. Initially, we began by designing and planning it that way. We built scale miniature sets. Sculptors from England created all the maquettes [rough draft models] and all the puppetry and articulated all the joints.

Peter Suschitzky: That all became too expensive for the studio and they took fright at the scope of it and what it implied for the budget. So the film was stopped.

Danny DeVito on the set of Mars Attacks!

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Scott Alexander: Tim was really suspicious: “I don’t know about this new computer graphics stuff.” A few months later, [producer] Larry Franco came back to LA with this tape. It was genius. The digital guys make it look like it was hand-animated.

David Dresher (visual effects editor): As far as I remember, ILM [Industrial Light and Magic] did this test. It was a bunch of Martians around a Volkswagen, and they were lifting it up. That was the thing that they showed Tim, and he goes, “Oh wow, it’s so fast and so cool.” That was the turning point — let’s go this way.

Scott Alexander: He won Tim over, so then the movie geared back up again.

David Dresher: ILM did the Martians, and Warner Digital did the saucers.

Peter Suschitzky: In the case of Tim Burton, he likes to decide every shot himself. He’s a very private person as well. He doesn’t like to see the dailies with anybody. He likes to see them on his own, which was for me a first.

Cinematographer Peter Suschitzky ( far left) with Tim Burton on the set of Mars Attacks!

Courtesy of James Hegedus

Danny DeVito: Tim shows pictures of everything. I always see his drawings. He always shows them to everyone. He’s not hidden about that. He shows everybody what the Martians are going to look like.

Peter Suschitzky: I enjoyed his sense of fun. He giggled a lot at what he was doing.

O-Lan Jones (Sue Ann Norris): He’s got a vision, you know? That’s the other thing you can feel on a set. You can feel you’re walking into his world right away. There’s a center of gravity whenever you’re around whatever he’s doing because he’s come from somewhere that’s particularly his.

Lukas Haas: He was really bouncing off the walls. He’s very creative. He’s coming up with things on the spot. You didn’t have to get the words totally perfect. All he wanted was for it to be fun and funny. That’s pretty rare.

O-Lan Jones: I doubt he explained the movie to anybody acting in it. It’s more of a tone than anything.

Hail to the Chief

Jack Nicholson and Glenn Close play the President and First Lady.

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James Hegedus: Jack Nicholson was treated very, very well. He’s a real powerhouse. In Las Vegas, we stayed in the Luxor, and I think his apartment was the penthouse in the pinnacle [of the hotel’s pyramid].

Peter Suschitzky: Jack had a particular contract. He had a limit to his day – it was probably a 10 hour day, which included picking him up and taking him home, and his makeup on the set. He’d always go home at 6:00 and, I believe, want to go to the golf course.

Tim Burton: Every time Jack was President, we played Hail to the Chief as he came onto the set.

Matthew Barry: The first day on set, it was a scene where a guy comes in and says something to him. And in the script, it says, “Shut up, shut up, shut up.” And Jack – on the very first take – goes, “Shut uuuuuuuuuup, shut up, shuuuuuuuut up.” And you just go, “That’s why we’re paying him $5 million.”

O-Lan Jones: Jack Black was already a regular on the theater scene out here. It was always clear that he was massively talented.

Lukas Haas: He was a force of nature from the second I met him. We would ride around on the little golf carts for the crew members. We would go on little romps and gun it as fast as we could.

Valli O’Reilly (key makeup artist): Sylvia Sidney was a real character. She yelled at everybody. She was a chain smoker. Her room was next to mine at the hotel where we stayed in Kansas. They had her travel with her dog that was called Malcolm X. If she didn’t like what somebody was saying, she’d say, “What are you, an idiot?”

Sylvia Sidney in Mars Attacks!

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David Dresher: My favorite thing — and I’ll never forget this — is sitting on the Tom Jones set in Vegas and watching Tom Jones sing “It’s Not Unusual.” We were all drinking. The set was the bar. It was just great. And we were in Vegas for like six weeks. I remember trying to learn blackjack.

Valli O’Reilly: Tom Jones came into our makeup bus and started singing and dancing and gave us all CDs to give to our mothers.

Danny DeVito: It was such a ball. We slept all day, and then we worked at night. I guess it’s like being troubadours. There’s that great energy where you’re backward because you’re nocturnal now. It was glorious. At that time, I was smoking a lot of cigars, and so was Tom Jones. We sat in my trailer with some beautiful Cubans, the doors open at night, the jewel box of Vegas glittering, and the desert breezes. We had some nice dinners and some nice stogies.

A big operation

Tom Jones and Annette Bening.

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Jonathan Gems: You might think that $70 million is a big budget, but it wasn’t because the real budget for the film was about $28 million. The rest of the budget was the special effects.

Peter Suschitzky: Effects always have their surreal side to them. Sometimes we would have had people standing in for Martians in rehearsals and then absenting themselves for the shot. But the most surreal scene, I think, was the one in which Pierce Brosnan has his head removed and placed on a dog. Parts of them were covered with green material, which they could then remove in post-production.

Danny DeVito: I remember in the scene where I get shot by the Martian, I do this jittery kind of acting like I got shot by a ray gun. And when I did it, I must have sucked in my stomach – and my pants just dropped down. It was hysterical. The whole crew went crazy. It’s a clown act, I admit it. I knew it was going to happen — the costume was fitting a little loose because of my obsession with taking off a few pounds.

“My pants just dropped down. It was hysterical. The whole crew went crazy.”

Danny Elfman (composer): There was a part of the score that would revolve around the female Martian Lisa Marie played. So I knew, OK, we’re going to definitely go into this kind of lounge exotica realm, which I also happen to love. I’d be writing it and smiling the whole time.

Valli O’Reilly: The Martian girl’s wig weighed a ton. The first day they did a makeup test on her, Lisa Marie wore the wig for about ten minutes, and it just felt like she was going to break her neck. They had her on a ramp — like a moving floor — but you can’t be doing that with something on your head that weighs almost as much as you.

“The Martian girl’s wig weighed a ton.”

Sunset Boulevard/Corbis Historical/Getty Images

Danny Elfman: I just knew that it was going to be one of these movies that was just going to be fun. It’s just like walking up to the tree and picking fruit that’s already ripe, rather than having to get up on the ladder or shimmy up the long coconut tree with great risk and hack them down with a machete.

Tim Burton: We had military surrounding the Capitol and Rod Steiger on a tank. That’s what stays with me, the weirdness of the time and the strange opportunity. That wouldn’t exist now.

“We couldn’t find a theremin player.”

Danny DeVito: What I enjoy about Tim is you can watch it come together with the way he directs. He’s very visual, very in tune with what he wants — his images and how they appear on film.

Danny Elfman: The theremin is the classic spaceship sound. But in the end, we played the theremin parts on an instrument called an Ondes Martenot, which is a very unusual keyboard that has a theremin sound because we couldn’t find a theremin player to play the part of the theremin.

Watching it land

Tim Burton and Jack Nicholson at the Mars Attacks! premiere.

Russell Einhorn/Hulton Archive/Getty Images

Jonathan Gems: I went to a couple of test screenings, and both of them were unbelievable, frankly. They went completely berserk. I’d never seen anything like it. I wasn’t expecting this kind of euphoria.

Lukas Haas: Some people loved it. Even to this day, there are people who are obsessed with it.

Jonathan Gems: It got the thumbs down from New York, the bankers who finance the studios. It wasn’t marketed properly at all. I think they decided they didn’t want people to watch the film.

“I worked my ass off but Tim worked twice as hard as I did.”

Tim Burton: It was a bomb in America. It was the first movie I did where it was more successful internationally. It seemed to be much more well-received and more “got,” in a way, by other countries.

O-Lan Jones: I remember when it had its premiere, the audience was not roaring with laughter. It felt like it had not connected.

Jonathan Gems: This film was a fuck of a job — writing it and making it. I worked my ass off, but Tim worked twice as hard as I did. By the end, he was burnt out. He was a wreck. I think he went to India with his girlfriend for about a month. I think I remember him telling me at that time that he didn’t want to ever make another movie again.

“I felt very misplaced at that time, for some strange reason, whether I’d been working at Disney too long or something else.”

Peter Suschitzky: Tim has always walked a difficult path, very skilfully, wanting to be an eccentric auteur and at the same time knowing that to succeed in Hollywood, you have to stay a star. And they’re incompatible, those two aims.

Tim Burton: It just sort of encapsulated everything I felt at the time. I felt very misplaced at that time, for some strange reason, whether I’d been working at Disney too long or something else. I don’t know. Nobody ever really knows what I’m doing anyway, so they really can’t comment too much on it because they don’t even know what to say about it.

Jonathan Gems: They punished Tim. He had this wonderful project, with Nicolas Cage going to play Superman. The script was absolutely brilliant. They had incredible ideas for it. And then Warner Brothers dumped it and never gave a reason.

“Tim has always walked a difficult path, very skilfully.”

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Larry Karaszewski: There’s a singularity about the weirdness of it all. It’s a big crazy confection. Does it all work? I have no clue whether it all works, but it’s a good time whenever you put it on.

Danny Elfman: You finish a movie, and you just have your fingers crossed. With Tim’s movies more than most, you really don’t know. They’re odd movies, and that’s why I loved scoring them. I try not to get so attached that it breaks my heart if it doesn’t do well, but it always will, just the same.

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