How Did This Get Made: A Conversation With Michael Grais, Writer of ‘Cool World’

Synopsis: The sexy star of a comic strip called “Cool World” attempts to seduce her cartoonist so that she can cross over to the real world. 

Tagline: There are two different worlds: The Real World and the Wacky, Animated World. Only one of them will survive.

In 1988, Disney released a beloved hit, which garnered enormous praise for its ability to fuse together live-action and animated storytelling. That film was Who Framed Roger Rabbit.

Four years later, Paramount Pictures released Cool World which—like Roger Rabbit—brought live-action into a cartoon universe. But beyond that (and also starring a sexy cartoon seductress), the two films shared little in common; least of all their results at the box office. Whereas Who Famed Roger Rabbit made over $300 million, Cool World made less than a tenth of that. 

To be clear, Cool World was never meant to be Roger Rabbit 2.0; from the get-go, it was supposed to skew older, darker and hit with a harder edge. But—as I learned during my conversation with screenwriter Michael Grais—the final version of Cool World (which hit theaters in July 1992) was a far cry from what the film was originally intended to be.

Below is a copy of our conversation…

Part 1: “Robert Blake Is Gonna Kill Me!”

BJH: So before we get into Cool World, let’s talk a bit about how you first got into the business. Tell me a bit about how you started writing professionally…

MICHAEL GRAIS: I went to graduate school at the University of Oregon. For writing and poetry, mostly. And then drove down to LA. Came down with some spec scripts that I had written and got meetings with agents. The general consensus was: you’ve got talent; you should stick it out; don’t give up! 

BJH: Nice. 

MICHAEL GRAIS: So I didn’t give up. And my parents had a friend whose son was a writer in Los Angeles—Ronald Cohen, he did a lot of stuff—and so they asked him if he would help me learn the business. How to write for film or television. So I brought over a treatment that I had been working on for a long time. And then I started writing the screenplay with him yelling at me about what to do and what not to do. And then it was just really fortunate because about 2-3 weeks after that I received a treatment from Robert Blake’s secretary.

At that time, Robert Blake was starring on the hit ABC cop show “Baretta.” 

MICHAEL GRAIS: Baretta had won an Emmy the year before. And it was a show that I really liked and thought I would love to work on. So I got a treatment from his secretary. And she said it was an “approved story.” Which meant a lot, it meant you were ahead of the game. Because then—if your take was approved—you’d be able to write the teleplay. But then I read the treatment and  it was horrible. And really: impossible to do. Because it tried to make a dirty cop who committed suicide and left his wife and kids broke…and it was supposed to be Baretta’s friend and Baretta was supposed to defend him. So I wrote, like, a three-page synopsis of “Why This Should Never Get Made.” 

BJH: [laughs] That’s a bold move! Were you worried how this might ruin your big shot?  

MICHAEL GRAIS: Sort of. But I was like: this is impossible. I can’t do it! So fuck it. Write why I can’t do it. 

BJH: Fair. 

MICHAEL GRAIS: I got a call about a week after I turned that in. It was at night. It was from Robert Blake’s office. And they said, “Robert Blake would like to see you on the set tonight.” So I thought: oh my god, Robert Blake is gonna kill me! 

BJH: [laughs]

MICHAEL GRAIS: So I got ready to go, went down to the set, and I was sitting outside watching them shoot. And then an assistant came up to me and said, “Why don’t you wait in Robert Blake’s trailer?” I thought: okay, Robert Blake wants to kill me without anybody witnessing! 

BJH: [laughing]

MICHAEL GRAIS: So I went into the trailer and he came in. And it was funny because we were both dressed exactly alike. I was dressed like his character Baretta. And he said, “I LOVED what you wrote! I agree completely! It was shit.” 

BJH: Wow. What a huge relief.  

MICHAEL GRAIS: So we talked for a little while. And then he says, “So what do you want to do, kid?” I said, “Well, I’ve never written an original screenplay, so I should probably start out doing re-writes.” He said, “Okay, I’ll have somebody call you.” So I left and thought: okay, that’ll be the end of that, you know? But then the following week I got a call from the producer’s office—they said, “Come down to Universal, we have a meeting for you with the director of the show and we want you to read a script.”

BJH: Boom! You’re in…

MICHAEL GRAIS: So then I was basically the “Rewrite Guy” for the second season of Baretta and then I wrote an original for them. And then I was basically on the “cop show” circuit; I wrote a script for Starsky & Hutch and I did a Kojak. 

At some point during his run as the Cop Show Rewrite Guy, Grais started writing feature scripts with a guy named Mark Victor. 

BJH: How (and when) did you meet Mark? 

MICHAEL GRAIS: We actually met in grade school. We were friends from all the way back then. And then we both went off to college (as I mentioned earlier: I went to graduate school for writing; and Mark went to school to become a lawyer); and then after I got my break in Baretta I went to see him and said, “Well, if you wanna write with me, now’s the time! Because I’ve got us in the door.” So he came down and we wrote together pretty well for several years.

In the late 70s and early 80s, Michael Grais and Mark Victor wrote a pair of scripts that garnered a lot of attention in Hollywood. 

MICHAEL GRAIS: The first was a comedy about air traffic controllers called Turn Left or Die. Based on a little article in the Tribune about a 34-year-old traffic controller who was burned out. And the title of the article was something like “Burnt Out at 34.” So I was intrigued. For research, someone got us access to sit in the control tower at O’Hare. And the bosses didn’t know we were there. Then they found out a week later and kicked us out. But by then: we already had everything we needed. 

BJH: And what happened with that project? 

MICHAEL GRAIS: The way things happen is really weird. [John] Belushi and [Dan] Ackroyd wanted to be in it. And then Belushi OD-ed and died. That movie was greenlit three different times—by three different heads of the studio—and then turned around three different times. So we were on that for, oh god…we were re-writing that for different directors and heads of studios for a long, long time. So that was like 2 years of our life. 

BJH: Gotcha. 

MICHAEL GRAIS: And then Mark and I, we got a pamphlet from the Royal Mounted Police that mentioned “the largest manhunt in Canadian history” that took place during The Depression about this unknown mysterious character that they were chasing. He became, like, a folk hero. So we wrote that script—which was originally titled Arctic Rampage and was retitled Death Hunt. 

Death Hunt, directed by Peter Hunt, premiered in May 1981. 

MICHAEL GRAIS: The movie starred Charles Bronson, Lee Marvin, Angie Dickinson, Carl Weathers—just this amazing cast. 

BJH: And then, shortly after that, I assume, you crossed paths with Steven Spielberg. 

MICHAEL GRAIS: Yep…

Part 2: It’s a Cool, Cool, Cool, Cool World

MICHAEL GRAIS: So we had written Death Hunt and Turn Left or Die, and then Steven Spielberg read both scripts and thought: okay, so they can do action and, you know, kind of scary stuff. And they can also do humor. So he invited us up to his house. And the movie that he showed us was really boring. That the wanted to re-make. It was A Guy Named Joe. That was the name of the movie. At least [that’s] what it came out as. And it was about a guy who…they’re both in love with the same woman. And then one of them dies. And the guy who dies came back and was helping the guy get, you know, date the girl and, you know, blah blah blah. But it wasn’t something that we wanted to do. And then he started talking about this ghost story that he wanted to write and he was all excited about it. And so we called up the next day and said: Steven, thank you so much for asking us to write that other story, but we really want to write the ghost story! [laughs] So then, obviously: Poltergeist.

BJH: [laughs] And what did you find so appealing about the “ghost story”? 

MICHAEL GRAIS: It was mostly his excitement about it. 

BJH: Gotcha. That makes sense. And what was his reaction to you guys, basically, being like: “thanks, but no thanks…but actually!”

MICHAEL GRAIS: Spielberg said, “Well, I’m in negotiations with somebody. But if it doesn’t work out, you guys got the job.” So…it took a day. He called the next day and said, “Hey, you got the job!” So it went to our, you know, agents who negotiated the deal. And then we were doing that. 

BJH: This is a broad question—probably worthy of its own article—but what were some of the highlights of working with Spielberg and the experience with Poltergeist? 

MICHAEL GRAIS: Well, we weren’t really working with Spielberg because he was on E.T. You know, we had sporadic meetings with him in the cafeteria at MGM. But, still, the experience with him was great. And—with Poltergeist in general—I think the highlight of it was seeing the finished product and then—obviously—seeing the lines around the block. You know, seeing it was a big hit. That was exciting. And then…and then went on to do other things. 

BJH: Yeah, so let’s flash forward and talk about one of those “other things”: Cool World. How did you first get involved with the project? 

MICHAEL GRAIS: So [Frank] Mancuso Jr. (whose father was the head of the studio at the time) called us up. Or the agent called us and said, “Call Mancuso Jr., he wants to talk to you about this thing.” So we went in to see Mancuso Jr. and he said, “Look, I’ve got Ralph Bakshi wants to do this live-action horror thing. We don’t know what…He doesn’t have an idea what it’s going to be; I don’t have an idea what it’s going to be; you guys come back with an idea and we’ll pitch it to Ralph and we’ll see what happens. So I knew Ralph Bakshi’s work—I’d seen all his work. I knew exactly where his taste was. So we came up with a story. About a tattoo artist who was in jail for killing his wife (or maybe it was killing his neighbor?) and became famous for creating his tattoo people into a comic book called “Cool World.” He gets released from prison and…anyway, so we pitched that to Bakshi and Mancuso. And Bakshi stood up, raises his arms and says, “You’re my guys! You’re on!” So that’s how we got that job.

BJH: That’s interesting. Because on the internet—I know, it’s such a trustworthy source—it describes it like Bakshi had a script and then behind his back Mancuso Jr. hired you guys (or at least had you guys do a take) and then he showed that to Bakshi and Bakshi was furious and tried to punch him (or did punch him). 

MICHAEL GRAIS: That’s all a lie! [laughs] I’ve read it too! Every part of that is a lie. He and Mancuso were friends; they got along really well; he never punched him; there was never an argument between them.

BJH: So funny. 

MICHAEL GRAIS: Yeah, I know. So we wrote like two-thirds of that movie and then somebody came in and wrote the last act. I think it was Larry Gross. Because we couldn’t nail it—we couldn’t figure out how this fucking thing ended. And then Mancuso and Bakshi…we had three arbitrations with the Writers Guild. I don’t know how it got to be three because we won every one. It was our script. So, yeah…so that’s…I’ve heard all this stuff about Cool World blah blah blah. That’s all bullshit. Bakshi actually offended so many people that he was never allowed back in Hollywood! 

BJH: That sounds more reasonable. 

MICHAEL GRAIS: If you look at his [film] career, it ended. After Cool World. And that’s because…I mean: he was crazy! 

BJH: So how did you work with him…? 

MICHAEL GRAIS: We just went and wrote it. We didn’t talk to him at all. And then turned in our draft. That was it. We had no other…you know, we met him a couple times for lunch. He seemed like a nice guy. Crazy, but a nice guy. 

BJH: Crazy how…what kind of crazy? 

MICHAEL GRAIS: Really eccentric and scattered. 

BJH: Okay, gotcha. I can imagine that. 

MICHAEL GRAIS: We called him “The Human Stain.” Because wherever he went—literally—wherever he went he left a stain. [Whether] it was cigarettes or whatever he was drinking or eating; he always [cracking up] left a stain wherever he went.

BJH: That’s so funny. 

MICHAEL GRAIS: And, you know, we had the arbitrations. I don’t even think he was in the arbitrations. It was mostly Mancuso Jr.  

BJH: What was the controversy—that led to the arbitrations? 

MICHAEL GRAIS: Mancuso Jr. and Bakshi were claiming that they wrote the script. 

BJH: Oh. 

MICHAEL GRAIS: Yeah. And so we had our script. We had all the drafts that we wrote. We had ‘em all dated and they were all registered and everything. And so when they went to the arbitration we just gave ‘em our scripts and they saw their scripts and they said, “Well, Grais and Victor wrote their scripts before you wrote yours.” 

BJH: That’s so weird. 

MICHAEL GRAIS: It was really weird. We thought: well, this is gonna be a blockbuster! If they’re fighting this hard for credit! 

BJH: [cracks up]

MICHAEL GRAIS: And then it came out and it was no blockbuster. It didn’t do well. 

BJH: At what point did you realize it wasn’t going to be a blockbuster? 

MICHAEL GRAIS: The minute we saw it. They wouldn’t let us see it until after we won the final arbitration. And finally we saw it, we went to the studio and they did a screening for us, and we were like: oh my god! Okay, well, not a lot of people are gonna understand this!

BJH: What were some of the things that changed between your script and that final film? 

MICHAEL GRAIS: Well, they didn’t really get into the progression of the main character; they didn’t really follow his progression from being a tattoo artist to being a comic book hero and then becoming a cult hero and that’s kinda how he got out of prison. And he was still kind of crazy. And in our story, he moved across the street from the woman that he killed. We wanted it to be really, you know, intense. And so he was pulled into his comic books by the comic book people who he realized existed with or without him. He didn’t create them. And they were based on the people that he knew in prison. 

BJH: Gotcha. 

MICHAEL GRAIS: And so then there was, you know, “Holli Wood” who wasn’t really “Holli Wood” in our script; she was more of a cool punk girl who’s really sexy. And there was, you know, this story between the two of them of him being infatuated with her and then the character that Brad Pitt played was a much bigger character. And we envisioned the stuff that Bakshi did (the animation stuff) we envisioned it being much more realistic than it was. Much more like [the visuals] in Roger Rabbit. 

BJH: I was gonna ask about that…knowing how successful Roger Rabbit had been just a few years earlier; how were the producers talking about Cool World in relation to Roger Rabbit? 

MICHAEL GRAIS: They wanted a “sexier Roger Rabbit.” They wanted an “R-version.” So that’s what we wrote. And then Mancuso Sr. got fired by the studio. And then a guy from television came in and looked at the film slate and said, “Why are we doing a live-action cartoon for adults?” And so they cut so much out of it, that’s what made it kind of incoherent. And I guess, also, Bakshi had shot a bunch of footage…what I heard was it was, like, 20 days of live-action footage that was unusable. 

BJH: “Unusable” for what reason? 

MICHAEL GRAIS: I don’t know. Apparently, it was just terrible. I don’t know—I didn’t see the footage. So it just became a mess. 

Part 3: Hollywood Is…

Cool World came out on July 10, 1992. Below are few headlines from the initial reviews:

• “COOL WORLD IS A DISAPPOINTING DESTINATION” (Sacramento Bee)
• “THERE’S NOT MUCH HAPPENING IN COOL WORLD” (Boston Globe)
• “COOL WORLD NOT SO HOT” (Palm Beach Post)

BJH: Did the reaction to the film hurt your career at the time? 

MICHAEL GRAIS: Yeah, we didn’t get a job for a year. 

BJH: Really? Wow. 

MICHAEL GRAIS: Yeah. Because it…yeah, the writers always get blamed. 

BJH: What was the next job you were able to get? 

MICHAEL GRAIS: What was the next job we got after? Oh, we did Marked for Death. With Steven Seagal. Which, for what it cost, was a very big hit…we couldn’t get a job so we started writing that—we actually did it on spec. And then got Seagal involved (which was a nightmare of a whole other kind). [laughing] He and Bakshi…I think it’d be a toss-up; but. Think Steven would win in terms of the craziness. He is really nuts. 

BJH: And you got him at the peaks of his diva-abilities…

MICHAEL GRAIS: Yeah, that’s right. And he just became a star. He had been a video hit, but he hadn’t had a movie that made a lot of money. But Marked for Death made a lot of money. And so we went on from there. I don’t remember where we went from there, but we were working all the time.

BJH: Do you have time for a couple more questions? 

MICHAEL GRAIS: Sure. 

BJH: Alright, so…obviously, looking at your career, you’ve been quite prolific. And I imagine there’s a ton of other scripts you’ve written that never got made. 

MICHAEL GRAIS: Yeah. 

BJH: So I was curious: what’s your favorite script or scripts that never got made? 

MICHAEL GRAIS: [laughs] Well, one of my favorite scripts that got made but didn’t get made correctly was Cool World! It was really great. I mean, the first 90 pages of that were so exciting and so cool. Really loved it. So that was a big disappointment that it came out so poorly. 

BJH: Such a shame…

MICHAEL GRAIS: There are a couple others that come to mind. We did an adaptation of a Bogart movie, which was In a Lonely Place, which was great. And we did an adaptation (which really wasn’t an adaptation because there wasn’t anything—it was a short story by Tom Wolfe)  called The Truest Sport. That was about fighter pilots. And then the guys who made Top Gun… [backtracking] when Universal decided not to make it, the guys that did Top Gun wanted to buy it. So they made an offer on it to Ned Tanen who was running the studio, Universal, and Tanen refused because he didn’t want someone else to make a hit out of something they turned around. You know, Hollywood is…a lot of weird shit goes on in Hollywood! Anyway, yeah, Universal wouldn’t sell it to them, so they ended up doing their own. [laughs] So there was a lot of stuff of ours in Top Gun. 

BJH: Wow. [laughs] Alright: let me just ask you one last question. How do you…as a writer, how do you stay focused on the writing and passionate about the writing when—in the end—there’s so many of these other variables like what you’re talking about…

MICHAEL GRAIS: Well, you just concentrate on the writing. You know, once you start writing something you get into it. And it’s yours as long as long as it’s in your hands before it goes to other people’s hands. So the first draft that you turn in is the draft you really love, you know? Before it starts getting screwed with. And, you know, if you’re writing it for other people and they’re paying for it, then “I’m just working on their house.” Basically. It’s my house ‘til it’s there house. So you can expect all kinds of weirdness when you’re working in Hollywood. 

BJH: Right. 

MICHAEL GRAIS: So it’s not that it doesn’t aggravate you at the time, but, yeah…you just concentrate on the work and write the best thing you can. And if you enjoy writing, then you enjoy the process of writing the script. 

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