When executives in Hollywood came across Callie Khouri’s script, they chuckled, “We don’t get it. It’s just two girls in a car.” That type of reaction wasn’t odd at all. In fact, that was how many people perceived the film at first. It was hard to believe that Thelma and Louise, two middle aged, gun-slinging women outlaws could be of any interest.
Not only did they interest people, but they also scared, intimidated, and infuriated them. The film was called out as being “too violent” (yet movies like Lethal Weapon and Terminator were just, you know, business as usual). As you can tell, having two girls on the loose was just too much to handle.
From unplanned scenes to a skimpy budget to the real reason Brad Pitt got the part, here’s an inside look into this iconic and controversial classic.
The movie’s plot centers around the two fugitives’ journey from Arkansas through Oklahoma and Colorado to Arizona, but the film was shot entirely in California and Utah. The motel featured in the film (where the girls met Brad) was shot in Downtown L.A. at the Vagabond Inn.
The Grand Canyon scenes were taken south of Dead Horse Point State Park in Utah. Other scenes were filmed at Shafer Overlook (Moab, UT), Monument Valley (Arizona\Utah), La Sal Mountains (Moab, UT), Cisco (Grand County, UT), and Arches National Park (UT).
Even though screenwriter Callie Khouri’s script was sharp, witty, and humorous, she suffered dozens of rejections before someone agreed to take it. Having two women outlaws was tremendously different from anything Hollywood had ever produced before, and most studios were too reluctant to become the first ones to do it.
The only studio willing to work with Khouri’s script was Pathé Entertainment, a film company that was in a financial rut at the time. The studio ran so short of money that they couldn’t even pay for the movie’s posters at one point.
Khouri had a few women in mind for the two runaways. Holly Hunter, Frances McDormand, Meryl Streep, and Goldie Hawn were all potential leads. Ultimately, director Ridley Scott cast Michelle Pfeiffer and Jodie Foster, with Foster as Thelma and Pfeiffer as Louise (even though both wanted to play Thelma).
Due to conflicting schedules and other projects, both ladies ended up dropping out before the shooting began. Pfeiffer chose to work on the film Love Field, and Jodie Foster signed up for The Silence of the Lambs. “I still can’t watch Thelma & Louise,” Pfeiffer told Variety, “It still kills me. You can’t always do everything. You’ve got to give something up.”
Davis was determined to play the role of Louise, a tell-it-like-it-is woman who pulls out a gun and shoots a man down. She wanted the role so badly that she came to the audition prepared with notes, explaining in detail why she absolutely must be Louise.
In response to her enthusiastic pitch, Ridley Scott asked her, “So, in other words, you wouldn’t play Thelma?” After a slight pause, Davis had a change of heart. She said, “‘You know what’s so weird is, I’ve been listening to myself as I’m talking, and I’m not convinced anymore. Actually, I think I should play Thelma.”
Ridley Scott was fully supportive of on-set improvisations and encouraged the actors to come up with creative suggestions. One example of veering off the script’s rail tracks is the farewell kiss shared by Thelma and Louise right before they fly off the cliff.
According to Susan Sarandon, it was her idea to have Louise pull Thelma close and give her the emotional and loving kiss. She kept it a secret from everyone else on set (except Geena Davis) because she wanted it to be as authentic and spontaneous as possible, without any interference.
The intimate kiss wasn’t the only improvised bit in the film. Apparently, there were two more unplanned scenarios that made the final cut. The first one was Daryl’s (Thelma’s abusive husband) slip and trip in the driveway. Despite losing his footing, actor Christopher McDonald remained in character and acted as if it was part of the plan.
The second unscripted moment was when Louise scares Thelma by tugging off her headphones. The original plan was for Davis to react when Louise called her name, but the Walkman’s volume was so loud that she totally missed her cue. Davis was genuinely surprised when Sarandon ripped her headphones off.
Arguably the most well-known image associated with the film is that iconic freeze-frame shot of the two outlaws flying off the cliff to their deaths. Surprisingly, the touching suicide pact almost didn’t happen. Ridley Scott had a different plan for how he wanted to end the film.
Scott’s plan was for Louise to shove Thelma out of the Thunderbird the second before she sails off the edge, making Thelma the film’s sole survivor. But Susan Sarandon insisted that both girls go through with their touching suicide pact, and, thankfully, Scott agreed to it.
Scott’s original edit followed Thelma and Louise’s car all the way down to the canyon with a gloomy B.B. King track in the background. The next shot would show detective Hal Slocumb (Harvey Keitel) looking down at the wreckage with a sorry look on his face.
But producers weren’t too happy about Scott’s bleak ending. It was too dark for their tastes, so they asked him to tone it down a bit. Or rather, turn it up a notch to make it more upbeat and viewer-friendly. That’s when he decided to freeze the car midair with Hans Zimmer’s happier score in the back.
The role of the dreamy, cowboy-hat-wearing drifter J.D. almost went to George Clooney. After a final and exhausting showdown between him and Brad Pitt, producers went with Pitt. “I didn’t watch that movie for a long time,” Clooney admitted in an interview at the Telluride Film Festival.
“I was really stuck doing a lot of bad TV at that time. And I had auditioned and auditioned, and it got right down to Brad and I, and he got it. And I just couldn’t watch that movie for a couple of years,” he added. Ultimately, Clooney agreed that Brad was the right choice, concluding the interview with “I probably would have f***ed it up somehow.”
Geena Davis admitted that she kept tripping over her words when auditioning with Brad Pitt because he was just (sigh…) too attractive to work with. Due to her nerves, Brad Pitt’s audition ended up being one big jumble of stutters, missed cues, and cut-off sentences.
Incredibly, instead of ruining it for him, Davis’s extreme reaction got him the part. When the cast directors debated who to choose from the line of desirable men, Davis apparently jumped in and cried, “The blonde one! Hello?!” All we can say is, thank you Geena Davis.
The movie came out in 1991, when Brad was just a fresh-faced star on the rise. The charismatic hitchhiker proved to be his first breakout role and earned him only a few thousand. But it wasn’t about the money for Brad. It was all about the exposure.
“Pitt [got] to be the sex object in a movie from a woman’s point of view,” said Becky Aikman, author of the book Off the Cliff; “His big debut was a very unusual role. So, he had an opportunity to stand out.”
Just five short years later, in 1996, Pitt made $10 million for his work in the crime drama Sleepers.
Thelma & Louise had a budget of an estimated $16.5 million and ended up grossing $45 million worldwide. It was nominated for nearly 20 awards, winning two of them – an Academy Award for Best Original Screenplay and a Golden Globe Award for Best Screenplay.
In addition, the movie was considered the second-best film of 1991, with number one being the iconic thriller The Silence of the Lambs. To this day, people consider Thelma & Louise to be one of the greatest female lead movies of all time.
The ending saw the two outlaws going out in a blaze of glory. “It wasn’t meant to be a literal ending. It was them kind of flying off into the mass unconscious,” screenwriter Khouri explained. She said they purposely didn’t show any smoke or signs of the crash coming up from the bottom.
Despite receiving reactions like, “How could you have killed them?!” Khouri maintained her cool and insisted that it was symbolic and necessary. She said it showed the girls flying away from the troubles of the world, and that she had no intention of glorifying suicide.
There’s no harm in a little bit of alcohol to set the mood, right? Davis and Sarandon likely agree. For the roadhouse scene, they asked the prop guy if he had any real tequila, that way it would be a lot easier for them to crack up in laughter and act out the scene in the most authentic way possible.
So, with booze in their system, the two stars giggled their lines, realizing mid-scene how drunk they had gotten. “We pounded back quite a few, and we’re laughing between takes and crying ‘We’re so drunk! This is great!’” The girls weren’t the only ones letting loose on set. Michael Madsen (Jimmy) and Brad Pitt blazed up a few times during filming too.
Brad Pitt said he’s incredibly grateful that Ridley Scott took a chance on him and cast him in the movie:“I had nothing to show for myself, except for my work as an extra, and they took a chance on me,” he explained in an interview with The Sun. But there’s one thing in the film he would love to have done differently.
The voice he chose for his character. The actor joked, “I’m more aware of how high my voice is in it. My a** must have been clenched so tight, being the first one.” Really, Brad. You could have inhaled a helium balloon and squeaked out your lines and none of us would have minded.
While it’s true that Ridley Scott took a leap of faith by casting the inexperienced actor, Brad also took a massive risk by dropping out of school to participate in it. With barely any money in his bank account, Brad prayed that this film would be his ticket into the industry.
“It was a week before graduation, and I realized all of my friends had jobs,” he told The Sun, “I had a friend, who was not even a close friend, who talked about going out to L.A. and her dad had a place. I loaded up the car. I didn’t graduate. All I had to do was hand in a term paper, but in my head, I was done. I was going west.”
Intrigued by the unconventional idea of women outlaws, screenwriter Callie Khouri spent six months writing Thelma & Louise. It was her first published work, and it won her an Oscar for Best Original Screenplay. Even more remarkable, her win made her the first woman screenwriter to win an Oscar screenplay since 1932.
Before writing the script, Callie was busy working as a producer for uninspiring commercials and average music clips, projects she had little interest in. “I was reaching the end of my time producing music videos,” she admitted; “I was struggling so hard to figure out what it was that I was supposed to be doing. I kept thinking I’m supposed to be doing something creative.”
Before taking on directorial duties, Ridley Scott was assigned to simply executive produce the film. It was actually Michelle Pfeiffer who convinced him to direct, although neither he nor Callie Khouri were fully convinced he could do it. Pfeiffer allegedly told him, “Why don’t you come to your senses and direct this yourself?”
The “macho” director was known for movies like Blade Runner and Alien, and Khouri questioned whether he had it in him to bring her vision to life. But after four people turned it down, Khouri agreed to let Scott step up to the plate and direct it himself.
Thelma & Louise’s liberating venture inspired the song “Me and a Gun” by American musician Tori Amos. The song was released in October 1991, the same year as the film, and tells the story of a physical assault Amos suffered in her early 20s after one of her concerts.
The lyrics in Amos’s song are: “Got a full tank and some chips / It was me and a gun / And a man on my back / And I sang, “Holy holy” / As he buttoned down his pants.” Similarly, Thelma & Louise’s plot deals with an attempted rape and subsequent murder that forces the leading ladies to ditch everything and drive off.
The film made Academy Award history by becoming the fourth movie ever to have two of its leading ladies nominated for Best Lead Actress. At the end, both girls lost to Jodie Foster for her incredible performance as Clarice Starling in the chilling thriller The Silence of the Lambs.
The only other films that have had two of their female leads nominated at the same time for the same award include All About Eve (with Bette Davis and Anne Baxter), Last Summer (with Katherine Hepburn and Elizabeth Taylor), and Terms of Endearment (with Shirley MacLaine and Debra Winger).
The movie changed both Davis and Sarandon’s lives by not only boosting their careers, but also by changing their perspective about the under-representation of women in the business industry.
Davis was so inspired by the things the film taught her that she founded an institution called The Geena Davis Institute on Gender in Media, an organization invested in addressing this imbalance. Davis founded it in the hopes of treating the lack of creativity and diversity in women’s roles in films.
Here’s a surprising fact. Geena Davis’s character Thelma, is married to a disrespectful salesman named Darryl, played by actor Christopher McDonald. In real life, Davis and McDonald used to be engaged. McDonald described the experience of working with his ex on Thelma & Louise as “cathartic.”
Not only was Davis a good sport about working with her ex, but she was the one who suggested him in the first place. She told Ridley Scott that McDonald was the funniest guy ever and would be the perfect fit for Thelma’s megalomaniacal husband.
Surprising fact number two: McDonald gained 36 pounds to play Darryl!
While writing the endearing dialogues between Thelma and Louise, Callie Khouri drew inspiration from her real-life friendship with country singer Pam Tillis. The two met at a club in Nashville where Khouri worked as a waitress after dropping out of university. They bonded over dreams of breaking out in the business and the difficulty of being creative in an industry where men often run the show.
Tillis’s innocence, along with Khouri’s “smart-ass mouth,” made them a funny and feisty duo that would later form the basis of Thelma & Louise. Khouri and Tillis became lifelong friends and have helped each other along the way with their unique projects.
In Callie Khouri’s mind, Thelma and Louise were the same age, went to high school together. They were surely not in their forties. But, in reality, actresses Geena Davis and Susan Sarandon were ten years apart. Davis was 35 and Sarandon was 45 when they filmed the movie.
Khouri’s film is one of the few movies at the time to cast women older than their characters. Apart from having a bold and different plot, Thelma & Louise was a game changer because it had two leading ladies who weren’t in their glamorous early 20s, but they were real women who were easy to relate to.
Despite the movie’s groundbreaking take on women and the fact that they had two females in the lead, the set of Thelma and Louise wasn’t completely free from sexist remarks. Director Scott Ridley asked Geena to remove her shirt for one of the scenes, but Geena wasn’t up for it.
She was uncomfortable with the demand because taking off her shirt had little to do with what was going on in that specific scene. She asked Susan Sarandon for her take on it and after some brainstorming, the two decided to tell Ridley they refused.
The crew wanted to make Thelma and Louise’s Thunderbird cut through the sky in a grandiose leap, as opposed to just tumbling down to the bottom of the canyon. And this proved to be a challenge, especially because they had just three cars to work with.
The first flying Thunderbird was a complete failure. It fell down like a rock. Luckily, the next day proved to be successful. With the help of cables and ramps, the second Thunderbird soared through the sky, ending the film on a tragic and graceful note.
Thelma & Louise isn’t just a story of two women on a crime spree. It’s a story of everything women have to go through in our society, whether sexual harassment by truck drivers or sexist comments by strangers on the road.
The author of the book Off the Cliff: How the Making of Thelma & Louise Drove Hollywood to the Edge stated, “The whole story arises out of the kinds of things that drive women crazy in real life. The disrespect, the sexism, the sexual assault, being harassed by the truck driver on the road. These are all things that women faced then and still face now all the time and watching two characters fight back against that is immensely satisfying for the audience.”
Geena Davis was completely sold on the script. Enamored with the exciting narrative of women on the loose, she was dying to take part. But Sarandon had her doubts. While she liked the idea of playing the lead along with another woman, she was critical of certain bits in the script.
She had some issues with the script’s timeline, as well as with some of the romantic scenes. But her critical approach won Scott over and fit perfectly in line with how he envisioned Louise.
Despite their different takes on the script, Davis and Sarandon got along great and developed a real fondness for each other.
One of the most iconic scenes in the film is when Thelma and Louise fire gunshots at a catcalling truck driver’s gasoline truck, causing it to explode. A little before the explosion, the truck driver tries to lure the women in with sexually suggestive remarks. Instead of getting upset, the duo decides to trick him into pulling over for what he believes will be a steamy ménage à trois.
The truck driver, played by an actor named Marco St. John, was tricked on set as well! He was told by director Scott that the explosion would happen after he said, “Ready, steady, go!” But in reality, the truck exploded at “Steady.” This was meant to bring out an actual surprised response from the startled actor.
Both Sarandon and Davis hope that Thelma & Louise can be used to raise awareness about abuse against women. “I hope now that women don’t have to get off a cliff,” Sarandon told GMA. “So many women are speaking up and supporting other women, and rape and domestic abuse is now no longer such a secret.”
“So, I would hope in 25 years we don’t have to send people over the edge when something like that happens,” Sarandon added. Davis chimed in saying, “I’m with her.” It’s been three decades since the movie’s release, and while there are still crimes against women, it’s becoming less and less taboo to talk about it and deal with it.
After 12 strenuous weeks of filming, Thelma & Louise was finalized and released. The controversy surrounding the film’s premise was both funny and sad, with many men accusing the filmmakers of portraying men in a negative light.
The movie clearly wasn’t out to get men. The movie was out to get rapists and other criminals who, in the film, just happened to be men. Still, some people couldn’t handle the hard truth and struggled to watch a movie with two main female protagonists.
Susan Sarandon told W Magazine that having Ridley Scott work on the film granted them a little more money to work with. “I don’t think they would have given a woman a budget. I’ve worked with a lot of women directors, and the films are all tiny budgets,” she explained.
But putting money aside, it’s clear that Ridley Scott did an incredible job on the film. And for anyone who says, “women should direct movies about women,” all they need to do is to watch Thelma and Louise, and they’ll realize that both genders can do a perfectly good job at understanding each other.
The criticism Thelma & Louise received was hypocritical and ignorant. Many people complained about how violent it was and how inappropriate it was to have two women carry guns around. While movies like Lethal Weapon had 450 bullets fired, Thelma & Louise had just 11. Violent, really?
Clearly, the issue wasn’t the guns. The issue was that they were being held by a woman. For some reason, this seemed to seriously threaten viewers in the early ‘90s. Nowadays, we’re able to look back and realized how ridiculous those complaints were.
After Thelma & Louise, Geena Davis starred in another groundbreaking film titled “A League of Their Own,” a movie centered around women’s sports. Davis revealed that when she was interviewed on set, she was often asked (in somewhat of a whisper), “Do you think this is a feminist movie?”
“[The interviewers] asked [that question] in some sort of conspiratorial, like, ‘I’m not really saying this out loud’ sort of a thing and like, ‘Wouldn’t it be weird if you actually said yes?’” Davis revealed. “And I would say yes. And they would say, ‘What, you do? Can I say that you said that?’ And I was like, yes, you can.”
After starring as Thelma, Davis appeared in two films that sadly weren’t as successful- Cutthroat Island (1995) and The Long Kiss goodnight (1996). Following these commercial flops, Davis took two years off to reflect on her career.
In a 2016 interview with Vulture, Davis revealed, “Film roles really did start to dry up when I got into my 40s. If you look at IMDb, up until that age, I made roughly one film a year. In my entire 40s, I made one movie, Stuart Little. I was getting offers, but for nothing meaty or interesting like in my 30s.”
Susan Sarandon told E! Online that she was pitched a crazy idea for a Thelma & Louise sequel. The pitch went something like this: After their crash, Thelma and Louise float around as ghosts and help women who are in bad domestic relationships.
She said that she found it strange to continue the story, given that “the original film doesn’t leave too many loose ends left to be tied up.” And supernatural woo woo seemed too strange and unnecessary. “They talked about a sequel, but I could not … I don’t know what it would be,” Sarandon admitted.
Sarandon spent the ‘90s working on films like Lorenzo’s Oil (1992), The Client (1994), Little Women (1994), and Dead Man Walking (1995). She starred in several films in the early ‘00s as well, including the romantic drama Shall We Dance (2004) and the Disney flick Enchanted (2007).
Sarandon’s exceptional acting skills have earned her awards like the Outstanding Artistic Life Award for her Outstanding Contribution to World Cinema at the 2011 Shanghai International Film Festival. Sarandon was also inducted into the New Jersey Hall of Fame in 2010.
Scriptwriter Callie Khouri came in with a bang. And while it’s great to find success so early on, it can be a bit intimidating, making it difficult to create something better. Her second film as a writer was the 1995 rom-com Something to Talk About, and, as expected, it received mixed reviews.
Khouri went on to direct films like the Divine Secrets of the Ya-Ya Sisterhood (2002), the comedy-crime film Mad Money (2008) starring Queen Latifah, Katie Holmes, and Diane Keaton. In 2012, she worked on ABC’s country music drama series, Nashville.