Annette Bening improvised a climactic American Beauty detail

1999 was a great year for film; classics celebrating their 25th anniversary this year include 10 Things I Hate About You, The Matrix, Eyes Wide Shut, The Sixth Sense, Fight Club, American Pie, and Sam Mendes’ Best Picture winner, American Beauty. Though something of a shadow has been cast over the movie in the wake of accusations that the Oscar-winning star Kevin Spacey did indeed prey on younger men, it doesn’t diminish the artistry or the cultural impact of the movie. As for Annette Bening, she “just loved playing” Carolyn Burnham, even if “she was a little psychotic.”

“I guess my favorite memory would be one of the little moments after [Spacey’s character, Lester] died,” she recalls in a new interview with Entertainment Tonight, citing the moment Carolyn embraces Lester’s clothing. “Very rarely do they have time to say, ‘OK, you know, improvise, do what you want,’ but I do remember that moment and I remember thinking I needed that,” Bening shares. “That I needed that moment for her to, you know, be missing her husband. That was important even though there’s all that brutalness about her. That she also really, at heart, she loved him.”

American Beauty, which also won the Academy Award for Best Original Screenplay, was overall improv-friendly, Bening reveals. “I can remember him coming in and saying—Sam Mendes, our director, wonderful director—coming in and saying, ‘Hey, you know, now just do it again, say whatever you want,” she says. “In the moment, you know, when you literally don’t know what you’re going to say, it’s very exciting.”

Exciting it may have been, but co-star Chris Cooper previously admitted his intense scene with onscreen son Wes Bentley was “emotionally tough.” “It was a very long night. We shot that scene all night. You know, we shoot the scene, take a break. I know I was crying my eyes out,” he told The A.V. Club back in 2010. “It’s just, you try to play it as close to the bone as you can, also with safety in mind so nobody gets hurt, but emotionally, I can’t say it was pleasant.”

Nevertheless, he added, “I don’t know how other actors deal with it, but when I’m shooting the film, I’m there to work. I’m trying to put everything I can into it to make this character interesting to the viewer, and hopefully, after seeing the film, they continue to ask questions about that character.”