“Remake me! Remake me!”: 19 films improved by second takes

Frank Sinatra made Ocean’s Eleven at the height of his Rat Pack popularity, and from today’s viewpoint it seems like an excuse for Frank to hang out with Dino and Sammy in Vegas between nightclub gigs. There is a familiar plot to pull off multiple casinos at once, and a wife that got away (Angie Dickinson), along with Shirley MacLaine in a drunken cameo, and a surprisingly bleak twist ending. Still, most pegged the original Ocean’s as somewhat lackluster, although at least not as nonsensical as Robin And The 7 Hoods. Like some of the best remakes, 2001’s Ocean’s Eleven appears to use the original film as inspiration rather than straight-out source material, possibly director Steven Soderbergh’s way of having some fun after prestige pictures like . Polishing up this dusty material for a brand-new century, Soderbergh went for the glossiest of movie stars (George Clooney, Brad Pitt, Julia Roberts, Matt Damon), buoyed by some excellent veterans (Bernie Mac, Elliott Gould, Carl Reiner). He added his usual inventive edits, a vibrant nighttime Vegas color scheme, irrepressible caper music, and some valuable meta material, like a bunch of teenage TV stars playing themselves. The result outpaced Sinatra, not an easy feat, followed by two lesser-but-decent sequels. [Gwen Ihnat]

Can a classic be improved upon? It can when it boasts a premise as rife for remake as Don Siegel’s 1956 , whose tale of emotionless alien imposters can be twisted to accommodate any number of eras, environments, and themes. Bell-bottoms and sideburns aren’t the only updates director Philip Kaufman made to Invasion in 1978. His version uses the pod people as a metaphor for the demise of the counterculture, while adding richer characters (played by the likes of Donald Sutherland, Brooke Adams, and Jeff Goldblum) and ratcheting up the fear factor with spectacular special effects and one of the scariest endings of all time. He also gives the extraterrestrials a blood-chilling distress call—an element retained by Abel Ferrara’s excellent 1993 Body Snatchers, which relocates the action to a military base and shifts focus to a teenage Army brat. Both remakes remain true to the spirit of the original, while deepening its paranoia. The streak did not continue, alas; in just about all ways, 2007’s is an inferior clone. [A.A. Dowd]

Pierce Brosnan may not seem as cool as Steve McQueen in the title role, but in almost every other respect, the remake of 1968 gentleman-thief caper hit The Thomas Crown Affair is the superior film. An exercise in pure fluff from action-movie great John McTiernan (, ), it breezes through 113 minutes on the strength of its director’s signature stylishness and tightly controlled camerawork (the opening stretch and climactic heist are both superbly fun) and an air of luxurious inconsequence, typified by Brosnan’s suave smirk and Bill Conti’s . [Ignatiy Vishnevetsky]

The schlocky confections of Roger Corman have been packaged and repackaged multiple times since the filmmaker’s drive-in heyday. But it took a pair of collaborators from the theater world to finally improve on “the king of the Bs”: Alan Menken and Howard Ashman, who took the comedy-horror seeds planted by The Little Shop Of Horrors; cross-germinated them with ’60s pop, doo-wop, and soul; and came away with the off-Broadway smash Little Shop Of Horrors. Meek flower-shop clerk Seymour Krelborn and his carnivorous plant Audrey II re-inherited their cinematic throne in 1986, thanks to an adaptation that expanded the scope of Menken and Ashman’s stage play without sacrificing its theater-nerd charm or root-tapping musicality. Director Frank Oz assembled talent that could actually carry Little Shop’s morose sense of humor—like Rick Moranis, Ellen Greene, and Steve Martin—while the puppet designs of Lyle Conway expressed shades of menace Corman’s flapping fly trap could only dream of. Still, the film’s was poorly received by test audiences and dumped by Warner Bros., then prompted a round of reshoots. Corman, meanwhile, got all of The Little Shop Of Horrors in the can in two days—and it shows. [Erik Adams]

Some of the best remakes are the ones that realize the potential wasted by a lousier movie. And they don’t come too much lousier than the 1977 Mouse House musical Pete’s Dragon. One of several ill-fated attempts to replicate the runaway success of , this overlong kiddie flick paired a young orphan with a supremely unappealing dragon sidekick, brought to life through the then-revolutionary practice of integrating animation into live-action footage. The new Pete’s Dragon, released last month, smartly ditches almost everything about its predecessor; paying tribute to an earthier strain of 1970s cinema, writer-director David Lowery () reconceives the material into a soulful all-ages entertainment about the malleable nature of family. If it is broken, it can be fixed—a lesson Disney would do well to remember while raiding its vault for more remake fodder. [A.A. Dowd]

The 1958, Vincent Price version of The Fly took Atomic Age paranoia and brought it into the suburbs, terrifying audiences with its tale of a scientist who’s destroyed by his tampering with the forces of nature. But today, the original Fly is most widely remembered for Al Hedison’s tiny human-fly hybrid squealing, “Help me!”—a creepy scene that, nevertheless, even Price said he found a tad silly, to the point where he and Herbert Marshall were stifling laughter during shooting. There was no such silliness in David Cronenberg’s 1986 remake, which took the 1958 film and the George Langelaan short story it was based on, and—with help from first-draft screenwriter Charles Pogue, special effects designer Chris Walas, and silent producer Mel Brooks—crafted a far gorier vision of science run amok. It was Pogue who suggested the idea, perfectly suited for Cronenbergian body horror, of making Seth Brundle’s mutation a slow, gruesome process. And that small change adds an impactful layer of tragic pathos to Jeff Goldblum’s transformation from brilliant scientist into acid-vomiting “Brundlefly,” leaving the audience as horrified and helpless as Geena Davis while Brundle’s mind and body deteriorate, piece by liquefying piece. When Goldblum moans, “Help me” here, nobody’s laughing. [Sean O’Neal]

Ben Hecht and Charles MacArthur certainly knew what they were writing about when they translated their years as Chicago news reporters into the classic play The Front Page. Howard Hughes helped bring the work to the screen in 1931, with Adolphe Menjou as fierce editor Walter Burns and Pat O’Brien as ace reporter Hildy Johnson. But Howard Hawks’ remake offered a twist that improved on the original immensely: Hildy was now female, and Walter’s ex-wife. This led to the greatest romantic verbal sparring match ever put on screen, as Cary Grant and Rosalind Russell talk over and above and around each other while tracking down the story of the century. Again, this source material has proved so popular that other attempts have been made to capture it: a 1974 Front Page with Jack Lemmon and Walter Matthau, and the unwatchable effort to drag Girl Friday into the world of cable news, 1988’s . Burt Reynolds and Kathleen Turner were a far cry from Grant and Russell, who had already achieved perfection anyway. [Gwen Ihnat]

Andrew Lau and Alan Mak made a fleet and compelling film with their Hong Kong crime thriller, meaning it was likely to shine in any comparison to a remake. Unless, of course, that remake is Martin Scorsese’s , as twisty and frenetic a movie as any the cinematic titan has crafted this century. Both films adhere to roughly the same structure and story, even if they take a few different turns to wind up in the same place. The conceit is pure pulp heaven: Both a crime lord and a police inspector groom a young protégé and send them deep undercover in each others’ organizations. As the undercover cop starts to lose himself in his gang persona, and the gang member rises in the ranks of the police force, they both learn of the other’s existence, and the race is on to take one another out. Even setting aside The Departed’s Best Picture Oscar win, the film boasts a roster of undeniably great talent (Leonardo DiCaprio, Matt Damon, Jack Nicholson, and a roster of supporting players so deep with talent it outshines Ocean’s Eleven), as well as benefitting from being right in Scorsese’s underworld sweet spot. It’s not his best film, but it’s a damn entertaining one, and manages the unexpected feat of besting the dream duo of Andrew Lau and Tony Leung. Tell me you don’t have a problem with that, right—after all, what are you, ? [Alex McCown-Levy]

The seductive tale of a fading star who discovers and subsequently falls for a young ingenue is apparently a perennial one, having been told cinematically , with a fourth on the way (). Fredric March and Janet Gaynor kicked it all off in 1937, but Judy Garland took over the ingenue role in the 1954 version, owning it for all time. There’s something inherently tragic about Garland pouring her heart out to play the wife of a man who’s destroying himself, when she would succumb to addiction herself only about a decade later. Perhaps sensing this was one of her last major career chances, Garland came out of a four-year hiatus for this role to immerse herself completely, selling the romantic chemistry with James Mason, delivering her greatest musical number ever in “The Man That Got Away,” breaking down helplessly at the end because she knows her husband is doomed. The movie was not a huge hit (it could have dropped some of those longer musical numbers), and Garland lost the Oscar that year to Grace Kelly’s , a move that Groucho Marx called the “biggest robbery since .” Garland never recovered, but her Star Is Born still stands as her brightest cinematic role. [Gwen Ihnat]

Like A Star Is Born, Love Affair is another now-classic tale—lovers attached to other people fall in love on an ocean voyage, are kept apart by tragedy—where the remake outpaces the original merely on the strength of casting. Irene Dunne and Charles Boyer both cited their Love Affair as their own favorite picture, but Dunne’s frequent co-star Cary Grant kicked the story up to a whole new level when he was cast with Deborah Kerr in 1957. He’s scarcely been more charming, dodging women on an ocean liner and enjoying champagne cocktails and sophisticated flirting with Kerr. But his Affair To Remember brings out a new, fallible, vulnerable side to him, as a playboy who tries to earn an honest living to become worthy of his true love. Boyer looks pained when he discovers the reason his love has been kept from him, but Grant atypically and absolutely crumbles, making his Affair one of the most entrancing cinematic tearjerkers ever. [Gwen Ihnat]

While many remakes attempt to improve on the original simply by doing the same thing, only better, James Cameron’s True Lies performs this task the only way the bombastic director knows how: by cranking everything up to the highest setting on the dial. The French comedy La Totale! is a reasonably enjoyable farce that loses something in translation; in contrast, True Lies retains the sense of goofball absurdity and adds jaw-dropping action set pieces and over-the-top special effects, the most special of those effects being the idea of Arnold Schwarzenegger as someone who could convincingly be an ordinary joe. The high-concept premise involves government superspy Harry Tasker (Schwarzenegger), a man whose wife and family believe him to be a dull-as-dirt computer salesman, always gone on business trips. Missing any excitement in her life, Harry’s wife, Helen (Jamie Lee Curtis), gets caught up with a car salesman posing as a secret agent in order to seduce her. When Harry learns of this situation, he tries to shut it down and reveal himself to Helen, only for both of them to wind up captured by terrorists threatening to detonate nuclear warheads. It’s not exactly a shock to learn Harry and his wife must team up to save the day, but the fun is in the journey, not the Hollywood-ending destination. And nobody guarantees an eye-popping journey quite like Cameron. [Alex McCown-Levy]

Billy Wilder tended to downplay just how much his classic Some Like It Hot owed to the far more obscure Fanfare Of Love, a 1935 French comedy that had already been remade in a West Germany production in 1951. His claim of having only borrowed the basic premise of a couple of out-of-work male musicians posing as women persisted for decades in the English-speaking world, where both versions of Fanfare Of Love were all but impossible to see. (Wilder’s longtime writing partner, I.A.L. Diamond, never saw either of the earlier films.) But Some Like It Hot borrows a lot more than that, from the train sequence to the idea of a middle-aged suitor (Joe E. Brown’s Osgood Fielding III in Wilder’s version) who becomes smitten with one of the cross-dressing musicians. But if anything, the more readily available West German remake of Fanfare Of Love makes it easier to appreciate Wilder’s comic genius. [Ignatiy Vishnevetsky]

Beat for beat, 1978’s La Cage Aux Folles and Mike Nichols’ 1996 Americanized version, , are pretty similar. Changes to the farce about a gay couple whose relationship is tested when they must try to appease a conservative family for the sake of their son’s marriage are mostly cosmetic. In the earlier version, Renato (Ugo Tognazzi) owns a nightclub in the French Riviera where Albin (Michel Serrault) is the star; in the latter, Armand (Robin Williams) and Albert’s (Nathan Lane) is in South Beach, Florida. Elsewhere, Nichols adds some visual flare—thanks to his famed cinematographer Emmanuel Lubezki, the opening becomes a sweeping shot—and turns chuckles into belly-grab-inducing laughs. That, of course, has a lot to do with his leading man, Robin Williams, but he blends seamlessly into the ensemble. Nathan Lane brings his consummate showmanship and not-to-be-underestimated dramatic chops to Albert. Meanwhile, Gene Hackman and Dianne Wiest—as the uptight parents of the bride—are in top form; Hackman’s monologue about fall colors is . These performances give the remake the edge above the original. [Esther Zuckerman]

The genesis of , the nearly three-hour crime film that’s often considered Michael Mann’s best work, is a perfect example of the writer-director’s career-long fixation on reworking and perfecting themes and motifs. The first draft of the screenplay was written in the late 1970s, based on a true story told to Mann by former Chicago cop and frequent collaborator Chuck Adamson. Having sat on the massive script for over a decade, Mann cut it down significantly to make the 1989 TV movie L.A. Takedown, a low-budget prototype for his eventual masterpiece. L.A. Takedown follows much of the same plot (it even includes the famous restaurant conversation, drawn from Adamson’s real case), with the all-but-forgotten Scott Plank and Alex McArthur playing the roles eventually filled by Al Pacino and Robert De Niro. More interesting as a curio than anything else, L.A. Takedown is far and away Mann’s weakest feature-length film, and shows just how much his celebrated style depends on magnetic actors and an often grueling filming process. [Ignatiy Vishnevetsky]

It sounds like a bad joke: Hollywood remakes a classic comedy by one of the greatest and most revered of filmmakers, Jean Renoir. But against all odds, Down And Out In Beverly Hills may be a little better than its French inspiration, Renoir’s 1932 Boudu Saved From Drowning (itself based on a play by René Fauchois). The premise remains more or less the same: A wealthy man (Richard Dreyfuss) saves the life of a homeless man (Nick Nolte), only to have the hobo invade his bourgeois household and win over his family. But writer-director Paul Mazursky actually sharpens the satire, probing more deeply into the false altruism of Dreyfuss’ aristocratic hero and letting Nolte make the uncouth interloper a more complicated character—a man who’s learned to bend his personality to the needs and desires of those who might help him. Nothing is lost in translation; in fact, some wit is actually gained. Just don’t get any ideas, Hollywood. is perfect the way it is. [A.A. Dowd]

There’s nothing overtly wrong with Howard Hawks’ The Thing From Another World: It’s a perfectly serviceable big, dumb monster movie from the 1950s, complete with the usual assortment of bumbling comic relief and square-jawed heroes. But Hawks’ film can’t hold a candle (let alone a flamethrower) to ’s 1982 masterpiece, which resurrects the creeping paranoia of John W. Campbell Jr.’s original short story and cranks it to the max. Carpenter finds what’s actually scary about Campbell’s story—the idea that you can never truly know who’s been infected by the titular creature, not even yourself—and runs with it, right into one of the bleakest endings ever committed to film. Rob Bottin and Stan Winston’s practical creature effects have been rightly praised for their stomach-churning power—a far cry from Hawks’ lumbering Frankenstein’s monster of a villain. But it’s Carpenter’s cold, indifferent camera work—as icy as the Antarctic tundra that isolates the men of Outpost #31 from the outside world, and from each other—and Ennio Morricone’s pulsing score that elevate The Thing far above the 1951 version (and most other horror films of its era, to boot). [William Hughes]