THE BEST OF ENEMIES (2019) Production Notes

Repressive Jim Crow laws were being challenged by activists across America, while the mandates of the Civil Rights Act of 1964 were being resisted by whites clinging to the status quo.

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"The Southern way of life ..."

By 1971, Durham, North Carolina had long been known for its textile mills and tobacco farms, Duke University and the historically African-American North Carolina Central University. It was a city blessed with natural beauty, and there were old family fortunes in both the black and white communities. Some called it "Magic City."

But there were deep racial divisions in Durham, and class divisions within the races, so intractable that at times it seemed only a miracle could heal them.

Repressive Jim Crow laws were being challenged by activists across America, while the mandates of the Civil Rights Act of 1964 were being resisted by whites clinging to the status quo. Dr. Martin Luther King, Jr. was set to join with Durham's activists on April 4, 1968, the very day he was assassinated in Memphis, where he'd stayed on to support striking sanitation workers. He'd been to Durham earlier, though, to give his blessing to lunch-counter sit-ins initiated by young activists.

C.P. Ellis was raised to believe in the old ways. He'd accepted the myth that if African Americans like Ann got a fair shake, he'd have even less. Instead of recognizing their common ground, he embraced the Klan's idea of "the Southern way of life" and all its toxic symbols. The Klan's motto "not for self but for others" resonated for him as he recruited and trained future members in the Klan's Youth Corps. There was no hint that C.P.'s outlook would ever change.

And yet, in 1971, it did.

In the final moments of an exhausting charrette, Durham's top Klansman tore his membership card in two.

Like everyone in attendance that night, charrette leader Bill Riddick was stunned. "Other than some things my children have done, C.P. tearing up his card was the greatest feeling I've ever had in my life," Riddick said 47 years later. "None of us had any idea this was going to happen. We had succeeded in getting the leader of a group to re-think his position. It took my breath away."

Writer-director Robin Bissell, who grew up in suburban Philadelphia, Pennsylvania, was unaware of the charrette or any of its participants until 2005, when he came across a brief item about C.P. in Time Magazine. The former Exalted Cyclops had died, and Time marked his passing on the "Milestones" page. Those few stark facts were Bissell's introduction to a tense tale that would dominate his imagination for more than a decade.

"My first thought was 'how did that happen!,'" Bissell recalled, referring to C.P.'s transformation. "The item was just three or four lines and left me with so many questions."

Bissell found answers and historical context in Osha Gray Davidson's book, which primed him for Diane Bloom's award-winning documentary, An Unlikely Friendship (Filmmakers Library, 2002). Bloom's film featured the real-life C.P. in his later years, chastened by the fall-out from his shocking charrette vote, but never regretting it. Bloom had filmed C.P. and Ann together and their bond was obvious. The documentarian also interviewed Riddick and participant Howard Clement, adding more layers to the portrait.

Bissell was now officially hooked on this history-making crew and knew he would tell their story someday in a dramatic feature film.

"Ann was a fierce activist who knew how to get things done," said the writer-director. "She needs to be known to the world. She was a catalyst for C.P. looking at himself, just as Bill Riddick was a catalyst for Ann looking at herself. She turned a Klansman into an activist - and a friend.

"Humanizing a member of the Klan wasn't something I took lightly," Bissell acknowledged, but the documentary reassured him. "What an odd couple C.P. and Ann had become - they made you laugh and think. They had become very close and when C.P. died, Ann delivered the eulogy at his funeral."

They did have a lot in common. As Sam Rockwell learned, "Ann talked about her kids getting made fun of at school because she was hanging out with a Klansman, and C.P.'s son's teachers were making fun of him because his dad was a Klansman hanging out with Ann."

But C.P. was as good as dead to almost everyone he knew - Klan folk, as well as the White Citizens Council and other big shots who had used him over the years - the minute his heart overruled his hate.

"The city leaders and superintendent of schools were all sitting in the front row that night," said Riddick. "When he tore his card up, you could see that it was over for him."

As Ann, who died in 2016, noted in Bloom's film: "C.P. lost a lot in becoming my friend. When he turned, they turned on him."

He still had Mary, though. Some wives basked in the reflected glow of a husband's high rank in the Klan. Not Mary. She was busy raising four kids, including one with severe disabilities, and had never cared for the Klan anyway. Besides, she liked Ann.

"Mary was probably the first white woman who ever arrived on Ann's porch with a jar of jam and got to go inside," said actress Anne Heche.

"Ann and C.P. were mirrors of each other," observed Taraji P. Henson. "Once she tapped into his love language - his family - she understood that and pulled him over to her side with sheer force of will."

"It took an army to change C.P.," Bissell concluded, "but his racism was learned, and he was ripe for change."

Options ....

Bissell optioned film rights to Davidson's book in 2008 but was simultaneously busy producing films with four-time Oscar-nominated writer-director Gary Ross. The six-month option expired well before Bissell had written a word. In the meantime, The Best of Enemies had become a play, and Davidson wanted to wait and see if it went to Broadway before granting Bissell another crack at the film rights.

Mark St. Germain's highly charged play premiered in 2011 and has been well-received at regional theaters around the country in the years since. But with a Broadway production still just a dream, Davidson decided to let Bissell try again. In the summer of 2013, with the mega-success of The Hunger Games behind him, Bissell was ready to step away from his life as a producer and go to Durham. Coincidentally, The Hunger Games had filmed in North Carolina, but in Asheville and Charlotte, and Bissell knew that Durham was different.

His trip coincided with opening night of St. Germain's play at Durham's Manbites Dog Theatre. Naturally, Bissell attended - as did Bill Riddick and Ann Atwater. The two history-makers were friendly to the Hollywood visitor, but far from star struck.

"Robin was the third person to approach us about doing a film," Riddick recollected. "After he left, we figured we'd never hear from him again. But he did come back. We had him to our house for a meal and did some serious talking."

Bissell, outlining the story by then, already knew he'd have to adjust the timing of a few historical facts to sustain the dramatic momentum a film needs. He explained his thinking to Atwater, Riddick and C.P.'s daughter, Vickie Lewis, the keeper of Ellis family history. All three gave him their blessings on the changes - and the rights to their stories. Bissell went home and had a first draft in April 2014.

As time passed, Bissell's bonds with his subjects deepened. "Vickie would ask, 'Do you really think you're going to be able to do this?' She wanted her father's story told," he explained. "I always wanted to call with good news, but in the movie business, you're so often on the brink of good news. So, I'd have to say, we don't have it yet, but we will. Their hopes weren't way up, but they trusted me, and believed in the script." Bissell adds, "Ann was so very excited to see the movie and my biggest regret was that I couldn't pull it together before she passed away."

Producer Matt Berenson believed in Bissell's script, too, and committed to helping him find the money to get THE BEST OF ENEMIES made.

"Robin is a humble guy," said Berenson. "I don't think he knew how good it was. The fact that it was a true story blew my mind."

Not only true but riveting. "Robin took heavy subject matter and made it entertaining, not a history lesson," Berenson emphasized. "He understands that great drama has humor in it, just like life, and he found those moments in the story. It makes you laugh, then pulls the rug out from under you and you're crying."

While Bissell was a first-time writer-director, he was also a seasoned producer with a firm grip on dramatic story-telling. "You try to pepper in a little history, but the less the better," he said. "People want to be invested in the characters. They want to feel."

Bissell's very first reader was Danny Strong. The two men had started their careers as co-assistants to Gary Ross. While Bissell stayed on to produce with Ross, Strong left to write and act. He won the Emmy Award for Outstanding Writing for a Movie, Miniseries or Dramatic Special with Game Change in 2012, and was working on a new project - the TV series Empire - when Bissell showed him

THE BEST OF ENEMIES.

Strong's feedback included a potent casting idea.

"Danny suggested Taraji P. Henson for Ann Atwater," Bissell said. "I thought she was incredibly talented, but she looked nothing like Ann. So, I asked myself what attributes of Ann's would be most important in telling this story. I realized what I needed most was a powerful, commanding actress."

Producer Fred Bernstein of Astute Films agreed. "Ann was a force of nature who made things happen by sheer force of will," he said. "Taraji embodies that with her own strength of spirit and humor." The filmmakers soon discovered that Henson was a gift that kept on giving.

"Getting Taraji got our picture green-lit," said producer Dominique Telson. "I was thrilled, although at the time honestly didn't know the caliber of actress we were getting. Now I'm a believer. Taraji wanted to go for it and really became Ann."

Rockwell was already a believer. "THE BEST OF ENEMIES initially got my attention because it was a lead part opposite Taraji Henson," he said. "I first saw her in Hustle & Flow and was blown away. She has a unique quality - beautiful and charismatic enough to be a movie star, but she still seems like a real person."

Roughhouse Annie ....

Portraying Ann Atwater was a kind of homecoming for Henson. "I know the Southern feel and am very familiar with the Southern woman of that era," she explained. "It's nostalgic for me."

"When I was born in 1970, my parents had just migrated up from the South," she continued. "At the end of every school year, we'd pack a bag and I'd be sent back down. It was just me and my grandmother and her friends, and all I'd do all summer was watch and mimic them. I have so many old women stored in me you have no idea!"

Not surprisingly, it was Danny Strong who introduced Henson to the story of Ann Atwater and C.P. Ellis. While they were filming Empire's first season, Strong shared Bissell's script - and the suggestion that she play Ann. Henson was initially skeptical for the same reason that had given Bissell pause. "I looked her up and thought I don't look anything like her," said the actress. "But Danny said Ann wanted me to play her, so I called my aunt in Durham. She knew all about Ann, and I got interested." Another year passed.

"We were busy working on Empire, and then the election happened and hate crimes started popping up everywhere and I couldn't sleep," Henson recollected. "Ann had passed by then, and it was like she was haunting me. I told Danny we had to make this happen somehow. The universe needs it. Like Hidden Figures."

Henson was already committed to shooting the action thriller Proud Mary during Empire's 2017 hiatus period. But she felt an urgency about The Best of Enemies and decided to do both films during her three-month break. Her grandmother wasn't the only family member on her mind as she ruminated on the grass roots activist. "I use my dad for Cookie on Empire and for Ann, too, because he was very outspoken," she said. "He lived his truth."

"Ann seems like she'd get down and scrap with you - knockin' men over the head with phones!?! She dedicated her life to improving the lives of others in her community - the hood, the people who didn't have a voice - and boy did she have a big voice!"

It was clear Henson admired and understood her character and was down for the project. But the fact remained that Ann was physically large and knew how to make her size intimidating. Henson is much smaller with a very glamourous persona. No one really wanted to push the question of how far she might want to go in her physical transformation for the role. What would Henson do?

Costume designer J.W. Hawbaker called Bissell with the news right after Henson's first fitting. The actress had told her: "Put pads around me. Make me look real."

Hawbaker had prepared for any outcome. "I brought clothes in Taraji's actual size with me but was hoping she'd be willing to do some body manipulation. She looked at the clothes that were her size and said, 'These are great, but do you have anything bigger?'

"Taraji and I both love who the real Ann was, and wanted to celebrate her," Hawbaker continued. "She was a woman with things other than fashion on her mind."

And she was poor. Research guided Hawbaker as she considered how Ann would dress for long days as a single mother, breadwinner and activist. Among other things, the designer read "every Life Magazine from 1968 to 1971, and every article from Carolina Times (Durham's African American-owned newspaper) that ever-mentioned Ann Atwater."

At their first meeting, Henson recognized that Hawbaker had dug deep. "J.R. comes to my house with this handmade binder and an itty-bitty white Bible," the actress remembered. "She says, 'I think Ann should have this,' and gave me that Bible. I carry it in the movie. The binder was full of research and I'm like, 'Can I have that, too?' All that information enhances the performance."

Like Henson, Hawbaker allowed family knowledge to infuse her work.

"I had aunts in Alabama who had eight or nine dresses, period," said the designer. "Sunday was their religious day, but they also had to do laundry to have clothes for the following week. Taraji repeats dresses over and over again. We made them look homemade, with repairs built in to show that she mended them. Her kids' clothes, too. Ann used to make them dresses from old cotton flour and rice sacks.

"We tracked the walking path from her house to Operation Breakthrough to the Courthouse to figure out the shoes she'd have to wear. A lot of women where Ann lived wore patent leather because it was easy to wash away dust and dirt. She wears one pair the whole time."

These caring details inspired Henson as she gave herself up to the role and got comfortable in a body so unlike her own. "There's a difference in the way Southerners dress," she said, "and then there's Ann's poverty. The clothes make you feel older because they're so dated. J.R. did an amazing job." British actor Babou Ceesay, in the U.S. for the first time to portray Bill Riddick, was mesmerized. "Taraji has an uncanny ability to be in a light-hearted conversation with you (as Taraji), and then, bang, Ann Atwater sinks into her body and instantly her nature changes. She's suddenly heavier, moves differently, her voice changes, and you're left thinking how did that happen."

Self-Esteem ....

Henson wasn't the only one who shape-shifted.

"I don't know where he got it, but Sam had C.P. down perfectly," said Riddick, who lived through the charrette with the real Ellis, and watched Rockwell portray the one-time Klansman on set nearly five decades later.

Producer Telson knew to expect the unexpected from this actor. "I remember Sam as the horrible murderer in The Green Mile," she said. "When you cast an actor like that, you don't know what he'll do, and that's exactly the feeling we wanted for C.P."

In Rockwell's view, "Taraji and I don't necessarily look like the real people, but I think we have the essence of C.P. and Ann, and with the help of wardrobe and makeup, we fuse our spirits into these roles. These parts are heavy lifting for sure, but we're theater actors, a lot of us here are, so we know how to fill in moments."

Rockwell never stopped working on cultivating C.P.'s essence.

"Sam was ultra-prepared," said Bissell. "He came to work with earbuds every day, listening to C.P.'s voice in old radio interviews. He visited the family and listened to their stories." With C.P. and Mary having passed, Bissell invited their daughter Vickie, son Tim and assorted grandchildren to watch filming of this chapter of their family history.

"It was a day when Sam and Anne Heche had scenes with the kids in the kitchen," Telson recalled. "As Tim and Vickie watched, Tim started crying and said, 'That's our mom and dad.' The validation from the children and grandchildren was beautiful."

The Ellis kids grew up poor, and with the stress of seeing their parents struggle to care for their brother who had a disability, but their parents loved them, and loved each other. They also had the chance to see their father do something extraordinary.

Rockwell, who has given the man considerable thought, concluded: "C.P. was no saint. He did some rough things. He had low self-esteem and hated himself. Through the charrette, he realized he had another purpose and his views and believe were radically changed."

Keep Them Talking ...

To show up in someone else's town and plant yourself between warring factions requires nerves of steel and an open mind. "In every situation, one side is upset and the other is satisfied," Riddick explained. "As the leader, you need every minute of your saneness to figure out what's going on, and you need leadership from both groups."

Durham's charrette was Riddick's fourth. At his third, in 1970, he resolved a deadlocked situation in York, Pennsylvania, where civil unrests had followed a police shooting. A Time magazine writer shadowed him during the 10-day process. "It was a great charrette with a fantastic outcome," he said. "A charrette is not magic," he continued. "I spent all my time figuring out how to mix this pot with two competing groups and turn it into one good stew. If you do a charrette well, people forget your name. In Durham, Ann and C.P. are the names they remember."

The Durham charrette astonished actor Babou Ceesay. "To invite the Klan to a meeting with a bunch of black people and liberal whites - who in the Klan's eyes are an even bigger enemy because they're traitors? To have the courage to listen to people you completely disagree with, and not disengage, get up and walk away? Bill Riddick had to transcend his own feelings, be almost egoless, be willing to be called names," Ceesay marveled. "But it was all about what we can achieve, not where we're at right now."

Casting director Debra Zane brought Shakespearean stage actor Babou Ceesay to Bissell's attention. "Can he get the accent to sound authentic, was the biggest question," said Bissell, who set out to prove that Ceesay could. "We sent him the documentary and asked him to do a scene. Deb Skyped with him and sent me the video, and he was already about 80% there." "That was it for me," said Bissell. "Babou was magic the moment I saw him. He WAS the Bill Riddick I was looking for."

Dialect coach Denise Woods, who worked with Ceesay, as well as Rockwell and Heche, got him to 100 percent. "The accent was hard," Ceesay admitted. "I put in hours and hours of work so I wouldn't have to think about it on set, but there are takes where I slip and slide. I can't sound like Ann Atwater. I can't sound like C.P. We have three different accents going at once!"

More important than accents, however, is who gets to speak. "In this film, we're listening to voices that never get heard," said Ceesay. "Or people who get loud, but nobody really hears what they're saying, or what their fear is about."

Ceesay had hoped to meet or at least speak to Riddick before filming began. "We missed each other about four times on the phone," he said. "But I had sort of made up my mind what he was probably like after watching the documentary so many times. Then Robin came to me on a Monday and said, 'Bill's coming to set today!'"

"Having him there could have been huge pressure, but instead gave me 20 times more confidence in everything I did," said Ceesay. "Those three days, I could run to him and say, 'I want to push this moment harder,' and he'd say, 'That's what I did in the real story.' And I'd put that in the next take. That's priceless."

The mere sight of Riddick and Ceesay together reinforced the genius of Bissell's choice. "Bill and Babou are like brothers," said Henson. "They have the same disposition, the same aura, the same gentle eyes and jolly laugh."

"The same essence," said Bissell.

Bernstein saw it, too. "Babou has a quiet strength and presence, and Bill was the quiet man who made the loud people work together. He got the best out of C.P. and the best out of Ann for the betterment of the entire community."

And what did Riddick have to say after his visit to the set?

"Shooting a film is much harder than a charrette!"

Getting It Done ....

Principal photography on THE BEST OF ENEMIES began Monday, May 22, 2017 in Fairburn Georgia, with exterior scenes at the "KKK Combat Range."

Bissell remembers the day well. "I got my first set-up - and then we sat for three hours because of lightning strikes," he said. "After a strike, you need 30 minutes without lightning before you can turn the generators back on. We would almost get to 30, and then lightning would strike again, and we'd have to re-set the 30-minute clock. That was my first day as a director."

It bears repeating that Bissell was a first-time writer-director, but no rookie. "Robin's been on a lot of sets - Seabiscuit, The Hunger Games, Pleasantville - so he knows the process," said Rockwell, an Academy Award winner and veteran of dozens of movie sets himself. "He's an artist, a creative guy and a born director because of his sense of humor and his compassion for people. That's very necessary for a director. It's hard work and he's having a good time."

Henson agreed. "Once I decide to do a project, I trust," she said. "From a meeting, I can tell if the chemistry is there."

Her trust in Bissell was rewarded on set. "Robin has great ideas for moments that sometimes we don't see on the page," she said. "He wants to go deeper."

Bissell had the producers' confidence, too. "A big part of directing is being able to see it in your head and communicate what you see to other people," said Telson. "Robin can do both. He has produced big movies and you learn a lot sitting in that chair - what to do and what not to do. His D.P. is painting pictures, and the communication works really well between them."

Bissell knew his budget would affect how his D.P. could shoot. "In a contemporary movie, you might use a lot of hand-held to create camera movement, but in a period drama, I didn't want the audience to feel the camera," he explained. "I wanted a more classic feel. Because of our extremely tight schedule, we had to pick and choose when we could go in close. But having this incredible cast allowed me to get most shots in two or three takes."

Producer Berenson had suggested several directors of photography to Bissell, including David Lanzenberg. "Matt said, 'Watch Age of Adeline for the palette, lighting and camera movement'," Bissell recalled. "It covers several different time periods, too. So, I watched it and knew immediately he was the DP for this film! David happened to be filming in Atlanta when we were there for our first scout. Once he knew Jeannine was on board with us, he was in, too."

"Jeannine" is four-time Oscar-nominated production designer Jeannine Oppewall, and Bissell knew that an outstanding production designer was an absolute necessity for THE BEST OF ENEMIES. For one thing, the film was shot in the Atlanta area, not in Durham. For another, it was a period film with a modest budget. "On this budget with 29 days, we couldn't have done this film without these seasoned keys," said Bissell. "Jeannine is an old friend. She's a perfectionist with impeccable taste so once we chose a location, I knew each set would be perfect when I showed up to shoot on the day." Perfect, but not easy.

"Period films are always twice as difficult as contemporary films when it comes to design," said Oppewall, whose credits include the spectacular period film L.A. Confidential. "Atlanta today is steel and glass high rises and millions of people. 1971 Durham was a very small city. That meant that the vast majority of the sets had to be found in little towns outside of Atlanta, and every location required a lot of work from the design department.

"C.P.'s gas station was an especially big challenge," she continued, "given how different gas stations today are from the way they were in 1970. There were not many candidate locations to choose from."

The production found its period-appropriate houses and office buildings in nearby cities such as Cartersville and Macon, as well as the south side of Atlanta, College Park and East Atlanta. "The most important thing about shooting Durham 1971 is architecture that predates 1971," said Samuels.

"Jeannine is a really vigilant production designer who did an enormous amount of research and scouted really hard with the locations department. I credit her entirely with the authenticity of the look of the film." Costumes, cars, menus and signage all had to pass muster.

"I know what a piece of pie costs in 1971 Durham," Bernstein joked.

Hawbaker had 300-some extras to dress. "They set the flavor and tone," said the designer. "And that's where we were able to have the dashikis and Afros, the more liberal class, the student class seated next to the Klansmen."

Mixed among the background actors for singing scenes at the charrette were members of a small local church choir. "Whenever there's a scene that has anything to do with gospel music, you know you're going to have fun that day," said Henson. "How can it not move you? Especially when it's a film where everyone cares."

Especially now?

"Yes! I want this story to light a fire for people who want change," said Henson. "Racism and hate are learned. Look at what happens when a cold heart turns warm. This really happened!"

Bernstein added a practical note. "If people like C.P. and Ann can find common ground, maybe there's hope for all of us," he said. "Fight for your beliefs, but if you really want to effect change, understand the people you're fighting with."

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