It was about 20 years ago. I went to an audition at the Theatre Vanguard for a production of a musical version of Ovid's Metamorphosis but didn't get cast. They were, however, VERY interested in the fact that I played guitar and asked me if I'd like to be in the band. I said sure and stuck around through rehearsals. I had an ulterior motive. In the cast was the sexiest woman I'd ever seen and being in the band was the perfect excuse I needed to hang around and get to know her. Unfortunately I quickly discovered that she wouldn't talk to me because she was engaged to the musical director of the show who was very protective of his prize. I made friends instead with this other older actor in the show who was one of the funniest performers I'd ever seen. His name was Lewis Arquette.

Turned out his father was Cliff Arquette, AKA Charlie Weaver, the center square in the original Hollywood Squares and regular on The Jack Paar Show. One of Lewis's dreams was to some day do a one man show of his father's letters from Mount Idy. His daughter, Rosanna, was the source of my anguish. She was a teenager, had never appeared in a film, and you can imagine how great she looked. Okay, it sounds like I was settling for a friendship with the father in hopes of hitting on the daughter, but it quickly grew into more than that. I knew his daughter was out of reach and I didn't give a damn. (She eventually married the musical director who divorced her and sued for alimony after she became a star. He actually got it. Serves her right for not dumping him for me.)

Lewis and I became best friends. He was 15 years older than me but we had a lot in common. We liked the same kind of music, told the same kind of jokes, smoked the same weed, dug the same movies and plays. When he graduated Hollywood High, he moved to New York to study with Lee Strasberg. When I graduated Beverly High, I moved to New York to study with Lee Strasberg. He played the ukulele. I played the guitar. It turned out I had seen him perform once before when he was in The Committee, an improvisational theater troupe that had blown my mind when I saw them in high school. I wanted to be Lewis Arquette and felt honored for every second I got to spend with him, which was a lot. For years we saw each other almost every day.
 

One day Paul Sills rented a theater on Heliotrope and invited a bunch of friends to help fix it up. He would have workshops on weekends during which the rule of the house was "Sit in the front row, you're in: anywhere else and you're audience." Lewis was one of the first, inviting me with him, getting me to sit the front row and participate. Once some heavyweight improvisers like Brent and Goodrow and Camp and Schreiber and Darden started coming, I felt WAY too intimidated to join in. Instead I sat "anywhere else," which was actually cool because I was usually the only one not participating. When they needed suggestions from the audience, I was it. We need a place! "A psychiatrist's office." An occupation! "A game warden." A performance style. "Gilbert and Sullivan." Okay, GO! It was wild. For months I got to see the world's greatest comedic minds follow my suggestions. The workshops went on for nine months before opening to the public. It was called Sills and Company.

Each evening followed the evolution of the human sense of humor, growing from the simplest games to the most complex, from gradeschool acting-as-playing to action games, relationship games, emotion games, the company maturing before your very eyes but never losing their utterly innocent attitudes. Like trapeze artists, they trusted each other, so much so that It became an evening ABOUT trust - the strongest theatrical display of it that anyone was likely to see in Hollywood. Their only scripts were their brains, their only characters reflections of their true personalities, and their only rehearsal their entire lives leading up to this very moment in front of you. To achieve this in life is hard enough; to behave that way in public was either suicide or the most important evening of theater on earth.

It was 100% improvised but audiences couldn't believe it. Surely something that structured and hilarious had be scripted in some way. Then they'd come back and truly freak out because not one single syllable was repeated from the performance they had seen before. It made Who's Line Is it Anyway? look like kindergarten. The audience kept coming back and the show ran for years. I can't believe I ever had the audacity to share the stage with some of those people. I'm proud I had anything to do with Sills and Company and it was all thanks to Lewis.

Then, through a savage series of personal mishaps, I found myself a single dad with a nine-month-old baby boy to take care of. The very week that the courts gave me custody of my son, Lewis's wife threw him out of the house. He had successfully raised a whole gaggle of children so he came to me with a proposition. If I would let him park his camper in my driveway while using my bathroom and kitchen, essentially move in with me, he would be my baby-sitter/parenting mentor. I agreed whole-heartedly, and for the next several years we were two men and a baby. He would put on puppet shows from the back of his camper. We'd go to Hollywood parties with our pockets full of Ziplock bags so we could steal hors d'oeuvres to bring home to the baby. 

I truly couldn't have done it without him. He taught me how to be a father and saved my skin on numerous occasions. While he was helping me raise my kid, one at a time we watched as his kids became stars - first Rosanna, then Patricia went from being my part time baby-sitter to an even bigger star than Rosanna. It was mind boggling to watch, but behind it all was the frustration that Lewis was equally if not more talented than his offspring but his career was going nowhere. At the very least, he deserved the career of Jonathan Winters. He was that good.
 

Years later I teamed up with another writer, Billy Hayes, and with Lewis's consent we attacked the story again, this time coming up with a full length screenplay. It sold. We got an MOW deal with CBS. The problem was how to get Lewis in on the deal. The studio had removed me as writer, making Billy and I "co-producers," and hiring a "professional" to do the actual writing. Lewis told me the one thing he wanted to do was play himself. Sure, he'd had lots of high profile roles, in The Waltons and The China Syndrome and Tango and Cash, but they were generally serious. He had never had the opportunity to be himself on the screen, to show what he was really capable of. Billy and I agreed and we fought for him.

Luckily, Jay Thomas, the guy cast as me, knew Lewis and agreed completely that Lewis should play the best friend. He, the writer, Lewis, and I actually had meetings together. Things were going smoothly till CBS got a new president who promptly fired Jay Thomas and hired Scott Bakula to play me. Bakula was the exact opposite of Thomas. He didn't want to meet me and didn't know Lewis Arquette from Adam. I was banned from the production offices. One day I received a cast list. Lewis wasn't on it. C'est la vie. The part was rewritten to be a lawyer rather than a comedian anyway, making the role much closer to another friend of mine, Doug Knott. The role no longer suited Lewis particularly, so Lewis wouldn't have been playing himself, but that didn't make the news any easier to take. Nobody had bothered to ask me. It was clear that the project was entirely out of my hands and there was nothing I could do about it.

The day I got a preview copy of the tape of what was now called The Bachelor's Baby, the first person I called was Lewis. I wanted to watch it with him, to make fun of what Hollywood had done to our lives. It was the worst phone call of my life. He told me he didn't want to see it, not now, not ever, that he never wanted to see me again, that I should take his name out of my phone book. I had screwed him over. I had gotten his permission to use the story and then I didn't fight for him to get the part. He didn't need friends like me.

I argued to the hilt. How could he blame me? He knew how Hollywood worked. I wasn't the writer or director, I was the SUBJECT. Since when do subjects have any say in the matter of casting? Did Joey Buttafuoco have any say in who got cast as Amy Fisher in the various MOWs of his sordid affair? Of course not. It was just a fluke that Jay Thomas happened to be a nice guy who got along with me and who knew Lewis and admired his work. Once Thomas was out, so was the whole plan. What was I supposed to do when I found out they were casting someone else, storm into the production office I was banned from and demand that they cast Lewis Arquette? Where in my contract did it mention I had any control over casting? Nowhere. Could I have fought for that clause? Of course not, it would have squelched the deal. There's no way in hell CBS would have given me veto power over casting. Besides, at the time I signed my contract, it looked like Lewis was in.

He didn't buy any of it. He had come through for me hundreds of times, but the one time he was really counting on me to come through for him, I let him down. I asked why didn't his agent push for him and was told he did. His agent couldn't get him through the door. Why? Because there weren't any auditions for the part. The president of CBS said who he wanted cast, they called him, he said yes, and that was that. Nevertheless Lewis's agent blamed me for not getting him an audition. His family blamed me. They couldn't understand why he ever hung out with me in the first place. He blamed me. I was just another Hollywood asshole who sold out his friends. He hung up. I called back. He hung up again. I tried to rectify the situation through friends, through Billy Hayes who knew it wasn't my fault, who agreed that Lewis was being unreasonable, but it was no use. Lewis badmouthed me to everyone we knew, saying I had gone Hollywood and sold him out. I heard from at least a half dozen people that Lewis Arquette hated my guts. 
 

I didn't give up on Lewis's friendship. Though he finally got some great parts in Waiting for Guffman and Best in Show, parts that at least showed a bit of his comedic genius, I kept fighting for him and my original vision of the story. CBS didn't use my script and virtually none of my dialogue survived intact. I had a clause in the contract that I still owned my script. For years I've been submitting it places, posting it to the net, trying to get the real story made, this time with MY directing. I never erased Lewis's name from my telephone book. My fondest daydream was of finally making that call, telling him I was making the film, and asking him if he would be so kind as to play himself this time.

Won't happen. Lewis died Saturday of heart failure and I've never felt so conflicted in my life. How can I pay my respects to my best friend when everyone knows I'm the guy who fucked him over, the guy he hated, who he ranted about as the ultimate Hollywood scumbag? Now if they make a movie about us, the title has got to be Closure: Impossible.

God damn it, Lewis, I hate you for the way you ended our friendship in such an unfair way. How could you think I wouldn't fight for you given the chance? How could you think that I ever had anything but your best interests at heart? I didn't do anything because there was nothing I could do. I love you, man, more than I've ever loved another man, still do, and the fact we'll never patch it up is leaving a hole in my heart that can never be filled.

Hell maybe I am an asshole. Doesn't make me feel any better. Beware, hapless reader, if they ever make a movie about your life you might not lose your soul, you might lose your best friend.

When I became an interviewer for the L.A. Weekly, I thought it would be cute if there were one question that I always asked everyone I interviewed, and that question was "How do you make love last?" Tracey Ullman told me the answer was "serial monogamy," Carl Reiner told me that your partner had to grab the base of your penis in their fist really hard just before climax, but Lewis gave me the best answer. How do you make love last? It's obvious. "You get in line last."

Goodbye my friend.

MD

"Life does not cease to be funny when people die any more than it ceases to be serious when people laugh."
- George Bernard Shaw -