Dear Cinephiles,

“You’re aware of all your behavior yet you continue doing things that aren’t good for you. That sounds sort of foolish.”

People who love each other and spend a lot of time together develop a banter between them that if witnessed by outsiders would come across as surreal and hysterical. You get fixated on certain things, and repeat questions or comments – triggering a reaction from the other person and before you know it things get combustible. I wouldn’t call them fights – not even arguments – it’s just a needling form of engagement. You’re in one lane and the other person is in another – and you throw a verbal paper plane, and it lands on their nose. They pretend not to notice it, and you keep throwing heavier artillery until you get feedback.

“Midnight Run” (1988) is one of the best action comedy films ever – and it’s palatability comes from the back and forth between the odd coupling of Charles Grodin and Robert DeNiro. They have this Bert and Ernie quality about them – and their exchanges make this by-the-book plot taste like the finest meal you’ve had in a while. It’s a chemistry lesson we witness – both elements interacting with each other – and evolving. By the time you get to the last scene of them together there’s quite an emotional parting between them – and it succeeds as a high-level of bromance because of the serious investment both actors have made into their relationship. Yes, that is a love scene at the end – out of a Jane Austen adaptation.

It’s full of non-stop action. Bounty hunter Jack Walsh (DeNiro) is hired to find and bring accountant Jonathan Mardukas back to Los Angeles within five days. Mardukas embezzled $15 million from mob boss Jimmy Serrano and skipped on his $450,000 bail. The Mafia is interested in getting to him to rub him out – and the FBI is also invested in retrieving him. To intensify things more, a competing bounty hunter – Dorfler – is also on his trail. Within minutes, Walsh finds Mardukas hiding in New York and all he has to do is fly back to the west coast. Nice and easy.

Well, not so fast. Mardukas has a fear of flying. “I can’t fly. I suffer from aviophobia. I also suffer from acrophobia and claustrophobia,” he tells Walsh at the airport. Walsh replies, “I’ll tell you what. If you don’t cooperate, you’re gonna suffer from fistaphobia.” So this oil and vinegar duo have to find other forms of transportation – igniting a chain reaction that will take them across the country on trains, buses, stolen cars while hunted by three different parties. Compound a couple that irritates one another with everything they say with the fact that they’re traveling – and sparks fly. Mardukas is a nebbishy smarty pants and Walsh is uptight and temperamental. “You know why you have an ulcer,” comments Walsh. “Because you have two forms of expression – silence and range.”

Director Martin Brest who’d had a huge hit with “Beverly Hills Cop” takes the buddy cop premise to its best interpretation possible. He went on to direct Al Pacino in his Oscar winning role in “Scent of A Woman.” The action sequences (which are terrific) in “Midnight Run” are not just there for distraction or to make noise – they’re actually an expression of what is happening between Walsh and Mardukas. It’s quite clever when you think of it. The whole journey across the continent and the different circumstances articulate the evolution of their relationship. There’s a sequence where they’re both struggling with white water currents on a river – that is the visual equivalent of what they’re feeling towards another. And the script is hysterical. In this very intense car chase during which they’re accosted by bullets from a helicopter – Grodin is shouting… “You two are the dumbest bounty hunters I have ever seen! You couldn’t even deliver a bottle of milk!”

DeNiro is fantastic. It’s fun to see him extending his impeccable comedic timing. This is Grodin’s finest hour. He’s just so smart an actor. His looks, his delivery and the way he chips at DeNiro’s armor is a thing of wonder. It turns out that Walsh and Mardukas have quite a lot in common – and that message alone is just terrific to experience when all we’re seeing on the news is how divided we all are. When push comes to shove, we’re all human.

Mardukas: “I have a feeling this is gonna be very good for you.”


Midnight Run
Available to stream on HBO, HBO Max, HBO NOW and DIRECTV.
Available to rent on Amazon Prime, Microsoft, YouTube, iTunes, Google Play, YouTube, Apple TV, FandangoNOW, Redbox, DIRECTV and AMC Theatres on Demand.

Written by George Gallo
Directed by Martin Brest
Starring Robert De Niro, Charles Grodin, Yaphet Kotto, John Ashton, Dennis Farina and Joe Pantoliano
126 minutes

Director Martin Brest on Bringing “Midnight Run” to the Screen
It’s a team-up that nearly didn’t happen. The movie gives disgraced ex-cop Jack five days to bring the Duke from New York to LA to collect a big reward that will allow him to open up a coffee shop, while the Mob accountant tries to avoid being murdered in prison by drug dealer Jimmy Serrano (Dennis Farina, in the best performance of his career), from whom he stole $15 million to give to charity. De Niro, who had been looking to do a comedy after a 15-year run as Hollywood’s most intense method actor, only took the role as a consolation prize when he lost out to Tom Hanks for the lead in “Big.” Paramount was originally set to make it as director Martin Brest’s big follow-up to “Beverly Hills Cop.” But the studio wanted to tweak George Gallo’s script to make the Duke a woman (the Duchess?) played by Cher, hoping to generate some sexual tension. Brest said no to that, and to having Robin Williams play the part, because he’d been so dazzled by Grodin’s audition opposite De Niro. At that point, Paramount abandoned the project altogether and it wound up at Universal, whose executives approved the unconventional casting. Grodin wasn’t a box office draw, and he was famously difficult to work with – I once attended a screening of the film that was followed by a Q&A with Grodin, who (when he wasn’t trying to change the subject to the advocacy work he does on behalf of non-violent criminal offenders) told multiple stories of on-set feuds, all of them painting him as the victim. Whatever spark Brest saw in that audition, however, was there on the screen. (

Writer George Gallo on “Midnight Run”
“(Writer) George Gallo had come to me with another idea which I wasn’t keen on,” Brest said, recalling the beginning of his involvement with “Midnight Run.” “But then he told me an anecdote about an L.A. sheriff (deputy) who was assigned to transport a prisoner from New York and discovered this guy had a deathly fear of taking planes. I thought that was the beginning of something very interesting.” The incident served as the catalyst for the screen adventures of De Niro’s and Grodin’s characters. On the other side of the camera, it evolved into a complex, 10-city shoot that Brest said was easily the most difficult emotional and physical challenge he has faced as a director. Five weeks into the four-month filming, his camera crew, assistant director and several other key technical and production staff quit. A source who worked on the film said a combination of the rigorous pace and a lack of personal chemistry between Brest and those crew members quietly came to a head. The source insisted that “there was no smoking gun.” “My job is to create an environment where people can do their best work,” Brest said. “Therefore, it’s essential you share a common attitude with your collaborators. Generally, my instincts about who I’m compatible with are pretty good. This time, I made a mistake.” Actor Charles Grodin said the director had a “fiendish dedication” to the film that included working cast and crew members on Sundays, through lunch hours, even on Thanksgiving. “Marty wants you to work harder, and because he’s giving his all you want to do your best,” Grodin said. “I can think of times when I was gasping and freezing and he’d ask (De Niro) and I, ‘Have you got one more (take) in you?’ It isn’t in my ethic to say no, but I also really want to do another because I know he’s looking for something better.”

Grodin had an agreement with Brest that he wouldn’t be asked to do anything physical that the director wouldn’t do himself. Before filming scenes in fierce white-water rapids, Grodin said he asked Brest for assurance that he wouldn’t be bashed against a rock and Brest explained the safety precautions being taken. Finally, Brest told Grodin that he couldn’t give him an absolute guarantee he wouldn’t be hurt, but offered to jump in to show him how it would work. Grodin said he didn’t want to win his point the hard way, but Brest unexpectedly dived into the raging waters. Emerging several minutes later, soaked and bedraggled, he thrust his hands into the air and gasped triumphantly, “See, nothing to it.” “I feel in a peculiar way like an astronaut when I’m making a film,” Brest said. “I shed all my humanistic characteristics when I’m working. I don’t eat a lot, don’t sleep much and, other than what I’m addressing in the film, don’t carry on too many conversations. I’d like to be able to do other things, to contemplate what I’ll do next, after we’ve finished shooting for the day, but I can’t.” For the moment, Brest is content to watch his film open and enjoy time with his wife, producer Lisa Weinstein, and their 14-month-old son, Isaac. A graduate of New York University Film School, Brest arrived in Hollywood as an American Film Institute Fellow in the mid-’70s. He said he cut classes at the institute to work on his first feature. When he was caught, he said he was put on probation and told that the institute “makes film makers not films.” “I pursued film because I thought this was the coolest job,” he said. “I loved the idea of working with writers and musicians and photographers and actors at the same time. It sounds corny but the opportunity to work with De Niro was a dream come true for me. I truly am happiest in a working environment where I can encourage and create surprises.” (

Robert De Niro on “Midnight Run”
“I read the script and I said, ‘This’ll be fun, I’d like to do this,’ and I then was able to do the movie. I had a good time and as I see, years later, people come up to me and they like it,” De Niro tells Looper. “They want to make [another and] do a script for a sequel. I say, ‘Yeah, I’ll listen.’ I’ve tried to do that and get it happening, because I had a lot of fun doing it, and if we come up with a good story, I’d do it again. We still have ideas we’re kicking about. They are supposedly trying to do it.” (

About Writer George Gallo
George Gallo was born in Port Chester, New York in 1956. He began painting at an early age and was especially attracted to landscapes as a way to express himself. He studied landscape painting with internationally renowned artist George Cherepov (1909-1987) in Connecticut for three years. After reaching wide spread aclaim, Gallo taught landscape painting four years in a row for American Artist’s Weekend with the Masters. Besides being a passionate landscape painter, Gallo is also a noted screenwriter and film director. His movies include “Midnight Run,” “Bad Boys,” “29th Street,” and “Middle Men.” In 2006 Gallo wrote and directed the film, Local Color, a semi-autobiographical story of his early years as a representational artist in New York and Pennsylvania striving to fit into the contemporary art scene. (

About Director Martin Brest
While attending New York University, Martin Brest directed the award-winning student project “Hot Dogs for Gaugin,” starring a then-unknown Danny De Vito. Brest went on to produce, direct, write, and edit “Hot Tomorrows” (1977) for the American Film Institute. These formative efforts caught the eye of Warner Bros.; the studio hired the 27-year-old Brest to direct the venerable George Burns, Art Carney, and Lee Strasberg in the melancholy comedy “Going in Style” (1979). The handling of this film evinced a maturity well beyond Brest’s physical age, and it looked for awhile as though Hollywood had another wunderkind on its hands. Brest developed the teenage-oriented suspense film “WarGames,” but the project was wrested from his control after an on-set tiff with the producers. For nearly two years, Brest was virtually blacklisted, surfacing only for an acting assignment in “Fast Times at Ridgemont High” (1982). The director made a successful comeback with the mega-hit “Beverly Hills Cop” (1984); he has continued to prosper professionally, winning an Oscar nomination for “Scent of a Woman” (1992), which he produced as well as directed. Brest is married to producer Lisa Weinstein. ( His most recent projects include “Midnight Run” (1988), “Meet Joe Black” (1998) and “Gigli” (2003).