Development
Anderson started to get ideas for Magnolia during the long editing period of Boogie Nights (1997).[2] As he got closer to finishing the film, he started writing down material for his new project.[3] After the critical and financial success of Boogie Nights, New Line Cinema, who backed that film, told Anderson that he could do whatever he wanted and the filmmaker realized that, "I was in a position I will never ever be in again."[4] Michael De Luca, then Head of Production at New Line, made the deal for Magnolia, granting Anderson final cut without hearing an idea for the film.[4][5] Originally, Anderson had wanted to make a film that was "intimate and small-scale,"[6] something that he could shoot in 30 days.[7] He had the title of "Magnolia" in his head before he wrote the script.[8]
As he started writing, the script "kept blossoming" and he realized that there were many actors he wanted to write for and then decided to put "an epic spin on topics that don't necessarily get the epic treatment".[6] He wanted to "make the epic, the all-time great San Fernando Valley movie".[8] Anderson started with lists of images, words and ideas that "start resolving themselves into sequences and shots and dialogue,"[6] actors, and music. The first image he had for the film was the smiling face of actress Melora Walters.[6] The next image that came to him was of Philip Baker Hall as her father. Anderson imagined Hall walking up the steps of Walters' apartment and having an intense confrontation with her.[9] Anderson also did research on the magnolia tree and discovered a concept that eating the tree's bark helped cure cancer.[8]
Before Anderson became a filmmaker, one of the jobs he had was as an assistant for a television game show, Quiz Kid Challenge, an experience he incorporated into the script for Magnolia.[5] He also claimed in interviews that the film is structured somewhat like "A Day in the Life" by The Beatles, and "it kind of builds up, note by note, then drops or recedes, then builds again".[8]
Screenplay
By the time he started writing the script, Anderson was listening to the music of his friend Aimee Mann.[6] He used her first two solo albums and demo tracks for her upcoming third album, Bachelor No. 2 or, the Last Remains of the Dodo, as a basis and inspiration;[10] he said he "sat down to write an adaptation of Aimee Mann songs".[11] In particular, Mann's song "Deathly" inspired the character of Claudia.[10] Claudia uses part of the lyric as dialogue in the film ("Now that I've met you / Would you object to / Never seeing each other again").[6] The film also features a sequence in which the characters sing along to Mann's song "Wise Up".[6]
The character of Jim Kurring originated in 1998 when actor John C. Reilly grew a mustache out of interest and started putting together an unintelligent cop character. He and Anderson did a few parodies of COPS with the director chasing Reilly around the streets with a video camera. Actress Jennifer Jason Leigh made an appearance in one of these videos. Some of Kurring's dialogue came from these sessions.[6] This time around, Reilly wanted to do something different and told Anderson that he was "always cast as these heavies or these semi-retarded child men. Can't you give me something I can relate to, like falling in love with a girl?"[12] Anderson also wanted to make Reilly a romantic lead because it was something different that the actor had not done before.[6]
For Philip Seymour Hoffman, Anderson wanted him to play a "really simple, uncomplicated, caring character".[6] The actor described his character as someone who "really takes pride in the fact that every day he's dealing with life and death circumstances".[7] With Julianne Moore in mind, Anderson wrote a role for her to play a crazed character using many pharmaceuticals. According to the actress, "Linda doesn't know who she is or what she's feeling and can only try to explain it in the most vulgar terms possible".[13] Anderson said that Linda's story was inspired by his own father's wife.[14] For William H. Macy, Anderson felt that the actor was scared of big, emotional parts and wrote "a big tearful, emotional part" for him.[6]
While convincing Philip Baker Hall to do the film by explaining the significance of the rain of frogs, the actor told him a story about when he was in the mountains of Italy and got caught in bad weather—a mix of rain, snow and tiny frogs. Hall had to pull off the road until the storm passed.[15] According to an interview, Hall said that he based the character of Jimmy Gator on real-life TV personalities such as Bob Barker and Arthur Godfrey.[16] The rain of frogs was inspired by the works of Charles Fort, and Anderson claims that he was unaware that it was also a reference in The Bible when he first wrote the sequence.[17] At the time the filmmaker came across the notion of a rain of frogs, he was "going through a weird, personal time", and he started to understand "why people turn to religion in times of trouble, and maybe my form of finding religion was reading about rains of frogs and realizing that makes sense to me somehow".[3]
Casting
Tom Cruise was a fan of Anderson's previous film, Boogie Nights, and contacted the filmmaker while he was working on Stanley Kubrick's Eyes Wide Shut (1999).[18] Anderson met with Cruise on the set of Kubrick's film and the actor told him to keep him in mind for his next film. After Anderson finished the script, he sent Cruise a copy and the next day, the actor called him. Cruise was interested but nervous about the role. Anderson met with Cruise along with De Luca who helped convince the actor to do the film.[4] Frank T.J. Mackey, the character that Cruise would play in the film, was based in part on an audio-recording done in an engineering class taught by a friend that was given to Anderson.[3] It consisted of two men, "talking all this trash" about women and quoting a man named Ross Jeffries, who was teaching a new version of the Eric Weber course, "How to Pick Up Women," but utilizing hypnotism and subliminal language techniques.[3] Anderson transcribed the tape and did a reading with Reilly and Chris Penn.[4] The director then incorporated this dialogue and his research on Jeffries and other self-help gurus into Mackey and his sex seminar.[3] Anderson felt that Cruise was drawn to the role because he had just finished making Eyes Wide Shut, playing a repressed character, and was able to then play a character that was "outlandish and bigger-than-life".[8] Anderson filmed a full-length infomercial with Cruise and even bought time on late night TV to play it on.[19]
Anderson wrote the role of Earl Partridge for Jason Robards, but Robards could not do it due to a staph infection. After George C. Scott declined the role,[20] Robards managed to take it.[21] He said of his character, "It was sort of prophetic that I be asked to play a guy going out in life. It was just so right for me to do this and bring what I know to it".[7] According to Hall, much of the material with Partridge was based on Anderson watching his father die of cancer.[16] Anderson wanted Burt Reynolds to star in the film after working on Boogie Nights, but Reynolds declined it.[22]
Filming
Filming began on January 12, 1999, and was initially scheduled to be 79 days, but ending up lasting until June 24, 1999, making a total of 90 filming days plus 10 days of second unit filming.[23]
Anderson is known for the use of long takes in his films that move along considerable distances with complex camera movements and transitions with actors and the sets.[24] Of the long takes in Magnolia, the most notable may be the 2 minutes 15 seconds where character Stanley Spector arrives at the studio for a taping of What Do Kids Know?, the camera seamlessly moving through multiple rooms and hallways and transitioning to follow different characters throughout the single take.[25]
For the look of the film, the production designers analyzed films with close, tight and warm color palettes and applied it to Magnolia.[7] They also wanted to evoke the colors of the magnolia flower: greens, browns and off-whites. For the section of the prologue that is set in 1911, Anderson used a hand-cranked Pathé camera that would have been used at the time.[7] Some of the actors were nervous about their scene singing the lyrics to Mann's "Wise Up", so Anderson asked Moore go first to help set the pace which everyone else followed.[6]
Anderson and New Line reportedly had intense arguments about how to market Magnolia.[4] He felt that the studio did not do a decent enough job on Boogie Nights and did not like the studio's poster or trailer for Magnolia. Anderson ended up designing his own poster, cut together a trailer himself,[4] wrote the liner notes for the soundtrack album, and pushed to avoid hyping Cruise's presence in the film in favor of the ensemble cast.[21] Even though Anderson ultimately got his way, he realized that he had to "learn to fight without being a jerk. I was a bit of a baby. At the first moment of conflict, I behaved in a slightly adolescent knee-jerk way. I just screamed."[4]
