Cinergie – Il cinema e le altre arti. N.16 (2019)
ISSN 2280-9481

Welles Exploring New Hollywood Production Opportunities: Sex and Nudity in The Other Side of the Wind

Massimiliano StuderUniversity of Udine (Italy)

PhD Student in Cinema at University of Udine.

Submitted: 2018-12-10 – Revised version: 2019-05-30; 2019-07-24 – Accepted: 2019-11-25 – Published: 2019-12-23


In November 1968, Jack Valenti, then president of the Motion Picture Association of America (MPAA), created the Rating System so that theater owners could indicate to families which films were suitable for children. New and talented young producers such as Bert Schneider took great advantage of the new opportunities this system offered. Orson Welles, still self-exiled in Europe, himself wanted to take advantage of the changed climate in Hollywood. Thanks to the support of his new partner, Oja Kodar, Orson Welles decided that his films would explore sexuality in a more explicit way. Nudity, corporeity, and sex (though already appearing in his previous films) are copiously dealt with in The Other Side of the Wind, whose initial conception and realization was largely due to Oja Kodar. One of the film’s most iconic sequences, the “car sex scene”, features well-known Wellesian techniques as applied to the depiction of dominant female sexuality.

Keywords: The Other Side of the Wind; Orson Welles; New Hollywood; Rating System; Jack Valenti.


I wish to thank Professor Francesco Pitassio, Professor Joseph McBride and Ray Kelly for their invaluable comments, suggestions and support. I express profound gratitude to Steven North for sharing with me his personal insights and thoughts about the New Hollywood.

1 Preliminary statement

Orson Welles worked on The Other Side of the Wind between 1970 and 1976. It is one of his last films, although not the final one as many critics and fans of the director have supposed (see, for example, The Dreamers [1978] or Filming “The Trial” [1981]: cfr. McBride 2006: 262; 254; Rosenbaum 2018: 46). This film was made at the peak of the New Hollywood era, a period considered by many film historians to have lasted from 1967 to 1975. Two of the most important figures on the scene during the birth and development of the New Hollywood were Bert Schneider and Jack Valenti, whose decisions in paving the way for this new filmmaking era significantly impacted the conception and making of Welles’s film.

The production of The Other Side of the Wind coincided with the end of the first and the beginning of the second phase of the New Hollywood. To understand the decline of the old Hollywood and the birth of what has been called the Hollywood Renaissance1 (Kafner 1967: 76; Kael 1967; Biskind 1998), this essay will follow the authoritative model that Thomas Elsaesser has sketched in his noteworthy publication on the subject (Elsaesser 2004). This multi-causal approach describes, effectively and exhaustively, the events that led to the collapse of the production system which, at the same time, had stimulated Hollywood majors to find a new organizational form capable of reviving American cinema internationally. The present essay has included historical background (describing the context of the New Hollywood system of production within which Welles made the movie and his reasons for making it at this particular historical moment) to give the reader a framework for the subsequent analysis of the Welles’s film. These two aspects are articulated so that readers with limited knowledge of the historical context can understand more precisely both The Other Side of the Wind’s production and its aesthetic and filmic qualities.

2 The new Hollywood and rating system. Jack Valenti and Bert Schneider: shaping U.S. film production of the 60's and 70's

The failure of the old production system, which was too expensive and unsuited to depict developments in contemporary society, is one of the most obvious causes of Hollywood’s decline in the late ’60s. The disastrous Joseph L. Mankiewicz’s film Cleopatra (produced by Fox in 1963) is considered an emblem of such failure (Monaco 2003: 35–36). All the excesses of the period can be easily recognized in the story of this film’s production, from the high fixed costs to the prolonged filming. Cleopatra is also an example of what the young and educated public of those years found difficult to relate to, as that generation was forming its own movie tastes through Art Houses (Cineclub) and festivals such as the New York Film Festival; in its first incarnation in 1963, for example, the NYFF projected The Exterminating Angel (El ángel exterminador, 1962) by Luis Buñuel (Film Society of Lincoln Center 1976: 10).

Audiences were also being led away from theaters to television sets. Television, already widespread in homes, constantly showed films on prime time. Although the technology was available as early as 1951, the broadcast of popular color films became more common in the mid-to-late 1960s. However, this innovation led to the loss of a great number of movie theaters.2 On the other hand, new subjects began to appear in films, giving new life to the Hollywood production system and, in general, to U.S. film productions. Roger Corman,3 already active in the ’50s as a director, became one of the leading directors and producers of the most active and important independent production company of the '60s, American International Pictures (AIP). Alongside the anomalous phenomenon of the “Corman Film School”, there was a change within the majors to revive their economic fortunes: they were trying to get back a young audience (18 to 25 years old), which they had lost. The heads of the major Hollywood studios gave the opportunity to young, talented people to write, produce and direct films that reflected the changes in American society. The studios realized how important it was to invest in such young directors and screenwriters, most of whom were trained at the “Corman Film School”, who were ready to tell new stories for an audience of cultured young cinephiles, an audience that wanted to grapple with the burning issues of the period. Robert Evans (Cook 1999: 30–33; 305)4 and Bert Schneider were among the most talented and important of these young producers. Thanks to them, Paramount and Columbia produced the most profitable films of the period such as Rosemary’s Baby (1968), directed by Roman Polanski, and Easy Rider (1969), directed by Dennis Hopper, thereby also restoring their respective finances. The two movies were completely different in terms of production methods and economic investments but analogous in their popularity and economic success.

Quoting a contemporary article in Variety saying as much, scholar Paul Monaco considers 1966 the most important year of the decade for the industry (Monaco 2003: 30). In that year a completely new and unexpected player appeared on the scene of Hollywood production. Gulf and Western Industries, a conglomerate of companies that produced and sold a wide variety of goods and services, bought Paramount’s stock package and became its owner. Also in that year, U.S. exhibitors united themselves under the National Association of Theater Owners (NATO) to develop strategies to combat the audience crisis at the end of the 60s.

However, as reported in the Variety article, the most important event of 1966 was the installation of Jack Valenti as head of the MPAA, the Motion Picture Association of America. The presidency of the Association of American Film Producers had remained vacant after the 1963 death of Eric Johnston, who had replaced Will H. Hays in 1945. Lew Wasserman, a Universal mogul since 1959, scrolling through the list of President Lyndon B. Johnson's collaborators, selected the name of Jack Valenti, who had had solid political experience since 1960 when Lyndon Johnson, then a vice-presidential candidate, asked him to organize his advertising campaign in Texas (Bruck 2001). Three years later, Valenti was in Dallas on November 22, 1963 as a Houston public relations man when he witnessed John F. Kennedy’s assassination.5

Because of his political experience, Wasserman considered Valenti the right candidate for the leadership of MPAA. He was asking him, after all, to manage the most important organization of the U.S. movie industry and revive the economic fortunes of the studios (Fig. 1).

Figure 1. Jack Valenti (far left) as the oath of office is administered to Lyndon Johnson on Air Force One
Figure 1. Jack Valenti (far left) as the oath of office is administered to Lyndon Johnson on Air Force One

Among his first tasks as the newly elected president of the MPAA was to evaluate two films within the parameters of the Hays Code: Who's Afraid of Virginia Woolf? (1966), produced by Warner Bros. and directed by Mike Nichols, and Blow-Up (1966), produced by MGM and directed by Michelangelo Antonioni.

Nichols’ film contained some words considered scandalous by the MPAA commission, which obtained the imprimatur for release in theaters only after Valenti's personal intervention (Monaco 2003: 59–60). Blow-Up, on the other hand, represented a point of no return for U.S. film censorship. Due to the full-frontal nudity of two young women during the most famous scene in the film, the MPAA urged MGM to cut the film to obtain a production code seal of approval. On Antonioni's refusal to comply with the requests of the commission, MGM decided to release Blow-Up in theaters without a code seal (Harris 2009: 263–266).6 However, in the first six weeks of the film’s run, the film proved to be a great success with critics as well as the public. This was the nail in the coffin of the Hays Code system. Jack Valenti, in the ensuing two years, worked to implement a new film evaluation system, directly inspired by the British rating system. On October 7, 1968, the MPAA, NATO, and the International Film Importers & Distributors of America announced the creation of a new Code and Rating Administration (CARA or Rating System), on an exclusively voluntary basis (Monaco 2003: 66).

“The ratings system was, after all, industry policy, not law. In essence, any individual theater was left in a position to assess its own sense of community standards in booking features and permitting audiences to see them. Nonetheless, the ratings appeared highly responsible and constructive to most citizens, many of whom likely did not understand that they were voluntary, not statutory, and that their enforcement was left entirely to the discretion of the movie theater owners” (Monaco 2003: 66).

Valenti's choice to create the Rating System had an immediate effect on all film productions after November 1, 1968, the date of the new code’s official birth. Contemporary cinematic themes and their visual-linguistic representation had radically changed. Now, it had become possible for the producers, screenwriters, and directors to handle socioculturally-relevant themes with total artistic freedom (Cook 1999: 70).7

The system was not without its flaws. Detractors of the MPAA ratings system state that it has always been much more tolerant of violence than sex. For example, Peckinpah's hyper-violent The Wild Bunch (1969) received an R rating and Hawks’s violent Rio Lobo (1970) received a G rating; however, Midnight Cowboy (1969), directed by John Schlesinger, was rated X (and is currently the only X-rated film to win the best-picture Oscar). Despite the criticism to which it has been subjected for years,8 the CARA system advocated by Jack Valenti gave Hollywood producers a wide freedom of expression unthinkable before 1966. The now-iconic American film that took full advantage of the innovations introduced by the CARA system was Easy Rider (1969), directed by Dennis Hopper and produced by Bert Schneider’s BBS but distributed by Columbia Pictures. Filmed for a little more than $400,000, the movie earned, in a short time, $60 million and would win the Palme d'Or at the 1969 Cannes Film Festival. Violence, explicit language, substance abuse, nudity, and sexuality are freely presented in the film, largely thanks to the system advocated by Jack Valenti. Behind the formidable success of the film, there was above all the charismatic figure of its main producer, Bert Schneider, a friend of Hopper and Peter Fonda. Trained as a television producer with his partner Bob Rafelson, Bert was the son of Columbia Pictures president Abraham Schneider. Success came with a comedy series dedicated to a rock group The Monkees, aired by NBC from 1966 to 1968, which was explicitly inspired by Richard Lester's film A Hard Day's Night with the Beatles (Biskind 1998: 48). The money gained from this enabled Schneider and Bob Rafelson to start a career in the world of cinema. After the resounding success of Easy Rider, BBS (an independent film production company founded by Schneider, Rafelson and Blauner)9 produced films that would be symbolic of the New Hollywood and the independent American cinema of the '70s: Five Easy Pieces (1970) by Bob Rafelson, The Last Picture Show (1971) by Peter Bogdanovich, A Safe Place (1971) by Henry Jaglom (starring Orson Welles and Jack Nicholson) and The King of Marvin Gardens (1971) by Bob Rafelson, all distributed by Columbia Pictures.

3 Orson Welles and the new Hollywood

Bert Schneider inadvertently provided Welles with the means to begin The Other Side of the Wind by inviting him to Hollywood to work on another project. The initial deal between the producer and the director, in fact, was about the screenplay based on the novel Midnight Plus One (McBride 2006, 137). The project did not come off, but the sum of money made available by Bert Schneider ($30,000, the money for Welles’s hotel bill) was the basis for Welles’ decision to write a new screenplay, devoted to the comparison between the Old and New Hollywood. Being in contact with Schneider, in any case, meant that Welles was able to count on help from the most representative auteurs of the New Hollywood (all of whom were already involved in BBS’s productions): Dennis Hopper (Easy Rider’s director), Henry Jaglom (Easy Rider’s assistant editor; Scharres: 32), Peter Bogdanovich (The Last Picture Show’s director and a film historian who was already in contact with Welles for their interview book) and Paul Mazursky (who had collaborated with Schneider and Rafelson to write the series The Monkees) all collaborated with Welles and participated in the film’s shooting. The Other Side of the Wind was thus affected by the new features introduced by Valenti rating system and by the opportunity to shoot an experimental film, one that would cover some tough topics. Yet it also had every chance of being a financial success, along the lines of Hopper’s Easy Rider. Although Welles had contact with the most important exponents of the New Hollywood, he always wanted to produce a totally independent film, as the story of the production of The Other Side of the Wind amply demonstrates. This approach to filmmaking was perceived by young directors of the “Easy Rider era” as the best path to follow in creating their works; Welles was the perfect incarnation, in terms of creating a motion picture, of the rebellious spirit of a counterculture which wanted to change the system. The young directors saw him as a maverick and nonconformist model for those wishing to oppose U. S. film industry in the late ’60s. At the same time, Welles was “the most egregious example of how the town destroyed the auteur” (Biskind 1998: 49). In other words, the studio heads would have agreed that Welles was a genius, but not one of them would have agreed to finance an Orson Welles project. The director was a perfect example of someone who did not want to conform to the system but who, at the same time, was rejected by it: Hollywood was ready to accept auteurs as long as their films made a profit but, after the first failure, the system abandoned them. Unfortunately, Welles had gone over schedule and over budget too many times for Hollywood production standards, and he was gaining a reputation for not finishing his motion pictures. Before his return to the U.S. in the ’70s, the cineaste spent about twenty years in Europe. During this period, he learned how to make his movies with independent producing and financing methods, far removed from Hollywood’s modus operandi. When old majors were changing their attitudes and struggling for new formula movies to exploit, Welles worked for a French network, making a TV movie based on a short story by Karen Blixen, The Immortal Story (1968; not released in the US until 1969). In this work, Welles included, for the first time in his career, a female nude (Jeanne Moreau), though a partial and chaste nude. The transformation of Welles’s attitude towards representing female nudity took place before Other Wind and seemed to coincide with Hollywood’s evolving attitudes in those years. In The Graduate (1967), one of the most iconic New Hollywood movies, for instance, Mike Nichols represented the corporeity of Anne Bancroft in a very similar way: a prudish form inside an outrageous content. It is interesting to note that both the narrative articulations and the visual style of Nichols’s film, produced between the abolition of the Production and the introduction of the CARA Code, is a somewhat bitter attempt by Hollywood to tackle certain issues facing U.S. society the late 60’s, issues that the legislation in force did not allow to be addressed. The Production/Hays Code indeed produced and published a list, entitled “The Dont's and Be Carefuls”, in an effort to clean up Hollywood's increasingly controversial output and help the studios avoid further clashes with the country's regional censorship boards: One of “The Dont's”, for example, suggested that “Any licentious or suggestive nudity-in factor in silhouette; and any lecherous or licentious notice thereof by other characters in the picture” (Mast 1980: 213). These rules were strictly followed for decades by Hollywood producers until the release of Blow-Up in 1966.

The Immortal Story designated the beginning, in Welles’s cinema, of a new way of representing the female body, one which was coherent with new examples of western cinematic culture that were emerging in western societies (particularly in Europe and North America) and in New Hollywood productions. As we will see, in The Other Side of the Wind Welles, partly thanks to his collaboration with Oja Kodar, chose to show the naked female body in ways he never had before. It is important to emphasize that Orson Welles had had the opportunity, from living in Europe and being in the company of other European directors and intellectuals, to recognize that the changes occurring inside western cinema were irreversible.

Figure 2. Jeanne Moreau in The Immortal Story (1968), nudity before the Rating system
Figure 2. Jeanne Moreau in The Immortal Story (1968), nudity before the Rating system

4 Sexuality in Welles’s cinema

In a 1967 interview with Kenneth Tynan, then the English theatre critic of Playboy Magazine, Welles seemed reluctant to include sex scenes:

“Hard-core pornography may begin as a fairly benign sexual stimulant, but it ends up pretty vicious and sick. Then it isn’t a harmless release for that which is sick in us; it excites and encourages the sickness, particularly in young people who have yet to learn about sex in terms of love and shared joy. The sexual habits of consenting adults are their own business. It’s the second handedness of the printed thing that I don’t like; not the fact that people do it, but that other people sit alone and read about it” (Tynan, 1967: 64).

Welles had often dealt with the theme of sexuality in his films, even if wrapped in a halo of prudery typical of the years before the sexual revolution. Although the staging of sex was very chaste and never explicit, the theme had been addressed in several of Welles’s films. One needs only think, for example, of the gang rape, not shown but implicitly suggested, in Touch of Evil (1958); there is also the chase of Anthony Perkins by a group of excited girls, in effect young bacchantes, in the final part of The Trial (1962). Sexual themes had been showing up in Welles's work from the 1960s in increasingly-explicit ways, culminating in the radical treatment of the theme in The Other Side of the Wind. Despite the Playboy interview, the director would decide to include many images of nudity and sex in The Other Side of the Wind, the first movie he made after the rating system had been put into effect. According to rather authoritative scholars such as Joseph McBride or Barbara Leaming (McBride 2006: 140; McBride 2018b; Leaming 1985: 472; Karp 2015: 64), the responsibility for the choice to insert sex-related topics, homosexuality included, seems to be due to Oja Kodar, who co-wrote the script with Welles (Gosetti, Kodar, Welles 2005). It must be stressed, however, that the original incarnation of Other Wind was written by Welles in 1961, before meeting Oja Kodar. The script, called The Sacred Beasts, already contained the themes related to the sexual ambiguity of the main male character, which was to be the basis of the latent homosexuality of Jake Hannaford, the protagonist of The Other Side of the Wind. In other words, the story was always concerned with the repressed homosexuality of the lead character (McBride 2018b). However, considering that work on the film began August 23, 1970 (McBride 2006: 163), it is easy to suppose that Welles’s choice to shoot explicit nude scenes is a direct consequence of the change in the censorship climate introduced by Jack Valenti in 1968. The real innovation introduced by Welles, compared to his previous productions, was the focus on the lead actress in Hannaford's “film-within-the-film” which Welles’s movie is named after.

Linda Williams reports that in pornographic productions, female figures, constructed for a general male audience, must be passive in behavior. Their cries of pleasure play into the male viewer’s fantasy:

“In other words, even when the pleasure of viewing has traditionally been constructed for masculine spectators, as is the case in most traditional heterosexual pornography, it is the female body in the grips of an out-of-control ecstasy that has offered the most sensational sight” (Williams 1991: 4). According to Linda Williams, moreover, the female characters of this kind of film are always passive and willing to satisfy the sexual pleasure of male characters. This is, in a nutshell, the representation of women in the pornographic productions of the period, a representation used to satisfy the sadistic aspects that the average male spectator was looking for in such productions. There are few exceptions to this type of representation of women in mainstream cinema. Among them, it is worth mentioning Anne Bancroft in The Graduate (1967), all the lead female characters in Russ Meyer’s movies, and the femmes fatales in films noir such as Elsa Bannister/Rita Hayworth in The Lady from Shanghai (1947): these are determined women who use men as sexual objects and claim their right to enjoy sexuality without emotional involvement. Each of them is almost a human praying mantis, as Kodar's character in The Other Side of the Wind seems to be (Rosenbaum 2018: 42).

As one can see in the film’s so-called “car sex” scene, sex is shown from a female point of view because it is the woman who seeks pleasure from the sexual act. The film is basically winking an eye at the increased sexual freedom women experienced at the end of the ’60s. Kodar's Actress character — contemptuously called “Pocahontas” by the racist Hannaford — plays an autonomous person with an active, ravenous sexuality. As in The Immortal Story, the voyeuristic component is represented by the presence of a third character who morbidly observes the intercourse but doesn’t participate: Robert Aiken’s driver character. All the themes of the scene are in line with the tolerance introduced by the CARA system allowing Welles to create a “dirty movie”, as the director jocularly called Other Wind in interviews with Peter Bogdanovich.

5 The car sex sequence in The Other Side of the Wind

Who directed the car sex sequence? Who was its auteur? These simple questions do not seem easy to answer. Two of the most important American Welles scholars have completely different views on the subject. For Joseph McBride, who was not present for any of the filming of the car sex sequence, there is no doubt Welles was the sequence’s auteur, not only because of the Wellesian shot composition (Karp 2015:67) and editing style, but also because detailed interviews with Gary Graver and Robert Aiken confirm that Welles shot the film. Aiken recently wrote to McBride: ‘If Oja was involved with any direction of the movie, I wasn't witness to it during my three months of shooting’ (McBride 2018b). On the other hand, Jonathan Rosembaum has claimed Oja Kodar, a friend of his for about thirty years, told him that not only was she the creator of the movie-within-the-movie element, but also directed the car sex sequence herself (Rosenbaum 2018: 44). This is a crucial point; to question the American cineaste as the author of this scene is to overlook that the style of “car sex sequence” is typical Wellesian modus operandi. This point we will seek to demonstrate in the following pages. The evidence provided by the McBride’s account is so strong that there can be no doubt that this scene was solely directed and edited by Orson Welles. We know that Oja Kodar was responsible for the conception and the idea of the scene, as many historical testimonies verify (Leaming 1985: 472; McBride 2006: 140; Rosenbaum 2007: 75). In a September 1974 document labeled as “Synopsis of Hannaford film and character notes”10 (held at the University of Michigan and written by Welles and Kodar), it is possible to read the “film within the film” screenplay and the “sex in car sequence” script: on its cover you can read “Two stories…THE OTHER SIDE OF THE WIND is the title of both”.

The synopsis provides only a very general description of the scene without, for example, specific details of camera angles, and it consists of ten typed lines. It contains general information: that, for example, Robert Aiken’s character starts up the car or that Oja Kodar's character climbs on top of Bob Random’s character and makes love to him. Another notable feature of the screenplay, is its total absence of dialogues. Normally this method of writing gives the director an opportunity to construct the scene with total freedom during shooting and later in post-production. As we will see in the following pages, it was shot in different locations at different times during the four years of film production, giving Welles a chance to build and change it as he saw fit. This document provides definitive evidence that this scene was not really written, but rather created from footage he shot between September 1970 and July 1974 (Karp 2015: 66, 166) in the editing room. The script’s text (about fifty words) is very clear and explicitly confirms the concept we have outlined:

“With a mighty lurch, Allan starts up the car again, the movement locking Carla’s lips on the boy’s…Now she climbs on top of him, pulling open the raincoat…Staring blindly straight ahead, Allan forces the car murderously through the blackness and the rain…In the seat beside him, Carla makes love to Michael….”11

This controversy aside, it is perhaps useful to clarify some information to better contextualize the filmic text. First of all, the details about the making of the scene need to be cleared up. According to the testimony of cinematographer Gary Graver, the shots were taken in different locations over the years while the scene was constructed in post-production. Both Graver and Welles shot the interior of the car, which was at a standstill: Some members of the crew had the task of shaking the car, others spraying water on the windows, others casting the lights of apparent passing cars. The shots of cars and trucks passing by Aiken’s car were made later, on the streets of Paris at night. In sum, the car sex scene combines shots filmed in Los Angeles, Welles’s and Oja's backyard gardens in Orvilliers (France), and Graver’s shootings in Paris (Graver 2011: 57; McBride 2006: 187–188).

It is currently possible to watch three different versions of the scene. By following the chronology of production, the first version is the seven-minute-long one that Welles edited in the mid-’70s. As McBride claimed, “The sex sequence in the car ran seven minutes in the fine-cut version edited by Welles and included in the assembly Graver, Kodar, and I showed widely to potential investors” (McBride 2018b). Welles presented part of this footage himself when he received the American Film Institute’s third Life Achievement Award in February 1975. The second one is “The One-Man Band version” which is just a clip from the middle of Welles’s seven-minute cut. This fragment is included in the Vassili Silovic-Oja Kodar documentary Orson Welles – The One-Man Band (1995), lasting about 2 minutes and 40 seconds, with commentary by Kodar on the making of the scene. The last version is the one included in the released film as edited by Bob Murawski, which lasts about 4 minutes and 30 seconds. As some scholars have noted, the final Murawski-edited film trims the full sequence as edited by Welles to cohere with the rest of the film (McBride 2018a: 34). Murawski also chose to insert two reverse shots of John Huston’s character watching the scene on a screen (Riambau 2018: 49). There are other differences, of course, between the two editions (Netflix’s and Welles’s), but due to the limitations of this essay, it is not possible to analyze them in any depth. The reader is referred to a future work specifically dedicated to an in-depth comparison of the Netflix release cut and Welles's workprint.

Instead, this essay will give some space to the aesthetic and montage aspects of the sequence. By analyzing the scene closely, it is possible to trace some aspects of the Wellesian style applied to the representation of the body. It must be emphasized that the editing style is perfectly in line with the modus operandi that the director had begun to use in those years, as F For Fake (1973) clearly demonstrates. The visual story, in fact, is deliberately fragmented and recurs in a considerable number of cuts.

For content analysis, the “One Man Band version” will be used. First of all, this version can easily be found, and second, it is a clip of the full scene as Welles originally edited it. In the syntagma that will be analyzed, lasting 2’ and 41", the cutting seems to represent the temporal progression of the copulation. It is initially fragmented, albeit with a relative slowness and an expository clarity (represented by some shots lasting more than eight seconds), but gradually, the editing becomes more and more chaotic and frenetic, with some shots lasting only a very few frames, in order to visually represent the orgasm of the protagonist. There is a notable absence of music and dialogue. Instead, many different noises fill the soundtrack and enrich the scene: the engine of the car, the constant rhythmic movement of the windshield wipers, the pouring rain, the rustling of the characters’ clothes, the tires that splash through the water on the asphalt outside, and the engines of cars and trucks passing in the opposite direction. The lights, alternating between shots, enhance the progression of the sequence and change in constant harmony with the climax of the representation of the sexual act. The lighting, created through chiaroscuro, gives Welles’s framing an aura of sensuality. The cuts between darkness and light, moreover, serve to visually highlight the orgasm of the scene’s protagonist. Finally, the lights are functional to the story thanks to their chromatic use: white first, then intermittent combinations of red, blue, and green. The shots are structured in such a way as to show the seductive and active capacity of the female character, which contrasts with the passive role of the male. Finally, the angle of the shots is typical for Welles, with a clear predominance of low-angle compositions.

The editing of the first three shots of the “One-Man Band version” shows the spatial positioning of the three actors: First the medium close shot of Kodar with an angle from above, then a full close-up of the driver's neck, then a master shot, which lets the viewer understand that the three players are seated on the same seat. This shot is designed to highlight the voyeuristic role of the driver, played by Robert Aiken. Welles focuses on Kodar's hand as she unfastens the buttons of the boy’s blue jeans, as well as full close-ups of the actors: In the close-ups, the preference is for the frontal position to show the face of the boy, played by Bob Random, while his profile is shown in the shots dedicated to Kodar and Aiken. The climax of the scene builds toward the woman’s orgasm, which is cinematically realized through the composition of the shots and the rapid cutting. The emphasis on the anatomy of the female player begins in the middle of the scene and dominates the sequence until the end. From this moment on, the sexual act is consummated, and the focus is on the excited face of the woman and on her naked torso, while the body and physicality of the lover completely disappear.

Figure 3. Oja Kodar as a praying mantis
Figure 3. Oja Kodar as a praying mantis

Welles’s montage is centered around the representation of heterosexual female pleasure, which uses the male body as an object of sexual satisfaction. Through editing, however, Welles eliminates Bob Random and transforms Kodar into the protagonist as the scene reaches its conclusion. Although the sex sequence begins with a close shot of Bob Random’s character, Welles never inserts any reverse shots of the male character as the female character reaches orgasm. At the climax of the scene, the Wellesian low angle highlights the physical and sexual domination of the woman over the male character. Contrary to the norms of contemporary soft-core and pornographic films, the woman’s cries of pleasure are absent and are replaced by a soundtrack of dominantly-ambient noises. Welles’s stylistic choice to eliminate the voice of the female character has the effect of directing the viewer’s attention to the visuals, the only remaining source of information relevant to the scene’s progression. The combination of light and shadow as well as the black background, achieves the effect of framing the sex sequence around tight close-ups of Kodar. The framing thus obtained emphasizes facial expressions, whose erotic intensity is directly proportional to the physical excitement of the character.

Welles alternates shots of the actress’s face with compositions centered on her breasts and chest, which unequivocally communicate the characteristic vertical movement of the sexual act. The approach of her orgasm is further depicted by the increasingly-shortened duration of each shot: the rhythm of the editing, in this way, intensifies progressively. Once sexual satisfaction is achieved, the story ends with the profile in the foreground of Robert Aiken, who impassively continues driving. This shot is followed by another, which allows Welles to create a jump cut: a master shot of the three characters in the front seat of the car, taken from the opposite perspective of that used at the beginning of the scene and thus bookending it symmetrically. At the end of the scene, the camera is positioned to the right of the actors, while at the beginning the camera is positioned to the left.

It is important to note that the scene has interesting similarities with the editing style of Russ Meyer’s work at the end of the ‘60s. Indeed, Meyer's stylistic choices include heavy fragmentation and the use of quick cuts. The use of noise, low angles, and detailed close-ups are reminiscent of the style of Meyer’s erotic tales, seemingly necessary to increase the excitement of the viewer. Further sealing the similarity between the styles of the two directors is the testimony of Robert Aiken. Before filming the scene, Welles would have shouted “Russ Meyer Rides again!” (Aiken, 1999). Welles’s exclamation, according to McBride (2006, 187), resulted from both the presence of Aiken, who had also acted in Meyer’s Vixen! (1968), and Welles’ intention to shoot a scene with explicitly X-rated elements. Welles is clearly referring to his imitation of Russ Meyer’s technique of shooting, and later, of editing: see the frames from Meyer’s Vixen!.

Figure 4. High-angle shot on Robert Aiken in Russ Meyer’s Vixens! (1968)
Figure 4. High-angle shot on Robert Aiken in Russ Meyer’s Vixens! (1968)
Figure 5. A female character dominates a male one, represented by low-angle shot in Vixens! (1968)
Figure 5. A female character dominates a male one, represented by low-angle shot in Vixens! (1968)

The introduction of the new Rating System produced the crucial legal and cultural conditions for The Other Side of the Wind, and its sexual scenes like the “car sex sequence”, to be made. Orson Welles, as a very attentive observer of the Hollywood standards and practices, understood that the moment was perfect for working on a new movie that would be attractive for young audiences, with sex scenes and explicit language. Welles never used profanity in his motion pictures before The Other Side of the Wind. This topic, which unfortunately we do not have space to analyze fully in the present essay, has been underestimated by scholars: Welles uses four-letter words in several dialogues for The Other Side of the Wind, for the first time in his career. Welles had never used before in his cinema expressions like “Eat a little shit”, “Right up his ass”, “Who gives a shit?” or “Fuck her.”12 Profanity was included in the screenplay and actors recurred to that in several scenes. He was able to make this choice because the Rating system tolerated this kind of language (see post scriptum). It is interesting to note that Welles, in Playboy’s interview, contradicted himself claiming:

“Four-letter words are useful tools, but when they cease to be more or less forbidden, they lose their cutting edge. When we wish to shock, we must have something left in our verbal quiver that will actually do the job. As for pornography, I don’t agree with the present permissiveness in publishing it” (Tynan, 1967: 64).

After all Welles wrote a screenplay satirizing, in a documentarist style, his personal perspective on the New Hollywood that was making movies with sexual content and explicit language.

Figure 6. A Wellesian low-angle shot
Figure 6. A Wellesian low-angle shot

6 Conclusions

The political climate in 1966 changed in the world of Hollywood. A heterogeneous conglomerate of businesses, Gulf + Western, decided to invest in entertainment and bought Paramount Pictures, which was undergoing a serious financial and artistic crisis. The MPAA, which had been without a president since 1963, decided to elect Jack Valenti, a man trusted by U.S. President Lyndon B. Johnson, as president. Meanwhile, the owners of U.S. cinemas decided to join the National Organization of Theater Owners (NATO). The Hays Production Code, in force since 1927, became anachronistic with the arrival of two films that forcefully depicted the tumultuous changes in contemporary American society. These films, Who’s Afraid of Virginia Woolf? and Blow-Up, led the newly elected Jack Valenti to work on a project to significantly reduce censorship, which boosted the Hollywood production system. On November 1, 1968, the still-enforced Rating System was born, enabling theater owners to indicate to families which films were suitable for children. New and talented young producers such as Robert Evans (Paramount/Gulf + Western) and Bert Schneider (BBS/Columbia) took great advantage of the opportunities offered by the new System. Orson Welles, still self-exiled in Europe, understood that the climate had changed in Hollywood and managed to contact Bert Schneider to shoot a new film, The Other Side of the Wind, set in the New Hollywood climate. Thanks to the support of his new partner, Oja Kodar, who was 26 years younger than him, Welles decided that his film would tackle sexual themes in a far more explicit way than in his previous work. Nudity, corporeity, and sex, already appearing in The Immortal Story (1968), are copiously dealt with in Other Wind, whose initial conception and realization was then largely due to Oja Kodar. From the analysis of one of the most integral scenes in the film, the “car sex sequence”, Welles’s authorial touch can be seen in the representation of the female body, of sexuality, and of the active role of women in the pursuit of pleasure. The scene’s shot composition and angles, expressive use of light and noise, and frantic editing are clear Wellesian stylistic choices as applied to his heretofore unprecedented treatment of sexuality (see Figure 6).

Welles realized in 1970 that the Rating System and Bert Schneider had given him the opportunity to make a film that would have reflected the new course taken by the New Hollywood.

P.S.: On October, 3th 2018, the MPAA officially gave The Other Side of the Wind an R rating, restricted for those under 17 and requiring an accompanying parent or adult guardian (Kelly 2018). The following motivations can be found on bulletin number 2547 (certificate #:51770): “Rated R for sexual content, graphic nudity and some language.”13


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  1. The expression “Renaissance” was used in an article published in the Time Magazine in December 1967: on the cover appear some frames of the film Bonnie and Clyde (1967) by Arthur Penn. A strip at the top right shows these words: “THE NEW CINEMA: VIOLENCE … SEX … ART …”. The corresponding article inside, written by Stefan Kanfer, uses the expression “renaissance”.

  2. According to estimates, the number of U.S. cinema-goers declined as follows: 90 million tickets were sold in 1946, 46 in 1956, 40 in 1960 and 20 in 1970. See Monaco 2003: 40.

  3. Joseph McBride reports that he contacted Roger Corman at the end of the seventies to complete the realization of The Other Side of The Wind, but after finding the most intricate legal events, the producer decided to give up the operation. Cfr. McBride 2006: 208 and Karp 2015: 229. In an email to the author, on December 2, 2018, McBride wrote: “I only asked Corman if he’d be interested, and he said he would but only if the legal issues were sorted out, because otherwise he’d be hit with three lawsuits by noon the day it opened”.

  4. After playing marginal roles in some films in the fifties, Robert Evans tries his career as a producer. Thanks to his talent, Paramount produced two films that would become the model for the “blockbuster formula”: Love Story (1970) and The Godfather (1972), whose net earnings allow Paramount to become one of the most powerful and rich Hollywood majors.

  5. Valenti said “When we landed in Dallas, I got in the motorcade, about six cars back. When we came around Dealey Plaza, I didn’t hear the shot, but the car in front went from 10 mile an hour to 80, like A. J. Foyt was driving”: in McPherson 2000: 89

  6. Another movie, Otto Preminger’s The Moon Is Blue, was released without the Code’s seal in 1953: see Monaco 2003: 56.

  7. Films can be evaluated in the following ways. Rated G: Suggested for General Audiences; Rated M: Suggested for Mature Audiences – parental discretion advised; Rated R: Restricted – persons under 16 not admitted, unless accompanied by a parent or adult guardian; Rated X: Persons Under 16 Not Admitted. Despite this initial policy, the MPAA’s ratings have changed over the years. The wording rating “P” was replaced in 1970 by “GP” (All Ages Admitted) and in 1972 by “PG” (Parental Guidance Suggested). In 1984, the rating “P” was further subdivided: “PG” (Parental Guidance Suggested) and “PG-13” (Parents Strongly Cautioned, for children under 13). Even the criteria for the “X” rating has undergone changes over the years. From 1968 to 1970, the restriction concerned children under 16 years. After 1970, however, the age rose to 17, although the impossibility of entering in the theatre, even if accompanied by an adult, remains unchanged. In 1990, the term “rated X” was definitively replaced by “rated NC-17” (“No children under 17 admitted,” which became, in 1996, “No one 17 and under admitted”): cfr. Cook 1999: 70.

  8. The rating system also had an important role in the treatment of political issues shown in movies. This is very clear in the case of Medium Cool (1969), directed by Haskell Wexler, one of the most important films about the politics of '68. Wexler’s treatment was considered highly controversial and the MPAA gave it an ‘X’ rating, before the official release, because it “objected to the language and the nudity”. Giving such an ordinary movie an X would heavily reduce the potential income of the film, preventing its commercial success. See Mordden 1990: 220 and the documentary This Film Is Not Yet Rated (2006) by Kirby Dick.

  9. According to Joseph McBride (in an email sent by wellesian scholar to the author on November, 7 2018), this acronym, formed with the first letters of its three founders’ names, was created by Arthur Daniel Murphy (better known as Art Murphy or “Murf”) who worked at Daily Variety from 1964 to 1993 as a film critic.

  10. “Synopsis of Hannaford film and character notes” (from folder “Correct Cutting Copy” Mid-September 1974), Orson Welles – Oja Kodar Papers, 1910–2000, BOX 5, University of Michigan, pp. 1–30.

  11. Ibidem, p. 18.

  12. These profanities can be read in the official screenplay published by Locarno Film Festival in 2005. Gosetti (edited by) 2005: 176, 186, 204, 206.

  13. The motivations can be found here: (last accessed 25.05.2019).