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Fade Out: The Calamitous Final Days of MGM

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An insider's view of the decline and collapse of MGM/UA reveals how the failure of several major film projects mired the studio's 1983 comeback and eventually broke the company

292 pages, Paperback

First published January 1, 1990

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Peter Bart

32 books5 followers

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Displaying 1 - 8 of 8 reviews
Profile Image for Laini.
Author 6 books111 followers
July 18, 2016
An infuriating book to read.

Shows what happens when a Las Vegas "dealmaker" who knows nothing about making movies buys a company, then continues to $%^& with it, selling off parcels and bits, and appointing and re-appointing, configuring and re-configuring it with a constantly changing cast of qualified and unqualified people. you keep thinking it can't get any worse, and yet he just can't leave well enough alone.

MGM (and its related sister company at the end, UA) was a huge part of our country's history and culture. The fact that it was allowed to come to this is a travesty. And the worst part was that Kirk Kerkorian was featured in the "list of people we lost this year" at the academy awards this past year, while Age Vigoda, who had an important role in The Godfather, was overlooked.

I seriously hope Kerkorian (and his compatriot Dore Schary) are roasting in hell for denying Classic Hollywood lovers the opportunity to see the famous backlot, tour the famous buildings, and appreciate the costumes, sets, and all related material. Thank God Paramount and Warner Brothers are still around so we can see the history behind the magic.
Profile Image for Brian.
107 reviews
October 19, 2017
This book is like many insider accounts of the Hollywood movie industry. It contains a wealth of names, anecdotes, and history of MGM and United Artists, but in the end it's somewhat unrewarding. If one were a fan of a particular MGM production that is described in detail, such as "Red Dawn" or "Rainman" they would certainly find a great deal of insight into how those films made it through the confounding business practices of a major hollywood studio. Otherwise, we're only left to consider what happens when an unqualified wealthy "trader" such as Kirk Kerkorian decides to buy MGM, and then allows it to disintegrate through inattention and poorly considered management appointments.
616 reviews
March 1, 2015
A skimpy narrative that ties together some pretty good anecdotes from 1970s-80s Hollywood. Gets deep with movies that I enjoyed, like "2010" and "Rain Man."
Profile Image for Gabriel.
29 reviews
August 7, 2020
I don't even know where to begin.

MGM.

When you say those letters to a movie fan, or anyone that has seen a movie, you will activate a mental association with what had the the definition of a movie studio. Particularly, the kind that had thousands of creators and workers laboring to glorify the biggest movie stars and the best movies of a particular era. MGM, Metro-Goldwyn-Mayer, has an intangible force almost unimaginable in movie culture.

So you wonder... what happened? Where did MGM go?

Peter Bart, longtime Variety editor, occasional studio executive and sometimes author, wrote FADEOUT in an attempt to answer this question.

He was successful in ways I don't think he anticipated.

The best part of this book is that it explains some of the machinations required of an active movies studio- even one as sporadic as 1980s MGM- and the financial and managerial labor necessary to keep the wheels turning for one more day. It is fascinating to read about movies that almost got made... but didn't for one reason or another. ROAD SHOW with Jack Nicholson being one of the more interesting examples (a project which seems to have disappeared from any one's memory). And it was interesting to read about the creation of such 1980s fixtures like RED DAWN which miraculously made a Summer 1984 release with a late 1983 shooting start. Along the way we're treated to anecdotes about such curiosities as OXFORD BLUES, TEACHERS, and YOUNGBLOOD, among others. This part of the book actually ends with MGM/UA at a high point with its releases of MOONSTRUCK and RAINMAN. Reading about this brief span of success was heartening and brought a hope or two.

Of course it isn't to last.

If there is a villain of the piece, it has to be Kirk Kerkorian- the millionaire that managed to get rich with a niche airline which he would pedal into a casino business which he would pedal into... a way to buy MGM (later merging it with UA in that studio's collapse after HEAVEN'S GATE). I call him the villain since he's the in that kept flipping studio executives, and he also hired James Aubrey.

You'll end this book hating James Aubrey. From what I understand, this is the appropriate opinion of the man. Aubrey was a CBS studio chief, whose success was based on THE BEVERLY HILLBILLIES, hired by Kerkorian to run MGM in 1969. He started with a mandate to get costs down... and he did this by throwing pennies at productions and outright murdering others like MAN'S FATE which would have been directed by Fred Zinneman (who went of to DAY OF THE JACKEL in the aftermath). Aubrey also tried to reign in David Lean. Soon enough Aubrey was fired since the poor offerings of MGM at that time performed, poorly. This is not a time anyone remembers for MGM.

Bart appears in the book as he accepts a job in the early 1980s just as Kerkorian is promising big things because millions had just been secured for production through a deal involving junk bonds, procured in partnership with Michael Millken (who later went to jail).

Except Kerkorian didn't have the patience for making movies. He liked deals. And it is the description of the dozens of deals Kerkorian was making or trying to make which drive the book from chapter to chapter. This isn't a bad thing, per se, but unless you have strong grounding in finance, it will seem like noise since these aren't the easiest topics to understand.

The most heartbreaking deal of course, has to be the one where Ted Turner managed to buy MGM/UA... and then sell it back to Kerkorian about 70 days later. Of course, Turner managed to keep the 3500 or so films of the MGM library (which is now in the hands of Time-Warner) for better (increased modern visibility, preaervation efforts, and TCM) and worse (colorization in the late 1980s, which he had the good sense to halt as public anger reared its head). In my opinion, this is the real death of MGM, where it shed its legacy for the transient delight of a bored billionaire.

This isn't the end of the book either. That is a deal for the sale of MGM/UA to a French company which resulted in the layoffs of everyone at the company at the time. This is even a false ending since THAT deal was undone by another deal a year or two after this book was published.

I've avoided talking at length about many of the other studio executives that come and go since they were all bit players in the overall story- none of whom ever managed to display the executive staying power of the Hollywood titans of old (like Mayer, Jack Warner, or Daryl Zanuck). In fact, most of the executives (who were earning six figure salaries in 1980s dollars) appear to have never served as studio execs after leaving MGM/UA.

FADEOUT is a fascinating and infuriating experience. It is a creature of its moment in time, and in some ways portends later economic phenomena (I'm along in this, but the number of deals and their details made me think of credit default swaps which led to the 2008 collapse of the globla economy. This book feels like a slow motion assembly of a CDS where no one understands ALL the details). The definitive book about MGM has not been written, but if it ever is, this will provide an excellent place to start researching. It may cause you to wonder about certain other factors, but shouldn't every good story?
Profile Image for A Cesspool.
372 reviews5 followers
February 18, 2024
principle takeaway: book one in essential trilogy: Debacling collapse of MGM/United Artists...
1. Fade Out
2. Indecent Exposure by David McClintick
3. Final Cut by Steve Bach Cimino by Charles Elton
Since its first offering in May 1990, a lot of author Peter Bart's initial insights have been corroborated; and many doubters, course-corrected.
Example:
the author’s early-1980 suspicions of collusion by MGM executives, Frank Rosenfelt & Frank Rothman, to install Rothman's client, David Begelman (recently removed from criminal courts/Columbia chairmanship), as MGM's new COO (December 1979), against the impassioned reasoning of owner Kirk Kerkorian’s longtime Vegas colleague/advisor/solicitor: Gregson Bautzer; Bautzer the lone -- native Hollywood outsider — executive who’d previously explored & coordinated Kerkorian’s acquisition of controlling interest in MGM, in 1968, after a careful study of its financial condition, could now only watch as his Los Angeles Hollywood counterparts (all former Transamerica/UA executives) stacked the studio's administrative-deck in their favor.
All of this would be confirmed over a decade later, by Begelman’s own (post-MGM/UA) partner: Bruce McNall, in his 2003 memoir.
Specifically...
"After [Begelman's] criminal charges were dismissed, David's lawyer, Frank Rothman, persuaded another of his clients, billionaire Kirk Kerkorian, to hire David to run MGM.”
..
“That was why, at the urging of Frank Rothman, [after dismissing Begelman from the MGM lot] I hired him to turn Sherwood Productions into a much bigger company." -Pp. 87
beyond Fade Out...
... Begelman would go on to not only run fleece Sherwood into the ground, he sandbagged McNall, coercing him into signing over his company and (most importantly) line of credit & bankers; promptly gutting McNall's company so he could form his own production outfit: Gladden Entertainment (later Gladden Productions, after bankrupting that first attempt, natch).
“David would still need cash and a line of credit to operate his company day-to-day. That was where I fit in. Given his felonious past, and his lack of personal wealth, no bank would allow David to sign for a big note. And he didn't have the personal reserves to cover the huge overhead that his operating style would require.
David laid all of this out, anger began boiling inside of me. Here I had been summoned, like a servant, to an office that I owned, to be stabbed in the back by an employee, someone I had rescued from disgrace. I had financed his success with WarGames and Mr. Mom, only to see him go out and make a wonderful distribution deal, not for Sherwood, but for himself. While he should have been loyally securing the future of my company, he made his own deal while talking on the phones I paid for, and dining on an expense account that I covered. It was a gross betrayal, and I was livid.”
Excerpt From:
Fun While It Lasted: My Rise and Fall in the Land of Fame and Fortune by Bruce McNall. Pp. 65
Profile Image for A Cesspool.
372 reviews5 followers
November 16, 2025
****½
Cinephiles‘ Must-read; Comparable to Julie Salamon’s expansive The Devil's Candy, or David McClintock’s definitive Indecent Exposure, save for its needlessly disorienting narrative, Bart’s cautionary-forensic accounting of Metro-Goldwyn Mayer’s [and lesser extent United Artists‘] last gasps of autonomy (while being smothered), and prestige (before taken off life-support), yields near-endless unwritten IMDb Trivia entires, unedited Wikipedia submissions, or un-produced podcast limited-series, imo.
fantastic | illuminating | exploitive

You know it’s visceral when those featured publicly denounce the text as ‘fictitious, exaggerated fakery & lies,’ swaggering eminent civil litigation, only to quietly retreat back into their unofficial retirement (with nary a litigious billable hour(s) invoiced, much less, legal counsel correspondence):
Freddie Fields and Jerry Weintraub both sent personal letters of protest to the publisher, claiming the work is riddled with inaccuracies. Weintraub labeled Fade Outdefamatory . . . a reckless disregard of truth and subject to liability.”

My only gripe is the fractured narrative; obviously a byproduct of Entertainment journalist, Bart's editorials and features, spanning years, assembled for one book. The scattershot prose, alternating timelines/studio regimes between ever chapter is obviously meant to band-aid over the fact Bart never sat down and authored a traditional tell-all from beginning to end; Rather, simply imperfectly edited together those exclusive press clippings into one manuscript.
Profile Image for Snobbery and Decay.
44 reviews
August 7, 2025
Reading Peter Bart's CV, one quickly realises that Mr Bart has all the credentials of a bona fide 'Hollywood Insider'. From reporting beginnings at the New York Times, he became Robert Evan's literary leaning right-hand man at Paramount at the end of the 60s, shepherding era-defining pictures such as Love Story, Rosemary's Baby, Harold and Maude or The Godfather. He then followed Paramount studio head Frank Yablans at the helm of the moribund MGM before escaping to Variety, the industry's most influential trade paper, where he held the position of Editor-in-Chief for a record of 20 years.

Fade Out: The Calamitous Final Days of MGM is Bart's lively and caustic recollection of MGM's remarkably unlucky string of managements under the artistically vacant auspices of compulsive gambler-financier Kirk Kerkorian. Through a series of colourful anecdotes, the book retraces the roots and mechanics of MGM and United Artist annihilation through an edifying history of profligacy, bad judgements, reckless financial manoeuvrings and gob-smacking hubris.

Throughout the book, however, Peter Bart himself appears as a non-entity; solely reactive as the vice-president of production at MGM, seemingly doing nothing else but being the other voice of any discussion, barely taking part of anything that is unfolding. His stint as producer on Youngblood, for instance, is barely referred to, as if of little consequence. But crucially, although the book is majorly concerned with Kirk Kirkorian, the author never seemed to have met him while working for him. This creates a degree of detachment that occasionally makes one suspects polite and slight revisionism. With that said, Fade Out still reads as a page-turner which, for a story we already know the ending of, is quite remarkable.
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