Gray Frederickson

BY Linnda Durre

Linnda Durre'

Gray Frederickson, Oscar winning producer for “The Godfather – Part II” and producer of all three Godfather films and “Apocalypse Now” has been a friend of mine for many years.  After a successful run in Los Angeles for decades, Gray, an Oklahoma native and graduate of OU – Oklahoma University with a degree in business – moved back home to become the founder of the film program at Oklahoma Community College (OCCC), one of the best film schools in the country along with USC, Full Sail, and Chapman.


Being friends with him for decades, I had the pleasure of interviewing him recently on the phone:


LD: How did you get involved in the film business since you had no family connections or direct experience?


“I was from Oklahoma and grew up here. My grandfather owned Oklahoma Natural Gas Company, which was a public utility.  My dad was an independent oil man.  I wanted to get away from Oklahoma,” he remembers.  “It was just boring and I didn’t like the oil business.  They wanted me to stay in Oklahoma.  Guys in three-piece suits were not my cup of tea. I wanted nothing to do with it.”


He bummed around Europe, attended the University of Lausanne in Switzerland and ended up in Rome.


“I fell into the movie business by accident and loved it.  That’s how I got started.  My first film was a little black and white movie called ‘Natika’, starring John Barrymore, Jr.  who was Drew’s father.” [and the son of legendary film and stage star, John Barrymore - both father and son had difficulties with drug and/or alcohol.]


“It was a low budget, independent which we made, we sold it and made most of our money back.  I was in Italy.  I did that for five or six years and I worked with a lot of Italian directors,” he added.


One of those directors was Gian Luigi Polidoro when Gray was general manager for “Run for Your Wife,” starring Ugo Tognazzi (“Renato in La Cage Aux Folles”), Rhonda Fleming, and Juliet Prowse (one time fiancée of Frank Sinatra).


“In 1968, I made a movie called ‘Candy’, [written by Terry Southern and Mason Hoffenberg] starring Marlon Brando and Ewa Aulin, in the title role, also starring Richard Burton, James Coburn, Ringo Starr, John Astin, and Charles Aznavour.  It was my first film with Marlon.  It was considered really dirty at the time. Now it would be on prime time TV. It was banned from a lot of theaters. It was very risqué in those days.”


“The last of these Italian movies I did in 1966 was, ‘The Good, the Bad and the Ugly’, directed by Sergio Leone and starring Clint Eastwood,” recalled Gray.  “Clint and I became good friends.  He said, ‘I want you to be the president of my company and produce all my movies.’ ”


“How much can you pay me?” Gray asked.


“I don’t have any money, but you’ll make money after the movies make money,” promised Clint.


And I said, ‘I’ve got to make money.’  And so I passed. I regret that decision.”


“But we stayed friends, so when we came back to the States, I started hanging out with Clint and he introduced me to Al Ruddy and Peter Bart.  Peter Bart was VP of Production for Paramount at the time, and he gave me and Al a picture to produce, ‘Little Fauss and Big Halsey’ with Robert Redford, directed by Sidney Furie.”


The American studios were impressed with how cheaply the “spaghetti westerns” were made and how much money they made at the box office.  Gray and Ruddy brought their assigned film in under budget and under schedule.  Paramount was impressed.


“Paramount liked the job we did on it, so they gave us ‘The Godfather’,” he stated modestly.


At the time, Bob Evans was president of production. Charlie Bluhdorn was CEO and owner of Gulf & Western and he had bought Paramount.  Bernie Lax, who would later become my manager, was Bluhdorn’s right hand man and he had put the deal together for and with Charlie to purchase Paramount.  Lax had studied at the London School of Economics. He had an MBA and a Ph.D.


So Gray and Al Ruddy began the long, challenging yet rewarding task to produce “The Godfather – Part I”. That’s when the internecine politics began about the stars and the director.  The studio was concerned about Marlon’s undependability. Pacino was a newcomer. Coppola had won an Oscar for the screenplay for “Patton”, but he was relatively untested as a director.


“I knew who Francis was. I had been following his work and I liked his stuff,” Gray recollected. “I knew the Italian directors and films because I had been there for six years.  Peter [Bart] and I both championed Francis to direct it.  Ruddy wanted Sidney Furie to direct,” he began.


Francis may have scored extra points because he was Italian.


“Fred Roos was the casting director.  That’s why Fred was so important to Francis. Fred was in San Francisco at the time.  Francis wanted to cast New York actors.  He and Fred both wanted Pacino for Michael. The studio was considering other actors for – Ryan O’Neal, James Caan, and others; and for Don Vito Corleone there was talk of Edward G. Robinson and Laurence Olivier.”


James Caan was much better cast as Sonny, Pacino got the role of Michael, and Marlon, who auditioned with his cheeks stuffed with cotton, landed the role of Don Vito.


LD: I have to know. Was it the film editors or Francis who came up with the crosscut editing of the baptism alternating with the murders of the dons?


“No, it was Francis’ idea,” he confirmed.  It was a brilliant sequence – one of the most suspenseful and such perfect juxtaposition in a film – the religiously sacred laced with the murderously profane.


LD: “Why didn’t you get a full producer credit on “The Godfather – Part I?” Then you would have had two Oscars, instead of only one, on your mantle.”


“What did I know? I didn’t know the difference back then. I didn’t know that associate producers didn’t get an Oscar,” he jokingly remarked.


Then it was onward to the most critically and commercially acclaimed sequel, “The Godfather – Part II” with Francis, Al, Gray, and Fred producing. It also won two additional Oscars for Francis – Best Director and Best Adapted Screenplay with Mario Puzo; plus a Best Supporting Actor Oscar for Robert DeNiro, Best Music -Original Dramatic Score for Nino Rota and Carmine Coppola, Francis’s father; and Best Art Direction for Dean Tavoularis, Angelo P. Graham, and George R. Nelson.


Peter Bart went on to become senior vice president for production at Metro-Goldwyn-Mayer and then president of Lorimar Productions, when he asked Gray to be his VP in charge of Feature Films at Lorimar. For TV, they produced, “Houston Knights” with Michael Pare’ and Michael Beck.  Gray’s other TV credits include: ABC TV pilot “Thunder Guys”; “Mickey Spillane’s The Return of Mike Hammer,” and he developed and executive produced, “Staying Afloat,” starring Larry Hagman for Tri-Star TV and NBC.


Continuing their close association, Francis and Gray did their next picture together the legendary, “Apocalypse Now” with Coppola directing, a shoot that proved problematic – filming was interrupted  for a typhoon, when Martin Sheen had a heart attack, and there were other major setbacks.


To Coppola’s shock, Marlon didn’t know his lines and had never read Joseph Conrad’s Heart of Darkness, the book on which the film was based.  Brando received $3.5 million to star for only about 15 minutes in the film.  It was supposed to be a three month shoot and they shot 239 days over a 16 month period.  The typhoon destroyed film sets and delayed the film for months.  It took two years to edit the film by legendary editor Walter Murch and others.


“I had two birthdays in the Philippines.  Marlon showed up overweight and had to be shot in shadows only from the neck up. The budget doubled - from $15 million to $30 million. It was a nightmare. It was a horrible experience. It was my worst without a doubt. It went on for an eternity. I just want to forget it.”


But it’s a classic film – with six Oscar nominations and two Oscar wins for Best Sound for Walter Murch, Mark Berger, Richard Beggs, and Nathan Boxer; and Best Cinematography for Vittorio Storaro.  It was written by Coppola and John Milius. It won the Palme d’Or at Cannes and did $150 million box office.


The all star cast included Oscar nominated Robert Duvall as Lt. Col. Kilgore, Martin Sheen as Captain Willard, Marlon Brando as the renegade Colonel Kurtz, Harrison Ford as Colonel Lucas, Dennis Hopper as a photojournalist, Scott Glenn as Lt. Colby, Frederick Forrest as Jay “Chef” Hicks, and a teenage Laurence Fishburne as Tyrone “Clean” Miller, who lied about his age and was only 14 at the time.


Gray’s next picture with Francis was “One from the Heart,” (1982) starring Natassja Kinski, Teri Garr, and Frederic Forrest. It did not do well at the box office, but it has become a cult classic.


Years later in 1991, Gray produced, “The Godfather – Part III”, shot in Rome at Cinecitta Studios and at the opera house in Sicily, which made over $100,000,000 worldwide and garnered seven Oscar nominations.  Comments from the critics on that film cited no chemistry between Andy Garcia and Sofia Coppola, and that the plot was convoluted and difficult to follow. But it did well at the box office and in the nominations.


“Francis wanted me to produce his next picture, ‘Dracula’ [starring Gary Oldman in the title role, with Anthony Hopkins as Van Helsing]  but I was doing ‘Ladybugs’ with Rodney Dangerfield and couldn’t,” he regrets.  Charles Mulvehill (The Last Samurai, Proof of Life, Harold and Maude) produced “Dracula,” with Coppola, Fred Fuchs, and others.


His association with Coppola also included making two of author S.E. Hinton’s books into films, both released in 1983 – the first, “The Outsiders” loaded with future stars – Tom Cruise, Diane Lane, Matt Dillon, C. Thomas Howell, Rob Lowe, Ralph Macchio, Patrick Swayze, and Emilio Estevez; and the second, was “Rumble Fish” with Matt Dillon, Mickey Rourke, Diane Lane, Dennis Hopper, Laurence Fishburne, and Nicholas Cage.


LD: How has your friendship and working relationship with Francis endured?


“Francis and I have remained friends for over 40 years. He’s coming to Oklahoma for a fund raiser this winter,” he stated.  “I love him and he’s been wonderful to me.”


Gray continued his producing career on other films and he also branched out into acting.  He played Lt. Bressler in “1941” with Steven Spielberg directing.


“Steven and I would drive to the set together and he said, ‘I’m tired of all these big productions. I’d like to make a more intimate movie that would be like a sequel to ‘Close Encounters’ where the alien is left behind.”


Spielberg asked Gray to produce “ET,” (1982) but he was still involved in “Ladybugs” with Rodney Dangerfield, and had to turn him down, which was another of his biggest regrets in his luminous film career after passing on being president of Clint Eastwood’s production company.  Spielberg also asked him to produce “Schindler’s List,” and he had to pass on that one, too – both heartbreaks for Frederickson.


Gray expanded his talents into writing when he, Al Ruddy, and Charles Finch (son of Peter Finch) proposed the story for “Bad Girls,” starring Andie MacDowell, Mary Stuart Masterson, Madeline Stowe, and Drew Barrymore, with Gray's professional relationship with Drew and her father coming full circle to the next generation.  That film was made and released in 1994.


While he was single and living in Beverly Hills, he spent many of his evenings and weekends at the Playboy Mansion and throwing his own parties at his home on Benedict Canyon Drive.  Developing quite a reputation, he finally decided to settle down and have children when he met Karen Mosier, who was a Beverly Hills realtor. The two were married in 1989 and had two children, Kelsey and Tyler.


Gray and Karen wanted their children to be raised with the same values he was raised with in Oklahoma.  So in 1999, when Kelsey was nine and Tyler was seven, they moved back to Oklahoma City, where Gray became the founder of and director of the film program at Oklahoma City Community College (OCCC).  It is now one of the best film schools in the country along with USC, Full Sail, and Chapman.  Gray also got the state of Oklahoma to pass substantial film incentives, which has helped bring productions to his state. Gray appointed Greg Mellott as the acting director of the OCCC Film Department as he concentrates on more producing.


Karen and Gray have been married for 25 years. Kelsey is now 24 and Tyler is 22. Kelsey graduated from Chapman University in Los Angeles and Tyler is a student at OCCC.  Karen is active in her church and the community in Oklahoma City.



LD: What was your favorite film experience?


“My best film experience was ‘UHF’ with Weird Al Yankowitz.  It was easy and fun and it was a comedy and everyone was laughing every day. We shot in Tulsa, my hometown in my home state.  He was a sweetheart,” he recalled.  “It went right on schedule, there were no problems, it was ideal. It was wonderful.  He came back here for the 25th reunion in Tulsa; we went to all the home locations. We had parties. We had a big fund raiser in Tulsa.  We had a good time.”


LD: What was another project you wanted to do?


“Francis and I were going to do “Unforgiven" for MGM. Dean Tavourlaris [Oscar winning production designer for The Godfather II] was building sets.  Robert Duvall had been cast as the lead. It was a wonderful script.   It was originally called, “Whore’s Gold”. They took it away from us.  I told Clint about it and he bought it.”


Years later Clint called me and said, ‘I’m finally going to do it. Why don’t you come and produce it for me?’  But I was contracted to produce ‘Ladybugs’ and I couldn’t do it. That’s another regret I have.”  “Unforgiven” was the third Western to win Best Picture – the other two were “Dances with Wolves” (1990) and “Cimarron” (1931).


LD: You’ve got 3 films that you produced in the Top 100 Films of all times by AFI and other film lists – Godfather I, Godfather II, and Apocalypse Now. Not many other people can say that.


“Yeah, I’ve been lucky,” he mused.


Gray also branched out into acting: “I was Lt. Bressler in ‘1941’ and Steven [Spielberg] was directing.  I was driving Steven to the set every day. He said to me, ‘I hate this big production.  I want to make a film sort of like a sequel to ‘Close Encounters’ where the alien would be left behind.”


Gray was interested. Steven continued, “I’m going to give it to my secretary [Kathleen Kennedy] to produce and I want you to produce it with her.  And I said, “I can’t. I’m already committed to ‘One From the Heart’, with Francis.”


So everyone has regrets in their lives – and not being president of Clint Eastwood’s production company, not producing “Unforgiven” and having to pass on producing “ET” and “Schindler’s List” for Spielberg are four of Gray’s shoulda/woulda/couldas, which each of us all have in our lives.


His latest production is “America: Imagine the World Without Her” by Dinesh D’Souza, the conservative documentarian, author, director, and producer, which is in theaters now. It is a controversial film and doing well and has made $14,386,421. to August 20.


“Costco yanked the book from the stores,” Gray commented.  “That was the greatest thing that every happened. You couldn’t buy that much publicity!  People love the movie.  It gets standing ovations,” he said.  I attended a public screening and he was correct.


“CinemaScore gave ‘America’ an A+ rating, which is very rare for them.  The liberals don’t like it. They kids don’t know history.  They’ve been brainwashed by the old hippies teaching school,” he remarked.


“I had no contribution to the script – none at all,” he stated. “It was the only movie I’ve ever shot without a script.  The production was just art direction. We shot a lot of it at the college here in Oklahoma City, and in a town called Guthrie, and in Tahlequah in Eastern Oklahoma.”


“We shot in January. It was bitter and horrible cold. And between takes, we had to run over and throw blankets on the actors,” he commented. “We had big heaters, it was below zero. It doesn’t look like they were freezing, but they were.”


Many people have commented that one of the most impactful segments in the film was a black woman, around 35, who said she wasn’t living by spiritual principles, was on welfare, and was always broke, blaming other people. A friend brought her to church and it changed her life. She started her own business, got off of welfare, and started making money. It restored her pride, independence and self-esteem.


“That’s why I made this movie because people need to hear the truth,” he stated.


Turning 77 this past July, Frederickson has had a very successful run of independent films, both comedies and dramas, including:


“Ivory” (2010) - Drama about a young man’s quest to win a piano competition, starring Oscar winner Martin Landau, Peter Stormare, Beau Garrett, and Travis Fimmel.


“Crazy Enough” (2012) - Identical twins, separated at birth - one a hospitalized mental patient and one a psychiatrist – switch places by accident, a student film, starring Chris Kattan (SNL), that had a national theatrical release and is out on DVD.


“Persecuted” (2014) - starring Bruce Davison, James Remar, Dean Stockwell, and Fred Thompson, former star of “Law & Order” and former attorney general of and U.S. Senator from Tennessee. It is about an evangelist, who finds himself framed for murder after he refuses to back a senator’s proposition for sweeping religious reform.





Gray’s upcoming films include:


“The Boston College Point Shaving Case” (2016) – Story and script written by Bob DeBrino and Nicolas Pileggi (Goodfellas, Casino, City Hall) about the infamous scandal that rocked college basketball.


“The Chameleon” (2016) - An undercover cop poses as a contract killer with his undetected disguises, as he penetrates the Murder for Hire business with married couples.


“Higher Mission” (2015) - Sci-fi flick starring Casper Van Dien, write and directed by Vladimir Uglichin.


“Bound & Gagged” (2016) – In 1949 Hollywood, an ex-police detective, now a private eye, discovers murders and how they are related to his relatives.


“The Vivian Carter Story” (2016) - True story about one of the passionate visionaries and musical founders of Vee Jay Records who gave the world the Eldorados, The Knights, the Chancalors, and The Beatles.


“The Legacy of Lucky Luciano and Operation Underworld” (2015) written by Bob DeBrino and Nicolas Pileggi again about the underworld mob boss.


“Run Like the Devil” (2015) - Comedy with Ludacris, Louis Gossett, Jr., Bob Odenkirk, and Anthony Rapp, about a U.S. Marshal and his neurotic witness who are on the run.


Gray’s documentaries include:


“Dream No Little Dream: The Life and Legacy of Robert S. Kerr” (2007) - The life and career about the influential late Governor and U.S. Senator from Oklahoma, and natural gas and oil businessman, which was the Oklahoma’s Centennial Film. Gray won an Emmy for this award winning documentary.


“The Grand Energy Transition” (2012) - A documentary written and directed by Greg Mellott about how natural gas can solve our problems while we move to solar power and other forms of energy.


“Unconquerable – Part I” (2014) – A documentary written and directed by Greg Mellott about the Chickasaw Nation.



LD: What else is coming up for you?


We’re going to do a trilogy about God, debating with atheists and scientists, and traveling all over the world – Jerusalem, Rome, Paris,  Geneva, Asia and Africa; and I will take my kids with me.”


Gray Frederickson - Emmy and Oscar winning producer, three films in the Top 100 Movies lists, including AFI; two of the most popular, successful, beloved, and cherished films ever made – “The Godfather I” and “The Godfather II”; two good looking, talented children, Kelsey and Tyler; Karen, his beautiful wife of 24 years; the founder and director of the film program at OCCC, and an international reputation as a dependable, smart producer who can bring movies in under budget and on time.  He’s a member of AMPAS, the Academy of Television Art and Sciences, the Directors Guild, and SAG-AFTRA.  He has a life many would envy. I am honored to call him a friend.




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