Old School oral history

'Old School' Sweet 16 Reunion: The Oral History

The film's team tells Playboy about smoking with Snoop, topless-scene drama, Gwyneth and the sequel

Courtesy: DreamWorks Pictures

An untested Saturday Night Live standout whose sole film credit in a starring role was for A Night at the Roxbury. A director whose only scripted feature was a college comedy. An actor best known as the romantic lead from Legally Blonde, and another actor consigned to thrillers. Long story short: Old School shouldn't have succeeded—but if you're going to use words like that, you need to say "earmuffs."

With the beloved fraternity comedy hitting the sweet-16 anniversary of its initial release on Feb. 21, 2003, Playboy talks to the cast and crew to find out how the movie managed to make the grade. This discussion includes contention over writing credits, a contract dispute for one of the leads, Gwyneth Paltrow's surprise visit, Bob Dylan's axed appearance, Snoop Dogg sharing his stash, ending reshoots, unexpected romantic tension over a topless scene—and a sequel that came this close to happening.

Among those sharing their memories are stars Luke Wilson, Vince Vaughn and Will Ferrell; director Todd Phillips, producer Ivan Reitman and co-writers Scot Armstrong and Court Crandall; and costars Andy Dick, Leah Remini, Craig Kilborn, Simon Helberg, Matt Walsh, Patrick J. Adams, Sarah Shahi, Perrey Reeves and many, many more. It's time to ring the fucking bell.
While we were dating, I said, 'Please, never go topless, ever.' And then we broke up, and she fucking immediately went topless. All of a sudden, I see the movie, and her fucking tits are hanging out. I went berserk.
The film's concept began with advertising executive Court Crandall, who brought his idea to Todd Phillips. Phillips, having already helmed the 2000 comedy Road Trip, was directing ESPN commercials for Crandall's firm in order to make some extra money before his next feature gig came along.

Court Crandall [co-writer]: I was in a fraternity in college at University of New Hampshire, and then years later, once I was in advertising, I was at a party in Hollywood Hills that some of our creative directors were holding. They had sliced ham and wine, and there was literally someone playing the harp. And I just thought, “Holy shit, where has the fun gone? Is this what our life has become? Can someone just give me a keg and a red Solo cup?”

Todd Phillips [director and co-writer]: I was looking to do another movie with Ivan Reitman, who produced Road Trip. After Road Trip, I was directing some commercials for ESPN. Court Crandall ran the agency, and he was on set one day, and he said, “You know, I have this interesting idea for a movie. I wrote this thing.” And it was called Frat Men. And he knew that I had made a movie called Frat House for HBO back in the day—it was a documentary which a lot of stuff that you see in Old School was borrowed from or influenced by.

Court Crandall: We kind of hit it off, and so I sent the script to Todd, and he liked it, so he shared it with Ivan Reitman. Ivan liked it, but then wanted the guys to be younger and so forth. At the time, I was a little unsure of that—I felt like that’s a slightly different movie, kind of like Seventh-Year Senior. But I wrote that version and then turned it in—wrote it a little too quickly, to be honest with you. Those guys ended up optioning the script. The next time I saw them at all was at the premiere party.

Todd Phillips: I read it, and to be fully frank, it was an amazing idea, but the execution wasn’t really great on it. And I said, “I really like this as an idea—I’d love to just take this and rewrite it with my friend Scot Armstrong,” whom I had written Road Trip with. And Court was like, “Fuck, yeah! I just did it as a goof—I didn’t know if anything would come of it.” Scot and I went away and spent a year and a half writing and rewriting what Old School would end up becoming. The core idea came from Court’s brain—he’s awesome.
We wrote the sequel years ago, and then it just becomes one of those things that just falls by the wayside. Then you look back on it now, and you go, 'Ah, fuck, we should have made that.'
The film's script is credited to Phillips and Armstrong, with Crandall and the two others receiving story-by credit.

Court Crandall: To be honest with you, I totally think I should have gotten a screenplay credit. It went into arbitration, and I think it went a couple rounds in arbitration where they tried to figure some things out. They had pushed me to the end of the story-by line, and I was suggesting that I should get writing credit, and the word I got from the WGA was that they were bringing in an additional arbiter, and that that arbiter ultimately sided with Todd and Scot and decided that they wouldn’t give me the writing credit, but they’d move my name to the front of story-by, in front of those guys.

Todd Phillips: Credit isn’t decided by the writers—that’s decided by the Writers Guild. When you see story-by credit in movies, that means that idea was hatched for this story-by credit, but the writers went ahead and wrote the thing.

Court Crandall: In film, credit is literally based on the word count of original words from your original draft to subsequent drafts, which I think is punitive to the original writer. People all tried to take as much ownership as they can—some of that surprised me a little bit, so I just left it alone.

Scot Armstrong [co-writer]: Honestly, I never read that first script. We started from the beginning with the idea of older people deciding to go backwards. When I first heard the hook, I was like, “Oh, man. That’s a great hook.” And Court didn’t really think of a great hook to it. And we really did dig in and reboot the story. It’s a funny situation because I never really did read that first one, and Todd and I worked on it together for multiple years. It’s always hard to talk about how it started.

Court Crandall: I never questioned the way the ultimate product came out, which is a combination of the original idea and some stuff I had written, as well as what Todd and Scot wrote, and then a whole lot of ad-libbing. Todd knows the first draft and so forth, and was part of things all along. Scot came in late, so to his mind, I’m sure, it was just Todd’s thing, and he was joining in on that. He didn't really have any history. I met Scot at the premiere party.

Ivan Reitman [producer]: Court’s script really required more. We used very little of that and used the basic idea, and then told them to build the whole story that way.

Court Crandall: I didn’t know Ivan at all—still have never met him. If I had any regrets, it’s that I turned in my second draft way too quick, and I should have done a meeting with Ivan and heard all his comments and so forth. Instead, I was young and naive and rushed into it, and I said, “OK, this is what he wants to do,” and I cranked out a draft in three weeks and submitted that probably faster than I needed to. My second draft would probably have had more in common with the ultimate draft. [That said,] there are not a lot of people I would call a comedic genius, and Todd is one of them.
To be honest with you, I totally think I should have gotten a screenplay credit. People all tried to take as much ownership as they can—some of that surprised me a little bit, so I just left it alone.
The filmmakers targeted the three lead stars from the beginning, but it proved to be a struggle to land Vince Vaughn, who had become more focused on thrillers like The Cell than comedies like his breakout in Swingers.

Todd Phillips: We had Vince [Vaughn] in mind the whole time, and we casted around Vince. At that time, Vince was a tough sell to DreamWorks. He had done a lot of movies that you wouldn’t call comedies—he was a dramatic actor. But I was really dead set on it being Vince.

Ivan Reitman: I’m not sure if the studio really thought Vince was funny enough, but we just sort of laid it down that this was our specialty, not theirs, and they went with it.

Todd Phillips: The first thing we shot was the wedding ceremony, and somebody said, “You can’t start filming—Vince never signed his contract.” I’ve never heard of such a thing. They ended up bringing the contract to his trailer, and Vince signed it that morning. I don’t remember why that was—that must have been something with the lawyers and the studio.

Will Ferrell [Frank "The Tank"]: I always thought it was an original and interesting premise—a "lost boys of Neverland" premise that had great comedic potential, and of course, I was dying to work with Vince and Luke.

Ivan Reitman: Vince was a little tricky. We had made the deal a long time before shooting, but it took a long time [to finalize]. There was a lot of arguing of small points that finally never were important. I do think there was a level of paranoia in Vince’s life at that time that never had to do with our film. But the studio was not going to allow us to start filming until he signed the contract, which he finally did because of our line producer Dan Goldberg, who was great—he basically sat on Vince until he did it.

Vince Vaughn [Bernard "Beanie" Campbell]: Talking with Todd and hearing his thoughts [convinced me to do the movie]. I could tell that he was a very unique and a defiant voice. Also, that he was very funny and built a great atmosphere to create in.

Todd Phillips: Once we convinced DreamWorks, and we got Vince, then I think it went to Will and to Luke [Wilson] around the same time. I don’t think we had auditions for the three main parts. Will was still on SNL, and it was very difficult to work with his schedule. He was going back and forth a lot from New York to L.A. because we shot the movie in L.A. The chemistry between Vince and Will exceeded my imagination.

Will Ferrell: As for Todd trying to persuade me to do the movie, it was quite the opposite. He actually had to convince some of those at the studio to hire me, so I've always felt indebted to Todd. 

Luke Wilson [Mitch]: I probably hadn’t done 10 movies up until that point—Bottle Rocket and Rushmore, and I think Royal Tenenbaums and Legally Blonde hadn’t come out yet. A side note is that Will had gotten in touch with me just to meet up and talk, prior to and unrelated to Old School, so I’d met him one time for a beer. I didn’t know anything about Todd Phillips—I was just a hired hand. I would be surprised if I was the first guy that they went to, but who knows? I would be surprised if they were like, “Get us Luke Wilson!” [Laughs]
The film introduces Ferrell and Vaughn's characters during Frank's ill-fated wedding to Marissa.

Luke Wilson: I remember for the wedding reception that we decided, “Maybe it’d be fun to have a few beers before the scene to get a little looser.” So I think we all did that.

Dan Finnerty [The Dan Band’s profane wedding singer]: I was doing girl-song covers with the Dan Band in L.A. pretty much every other Friday for years, and the director McG and I were working on a pilot for ABC and Warner Bros. He had a big birthday party at one of my shows and brought Todd, who came backstage afterward and was like, “I’m doing this movie, and I need a wedding singer. What would you sing at a wedding?” I just thought we’d be in the background, out of focus. I was like, “I’m working on a medley of ‘Total Eclipse’ and ‘Private Dancer’ that will break your heart.” He was like, “Yeah, sounds great.” A week later, I was in the studio.

Perrey Reeves [Marissa, Frank's wife]: The Dan Band is one of my two favorite moments—you can see my character go, “Wow, what was that.” I actually like that scene a lot because it’s the beginning of the end for them.

Dan Finnerty: The first time I sang it, I didn’t swear—I just thought I wasn’t allowed to. We did the first run of the recording, and Todd stopped me, and he said, “Are you going to swear like you did in your show?” And I was like, “Am I allowed to?” And he goes, “Yeah.” And I’m like, “Well, fucking buckle up.” So he unleashed the Tourette’s, and I went nuts.
Gwyneth Paltrow comes up onto the roof, and she’s like, 'Hey, guys.' The last thing in the world you want is America’s sweetheart to come waltzing out and decide this is the moment to watch. That was brutal.
One of Ferrell's most memorable scenes involves his counseling session with Marissa, where Frank admits to thinking about other women's panties.

Gregory Alan Williams [counselor]: It was the wildest day. We could hardly get through the scene because every take, Will would improvise some new stuff. That whole thing about what kind of panties was she wearing, were they bikinis—that was improvised. [Laughs]

Perrey Reeves: I’m definitely biting the inside of my mouth during the scene—it’s very hard not to laugh at him. I think I ruined a couple takes because I couldn’t not laugh.

Ivan Reitman: It was clear when we saw the first cut of the movie that there was a lot of great things Todd had let out of his cut. He had cut all the therapy scenes, and the “nest of safety,” and I thought that was really important. It was more the character-based things that he lost a little bit of confidence in. I was just reminding him, “Hey, you shot this, you directed this, this is really great—get that back in the movie.”

Luke Wilson: I took my mom to the premiere and thought, “Maybe I shouldn’t have brought her to this—it’s just not her cup of tea.” And then that marriage-counselor scene came on, and I can remember how hard my mom was laughing at it. [Laughs]
Me and Vince definitely [smoked with Snoop]. Snoop had shit that, in all my years, I had never experienced anything like it. So it really would knock you on your ass in a way that I just wasn’t ready for, and I don’t think Vince was, either.
Bernard organizes Mitch-a-palooza to get his pal back on his feet, and Snoop Dogg provided plenty of his own behind-the-scenes fun. 

Todd Phillips: With Snoop Dogg, you get a lot of the other things that come with Snoop Dogg, as you can imagine—like entourage and weed—so those days were the most electric. [Laughs] It was out of control, but in a great way. It added to the mayhem that was the Old School set.

Ivan Reitman: Snoop’s just a really good actor and performer, even though he’s an old stoner. It’s not the way normally Hollywood works. [Laughs] He had his very special blend of grass as he got ready to shoot, and I think he shared it with quite a few people. But fortunately, it was kind of a loose concert scene, and it all worked out pretty damn good.

Todd Phillips: Oh, he did share with everybody—I remember me and Vince definitely [smoked with him]. In 2002, when we shot it, Snoop had shit that, in all my years, I had never experienced anything like it. So it really would knock you on your ass in a way that I just wasn’t ready for, and I don’t think Vince was, either. [Laughs]

Luke Wilson: I did not get to smoke with Snoop, but I think the other guys did.

Vince Vaughn: Snoop was great, and fun to be around. I started a friendship with him on Old School that continues to this day. 

Scot Armstrong: I remember Snoop Dogg was singing live. Someone announces, “Hey, we’re going to take a 40-minute break while we re-light the scene.” Snoop Dogg goes into his trailer—we have all these extras that are dancing for the party scene, so he invites all those people into his trailer. And then it was time to shoot again, so one of the PAs goes over to get him, but he can’t get in the trailer because there’s a line to get in and a bouncer outside. It basically turned into a club. So we’re waiting to shoot, and Snoop’s in his trailer smoking weed with the extras, with a bouncer at the door, and the PA can’t get in to tell him to come to set.

Todd Phillips: They were hanging out in Snoop’s trailer, and Snoop had actually fallen asleep in the trailer, and we were waiting for two hours. We had a couple hundred extras there in that party scene, and Vince was incredible—Vince was on the stage, keeping everybody entertained while we were waiting for Snoop. Finally, I had to go into Snoop’s trailer and wake him up. I literally remember putting my hand on his shoulder, and going, “Hey, Snoop!” And he’s like, “What’s up, man?” And I go, “We’re ready.” “Oh, we’re doing that now?” And I was like, “Yeah, we’re waiting for you.” And he’s like, “Ah, I’m sorry—give me a minute.”

Rick Gonzalez [frat pledge Spanish]: Snoop’s trailer had a PlayStation—he needed one of those, he needed a fridge full of beer. And all the cast members were like, “Guys, we gotta go check out Snoop’s trailer—they had a whole bunch of things set up, we gotta go check it out.”

Vince Vaughn: Some of my friends came down to hang—we all piled into Snoop's trailer and played Madden football.

Luke Wilson: I was just minding my own business in my trailer, just reading or watching TV. When I went out a few hours later to do the scene, Will or Vince was like, “We’ve been on Snoop’s bus—it’s been unbelievable on there.” I felt like my character: “What? You’ve been hanging out with Snoop? Why didn’t anybody tell me?”

Todd Phillips: I was kind of upset that Snoop fell asleep—you can’t be upset at Snoop because he’s the warmest human being in the world. But I was a little like, “This is fucked up—we just lost two hours,” might have been longer. I said to him, “On Starsky and Hutch [which was set to film soon], you’re going to work 25 days. I can't have you not showing up.” He said to me, “No, no, no—you don’t get it. On Old School, you hired Snoop to play Snoop Dogg. With Snoop Dogg, you get all this other shit. But as Calvin [Broadus], I'm going to be a professional.” And by the way, he was—he was a fucking dream to work with. And it actually made sense—we were hiring Snoop to play Snoop.

Scot Armstrong: At one point, we were talking about getting Bob Dylan for the concert. Or him followed by Snoop Dogg—just brainstorming.

Todd Phillips: Oh, yeah—that’s funny, that’s right! [Laughs] We did try to do that. It was to do Bob Dylan and Snoop Dogg. We got close to Dylan’s people, and it was actually discussed for a minute, and then it quickly went away. It was Vince mixing the old-school with the new-school, no pun intended. Snoop was going to do a hip-hop version with Dylan [of a Dylan song]. It’s one of those shoot-for-the-stars things that doesn’t come together. When we were doing The Hangover, we were like, “What about Mike Tyson?” And then you go, “He’s never going to do it.” And then you go, “Well, maybe—let’s just try,” and then he does it.

Scot Armstrong: I don’t smoke weed, but I was at the premiere, and I remember Snoop was there, and there was some kind of decorative tent we were in, and it was just me and him. And he was smoking weed, and he offered it to me, and I’m like, “Well, I don’t really smoke weed”—I’m more of a drinker. But if he’s going to offer it up, I guess I got to smoke it. So I smoked weed with Snoop, and then I was like, “I so should not have done it.” I definitely had to go home after that.

Luke Wilson: One thing I always remember being surprised by is [after the party, when Darcie]—whom I’ve slept with—leaves the room, and the door closes, and I say “I love you,” I ad-libbed that just as a joke. That shows how funny Todd is that he left that in the movie—such an odd, weird joke.
Perhaps the most fondly remembered scene is Frank leaving the party and taking to the streets in the buff.

Will Ferrell: As far as the streaking scene is concerned, that is a classic case of reading something in the script and thinking, "Oh, that will be funny," and then forgetting that you actually have to execute it.

Todd Phillips: We filmed that on the streets of Monrovia, which is a little town outside of L.A. Will is a lot of things, but he’s mostly brave, and he just doesn’t give a shit. [Laughs] I thought it was going to be a whole thing, like, “Here, put this robe on.” But Will was so comfortable—I was amazed. He would be down to try anything, and he always makes it funnier than you thought it would be.

Perrey Reeves: We did a lot of takes. Will was wearing a sock, as they do when they’re doing these scenes, which is almost weirder because then you cannot not stare at it because it’s in a sock. It’s glaringly in a tube sock.

Leah Remini [Lara, Bernard's wife]: We’re shooting in the middle of the street, and Will had to wear this nude-colored G-string. There was a gym on that street, and people were doing treadmills and things in the window. And Will got out there, and he just stood there waiting for Todd to call “action,” and I was like, “That’s confidence.” He was standing there with his hands at his sides. He just didn’t care. [Laughs]

Sarah Shahi [Erica]: I remember Todd coming up to us girls in the car and just being like, “OK, you know what, guys? He’s a little nervous, and he is going to be nude, and whatever you do, just don’t look.” And sure enough, that’s exactly what I did. [Laughs] It was a great reaction that was caught on camera. Everyone was trying to be really respectful, really quiet and just let Will do his thing.

Leah Remini: I think [Todd’s warning] was probably a joke. Most people would come out there with a robe on, but Will was not at all worried about it.

Sarah Shahi: He backs up into my face [in the car], and I just remember staring into this black hole. And I was like, “Ahhh! Oh, my God! My eyes will never be the same.” I take a very long gander in that direction.

Leah Remini: He got in ass-backwards, and that made me laugh. I’m a destroyer of takes. God forbid somebody improvs around me. A lot of times, I forget that I’m in it—I act more as an audience member. He got in ass-backwards in the car—it just made cry from laughter. I couldn't stop laughing.

Will Ferrell: There I was, standing in a bathrobe on Main St. in the city of Montrose, thinking, Why did I agree to do this? Thankfully, it worked and became a memorable part of the movie.

Luke Wilson: The next night, I’m filming outside in this neighborhood, and there’s a nice, little old couple in their early 70s watching, and they’re saying, “Last night, there was a fella that was running down the street, and he didn't have any clothes on.” And I was saying, “Oh, yeah. That’s this guy that I’m working with.” And [the man] turns to his wife and says, “Honey, he says he works with the guy that didn't have any clothes on.” This guy was pretty confused.
[Naked Will Ferrell] backs up into my face, and I just remember staring into this black hole. And I was like, 'Ahhh! Oh, my God! My eyes will never be the same.'
One of the hazing scenes involved the pledges standing pants-less on a rooftop while holding cinder blocks. Among the pledges were future Big Bang Theory star Simon Helberg, who was currently living with his parents, and future Suits star Patrick J. Adams, who has zero lines

Todd Phillips: The toughest scene to film was when they were on the ledge. It was freezing out—it’s two in the morning, so when we say cut, they’re all shivering and drinking hot chocolate. It’s one of those surreal moments where you go, “What the fuck are we even doing?” [Laughs]

Rick Gonzalez: I’m not the biggest fan of heights, so I was like, [tentatively] “OK, all right.”

Luke Wilson: We shot it at UCLA, and it was an all-night affair. That’s definitely one of those things where you thought, “Is this too much, or too over-the-top?” I also remember that me and Will and Vince were all kind of talking and saying, “Is it just me, or does [frat pledge] Mr. Ma have a great ass?”

Patrick J. Adams [frat pledge Patch]: I’d never been in anything, and now all of a sudden, it’s the middle of the night, and I don’t have pants on, and I have one of those horrible cock socks on, and you’re standing up there for hours, and I was like, “OK, this is fine.” But then, of course, out comes Gwyneth Paltrow ‘cause at the time, she was dating Luke Wilson. You’ve got a line of guys, and they’re all standing there with no pants, and Gwyneth Paltrow comes up onto the roof, and she’s just like, “Hey, guys,” and walks past us all to sit and watch us shoot this scene. The last thing in the world that you would want is arguably America’s sweetheart at the time—one of the most famous women in the world, stunningly beautiful—to come waltzing out and decide this is the moment she wants to watch the film get shot. That was brutal.

Simon Helberg [frat pledge Jerry]: She was there, and Ben Stiller was there. She arrived really at the moment—and I feel like it was done on purpose—where we pulled our pants down. And it was nighttime and cold. I just remember going to the trailer, and usually our wardrobe would be hanging, and that night, it was, like, an eye patch hanging there—that was our whole wardrobe. They called it a jewel bag. It was very humbling.

Andy Dick [oral sex instructor]: Gwyneth Paltrow was on the set—she was dating Luke Wilson at the time. She’s a nice girl, just seems like she just likes sex. What a small world we live in.

[A representative for Gwyneth Paltrow declined to comment.]

Simon Helberg: I do remember being on the ledge with our pants down, and the whole [moment with], “You’re my boy, Blue.” I think that was improvised—at the very least, it was not supposed to be a cry to heavens the way that Will did it. I’m sure there’s many T-shirts out there that say that [line].

Todd Phillips: [On the street,] I hear a lot, “You’re my boy, Blue.” I love when those things find their way into the lexicon.
Marissa and her friends take a blow-job class with an instructor played by Andy Dick, who donned a very odd wig. 

Andy Dick: I did two movies with Todd. Then, I got mad that I wasn’t in the really [big one—The Hangover]. What the fuck. I never really saw him after that.

Todd Phillips: I really like Andy—he did a little part in Road Trip for me, and that guy had a wig, too. [Laughs] I remember thinking the [Old School] wig was a bold choice. He was very married to it, and we just kinda went with it. But yeah, I thought it was a bold choice. [Laughs] As stupid as Old School is, and I mean that in the best way, it does feel very grounded in reality. So when I see something like that wig, it sends a red flag of, “This doesn't feel very real. Would this guy really have that red wig?” I remember that was a conversation I had with Andy Dick, but he just seemed to be married to it.

Andy Dick: I think I made them cut it that way. And I think I was really trying to be so fucking crazy: “Make it like this and like this and like this.” Who has that hair? Nobody, before or since. The creepiest, weirdest hair. And I was just trying to make a statement, but it worked because people remember it.

Sarah Shahi: Andy wanted to be funny, and he would try different things, and after every take, he just wanted to know that he did well because he would ask the girls, “How was that? Was that funny? What if I tried this instead?”

Andy Dick: It was improvised about 90 percent by me, but then people were yelling out lines because I’m very, very open. Literally, the boom operator would yell out a line, and I would say it. Everybody was coming up with lines.

Sarah Shahi: I had just taken a [blow-job] class right before I did that movie just because I thought it was fun. It wasn't intentional for the movie—it was me and a girlfriend who were like, “This sounds fun.” So in the movie, I was trying to use some of the techniques that I had learned from the class. [Laughs]

Andy Dick: I did my own stunts. They’re like, “OK, we have a stunt double for you and for Will Ferrell.” I’m like, “You can tell my stunt double to go home because I’ll do my own stunts, thank you.” That’s why, when you watch [me body-slam Will], you can see me clearly, but Will Ferrell’s part, that’s a stunt double. Because I like to be authentic like that.

Sarah Shahi: Once the film came out, I was kind of mortified by the Andy Dick scene. I didn’t realize quite how provocative I had come across until after watching it. So I was kind of in shock over that. But it’s a classic.
Craig Kilborn wanted to run lines over and over and over. And I thought it was really funny because we just didn’t have that many lines.
The birthday party for Beanie's son introduces Craig Kilborn, who plays the boyfriend of Nicole (Ellen Pompeo). Kilborn, best known for hosting The Daily Show and The Late Late Show, was new to acting.

Craig Kilborn [Mark]: I had interest in dabbling in acting at that point. The talk-show people [at production company Worldwide Pants] were uptight about me doing it because of the timing. I still was hosting the show—I’d come in later in the day. It wasn’t difficult for me, but some of the production people were uptight, and my approach was, “This is a cool role, and the movie is not as disposable as late-night comedy.”

Ashley Jones [caterer who hooks up with Mark in the bathroom]: Craig Kilborn wanted to run lines over and over and over. [Laughs] And I thought it was really funny because we just didn’t have that many lines.

Craig Kilborn: I was a novice, and I had a couple good scenes, and I also had some mediocre scenes. I’m pretty particular about the performance. The bathroom scene [and also a deleted scene] both went well. A good friend of mine prior to shooting the movie said, “Now, in film, everything you do is much bigger, so be understated.” And of course, it wasn’t the right advice because in some scenes I was way too understated. But I’m grateful that the guy-code bathroom scene went well.

Todd Phillips: I loved Craig’s persona. He’s not really like that in real life, but his persona on his talk show was an elitist, snobbish dick, in a way. I was a fan of his show, which nowadays people probably don’t even know what it was. That was me just literally calling him up and asking if he would do it, and he was like, “Yeah, fuck it, let’s go.”

Craig Kilborn: My girlfriend—who’s still my girlfriend, I met her years ago—sometimes, when she’d get mad at me, she’d say, “People think you’re that character in Old School.” [Laughs] And I said, “No, no, no, I’m a nice guy.” I’m just not this misfit comic, so they have to cast me as this bad guy because I’m tall and blonde, etc.

One of the film's joys is spotting all the performers in pre-fame roles, including Mitch's boss—played by eventual Lost star Terry O'Quinn—and his daughter, Darcie (Elisha Cuthbert).

Todd Phillips: Ellen Pompeo, oddly enough, came as a suggestion from [DreamWorks’] Steven Spielberg, and when you get a suggestion from Steven Spielberg, you basically say, “I think I should do that.” [Laughs] Ellen had a little part in Catch Me If You Can, which wasn't out yet, but Spielberg had just finished shooting. And he called me, and he was like, “I think this girl is really special. I think you would dig her for the role of Nicole.” And I was like, “Yes, sir!” That might be the only time in my career where you get a call like that from somebody like him, and they’re like, “Hey, you want to keep an eye on this girl.”

Luke Wilson: Ellen fit in perfectly to what was an odd group of people.

Todd Phillips: We had a lot of people coming in and reading. I swear I think I remember Amy Adams came in.

Matt Walsh [the now-Veep star played Mitch's coworker]: It was hard not to laugh right when Luke smacks me. I’m sure one of the takes was ruined by laughter because it’s kind of always funny when you smack someone.

Patrick Fischler [Michael, assistant to Dean Pritchard]: I auditioned, actually, for the role Jeremy Piven got—I felt a little young for it, but I was like, “OK, I’m not that big of in age difference than Jeremy.” I ended up getting close, actually, but then didn’t get it. I don’t even remember how much was in the script with the assistant, but they were like, “Hey, we’d love you to do this,” and I of course wanted to be any part of it.

Todd Phillips: I didn’t have a real clear idea about who Dean Pritchard would be. I remember Piven came in, and he came in with the glasses, and he came in with the vest—he actually came in as the guy, which you don’t always see.

Patrick Fischler: Jeremy and I didn’t really interact very much together. Each of my scenes was with him, but there was no real communication—he sort of stayed to himself. I always want to be frank, and I could tell you, “Oh, my God, it was great,” but there was not a lot there. I don't know why that was, and at the same time, I’m not surprised by it. It wasn’t like we didn’t like each other or anything like that. I don’t know where he was in his [career]—I don't know, honestly. I could speculate, and then that is a whole other thing, so I’d rather not do that.

Perrey Reeves [who later starred with Piven on Entourage]: I knew him, Jeremy—he was a friend of a friend. I do remember when Jeremy went to see the finished movie, and he had emailed me, “I’m finally in a huge blockbuster, and my part’s been cut down.” Maybe Dean Pritchard’s role was bigger in the original script. And then he goes, “And you’re the female lead.” I’m like, “Oh, thank you.” You never know when you’re doing these movies, what gets cut.

[Representatives for Jeremy Piven did not respond to requests for comment.]
During a party scene, pledge Blue meets his demise during a mud-wrestling match. The actor, Patrick Cranshaw, passed away in 2005.

Todd Phillips: What went into casting Blue was finding the oldest guy alive that was actually an actor and could do it—could physically do it, and fall on his back when he dies in that scene. His name is Patrick—he has since passed, but he was a fucking dream. He totally understood what we were doing. It blew my mind.

Lisa Donatz [Jeanie, one of the wrestlers]: I knew Todd through Andy Dick, and I remember seeing that there was this audition that came up. When I auditioned for it, it was for Todd, and he said, “Lisa, are you sure you want to do this?” I was like 22, so of course I was like, “Yeah, totally!”

Andy Dick: Lisa and I dated for five years—she’s literally the most beautiful person I’ve ever dated. While we were dating, I said, “Please, never go topless, ever.” And then we broke up, and she fucking immediately went topless. All of a sudden, I see the movie, and her fucking tits are hanging out. I went berserk.

Lisa Donatz: I forgot Andy was in this movie! I’ve only seen it one time because it’s so weird to me. It’s just hard for me to watch, especially now that I have kids.

Andy Dick: We were on the set together. She might have blocked things out.

Lisa Donatz: Andy and I actually broke up right around the time I auditioned. That might have been why I was like, “Fuck it, I’m going to go do this.” Because he probably wouldn't have wanted me to do it, and I think that’s why I felt especially like, “I’m just going to do this.”

Andy Dick: It really was a big middle finger to me—it really hurt my feelings. I was in love with her. I was in love with her. She just had the best tits ever, and I just wanted them to be for me. I think I was just out of my mind, to be honest. I went into my third rehab at that point—things just went south. We broke up multiple times. Ultimately, it was her saying, “I got to go.” I can’t even see anything of her, unless I google her, which I don’t—I’ve been ghosted. She’s so beautiful.

Todd Phillips: I didn’t know she broke up with him and then did it. I actually thought Andy had said, “Hey, my girl Lisa would do this part, if you’re into it.”

Andy Dick: To be honest, on my part, I wasn’t the best boyfriend—never have been. I prefer not to date anybody anymore, although I do. I’m just not the best. I’m not the most faithful, I’m not the best—you know how it is. I’m happy for her, and she was right to get rid of me. She was right.

Lisa Donatz: I remember hanging out with Luke Wilson in his trailer beforehand. I was a little nervous—he was just telling funny stories, trying to calm me down. After shooting, it was freezing—it was pretty late at night, and wherever they sent us to take a shower in one of the trailers, there was no water. So it was just this trickle. Me and [fellow wrestler] Corinne [Kingsbury] are shaking and trying to wash this goo off our bodies.

Simon Helberg: The mud wrestling—it was strange. There were these naked ladies who were running around. I felt bashful. And they had to film it a lot.

Lisa Donatz: I remember shooting the movie, and then panicking and thinking, “What have I done?” Now I don’t care—now, I think it’s hilarious. But the film started to get a lot of attention, so then I got a little freaked out, like, “What was I thinking?” It quickly became such a cult classic—everybody talks about it. And my [four] kids—a 13-year-old, an 11-year-old and twins who are 8—don’t even know I’ve done such a thing. I’m sure at some point, their friends will be like, “Your mom was in Old School—she killed Blue.”
Somebody said, 'You can’t start filming—Vince never signed his contract.' I’ve never heard of such a thing.
Patrick J. Adams' big moment in the film was playing guitar at Blue's funeral as Ferrell belted out the classic Kansas ballad. Adams was a USC undergrad at the time and was hired strictly as a featured extra.

Patrick J. Adams: The only time I ended up coming face-to-face with Todd and ever actually having to do something was when they asked which pledge brother knew guitar. I threw my hand up—I’d been playing for a couple of years. And they were like, “Literally anyone else—can anyone else play guitar?” And it was just me, and they didn’t want it to be me because I was more complicated, since I was a background [player]. But I was the only guy that knew how to play guitar. Todd said to me, “We want to play ‘Dust in the Wind’ at the funeral. How fast can you learn it?” I had actually never heard the song at that point, and I went, “I’ll figure it out.” And I went home and spent hours figuring it out. I was terrified.

Patrick Fischler: Wait, Patrick was in this movie? No idea! And I’ve done a bunch of Suits and worked with him, and we never even talked about it.

Patrick J. Adams: First of all, I’m not a professional guitar player. I was just petrified, and you can see it on my face in the film. And of course, take one, and before Will starts to even sing, I jack it and do the wrong note and screw it up, and they continue with it and finish the take. And Todd just walks across the cemetery, comes up to Will, gives him some notes, laughs with him. Goes over to Vince, gives him notes, laughs with him. And then Todd walks up to me and goes, “Uh, just don’t fuck it up.” I was like, “Great, good note. Good notes.” And after that, I just did everything in my power to not fuck it up.

Todd Phillips: Will committed to singing that song, albeit off-key and weird, in such a way that just makes it so touching.

Simon Helberg: I remember Will singing that over and over again.

Perrey Reeves: To this day, I hear “Dust in the Wind,” and I’m taken right back to that cemetery. He sang it over and over and over again.
I’m not a professional guitar player. Take one, and before Will starts to even sing, I jack it and do the wrong note and screw it up. Todd walks up to me and goes, 'Uh, just don’t fuck it up.' I was like, 'Great, good note.'
After finishing the film, the team decided that it needed a new ending. The ending that's in the film, involving our heroes defeating the dean in a series of tests, required several weeks of reshoots.

Ivan Reitman: It was clear that the last act wasn’t quite working, and we did a few days of reshooting and rewriting, and then doing additional filming. They needed to fight back, and the dean, much like in Animal House, needed his comeuppance. We built in that whole Olympics sequence, which was shot for scratch.

Simon Helberg: We had to reshoot the ending, probably a third of the movie. A lot of us got jobs in between—I got cast on Mad TV at that time. We came back, and Vince had shaved his head, and I think he’s wearing a wig for a third of the movie. They did shoot an extra two weeks of stuff.

Jesse Heiman [frat pledge Budnick]: I didn't know that there were going to be reshoots, so I had planned a family vacation out of town, so I actually missed some of those days. They had to find someone that kind of looked like me to be in the pledges.

Todd Phillips: The Olympics got added in—we needed a bigger obstacle at the end. We went back in the fall and shot some of that added ending stuff.

Vince Vaughn: Holding myself up on the rings while smoking was much trickier than I made it look.

Scot Armstrong: I was a big fan of James Carville’s from CNN’s Crossfire. He also had a reputation for being impossible to defeat in a debate.

James Carville [himself]: They let me make up my own lines. I think that “Have at it, Hoss” just came out of my mouth. [Laughs] I don’t think that was part of the original script.

Scot Armstrong: [Carville] loves being in that movie. He told me it’s the one thing people come to him about more than anything else.

James Carville: People love the idea of an expert being humbled, particularly by a Southern guy like the Will Ferrell character.

Jesse Heiman: We had to learn the dance routine—we all had to have practice at Universal Studios for two weeks. One of the days, during a lunch break, we went into the theme park with Luke Wilson and Vince Vaughn and went on the Jurassic Park ride.

Matt Walsh: The last scene in the frat house, where Will yelled at me—I think that was pretty much improvised. Will’s side was improvised, and my side was improvised. It was pretty loose.
I remember shooting the movie, and then panicking and thinking, 'What have I done?' The film started to get a lot of attention, so then I got a little freaked out, like, 'What was I thinking?'
Although the movie wasn't an immediate hit, it stuck around in theaters for a strong worldwide gross of $87 million. It maintains a fervent fan following, and speculation persists about a sequel.

Luke Wilson: Vince and I were in New York doing press for the movie, so we went that Friday night to the AMC [by Union Square], and we were talking to people in line for other movies and were encouraging them to see Old School instead. The other big movie coming out that weekend was Daredevil, and we were saying, “Look, we live out in Hollywood—we’ve heard terrible things about Daredevil.” Vince and I had convinced ourselves that Old School was going to be No. 1 at the box office that weekend, and then it wasn’t—Daredevil was.

Todd Phillips: The weird thing about Old School is, it didn’t ultimately make that much money in theaters. It made like 80 million, which is great, and we only made it for probably 24. But it stuck around for so long, and it’s just become part of the fabric of the comedies that were being made at that time. I remember distinctly, for some reason, Roger Ebert gave us a terrible review on Old School. Something like that will sting because it’s like he was watching a different movie. You can say what you want about the film—it is funny.

Luke Wilson: I’ve still never seen such a positive reaction to a test screening, where it was just a raucous celebration. People rolling in the aisles, and in the parking lot afterward, there were these 14-year-old guys high-fiving each other and already quoting lines from the movie. I remember thinking, “Gosh, this thing just might do well.”

Jesse Heiman: It was nice of them to throw me a credit and give me a character name. [After the film's success,] there was a group of [background] actors that wanted to go back and to get money from it, but I was just happy with the fame. I would do it again with whatever they paid me before—I'm not greedy. But they got super-featured in the film as well, and they only got paid whatever they got paid for that day, and that film has made so much money over the years. So people went back and tried to get more from it. They asked if I wanted to participate, and I said, "No, I'm OK." I didn't want to burn any bridges with anybody. I just really loved working with everybody involved.

Todd Phillips: There was a [sequel] script that Scot Armstrong and I wrote. We wrote it years ago, and I remember we couldn't get Vince and Will’s schedule to align, and then I got busy with Hangover, and then it just becomes one of those things that just falls by the wayside. Then you look back on it now, and you go, “Ah, fuck, we should have made that.” And then you go, “It’s too late to make it now—it’s been 15 years.” It’s just one of those movies that exists on its own, but I think it’s OK like that. I kinda like it, in a way.

Scot Armstrong: The sequel script was one of my favorite things that I’ve ever written in my life. So I’m open to it. I think the writers always want a sequel [laughs], so that’s natural to me.

Luke Wilson: I never got the script. The problem [with making the sequel happen] might just have been scheduling.

Todd Phillips: The premise that Scot and I liked the most that we had written was, the guys are tagging along on Luke’s honeymoon. They’re going on a honeymoon to Mexico, and it turns out they went during spring break, but they didn’t mean it. But now they’re there during spring break, and they all fall into their old ways. [Laughs] It was really ridiculous and funny. I think now it wouldn’t work, but at the moment we wrote it, I thought, “This could be really great.”

Ivan Reitman: They wrote some really funny stuff for the sequel. They always had other things they wanted to do—between the cast and director, there were other films competing for their attention. And it was going to be expensive. It was always a little bit tricky in terms of getting it done. They were interested, but they each became important in their own ways, particularly Will.

Luke Wilson: I would do the sequel in a second. You can see it still happening—I would think we could come up with something really funny and good. That would definitely be fun, to come up with something equally as funny and hopefully better.

Ivan Reitman: I think the sequel could still happen. Todd has to decide he wants to do it. There’s some version of this film—and we worked on three or four versions of it—that would work today. He has to make a decision that that’s what he wants to do at this point in his life.

Court Crandall: I was trying to investigate what my either role or rights would be had a sequel happened, and that seemed to be as nebulous as everything else. I haven’t seen too many sequels that I love. From that perspective, it’s probably better left alone.

Perrey Reeves: I always wanted them to do an Old School 2. Todd told me some really funny things about the sequel script. I would kill to do an Old School 2.

Jesse Heiman: I always heard that they were working on a sequel, but I guess it never matriculated. I would love to be in another film with those guys.

Leah Remini: When the sequel rumors were going around, I did call my manager right away and said, “Let them know I want to do it!” I don’t really love doing film, but this was one that I would jump at to do.

Patrick J. Adams: I made $3,000 for a month’s worth a work. The week after, I crashed my friend’s car, and all of my money from Old School went to fix my friend’s car. And that was it. I can’t really put it on a reel or anything—it’s a funny thing now to talk about, but it wasn’t like I was going to get more work from being the guy on Old School who played guitar at Blue’s funeral. I had to go back to being a struggling theatre student and trying to figure out how to become an actor, which took a few more years to start making headway.

Jesse Heiman: [Years later,] Todd Phillips did Due Date, and Robert Downey Jr.'s name in that film was Highman. I'm pretty sure they named that character after me. That's pretty cool.

Could the original film get made in 2019, given today's sensibilities?
Todd Phillips: I haven't seen it in so long that I don't even know what would be out of rhythm with now, but it's certainly something you have to be aware of, I suppose. It's a tough one. [Laughs]

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