These online essays about Telefon and Hide in Plain Sight supplement and extend the essays found in the booklet accompanying FSM’s CD release of these scores. The online notes are also available as a PDF file for more convenient printing.

The Cold War between the United States and the Soviet Union throughout the 1950s and ’60s provided ample material for spy thrillers, but the ensuing détente—the gradual thawing of tensions between the two superpowers during the early ’70s—created new challenges for practitioners of the genre. Walter Wager found a clever solution in his 1975 novel Telefon, which featured a KGB spy as its hero, pitting him against a Stalinist attempting to reignite hostilities between the two nations by activating a group of “sleeper” agents in the U.S.—Russian spies living undercover in America and programmed through drug-induced hypnosis to perform devastating acts of sabotage in response to a code phrase.

The Bronx-born Wager (1924–2004) enjoyed an unusually eclectic career. A graduate of Harvard Law, his many jobs included aviation law consultant to the government of Israel, print editor for the United Nations, editor-in-chief of Playbill and editor of ASCAP’s newsletter. Wager began writing novels in the 1950s, many of them books inspired by such TV series as I Spy and Mission: Impossible, published under the pseudonym “John Tiger.”

The first writer announced to adapt Telefon as a feature film for M-G-M was Peter Bellwood, winner of an Emmy award for the 1970 variety special Annie, the Women in the Life of a Man—a showcase for the talents of Oscar winner Anne Bancroft. Shortly thereafter, however, a new filmmaker came aboard to bring Telefon to the screen. Peter Hyams signed on to both write and direct the film version of Wager’s novel. Hyams had been a jazz musician and a TV newsman before becoming a screenwriter, and had enjoyed a similarly eclectic career as a filmmaker. He wrote and directed TV movies and wrote and produced the 1971 feminist drama T.R. Baskin (directed by Herbert Ross) before he made his feature directorial debut on the 1973 buddy-cop film Busting, which paired Elliot Gould and Robert Blake. His assignment to adapt Telefon came on the heels of two more directing efforts, the 1950s college romance Our Time and the ’40s private-eye spoof Peeper.

Hyams’s original draft of Telefon remained unusually faithful to the novel, retaining Wager’s structure as well as the principal set pieces, although he dropped a violent sequence in which the villain picks up two prostitutes and murders them after catching them stealing from him. The biggest change was the removal of the character Leon, the KGB assassin assigned to eliminate the Russian protagonist, Grigori Tabbat, after he kills the traitor Dalchimski and retrieves the list of Telefon sleeper agents. In Hyams’s draft, it is the female lead Barbara (ostensibly Tabbat’s Russian contact in the U.S. but ultimately revealed as a CIA agent who has taken the real Barbara’s place) who receives orders to kill Tabbat, simplifying the story while adding an extra level of tension to their relationship. Hyams’s draft also made Tabbat less of a swaggering ladykiller and introduced some welcome changes to the epilogue: while Wager’s novel has Tabbat being forced to give up the Telefon book to Barbara and the CIA, the Hyams draft has him slipping them the wrong book. Similarly, Hyams replaced Wager’s final scene of the remaining Telefon agents being held captive in a military stockade with a spooky montage of sleeper agents going on with their ordinary lives, each one near a telephone, until one phone suddenly rings in the final shot.

Studio executives asked Hyams to shorten his lengthy first draft, but then expressed dissatisfaction with his abridged version, resulting in Hyams leaving the project. The film soon gained a new director, Hollywood veteran Don Siegel. Siegel began his career in the early 1940s, creating montage sequences for classics like Casablanca and Now, Voyager, and made his directing debut with 1946’s The Verdict, a mystery teaming Sydney Greenstreet and Peter Lorre. Siegel was a prolific director throughout the ’50s and ’60s, working in television as well as in features, but while his reputation soared in Europe, Americans sometimes looked down on him as a B-movie director. His big commercial breakthrough came with 1971’s Dirty Harry, which gave Clint Eastwood his signature role in American movies and ultimately spawned four sequels.

Siegel had just completed John Wayne’s final film, The Shootist, when he signed on for Telefon, and he brought along one of the Shootist screenwriters, Scott Hale, to rewrite the Hyams script. Hale had worked with Siegel for many years as a dialogue coach on such films as Dirty Harry and Charley Varrick, but the filmmakers were ultimately unsatisfied with his take on Telefon and brought in yet another a new writer, Stirling Silliphant. Like Siegel, Silliphant had enjoyed a varied career in films and television. He had won the Oscar for adapting In the Heat of the Night in 1967, although by the time he was hired for Telefon he was best known for his disaster screenplays (The Poseidon Adventure, The Towering Inferno). Silliphant felt that his working relationship with Siegel on the director's 1958 feature The Lineup had won him the job.

Siegel had also directed the pilot episode for the TV series that inspired the film The Lineup. In one of the principal roles, he cast a character actor who at that time went under the name Charles Buchinsky, although when The Lineup went to series the role was recast. The next time Siegel worked with the actor was on the 1965–1966 TV series The Legend of Jesse James, which Siegel produced. By that time, Buchinsky had changed his professional name to Charles Bronson, and had major roles in some of the top action films of the decade, including The Magnificent Seven, The Great Escape and The Dirty Dozen. Over the next few years, Bronson would gain international stardom in films such as Once Upon a Time in the West and Red Sun, and his starring role in 1973’s Death Wish made him a top box-office draw in his own country.

Bronson signed on to play Telefon’s heroic Russian agent Grigori (the character’s last name changed from Tabbat to Borzov in the final script, while Dalchimski became Dalchimsky)—fittingly enough, as the actor was the son of a Russian who emigrated to the U.S. to become a Pennsylvania coal miner. Siegel had been friends with the star for decades, since their TV collaborations, “but you couldn’t call us buddies. Charlie is a loner, a very insular fellow. After work he goes straight home to his wife and family; no pause for an after-work drink or chitchat.” Siegel said he took on the project for the chance to work with Bronson again. “I like him, and I felt we’d be a natural team. I don’t think he makes the kind of money he does by accident.” It was the first (and ultimately only) feature Siegel made with the star, and before filming Siegel remarked, “I hope we get along as well now as we did then.”

Bronson felt that the script and the character held particular appeal for him and his sensibilities. “I like directness. I don’t like being overemotional. In the entertainment I seek for myself in real life, I like it when the man is a man. I don’t like scripts that are full of mental gymnastics. Plays on words aren’t attractive to me. The Noel Coward thing—roundness and charm in a man—that might be fine in good company, but not as a man’s main conduct in life.”

Lee Remick signed on to play Bronson’s love interest, the Russian agent Barbara. Siegel spoke highly of his female lead, stating that he saw “truth in her and excellent taste, nothing cheap in her, and a maturity I like.” British actors Donald Pleasence, Patrick Magee and Alan Badel were cast as the other principal Russians, while the supporting cast was full of Siegel veterans such as Frank Marth (as a CIA supervisor), Sheree North (a Telefon saboteur) and Jacqueline Scott (a saboteur’s wife).

The only character to remain consistent from Wager’s novel to the Hyams draft to the final shooting script was Dorothy Putterman, the spunky CIA analyst/computer expert who discovers the purge of the Stalinists and solves the mystery of Dalchimky’s sabotage pattern. Tyne Daly, the 30-year-old daughter of actor James Daly, was cast in the scene-stealing role, sharing no screen time with Bronson or Remick. (Daly had played a similarly memorable role a year earlier as Dirty Harry’s latest ill-fated partner in The Enforcer.) Daly tried to give her character a life outside of the film, deciding that Dorothy had secretly become engaged days before the story began, writes poetry in her spare time, and has “a secret little vanity” about her nails: “I observed in action some of these zillion-dollar superwomen who can do everything with a keyboard but make it sing and instead of coming on like mad scientists what do you find? They’re concerned with their fingernails. Like they were trying to make a little oasis of femininity in a crazy world.”

Martin Elfand was originally announced as the film’s producer, but in the fall of 1976 he took on an executive position at Warner Bros. so a replacement had to be found. Siegel met with James B. Harris, who had produced such Stanley Kubrick classics as Paths of Glory and Lolita before becoming a director himself with the 1965 submarine thriller The Bedford Incident. Siegel met with him about producing Telefon, and when Harris said of the project’s previous scripts, “I don’t like them at all,” Siegel gave him the job.

Siegel worked with Silliphant on the shooting script, and the director took meetings with a “committee” of studio executives on the project’s new direction. In the book A Siegel Film (whose title derived from the authorial credit the director took on his films), Siegel told of a particularly contentious discussion regarding a sequence involving Remick’s character. Wager’s novel featured a scene in which Borzov defends himself against a mugger, but Hyams’s script transformed the scene into a memorable set piece in which it is Barbara under attack, in a public restroom. Immediately assuming that the attacker is another spy, Barbara loses control and beats the man brutally until she realizes that he is just a random criminal. She kills the mugger and struggles to regain her cool before meeting up with Borzov, giving the audience rare insight into the female agent’s character. Siegel wanted to eliminate the scene, feeling that “Bronson could and should take care of all the physical encounters,” but M-G-M executive Sherry Lansing, a former model and actress who went on to become the first woman to run a movie studio, was convinced the scene would make the audience “stand up and cheer.” When Siegel offered to pretend to rape Lansing in the meeting room to demonstrate how easily she could fight him off, Lansing’s face—according to the director—filled with “hatred.” In Silliphant’s final draft, Remick is attacked but it is Bronson who fights off the mugger—and that proved to be the only scene in the shooting script that did not make it into the finished film.

But for Siegel, “What amazed me, with all the verbal and written criticisms of the committee, was that no one ever mentioned that the catalyst of the story was impossible to believe. The audience was expected to believe the preposterous notion that, by using drug-induced hypnosis, people can be triggered into committing acts of extreme violence. This was accomplished in the story by lamely telling these people, in person or by telephone, part of [a] poem. Idiotically, it didn’t matter how many years had elapsed between their being hypnotized and their hearing the poem. My only hope was to shoot these sequences so realistically that the audience would be swept into accepting this ridiculous premise. At best, it was a long shot. At least I tried.”

In the film version of Telefon, a KGB purge of Russian plotters hoping to return the superpower to its former Stalinist ways leaves one loose end—Nicolai Dalchimsky, a documents expert who escapes to the United States with the book of names, phone numbers and code phrases that could enable him to activate the “Telefon” agents (Russian sleeper spies programmed with missions to sabotage American targets). When Russian officials realize that Dalchimsky has begun setting the saboteurs loose, possibly risking World War III, they assign Major Grigori Borzov to memorize the Telefon list, travel to the United States and eliminate Dalchimsky. Fellow KGB agent Barbara meets up with Borzov, who is unaware that she has become a double agent for the CIA and is reporting his progress to her American superiors. Borzov and Barbara, looking for a pattern in the incidents, discover (with the CIA’s help) that the Russian is using the first letter of each sleeper agent’s hometown to spell D-A-L-C-H-I-M-S-K-Y. Borzov and Barbara fly to Houston to intercept the first “H” agent but even though Dalchimsky activates him, Borzov manages to kill the agent before he can pull off his mission. The Russians race to the small Texas town of Hadleyville to intercept and kill the other “H” agent, a roadhouse owner, before Dalchimsky can get to him. Borzov strangles Dalchimsky in a phone booth as he attempts to activate the next agent, and he and Barbara decide to leave the spy business and spend their lives together, warning their superiors that any attempt to pursue them will result in the activation of the remaining Telefon sleepers.

Siegel told the Los Angeles Times that “my dream is to make a realistic picture with realistic characters—and to shoot it realistically. Unfortunately, I’m always doing unrealistic pictures with unrealistic characters, but shooting them realistically. With Telefon, I had to face the fact that the story is cockamamie at best. So I’ve been particularly painstaking to give the picture a feeling of authenticity.”

The Russia-set scenes were shot in Helsinki in January 1977, making use of the authentic Russian architecture left over from the period (ending in 1917) when the country was part of the Russian Empire. Filming took place in sub-zero temperatures on days with only four hours of sunlight. As Siegel noted, “There are buildings and squares in Helsinki that could nestle up against the Kremlin and look right at home.” The building that housed the Finnish Parliament when the Russian Czar was Grand Duke of Finland stood in for the exterior of KGB headquarters, and the former meeting place of the Finnish Legislature for a KGB briefing room.

The art department, led by Oscar-winning production designer Ted Haworth (who designed five of Siegel’s films, including the original Invasion of the Body Snatchers) added a Russian-lettered sign to a phone booth on a busy Helsinki street corner near the Bank of Finland. Siegel worried that locals might see the sign and think the Soviets had regained control of the country, but “instead of being alarmed, the passersby all seemed to think that the phone booths in downtown Helsinki were quite humorous. One Finn even asked if in our movie the Bank of Finland was going to be seen to be a Russian government building and when I replied in the affirmative he asked with a grin, ‘Shouldn’t it have a red flag on top?’ I assured him we would put that in as soon as we got back to Hollywood. And so we did.”

A local cinema held a week-long retrospective of Siegel’s films, but Helsinki’s Communist daily paper disapproved, not surprisingly, of all the local media attention given to the filmmakers’ visit. “It is not Don Siegel’s or Charles Bronson’s fault that these editors have fallen in love with them. Last month they were in love with the new Queen of Sweden when she announced that she was pregnant. They would do well to devote their headlines to more important matters.”

The Russian news agency Izvestia openly criticized the project, claiming that “the film has a provocative character. Its purpose is to stoke up a psychosis against the Soviet Union in Western countries, reminiscent of the unpleasant days long since past.” Bronson retorted, “The picture is not anti-Soviet any more than it would be anti-American if it were about an American going to Russia to rectify an American mistake,” while Siegel claimed that “when the Russians actually see the movie we’re making I expect to be summoned to the Kremlin and awarded a decoration.” He felt that Telefon contained an unusually positive message for a spy thriller: “For years we looked at all Russians as monsters. But they are only people very much like us. Telefon tries to show them as desperately striving for peace just as we are and just as ordinary people are everywhere on this planet. We all have to work together or we’re lost.”

Wager’s novel featured a James Bond-style sequence, retained in Hyams’s original script, in which Grigori leaves Russia in an otherwise deserted passenger jet, parachutes into the Atlantic, boards a Russian submarine, and swims from the submarine to a Long Island beach, where he emerges from the ocean clad in only a swimsuit to meet his “wife” Barbara for the first time. Silliphant’s draft had Grigori simply fly into Calgary and drive with Barbara into the United States. When rehearsing their first meeting, Siegel wanted the stars to kiss, but Bronson vetoed the idea, telling Siegel, “When my wife meets me at an airport, we never kiss.” Siegel pointed out that Grigori would want passersby to believe that he and Barbara are a couple rather than complete strangers, but Bronson felt it unnecessary. When Bronson stepped away, Siegel told Remick to embrace her co-star anyway. Remick protested, “I don’t dare. He’s liable to hit me,” but Siegel promised her, “He’ll like it. I know I would.” Siegel wanted Bronson to shave his trademark moustache for the American scenes but the star refused, telling the director “The reason I want to keep the moustache is that without it I never earned any money.” Siegel argued it would help the character’s credibility, but the star replied with a smile, “No moustache—no Bronson.”

The sabotage sequences provided the greatest technical challenges for the filmmakers. The first of these scenes depicted small town mechanic/Telefon agent Harry Bascomb driving an explosives-laden truck into an Air National Guard base, destroying an immense building in a fiery blast. The city of Great Falls, Montana, was planning to tear down a local school, a one-square-block brick building, in order to build a new one, and the Telefon filmmakers arranged to incorporate its demolition into the filming. Cinematographer Michael Butler (who had photographed Charley Varrick for Siegel) filmed the sequence with seven cameras, and his father, Oscar-winning special effects man Larry Butler, embellished the demolition with fire effects. As with the Helsinki shoot, the Grand Falls location experienced sub-zero temperatures during filming, and Siegel admitted he was “frightened” when the head of the demolitions team told him he had never “dropped” a building in conjunction with additional explosions and fire effects before, and was not sure how it would turn out. Stunt coordinator Paul Baxley drove Bascom’s truck into the front of the school for the beginning of the shot, and when the explosions went off with no one injured, Siegel became “choked up with emotion—a first for me.”

The sequence in which housewife/sleeper agent Marie Hassler (Sheree North) blows up an industrial facility caused its own problems. Siegel and crew filmed at Rocketdyne in Southern California. “We were riding on the Titan crane, waiting for permission to shoot our fake explosions. Rocketdyne was ready to test one of their real launch pads. The officials ordered us to wait at the lower gates until the test was over and we heard from them. While we were waiting, we shot some footage of their test, which to us didn’t amount to much. When they learned about it, they demanded that we immediately turn over the negative and all the developed film that we had shot of their test and refused to allow us to continue filming at their plant. Realizing our unfortunate error, we immediately turned over all footage and the negative. [M-G-M head of production] Lewis Rachmil wrote a letter of apology. Fortunately, they kindly allowed us to finish our sequence at Rocketdyne.”

Another major action sequence took place at the Hyatt Regency hotel in Houston, where Borzov and Barbara track down one of the Telefon sleepers, leading to a shootout, a fiery explosion in the hotel parking garage, and a fender-bender between Dalchimsky and Barbara when she tries and fails to keep the villain from escaping. Siegel originally planned to shoot the scene in downtown Los Angeles at the then-new Bonaventure Hotel, whose famous exterior consists of a cluster of mirrored glass cylinders. The Bonaventure’s owners turned them down, citing the violent, explosion-laden nature of the sequence, so Siegel decided to film at San Francisco’s Hyatt rather than the similar Hyatt in Houston, since the San Francisco location was closer to Los Angeles and the director had a good experience filming Dirty Harry in the city.

Siegel had disagreements with his star while working on the San Francisco location. Bronson complained about what Siegel termed “the filth of Market Street” and the city’s homeless population, and when Siegel argued that at least San Francisco has excellent food, Bronson hit his own muscular stomach and remarked, “I don’t eat.” Siegel had mapped out a shot in which Bronson races across the Hyatt’s spectacular atrium in pursuit of the activated sleeper, but “when I marked in black tape where he should get off the escalator so that the extraordinary beautiful glass elevators going up and down were in the shot, he exploded in senseless sarcasm,” telling the director, “You don’t have to show off by telling me how to get off an escalator.” Siegel took Bronson aside to make peace with his star, telling him, “I don’t remember our ever having a quarrel before. I suggest we go back, make the shot and forget the whole incident.” Bronson admitted, “I thought you were making fun of me,” and the pair shook hands. Siegel quipped “How in the hell can I argue with you when you can shatter my hand as easily as I can squash a mosquito?” The Hyatt location was the site of other production problems for Siegel, as he planned to film in the mirror-lined foyer of the hotel’s revolving roof-top restaurant, only to discover that his first assistant director had forgotten to provide a “wild” mirror to block the crew’s reflection. The crew quickly procured the needed mirror, but Siegel fired his AD at the end of the day’s filming.

When Siegel rehearsed the end of the Houston sequence, in which Bronson finds Remick stunned after the car crash, “Bronson grabbed Lee right after she lifted her head. I asked her to touch him on his face, showing concern for him.” Remick replied, “I don’t dare. He’ll bite me,” but Siegel convinced her the moment was important to the story, that “this is the beginning of your love for him.”

Siegel used the plaza outside the Dorothy Chandler Pavilion in Los Angeles, location for many of the Oscar telecasts, to film a pivotal dialogue scene in which Bronson and Remick figure out how to predict the site of the next sabotage. Siegel staged the scene as a continuous 11-minute take covering seven-and-a-half pages of dialogue and utilizing 60 extras, although the final cut of the film interrupts the shot with inserts.

The film’s final sequence features Bronson and Remick calling her CIA supervisors from a payphone on a freeway overpass, warning them not to pursue the duo or else “the telephones are going to start ringing again.” According to Siegel, the epilogue “was shot in three types of weather. It was snowing in the morning, then a heavy rain stopped us. We started to shoot in the rain, then the sun came out. We started all over again in bright sunlight, completing the sequence.”

Telefon opened in U.S. theaters on December 16, 1977, and to advertise it, M-G-M announced a “Call 800-T-E-L-E-F-O-N” promotion. The number received 130,000 calls in three days, but the Bell System ended up canceling the promotion after technical problems with the number managed to cut off all long-distance service between Wichita and St. Louis.

The film received mixed reviews, with the most enthusiastic coming from Films and Filming’s Gordon Gow, who called it “one of Don Siegel’s best films, an intriguing and skillfully engineered Cold War thriller that…keeps one guessing through most of its length”; Gow also felt that “Bronson and Remick play beautifully together, against all expectations.” Kevin Thomas in the Los Angeles Times also had praise for Siegel for bringing to Telefon “a tremendous sense of wit and style deserving of more substance.”

The Village Voice’s Andrew Sarris, a major proponent of the auteur theory, wrote in a review titled “The Manchurian Candidate in Bond Country” that “Siegel’s sensibility and editing style are too rigorously controlled for the frivolity of the Bond series” and that the Telefon scheme was actually “the most interesting part of the picture.” Sarris did appreciate the way Siegel conveyed “some of the strangeness and loneliness and dislocations and anomalies of ‘normal’ American life by the care with which he expresses the obsessive odysseys of the uprooted Russian agents.” Despite the mixed critical reaction, Hyams and Silliphant received an Edgar Award nomination for Best Motion Picture from the Mystery Writers of America, but the award went to Robert Benton for The Late Show.

Telefon may not be one of the classic films in Don Siegel’s oeuvre, but seen over three decades later it remains a pleasant if surprisingly relaxed entertainment. The stoic Bronson and the perky Remick create an unusual team, although her lighthearted performance makes it difficult to believe that she poses any danger to her costar. The film’s greatest drawback may be its general lack of suspense. Despite the race-against-time plot, Siegel rarely manages anything like the nerve-wracking tension of Dirty Harry, devoting a surprising amount of screen time to the elaborate sabotage scenes, kept largely intact from Hyams’s original draft. But while the Hyams script retained Wager’s exciting original ending, with Grigori racing to stop the final saboteur from using a portable nuclear device on a dam, Silliphant and Siegel replaced it with the atmospheric but less exciting finale in which Grigori strangles Dalchimsky in a Texas roadhouse.

Siegel felt that the improbability of the Telefon plot was the project’s greatest stumbling block, but a bigger problem is the story’s structure, which remained consistent from the novel through the Hyams and Silliphant drafts. Most of the narrative alternates scenes of Dalchimsky activating sleeper agents with Grigori and Barbara trying to predict his plan with no real progression in the plot, making the race-against-time less exciting. Silliphant’s draft introduced some superficial changes that made the story a little more lively but less plausible. While in Wager’s novel (and Hyams’s script), Dalchimsky safely calls his saboteurs from various locations around the country, Silliphant had the Stalinist travel to the sabotage sites so he could see the destruction firsthand (Pleasance is given a memorable introductory shot, with an immense explosion reflected in his sunglasses). In reality, this would make the villain easier to catch but it at least gave Pleasance more to do—in the book, Grigori sabotages the telephone lines so Dalchimski has to activate the saboteur in person. Most significantly, Silliphant changed the code phrase that activates the sleepers. Wager gave each sleeper their own nondescript phrase, one that could be innocently relayed by a third party, but Silliphant gave the agents a universal code phrase, from Robert Frost’s poem “Stopping by Woods on a Snowy Evening”: “The woods are lovely, dark and deep. But I have promises to keep, and miles to go before I sleep.” Improbable as it is in real-world terms, the repeated use of the Frost quote remains one of the most memorable aspects of the film.

Arthur Knight’s review of Telefon in The Hollywood Reporter rightly praised Lalo Schifrin “for a score that pulses with the excitement that the visuals too often lack,” and the composer apparently worked harder than the director on making this thriller thrilling. Telefon was the last of five films Schifrin would score for Siegel, beginning with Coogan’s Bluff in 1968, and Schifrin’s music alternated elegant suspense cues (with a two-note motive for Dalchimsky and his scheme) with full-bodied action music. Schifrin provided Russian-inflected cues for the scenes set in the U.S.S.R., and while tension and excitement dominate his score, he composed a gentle love theme for Bronson and Remick’s KGB spies. The theme appears only twice in the score, first in a tentative rendition when the pair travels via charter jet to intercept Dalchimsky and Barbara tells Grigori, “You’ve never tried to make love to me.” For the end credits, as the protagonists ride off into the sunset together, Schifrin reprises the theme as a lush waltz with a Russian flavor in the orchestration—a droll way for the composer to musically conclude a five-year collaboration with Siegel marked by classically American projects (Coogan’s Bluff, The Beguiled, Dirty Harry, Charley Varrick). —