In late ’98/early ‘99, on the eve of the release of “The Thin Red Line,” two major events were concurrently taking place, each threatening to consume one another but both feeding the anticipation around them (the film was given a limited release in December, followed by wide release in January). One was "The Thin Red Line" itself -- Terrence Malick's first new film in 20 years, an approximately $52 million dollar war film backed by Fox 2000 (a shingle housed under 20th Century Fox) -- and the other the hallowed return of Malick the director, believed to be lost in the wilderness, driving cabs in Paris, selling T-shirts on Les Champs-Élysées or whatever fictional rumor pleases you most.

Both were massive events in cinema; a sanctified resurrection of sorts met with feverish anticipation that drew in cinephiles and tourist pop-culture pundits who just had to weigh in. Adding appropriate noise to the latter point was a massive cinematic homecoming of sorts. 1999 would not only mark the return of Terry Malick, it would also mark the anticipated return of Stanley Kubrick ("Eyes Wide Shut") and George Lucas ("The Phantom Menace") to the world of filmmaking. Complicating things for Malick and, or maybe just the marketing team at Fox, was Steven Spielberg, who five months earlier would steal his thunder and release his more conventional WWII film, “Saving Private Ryan,” filled with moments of heartswelling American pride, heroism, patriotism and self-sacrifice. Malick’s take on the nature of war couldn’t be more polar opposite and abstract.

“What's this war in the heart of nature?” is the first question quietly posed in narrative voice-over that opens the film laid over beautiful images of the Guadalcanal in the South Pacific. It would announce everything the viewer would need to know about the poetic, elusive and intangible anti-war film: the specific conflict at hand was just a side dish, the bigger concern was what madness lies in man that he feels the need to destroy himself and everything around it? What were the struggles and forces within humanity that compelled itself to act in such a savage manner? And finally, what seed, what root did evil grow from? As usual, Malick wasn’t fucking around with platitudes of heroism. His film was about the horrors of war, the fear and innocence lost that quaked through soldiers and the capacity for humanity that still existed amongst such insanity.

In the lead up to the wide release of Malick’s latest film, “The Tree of Life” (July 8 is the date), week by week, we’ve been getting reacquainted with his body of films and the behind-the-scenes making of each picture. We broached the filmmaker's latest effort three weeks ago, tracked his debut “Badlandsafter that and last week documented the making of 1978’s “Days of Heaven.” Now we’ve got plenty of nuggets on his comeback effort, “The Thin Red Line.”

1. In many ways Terrence Malick did not want to make “The Thin Red Line,” or at least not a war film.
What Terrence Malick truly wanted to make was what ended up on screen, another meditation on the human condition that happened to be set around the setting of WWII. But he had his doubts early on when he too thought he was making a war picture.

“I feel like I'm boarding a train I can't get off,” Malick told actor Jim Caviezel when he first hired him over the phone according to the actor on the Criterion Collection’s “The Thin Red Line” edition. “And I said, 'Don't worry I'll be there.' So I knew before my agents even knew! I had to call them," Caviezel said trying to assuage the director, but perhaps missing the director’s main concern in his understandable excitement.

The characteristically cautious and indecisive filmmaker was reluctant to even make the picture in the first place and according to a 1999 Vanity Fair profile, he left open “numerous doors through which he might make a hasty exit. “

These doubts even existed during production in Australia. "I remember him wondering why he was [making] this movie," editor Leslie Jones said on the Editing portion of the Criterion DVD (she had spent some time on set). "He doesn't like war, he's not an action director, battles scenes, he would say, 'I don't know how to direct a battle scene, what am I doing?' And you can see what he turned the movie into – that sequence in the movie where they're on rest, was time for reflection and a time for him to get out of that war experience."

Co-editor Saar Klein echoed these same sentiments. "The logistics of it were so overwhelming. Having to direct like a huge army, running up the hill with all these cameras and tanks and walkie [talkies], he just kind of felt that wasn't directing," Klein said on the same DVD extra. "In fact, I think at one point he said it would be great to just get like Renny Harlin or some other director to direct those parts of it, so he could actually spend some time directing the actors. I don't think [the war sequences] were his favorite part."

Actor Ben Chaplin suggested the director just didn’t know what he was in for. “He never expected it to be this big thing with loads of men and machines,'' the actor said in an extensive EW interview from 1999. ''He had written this film about people and nature, and he got here and there was this war going on.''

2. Like all Terrence Malick films, the script and the final film were eons apart.
''Terry's wildly intuitive and impressionistic,” John Cusack said in the same 1999 interview with EW from the set of the film. “He wrote a script based on the novel, and he's making a film based on the script, but he's not shooting the script. He's shooting the essence of the script, and he's also shooting the movie that's up there on the hill. He's trying to transcend the book and the script and himself. He's just out there. He's a wild cat.'' This might be the best description of what generally goes on during the filming of one of Terrence Malick’s movies.

"He has a script, but the script is not necessarily what he shoots,” Klein said on the DVD. “Once he gets on the set whatever inspires him is what he goes with. And then the way that you edit has to be completely reinvented because you don't have any traditional coverage of anything."

3. While “The Thin Red Line” is notorious for all the actors that were allegedly “cut” from the film, like most legends, most of this information is inaccurate or overstated
Yes, several very well-known actors and stars read for “The Thin Red Line” and/or actively sought parts or had conversations with Terrence Malick, but around only three “major” or well-known stars were cut from the film.

They include Mickey Rourke – as seen on the Criterion DVD extras (watch a clip from one of his scenes below), Bill Pullman (see photos in this article) and Lukas Haas (photos exist on the Criterion DVD). According to that very thorough and extensive 1999 EW article, a part was written for Gary Oldman, but then he was told not to show up before shooting began. Billy Bob Thornton (who is not in the film) recorded a voice-over (reportedly three hours of it) for the film that was never used. Actors like Martin Sheen, Jason Patric and Viggo Mortensen are also part of the actors allegedly cut from the film, and while thanked in the credits, Mortensen and Sheen apparently only participated in customary read-throughs (as did many other actors).

However, actors that met with Malick range up into the dozens with folks like Brad Pitt, Leonardo DiCaprio, Nicolas Cage, Kevin Costner, Peter Berg, Ethan Hawke, Dermot Mulroney. Matthew McConaughey, William Baldwin and many, many more (Cage evidently insulted Malick by having a disconnected phone when the director called him back after a lunch sealing the deal for his exclusion from the picture according to Rachel Abramowitz's excellent January 1999 piece "Welcome To The Jungle," for Premiere magazine). According to the herculean Vanity Fair article by Peter Biskind ("Easy Riders & Raging Bulls"), Johnny Depp said to the director, "Let’s sign this napkin; you tell me where to show up, when, what to play" Depp, Pitt and McConaughey all wanted the Witt role that went to Jim Caviezel according to the same 1999 Premiere article -- Leonardo DiCaprio flew from the Mexico set of "Romeo + Juliet" to meet with Malick for what was a "strained" meeting in the Austin Airport.

Tom Hanks declined an invitation due to his involvement in Steven Spielberg’s “Saving Private Ryan.” Tom Sizemore was also offered a role in both ‘Private Ryan’ and “The Thin Red Line,” but after waiting too long to hear back from the elusive Malick, chose Spielberg’s WWII film instead. Malick saw the maneuver as treason. According to Premiere's 1999 article, Malick went "ballistic" and an insider negotiating the deal before it went sour said, "[Malick] as if the covenant had been broken."

4. Actors had to adjust to Malick’s challenging directing style which could be abrupt, spur-of-the-moment and/or far too abstract without little coaching. Communication was also an issue.
Actors had to be alert and malleable because Malick demanded a lot and might call on you to shoot an emotionally difficult scene with a moment’s notice.

“There was one part where it was a 45 second crane shot over two days – the most you could do was one set-up per day because you had to have all these explosive set ups and 500 guys and the camera had to swoop down everywhere and then zoom in on the character crying,” actor Kirk Acevedo recalled of his memorable death sequence. “So Terry goes, ‘ok Kirk, go ahead and start crying.’ And I’m like cracking jokes and playing chess with Woody Harrelson! So for some people, it was difficult. You had to focus rightaway because on any given day or any given hour you didn’t know what you were going to shoot, he’s very spontaneous, so you had to be on your toes.”

"When it came time to be one-on one with the actors and get inside people's heads on the set and create the intimacy, it was like he just expected that stuff to come, "John C. Reilly said in the 1999 Premiere article.

"It took me a little bit of time to adjust to it, it took me a couple of weeks and some heart to heart conversations with Terry about what contribution I could make because I had never been involved in something [so big],” Sean Penn said in the 2002 Terrence Malick documentary “Rosy-Fingered Dawn,” much of that interview footage appropriated for Criterion’s DVD extras on the actors’ experience.

“Now Kirk, you’re on the ship and the beach is right there and you’re calling out into the abyss. And that’s what your motivation is,” actor Kirk Acevedo recalled, laughing at Malick’s abstract form of direction on the DVD extras. “But the funny thing is I did understand. His directing is very poetic and very, sort of, catching for fairies and butterflies, so to speak.”

The difficulties in communicating would extend even over to long-time collaborators. "I find working with Terry kind of exhausting," production designer Jack Fisk, who has worked on every Malick film from the beginning, admitted in the 1999 Premiere article. "Because he's the most difficult man to understand. Sometimes he'll talk in metaphors. Sometimes he'll show me a photograph or a painting. Sometimes he'll just make a literary reference or talk about a piece of music."