Disney had a panic when it looked like Michael Bay was off to make the film Phone Booth ā and it needed a new project for him, and quickly.
“I think
Pearl Harbor was one of the most difficult shoots in modern history”, mused the former chairman of Disney, Dick Cook, in a retrospective piece with
GQ magazine. The infamous film, which in 2001 acquired the title of the most expensive movie ever made, would cost anywhere between $135m and $210m for its negative alone, depending on which source you believe. And yet the irony here is that it only came about when director Michael Bay was on the verge of taking on a much, much cheaper production.
By 1998, Bay had become Hollywood’s most in-demand director. He’d got three films to his name at that point, of growing size and expense. What’s more, they proved to be of growing box office impact as well. 1995’s
Bad Boys was a surprise sleeper hit, 1996’s
The Rock re-established Sean Connery as a box office draw (and it also forms a pivotal part of the Nicolas Cage action trilogy), and then 1998’s
Armageddon overcame grumpy reviews to become a rather sizeable success.
But
Armageddon had been a test and a half for the subtle one to make, and as such he was considering a change in direction. In particular, he was drawn to a script that was getting an awful lot of ‘heat’ in Hollywood at the time.
CHRISTMAS FILM MAGAZINE GIFT SUBSCRIPTIONS!
Film Stories magazine
here.
Film Stories Junior magazine (for under 15s)
here.
Try a sample issue of Film Stories for less than half price
here.
But when Disney’s then chairman Joe Roth heard about the discussions going on, he – to put it bluntly – wasn’t very happy at all. Disney’s live action output had gradually been getting more expensive and tentpole-driven, and in the days before Marvel movies, Michael Bay was the studio’s surest bet for a hit.
Roth urgently gathered together a whole bunch of scripts more in the vein of those Bay had thus far realised, and sent them for his attention.
Bay initially wasn’t for turning though. It was going to take something dramatic for him to change his mind, but Roth was insistent that he wasn’t going to be allowed to leave the studio, and ordered his team to keep hunting for a new film to get him interested.
“We had a gigantic meeting with Michael and all his reps”,
recalled Disney executive Todd Garner. And then he had the eureka moment. As Bay got up to leave with nothing grabbing his attention, Garner said “you should do
Pearl Harbor”.
Roth asked Garner to pitch the film. Garner told Jay Mohr
in an interview that it was a film he’d wanted to make since he was 14, when he first visited the Pearl Harbour area.
The allure was clear. Just a year or two prior, James Cameron had forever redefined his legacy as not just a director of blockbuster movies, but also a multi-Oscar winning filmmaker.
Titanic had scored 11 Academy Awards, and become the biggest movie of all time. Bay had already hinted that he wanted to try something more ambitious, telling Premiere magazine at the on the set of
The Rock that “when I’m more experienced, that’s when I’ll try to do something that’s more regarded critically”.
We told that story here.

The pitch then was for a film that mixed in the big blockbuster filmmaking that Bay was known for, with the ingredients too that had made
Titanic such a success. After all, every movie studio wanted a
Titanic at the end of the 1990s. Disney was going to give it a try, and keep hold of Michael Bay as it did so.
Garner would ultimately describe it as “the second easiest movie to put together”, given the existing relationship with Bay. That he pitched the film at the meeting. Joe Roth then told Michael Bay that was the film that he should be making next. Bay agreed, and that was that.
That was as easy as it got.
Pearl Harbor would be the last time Bay and Disney would work together, but given what a taxing production the movie turned out to be, that’s not massively surprising. Bay wanted a more R-rated film, Disney pushed back and made a PG-13 mandatory (with a harder cut ultimately released on disc).
Still, they forged an agreement and the studio wrote a cheque for the biggest movie gamble ever taken on by a single company (
Titanic’s gigantic budget had been split between Fox and Paramount), although the difficult process took its toll. A change in management at Disney saw Joe Roth leave and his boss Michael Eisner demanding budget cuts.
Bay quit twice and had to be persuaded to return ā it was producer Jerry Bruckheimer that apparently talked him back. He would insist that he’d brought the film in around its newly-planned $135m budget level.
The film would be, contrary to how it’s sometimes a reported, a big hit too. In all, it grossed $450m worldwide.
Phone Booth, meanwhile, would be directed by Joel Schumacher a year or two later, with Colin Farrell taking on the lead role when Carrey ultimately bailed (Schumacher and Carrey would reunite for the thriller
The Number 23). The cost of the latter would be just over twice the price as the premiere party for Bayās new movie.
As for
Pearl Harbor and its response, in the lead up to its release and eventual critical mauling, Bay would play down any comparisons with
Titanic, notwithstanding the fact that he’d made a three hour film about a real life event that was grounded around a romance story.
Jerry Bruckheimer was playing nothing down though, insisting to Empire magazine that “
Pearl Harbor was a seminal event in American history, and in the history of the world. But [the film] only works if you fall in love with Kate [Beckinsale] and Ben [Affleck] and Josh [Hartnett]ā.
āIf you do, we’ve gotcha! And if you don’t, I should get out of this business!”.
Weāll leave it there.
Pearl Harbor is available on DVD and Blu-ray.
ā
Thank you for visiting! If youād like to support our attempts to make a non-clickbaity movie website:
Follow Film Stories on Twitter here, and on Facebook here.
Buy our Film Stories and Film Stories Junior print magazines here.
Become a Patron here.
Related Stories
- Warwick Davis calls out Disney for deleting Willow from Disney+
Actor Warwick Davis has shared a behind-the-scenes photo from Willow, which was deleted from Disney+ last year. And he’s not very happy about it either.
Disney+ started deleting its own content in 2023. A lot of great films and TV shows were axed and aren’t available anywhere else, which feels thoroughly unfair for the people involved [...]
- The top 45 must-see films of 2025
Looking ahead to 2025, here are the 45 films of all genres - from horror to comedy to drama and more - we reckon you really shouldn't miss.
Special mentions:
Firstly, the movies you won’t be seeing, but want to namecheck. Our rules were that we didn’t want to include films that had screened, but not made [...]
- The three movies Disney made instead of Wicked
Wicked’s road to the screen has been a long one, but has Disney been reacting to it since the musical first hit Broadway?
NB: This feature contains spoilers for Wicked Part One, Oz The Great And Powerful, and Maleficent.
Long before Wicked became a Broadway smash-hit in 2003, Disney had a history of near misses with the [...]
- The Creator, Barbarian, The Banshees Of Inisherin and Amsterdam are all gone from Disney+
Four major recent releases from Disney have disappeared from the Disney+ streaming service in the UK - one of which is now exclusive elsewhere.
I’m going to have a go at trying to work out how the ins and outs of Hollywood studios go, but still confess it baffles me a bit. Back when Disney acquired [...]
- The Abyss | The BBFC defends (again) its decision not to classify the film
Disney tried to re-release The Abyss in UK cinemas it's effectively been confirmed, but pulled the plan due to a lack of BBFC certificate.
The long wait for James Cameron’s The Abyss to get a 4K remaster and fresh physical media release finally ended around a year ago – but not if you’re in the UK. [...]