A Love Letter

[Article and illustrations from Lowbrow Reader #8, 2010, and The Lowbrow Reader Reader book, 2012.]

I have heard it said that it’s during times of emotional tumult that young men are drawn to Bob Dylan, or at least to religion. Yet it was under such a cloud that, one summer in the 1990s, I grew suddenly and undyingly gripped by a very different tour de force: Billy Madison, the 1995 movie featuring Adam Sandler in his first real star turn. Over a decade later, I stand convinced that few American comedies are funnier — and none as critically undervalued. “We were trying to make a movie that critics didn’t like,” the film’s director, Tamra Davis, would later tell me. “We were trying to make a movie for us and for kids — a movie that insulted adults and made them mad.” Billy Madison was a work that would instigate me to return to the theater, year in year out, to see Adam Sandler’s subsequent films — some inspired, some formulaic, but all inferior to the debut — and reevaluate my own taste in popular culture. It would draw me uncharacteristically close to my brother while pushing me away from those who mindlessly dismissed “low” art. Mostly, the movie would make me laugh time and again, a familiar joke that blooms with every telling.

Outside of the eternal problem of being a spoiled brat just north of 20-years-old — that embarrassingly self-indulgent age when the world effectively functions as one’s mirror — it is unclear exactly what was afflicting me at the time I encountered the film. Marooned at my parents’ home in suburban Chicago, my friends and life were back east. I was withdrawn and temperamental, finding myself spending an unhealthy amount of time with the family poodles; over the course of the summer, the dogs began to subtly shun me for more engaging social commitments.

One evening, I successfully lured the poodles to the basement with a tennis ball only to encounter an unwelcome surprise: my little brother and an army of his friends, none older than 14. My parents’ rec room resembled the set of a Sherlock Holmes movie, such was the fog of marijuana that engulfed it. I turned to leave, but it was too late. “Hey!” one of the aspiring deviants cried out. “For once in your life, will you buy us beer?”

“No, I’m, uh, er,” I said. “No.”

“Want some weed?” another inquired.

“No, thanks.”

“Come on!” he protested. I hesitated, wondering what it would be like to succumb to peer-pressure from a 4-foot-5 boy with a squeaky voice.

“That’s okay,” I finally said. “What are you guys up to?”

“We’re gonna watch Billy Madison!” my brother exclaimed. “It’s the funniest fucking movie ever. Want to watch with us?”

“Hmmm,” I said.

“Billy! Billy! Billy!” the boys chanted.

“I don’t know,” I said.

As appealing as the prospect of going upstairs to my childhood bedroom and staring at the wall seemed, I was tempted by their mocking plea. I had long admired Adam Sandler. I was in high-school when he joined the cast of Saturday Night Live, in 1991; a young-looking 25-year-old with Jewish hair and oversized flannel shirts, he was one of the first television stars who seemed like somebody I might have known. He was fratty and hostile yet peculiar and good-hearted — the comic reminded me of my brother — and his work had an undeniable arty streak. He reveled in an inspired dumbness. His best material — a sketch in which Sandler, with Chris Farley, pleas with an unseen man to let him take care of his dog; a silent piece depicting a simpleton struggling to cross a city street; and, most famously, the ostensibly amateurish bits he performed on “Weekend Update” — appeared the work of a madman. Like most novel televised comedy, his material’s inherent appeal was that it seemed not to belong on television at all.

During my first semester of college, Sandler released his debut album of sketches and songs, They’re All Gonna Laugh at You! This 1993 CD was stranger still, and had the added advantage of being unspeakably filthy. My dorm mates and I listened incessantly at the expense of other activities, like going to class or meeting girls.

So when Billy Madison, Sandler’s big cinematic unveiling, came out a mere two years later, did I see it? Of course not! By then, my friends and I had moved on to what we perceived as cooler ground: old soul music, increasingly obscure indie-rock bands, film noir. Besides, the movie looked inane. The premise — a wealthy slacker must repeat grades one-through-12 in order to take over his father’s Fortune 500 hotel chain! — seemed precisely the type of cynical Hollywood drivel that for decades had neutered promising comedians. The marketing campaign revolved around an irritating photograph of Sandler squeezed into a tiny desk, a scolding teacher with model proportions at his side. Critics either ignored or maligned the movie. “If you’ve seen the trailer,” The Washington Post reported, “you’re one up on those of us who have endured the entire film.” I had seen the trailer. It included a skidding record needle, a Jackson 5 song and scenes of Sandler wooing the comely teacher.

“Billy! Billy! Billy!” my brother’s freshly bar mitzvahed friends chanted.

“Come on, watch it, asshole.”

“It’s so funny!”

“Okay,” I said. “I’ll watch the damn thing. Just shut up already.”


Billy Madison opens with Adam Sandler, as the titular protagonist, lying on a pool lounger, floating in an opulent fountain fit for Versailles. He wears shorts, shoes and a baseball cap, a daiquiri at his side, and serenades a bottle of suntan lotion. “Oh, the sun tries to burn me,” he affectionately informs the bottle. “But you won’t let it — will ya?” It is not immediately clear whether the character is drunk, woozy from sun, mentally retarded or just downright weird. As the opening credits roll, he realizes that it is “nudie magazine day” and races to the mailbox to unwrap a package of demented periodicals, each cover seemingly torn from MAD magazine. Hallucinating, Billy spots what he believes is a giant penguin, which he proceeds to chase through the estate’s immaculately landscaped grounds.

In my parents’ basement, I stood to leave. “This is the stupidest thing I’ve ever seen,” I grumbled. “I’m going upstairs.”

“Come on, don’t be a dick,” my brother said.

“I’ll give it five more minutes,” I reasoned. “But that’s all.”

Yet as the movie rolled on, I grew more and more acclimated to its strange tone. Before my allotted five minutes were up, Billy had entered a formal dinner, presided over by his father and featuring an array of suit-clad businessmen. Sandler throws himself into the lavish dining room with all the chutzpah of Groucho Marx, hunched shoulders and all. In short order, he slurps soup, tells his yuppie nemesis to shut up, unleashes a torrent of gibberish and — effortlessly switching from Groucho to Harpo — gnaws on the arm of an elderly businessman. I was intrigued. The movie seemed anarchic in a manner generally eschewed by modern Hollywood. As in Pee-wee’s Big Adventure and the Marx Brothers’s Paramount films, the adult world was depicted as a cartoonish joke where dreams go to die. Against it stood a maniac man-child, alone yet fearless, eager to disrupt the stiffs who surrounded him. As an immature 20-year-old hesitantly eyeing a post-college gulf that was approaching with terrifying speed, I was oddly moved.

The movie never relented. Its every scene proved some strange jewel. Billy and his layabout buddies, played by the comedian Norm MacDonald and the hefty actor Mark Beltzman (in a role originally intended for Sandler regular Allen Covert), burn a bag of dog excrement on an elderly man’s porch. After the old man, resplendent in white underwear and boots, stomped out the fire, my brother and his friends shouted along with Sandler’s flabbergasted line: “He called the shit ‘poop!’” When Chris Farley appeared, perpetually red-faced in a spectacular extended cameo, the boys all but cheered. With each passing scene, I edged away from the door and closer to the 14-year-olds.

By the end of the week, I had watched the picture four times. My brother and I walked around the house swapping lines from the film in place of our usual insults. I phoned friends back in Boston and New York, breathlessly imploring them to watch Billy Madison, ideally with junior-high-school students. I screened the VHS tape for my poodles (who did not appreciate it) and my parents (who did). “Billy is so sweet,” my mother said.

It galled me that I had grown so snotty as to have turned up my nose at this movie when it was in theaters. Even less excusable was the fact that the country’s cultural gate-keepers had uniformly snubbed it. As my brother’s bleary-eyed friends recognized but every working film critic in America somehow missed, Billy Madison was a smart picture flagrantly poking out from a dumb exterior. Although the movie never stoops to the kneejerk irony that by the mid-’90s was creeping into American entertainment, the filmmakers treat its sole weakness — the high-concept Back to School plot — at a remove. When the protagonist first proposes to his father that he return to school for 24 weeks in order to take over a company, Sandler all but winks at his audience. “That’s some idea — you just think of that?” Billy’s gruff father, played by Darren McGavin, asks him.

“Yeah, I did,” Billy replies. “It’s pretty good, huh?” Then, left alone onscreen, Sandler dances for the camera.

The world is full of comedies that begin with a flourish and gradually lose their nerve, caving to the pedestrian demands of plot and character development. Though it abides to Hollywood’s customary story patterns — its emotional turning point occurs when Billy pretends to urinate in his pants — Billy Madison never blinks. At its conclusion, in a much-loved scene featuring the titanic Saturday Night Live writer James Downey, the film upends its plot while driving it to conclusion. The scene falls as part of a plot twist in which Billy dispenses with his original plan in favor of an “academic decathlon” pitting him against his rival (a beautifully depraved Bradley Whitford). The two men stand onstage before the cheering Knibb High audience; Downey’s poker-faced principal serves as judge and jury. Faced with a difficult question, Billy scans the audience and spots the first-grade teacher from the beginning of his quest. Emboldened, he gives a rousing response, citing the simple truths he had learned from her. The crowd bursts into applause.

This is the point in most comedies, including the 20 subsequent films to star Adam Sandler, in which sentimentality trumps humor and a tidy conclusion rears its head. Instead, Billy Madison falls off the rails. “Mr. Madison,” Downey’s principal dryly states:

“what you’ve just said is one of the most insanely idiotic things I have ever

heard. At no point in your rambling, incoherent response were you even

close to anything that could be considered a rational thought. Everyone

in this room is now dumber for having listened to it. I award you no points,

and may God have mercy on your soul.”

In later years, this speech became the type of bit that gets replayed ad nauseam on YouTube, often intercut with unrelated cultural ephemera. In the context of the film itself, the speech is genuinely shocking — the opposite of a viewer’s expectations at the closing stages of a movie already loaded with such twists. It is the pivotal scene of Billy Madison, and arguably the funniest. A decade and a half after watching it, the image of my brother and his young friends hooting and hollering remains planted to my mind, a fond memory to drive away the blues. Watching it in the basement, I laughed louder than I had all summer.


Tamra Davis was not Sandler’s first choice to direct Billy Madison. “I had done CB4 for Universal and we all had a good experience,” Davis tells me, sitting at a Tribeca Le Pain Quotidien in the fall of 2009. “They were making this movie with Adam Sandler — another starring vehicle. The studio wanted me to direct the movie, so they flew me to New York to meet with Adam. I didn’t know him at all personally, just from Saturday Night Live. We got along really well, but then I found out that I didn’t get the job. He ended up hiring a friend of his — somebody within the group that he was working with.”

Sandler, who had scripted Billy Madison with his old NYU roommate (and Saturday Night Live writing cohort) Tim Herlihy, persuaded Universal to tap an untested director: Stephen Kessler, who had given the comedian a commercial part early in Sandler’s career. Around the same time, Davis was hired by a different studio to helm Bad Girls, a western that she was working on with Drew Barrymore.

Bad Girls started life auspiciously: a return to indie film for the young director, whose acclaimed first feature (1993′s low-budget Guncrazy) had starred Barrymore, as well. Originally intended for New Line, Bad Girls was sold to 20th Century Fox as it was being developed. “It was a typical situation where a movie was an indie, then all of a sudden became a studio movie,” Davis says. Fox “had a different movie in mind than the film I was making. It came out in the press that I was trying to make a ‘feminist western’ — and so what if I was?” Davis shot nine days of Bad Girls before being taken off the picture. The tacky movie created by her successor, disparaged by Barrymore herself, has been forgotten to time.

Meanwhile, outside Toronto, Kessler had started shooting Billy Madison. At home nursing her emotional wounds from having been fired, Davis received a surprising call from Universal. “Billy Madison was becoming a disaster,” she recounts. “The studio wasn’t happy, Adam wasn’t funny and they were behind on schedule. They asked if I would come out and finish the picture. I went from thinking, ‘Oh my God, I’ll never work again’ to ‘Gosh, now I’m the one who’s replacing somebody else.’ In a way, it’s this confidence, or craziness, that defines a director.”

Universal fired Kessler on a Thursday, after a mere three days of shooting. The same day, in a histrionic scenario that seems torn from Entourage, Davis flew into Toronto with the studio’s president; she began shooting Monday morning. For years afterward, whenever Davis dropped by a set, her friends jokingly would say: “Uh-oh.” At the time, however, she was received with enthusiasm. “When you’re a director, you’re a leader,” she reasons. “A dispirited crew is a wonderful crew to get. You walk in and save the day.”

If for Davis, picking up Billy Madison represented an opportunity to rebound from the disappointments of Bad Girls, for Sandler her entrance provided a true eleventh-hour opportunity. The comedian was between seasons at Saturday Night Live, where he ranked among a handful of young stars on the rise. His future as a Hollywood box-office gorilla was hardly a foregone conclusion: The handful of minor film roles he had completed were undistinguished and Saturday Night Live was being battered in the press. (In 1995, the year of Billy Madison‘s release, he would be fired from the show, along with Farley.) Moreover, Billy Madison was Sandler’s baby: a culmination of the aesthetic he had mined on television and record, with a script he had labored over with his old friend Herlihy. “Billy’s the closest I’ve come to playing myself,” Sandler told an Entertainment Weekly reporter visiting the movie’s set. “I feel so much pressure because I want it to be as good as it can be.”

He was tanking. The few scenes shot by Kessler that survive to the finished movie are incongruously gloomy and oddly paced. Under the stress, Sandler had pulled a neck muscle and was having trouble turning his head — not the ideal attribute for a leading man. “He knew he was in trouble,” Davis says. “This was his big shot. What was going on wasn’t necessarily his fault — the director was blamed — but he had to get it together.

“It was like survival,” she continues. “Adam and I had to quickly develop a relationship and make the funniest, greatest movie ever. We created this little circle of me, Adam and Tim Herlihy. We had to work weekends, nighttime, whenever. Because I had no prep. I had to all of a sudden walk onto a movie that I didn’t know anything about.”

At night, Sandler would phone Davis, hotel room to hotel room, to discuss the next day’s scenes, at times describing to the director what was funny about a particular joke. Davis made immediate visual tweaks to the movie, tidying characters’ clothing and even lengthening the skirt of the female lead (Bridgette Wilson, 1990′s Miss Teen USA and the future wife of serve-and-volley artist Pete Sampras). She kept an eye on what Sandler ate so that he would stay trim. (A screen comedian must be fit or fat; doughiness just looks schlumpy.) Davis also flushed the set with color. A rainbow vividness runs through much of her work, but the bright tones seem particularly indispensable to Billy Madison, casting the picture in a cartoon glow that amplifies and even sanctions the comedy’s surrealism. And for a movie set among grade-school students, overstated color proved a natural fit.

Perhaps most significantly, Davis strived to move the film quickly and provide the congenial atmosphere that had been missing at the start of the shoot. “I knew instinctively that if you’re working on a comedy, you have to have fun,” she says. “If I have a grip who’s in a bad mood or just cursed — that’s not allowed. The actor has to feel like when he walks on that set, everybody is there to laugh at him.”


Billy Madison is not a director-driven movie. Its producer, Robert Simonds — a juvenilia specialist who produced all of Sandler’s movies through 2000′s rip-roaringly demented Little Nicky — is known for creating star-friendly farces, retaining directors as afterthoughts. “In the TV business directors are more interchangeable because it’s built all around Seinfeld or Roseanne or Drew Carey,” Simonds told New York Times reporter Bernard Weinraub in 1998. “My movies are along those lines. An Adam Sandler movie is all Adam Sandler.” Billy Madison is patently the vision of Sandler and Herlihy. No other screenwriters could have spun these jokes, just as no other actor could have delivered them convincingly.

Yet in Tamra Davis, his relief pitcher, the comedian happened upon an ideal collaborator. More versatile than most of his directors, she has piloted populist comedies, critically besmirched indie films, documentaries, music videos and sitcoms. While never curtailing Sandler’s lowbrow inclinations, she brought to the film a distinctive visual perspective that’s generally lacking in such movies. A decade later, Judd Apatow — Sandler’s pre-fame roommate who visited him on set — would grow famous for encouraging his actors to improvise lines. In Billy Madison, Davis, too, would shoot from the script, then ask the comic to ad-lib a wilder take — resulting, for instance, in a scene depicting Billy yelling at an ornamental swan while he takes a bubble bath.

Davis is a fascinating, slightly understated figure. Her career is full of the stylistic twists and turns with which an artist avoids getting pigeonholed, but at the same time can escape acclamation. She directed the debut starring vehicles of the three sharpest comedy minds of their generation: Chris Rock (1993′s CB4), Dave Chappelle (1998′s Half Baked) and, of course, Sandler. Her MTV work consists of a string of Sonic Youth videos from the band’s early Geffen years (including “100%,” co-directed with a young Spike Jonze) as well as Hanson’s “MMMBop.” Most recently, she directed Jean-Michel Basquiat: The Radiant Child, a documentary that includes rare footage of the late painter that Davis herself shot in 1986; the filmmaker’s early admiration for the artist presages the bright colors that pulsate through her own work. Davis also produces a homespun web show,, in which the director demonstrates the veggie snacks that she and her husband — Michael Diamond, the Beastie Boy — make for their two kids. (As Davis speaks of Billy Madison, Diamond and one of the couple’s doll-like sons stop by Le Pain Quotidien, the latter smartly swiping a cookie straight off his mother’s plate.) The family lives in downtown Manhattan and Malibu; the grown-up half shares the fantastically rare ability to create chic art that can stimulate a broad audience.

Davis is one of the few female directors to penetrate mainstream Hollywood. Women tend to make superior interviewers to their male counterparts — where her competitors talked, Oprah listened — and one wonders how other comedies would pan out were they fueled by less testosterone. “It was important to let Adam be Adam,” Davis says. “I think it was Chris Rock who told me, ‘If there’s a joke under the table, you get the camera under the table — I’ll tell the joke.’ It was best for me to not be the 30-year-old girl I was at the moment, because I wasn’t the audience. I had to become a 14-year-old boy and not put my judgment on it.”

In shooting Billy Madison, Davis found herself engulfed in funnymen, many on summer leave from SNL. Yet perhaps unbeknownst to her cast and crew, it was the director who had the comedic pedigree. “My grandfather, Stan Davis, was a big comedy writer,” she explains. “He started out in Chicago — he wrote for the Blondie and Dagwood comic strip — and moved to Hollywood, where my grandmother was under contract as a dancer at Fox. The story goes that he was making his living as a tailor, and would put his jokes in the pockets of coats. All the comedians started coming to him, because he had the best jokes. He became one of the big writers of one-liners. My grandfather wrote for all the comedians, mayors, presidents. If you were Ronald Reagan and you were going to talk in front of the firemen, you would call Stan Davis and he’d give you a couple fireman jokes.

“I grew up in Hollywood,” Davis continues. “My grandparents had a house on La Cienega and Sunset, and there were comedians around all the time. Bob Hope, Sammy Davis Jr….Milton Berle really was like Uncle Miltie. My grandfather wasn’t a ‘funny guy.’ If anything, he was kind of grumpy. But as a kid, you didn’t realize that that was his sarcasm. He would constantly be writing jokes on yellow legal pads — he knew all the formulas. When I was a little kid, my first job was typing them up on three-by-five index cards and filing the jokes for him. Later, when I went to film school, I lived in his basement. It was a little cellar where he used to write and was filled with eight-by-tens of my grandfather with famous celebrities, like what you’d see at a deli. He had all these card catalogues filled with one-liners, from A-to-Z. When I was a punk-rock kid, people would come over, get high and pull out these three-by-five cards with these ridiculous jokes.”

Even before abandoning tailoring, Stanley Davis would write for Groucho Marx, Jimmy Durante, Redd Foxx, Hope and Berle; upon his death in 1982, the Times reported that five minutes of his material typically sold for $1,000. “In a sense, I did have a comedy background,” Tamra Davis says. “It just came in a very different way [than Sandler]. I had respect — which is probably the best thing to have. When you respect the comedian, you do whatever you can to let them be funny.

Directing Rock in CB4, Davis encountered a hardened standup accustomed to fishing for laughs; Sandler, Rock’s one-time SNL office-mate, proved more elusive. “Chris would be standing there at seven in the morning with a plate of waffles, already trying to make me laugh,” Davis says. “Adam kept me on my toes a bit more: Okay, how’s he feeling this morning? Did he sleep well? How do we make him funny today?” At the same time, Sandler showed an astonishing command of screen humor. Often, before shooting a scene, the star would pull his director aside and tell her how an actor’s line should sound; then Davis would attempt to coax the same reading from the actors, without letting on that the phrasing was coming from Sandler. (Such mimicry is easier to elicit from child actors than grown-up ones, Davis explains.)

Sandler would stop at little, it seemed, for a laugh. “I learned a lot,” Davis says. “For example, hurting kids is funny. Adam called me up and said, ‘Tamra, tomorrow we’re shooting the dodge ball scene. I’m really gonna hit those kids.’ I said, ‘You can’t do that.’ But he said, ‘No — I’m serious. Get the balls there and find out which kid wants to get hit.’” The ensuing scene, depicting Billy beaning first-graders to the tune of “Beat on the Brat,” is hilarious in its brutality. “Those kids got hit hard,” Davis recalls. “I cut before the tears.”

Upon the film’s release, the scene was singled out as “dismal” by a curmudgeonly Siskel & Ebert.


As with many Hollywood movies made on modest budgets, Billy Madison was shot in the Toronto area: The Madison mansion is actually the Parkwood Estate, where Colonel R. Samuel McLaughlin, the founder of the McLaughlin Motor Car Company, moved in 1917. The auto baron’s ostentatious home, built into the Jazz Age, further links the picture to the Marx Brothers movies of yore. One almost expects Billy to court not Bridgette Wilson, but Margaret Dumont.

Concurrently to Billy Madison, another comedy about a callow rich kid aiming to inherit his father’s company was shooting in Canada: Tommy Boy, which starred Sandler’s fellow SNL cast-members David Spade and Chris Farley, the latter of whom also held a small role as Billy Madison‘s aggrieved school-bus driver. The stars from both films stayed in the same Toronto hotel. Upon hearing this information, an unworldly teenage boy might imagine that the comedians were in a constant state of madness, plotting outlandish jokes through the night. Improbably, he would be correct. Sandler and Herlihy took to carrying around a cassette recorder so they could tape people and mock their words, like Andy Warhol gone junior high. Often, the pair would tell the same joke — first Herlihy, then, in a funny voice, Sandler. One time, a nude Chris Farley emerged from the double-doors that opened onto Sandler’s hotel room, dancing with his penis tucked between his legs. And the whole group took to playing “the Dead Game,” in which everybody in Sandler’s hotel room would close their eyes while one person faked his own death scene. “In one of the games, we opened our eyes and Farley was lying in front of us, naked with an Evian bottle sticking out of his ass,” Davis recalls. “It was scary to see how far Sandler and Farley would go for a laugh.”

In filming his brilliant handful of Billy Madison scenes, Farley — who would die of a heart attack in 1997 — was equally extreme, albeit less blue. “Before Farley did his scenes,” Davis says, “he would line up six or seven shots of espresso, down them right in front of me and then get on that bus. Then, he would hold his breath until he became, like, purple. I was watching this on a monitor — hiding in the back of the bus or in a travel vehicle — and I honestly thought he was going to have a heart attack. Meanwhile, Adam and Herlihy were laughing hysterically. It was always on the edge of going too far, which was the brilliance of Chris Farley. He pushed you so far to the edge that you were constantly concerned. She’s nervous thinking you’re going to kill yourself? That’s comedy.”

Another Saturday Night Live hand up north that summer was Jim Downey, who was helping Fred Wolf with Tommy Boy‘s script. Downey has been a writer at SNL intermittently since 1976; responsible for many of the show’s political sketches, he is a man who arguably has helped swing presidential elections. Sandler and Herlihy revered him. The respect was mutual. “Adam was the closest thing [SNL] ever had to Jerry Lewis,” Downey tells me. “And I mean that in a totally good way. He was a really strong, eccentric character who was more of a personality than an ensemble player. There were certain things that he brought to the show that we had never had before and haven’t had since.”

Downey is not an actor in the traditional sense. His CV predominantly consists of stoic, mildly creepy bit parts on SNL and, strangely, Paul Thomas Anderson’s Oscar-winning 2007 film There Will Be Blood. Yet when Sandler asked him to play Billy Madison‘s principal, he readily agreed; like Davis, Downey found himself on set within days. Although Sandler and Herlihy had written the character, it was Downey who crafted the principal’s climactic speech. “The origin of that speech was when Farley would talk at writers’ meetings,” Downey says. “I would go, ‘Thanks, Chris — everyone in the room is now dumber. I hope you’re proud of yourself.’” Though he’s on screen for a matter of minutes, Downey’s every utterance is unsettling and memorable. “That speech has probably been seen by more people than anything else I’ve ever been in or written,” he says. “One time, I took a train to visit a friend of mine in New Jersey. His son had three friends over, and they all turned out to meet my train — it was like Lenin returning to Finland Station. They couldn’t believe that I was there in the flesh: the principal from Billy Madison.”

Downey’s principal is one of many smaller characters in Billy Madison to rise above their call of duty. Bradley Whitford plays the film’s stock villain as a conniving rogue, so wicked he reads almost as a parody of such a figure. “That’s one of the funniest bad guys you’ll ever see,” Downey says. “His performance was so intense and crazy. It shows what a good actor can do in a part that otherwise might not be memorable.” (Whitford would go on to star in Aaron Sorkin’s The West Wing as well as the short-lived Studio 60 on the Sunset Strip, in which he portrayed the producer of a SNL-like show.) Steve Buscemi, a frequent Sandler player who had co-starred with him in 1994′s Airheads but remains identified with artier fare, appears briefly, in lipstick. Josh Mostel, son of Zero, gives an oddly poignant performance as a sniveling grade-school principal. And Norm MacDonald, generally hamstrung in acting roles, somehow seems at home as Billy’s drunken friend. “When I read the script, it mentioned Billy and his buddy,” Davis says. “But when I got there, it’s this crazy guy Norm MacDonald. He was like Gary Cooper or something. I said, ‘Adam, this guy is…old.’ He was like, ‘Yeah — that’s the funny part.’”

At Le Pain Quotidien, Davis laughs fondly. “We had so much fun when we made that movie,” she says. “It was their [group's] good times. Nobody had failed. Nobody had any big successes. Everyone was on the rise. There was no depression and no sadness. It was an amazing, amazing time.”


Billy Madison ended production with a flourish. Upon returning to California, the director found her collaboration with the actor continued, as Sandler — perhaps protective of his masterwork’s evolution, perhaps still mindful of a director who hailed from outside his circle — joined her for much of the editing process. Although such involvement is unusual for a star, Davis welcomed it. “By that time, Adam and I were like best friends,” she says. “He was just as passionate and obsessed about the thing as I was. And our vision of the movie was exactly the same.”

For a mainstream Hollywood film, Billy Madison cost relative peanuts; once the studio replaced Kessler with Davis and saw that filming was moving along, the Universal machers more or less left the filmmakers to their own devices. “There weren’t any expectations other than to try to make their money back,” Davis reasons, “which wasn’t going to be that hard.” The movie opened February 10, 1995 — President’s Day Weekend, a typically sleepy turn of the box office cycle. In its opening weekend, it grossed $6,639,080, making Billy Madison the number one film in the country. The picture would go on to earn nearly $26.5 million in theaters — chump change compared to 1995′s biggest comedy (the $108 million Ace Ventura sequel, When Nature Calls), but enough to keep Sandler in the game.

As expected, the reviews were dismal. The Toronto Star, writing of a movie shot in its backyard, pegged Billy Madison as “a vulgar, idiotic mess.” The storied Texan alternative weekly the Austin Chronicle, strangely mirroring Downey’s speech in the film, disparaged Billy Madison as “one of the most outrageously bad movies in recent memory, a misfire…ridiculously and consistently off-target from anything remotely resembling a good film.” Many critics speciously lumped the movie with the “gross-out” comedies that were then in vogue or unfavorably compared Sandler to the year’s big star, Jim Carrey. Peter Rainer, writing in the Los Angeles Times, scolded Sandler for “trying to be the King of the Peepee and Doodoo jokes,” while the San Francisco Examiner, in a fit of melodrama, reported that “we’re raising an entire generation of audience that doesn’t know what good is.” Siskel & Ebert, America’s then-reigning face of populist film criticism, united to denounce the movie. “Am I getting older, or do I have taste?” Gene Siskel posited in At the Movies. “I think I have taste — Billy Madison is pretty lame.”

“Adam Sandler has a problem,” Roger Ebert echoed. “That is, he’s not an attractive screen presence. He might have a future as a villain or as a fall-guy or the butt of a joke, but as the protagonist…he recreates the fingernails on the blackboard syndrome. You can’t stand him!”

Of the major newspaper critics, only the New York Times‘s Janet Maslin was less than hostile, conceding in her tepid review that the picture “succeeds as a reasonably smart no-brainer.” Even in trifling critical quarters, Billy Madison was slaughtered. I distinctly recall editing a pan in my college paper written by a pie-faced freshman; he filed his article garbed in new khaki slacks, a massive manufacturer’s sticker still affixed to the side.

Reviewing movies is no walk in the park, and comedies prove especially tough. A drama or action movie can be digested in private, but the success of humor depends on the audience. (“It sounds stupid, but the air tells you what your night is going to be like,” my favorite comedian, Joan Rivers, once told me in an interview. “You can tell what the crowd’s like within three minutes.”) A critic screening Billy Madison would not be surrounded by stoned 14-year-olds, but rather by scattered colleagues — an overeducated, underpaid collection of professional cynics predisposed to grumbling, not laughter. And a critic has little to gain in praising a film like Billy Madison, with its ostensibly boorish jokes and unproven star. His editor will question his judgment and he will stand alone among his peers. Readers, especially older ones, will look askance. Particularly with broader comedy, what is funny on screen can fall dead on paper, exposing a critic to that embarrassing sensation in which a person relays a beloved joke only to meet blank stares. To praise a comedian before others jump onboard — to be the first in the room to laugh — is to open oneself to vulnerability. And who needs that?

Not surprisingly, as younger critics screened the movie with fresh eyes in the years to come, its stock ballooned. I asked my friends David Fear and Joshua Rothkopf, film critics at Time Out New York (where I work as a music critic), to assess Billy Madison. “If you discovered Sandler via his later comedies, you’d just think of the guy as another frat-friendly poster-boy riding a wave of Neanderthal doofusness,” Fear claims. “But Sandler’s an absurdist at heart — and Billy Madison is the only movie where he’s fully embraced that off-the-scale side of his humor. It’s a truly fucked-up movie.”

“Sandler’s career has been so hit-and-miss for me that to see him completely owning something is a rare treat,” Rothkopf counters. “I love how anarchic and infantile he allows himself to be. And yet it’s never harsh, like Punch-Drunk Love. It’s gleeful and unencumbered.”

“There were all kinds of things in that movie that you see in later movies,” Jim Downey reasons. “It’s kind of seminal. It was unapologetically indulgent and certainly fearless. There were really brilliant things and wacky things and raunchy things. It had all of Adam’s sensibility.”

Nonetheless, the criticism that perhaps most echoes prevailing thought among comedy cognoscenti occurred in a 2001 episode of Judd Apatow’s sitcom Undeclared, in which Sandler appears as himself. “Billy Madison, that was, like, punk rock,” a character informs the star. “Everything after that…I just didn’t like.”


The year after I encountered Billy Madison, I spent the summer at my parents’ home once more, teaching tennis to suburban children. Day after day, my co-workers and I fed balls under the blistering sun, repeating phrases like “Low to high,” “Punch your volley,” and “Danny, stop pretending your racket is a guitar” as if they were Buddhist mantras. I liked my fellow instructors — many of us had grown up playing tennis together — but at this point I shared little with them beyond the sport. One day, feeding balls alongside a muscular co-worker — I always imagined that he was called “The Moose” or “Tiny” by his fraternity brothers — it came out that I was an aficionado of Billy Madison. “Ah,” he said sagely, nodding a head that for years I had assumed to be empty. “I prefer Happy Gilmore.” Later, picking up balls, the gentle giant approached me. “I have a theory about why some people like Billy Madison and others Happy Gilmore,” he disclosed.

I drew closer to my co-worker, as if he were about to slip me confidential information disproving the Warren Commission. “What is it?” I asked.

“People who drink beer like Happy Gilmore,” he posited. “People who smoke pot like Billy Madison.”

“Oh,” I said.

Parsing my co-worker’s words, I think he was implying that Billy Madison is a surreal work, cerebral and uncanny, whereas Sandler’s next movie was by comparison blunt and aggressive. Directed by Dennis Dugan from another script by Sandler and Herlihy (with uncredited additions by Apatow), Happy Gilmore came out in 1996, the year after Billy Madison. It is a golf comedy made in the wake of Caddyshack, which seems akin to writing a tragedy about a troubled Danish prince after Hamlet. Sandler partisans tend to link Happy Gilmore with Billy Madison. “To me, Billy Madison and Happy Gilmore are sort of like the early Marx Brothers movies,” Jim Downey says. “The stuff Adam did later can be more like later Marx Brothers movies, when they got less crazy and random and their movies became more about story.”

Yet despite winning the beery approbation of my big-hitting colleague, Happy Gilmore is inferior to its predecessor. In many ways, the sports film sets the stage for Sandler’s subsequent work. Its jokes are easier. Actors play against type (an ass-kicking Bob Barker) and send up past performances (Carl Weathers as a golf pro). Product placement runs rampant, nullifying any of the innocence and anarchy from the previous film. Many jokes involve Sandler berating or striking people — not children, sadly, but adults. Notwithstanding a nicely cruel Ben Stiller cameo, the side characters are largely rote, lacking the whimsicality of, say, Billy Madison‘s black mammy maid. Moreover, unlike the previous film, Happy Gilmore can seem sloppy and cheap. It is funny yet pedestrian — the laughs remain, but the magic is gone.

After the charmed experience with Billy Madison, Sandler had approached Davis about directing Happy Gilmore. “I just felt like I needed to do something else as a director,” she explains. “I can’t say I regret not doing it, because I think [Happy Gilmore] is great. But in a sense, I do feel sad that I’m not part of that group anymore.”

Dugan, who prior to Happy Gilmore had directed Problem Child and the Night at the Opera tribute Brain Donors, went on to helm a number of Sandler projects. Some of these films are lousy (1999′s Big Daddy) and others deeply flawed (2006′s I Now Pronounce You Chuck and Larry). But one is outstanding: 2008′s You Don’t Mess with the Zohan, which stars Sandler as a randy Mossad agent unleashed in New York. After Billy Madison, The Zohan marks the brightest moment in the actor’s spotty filmography.

Sandler’s career is atypical. As he became an unlikely Hollywood goliath, the comedian surrounded himself with a posse of nearly-ran comedians, former SNL cast members and seemingly every other person who was kind to him during the sliver of adulthood before he became famous. He shuns the press. Print interviews are verboten (even to publications as eminent as the Lowbrow Reader), a ban that has cast Sandler in a veil of inscrutability. According to the office of his manager, Sandy Wernick, this silence extends to associates such as Herlihy, who work closely with Sandler’s production company, Happy Madison.

Affectionately named for those first two films, Happy Madison movies share an aesthetic with Billy Madison, catering to boys suffering through the indignities of early puberty. They are refreshingly unpretentious. Too often, however, the movies fall prey to the clichés that his debut sent up. Sandler is known to take flops badly; perhaps as a result, his pictures can be frustratingly safe. When he strays from his comfort zone — as in Paul Thomas Anderson’s Punch-Drunk Love or Apatow’s Funny People — the results are intriguing, but he quickly retreats to known territory. Aiming for the middle, Sandler maintains a secure career for himself and his tent of dependents while ignoring his artistic legacy. The bulk of his work remains altogether appealing and critically underrated. Yet it is beneath him.

Regardless, it is with a steadfast loyalty that I have not shown to many of my own relatives that I have stuck by the star as fan. In 1998, on one of our first dates, I took my girlfriend to see The Waterboy, along with two carloads of my friends. (“I still don’t know what you were thinking,” she says now.) I reviewed Sandler’s maudlin Click for a magazine, but could not find it in my heart to pan it. I began publishing the Lowbrow Reader, initially as a response to Billy Madison‘s critical reception. And in 2010, as Sandler was promoting Grown Ups — an ensemble film co-starring Rock, Spade and others — I went to the Ed Sullivan Theater to watch him tape a spot on The Late Show with David Letterman. (Events had conspired against my having a working television, so it seemed like the only surefire way to catch the appearance.) Late Show studio tapings are notoriously disappointing. Many people recoil upon seeing the showbiz apparatus revealed with workmanlike cynicism, but I find a kinship with my own fast-fading vocation, journalism. Letterman — Krusty the Clown himself — stands aloof from guests and audience. He resembles a comfortable human being on the monitor and an ungainly fake person in the flesh. He blasts air conditioning, to keep the room on its toes, and Paul Shaffer’s music, so that he does not have to speak to anybody during breaks. Before the cameras rolled, as Sandler waited in the wings, Letterman gave his guest a cursory wave. Sandler generally excels on the talk-show couch, but this day he seemed slightly off his game, even missing a cue from the famously quick host. Like many people years into a difficult job, the star seemed weary. “People always [say], ”That must have been the best time ever, a lot of practical jokes,’” Sandler told Letterman about working with his old cronies in Grown Ups. “Comedians don’t do that. Comedians are, like, very angry all the time.”

My deeper Sandler pilgrimage had occurred a decade earlier, in 2000. By then, I had moved to Manhattan; my brother had enrolled in college in Massachusetts. It was the first time we were living within driving distance of each other in many years. When Sandler’s Little Nicky came out, I boarded a Greyhound bus to Boston so that I could see the film with my brother. My girlfriend dropped me off at Port Authority, like a soldier going off to war. “You are a moron,” the pitying look in her eyes told me. But I was excited to see my younger sibling; I had long fantasized about drawing closer to him as he grew into adulthood.

My brother picked me up at Boston’s bus depot and we drove to a theater on the edge of town. Not long after the movie started, his cell phone rang; to my horror, he answered it. “Yeah, I’m at this movie with my brother,” he said casually. When his phone rang a second time, I glared at him; he rolled his eyes and took the call in the lobby, returning to the theater 20 minutes later. When the picture ended he sprang from his seat, as if dismissed from detention. “So what did you think?” I asked.

“Sucked,” he mumbled.

“Well I thought it was funny,” I said. “It kind of has the same theme as Billy Madison, even if it’s obviously not as good. And Rodney Dangerfield’s in it!”

“Whatever,” my brother said. As we drove on, I increasingly got the sense that he would rather be spending time with people who were not me. Anybody would do: his new college friends, a hobo, our Uncle Sol. I returned to New York demoralized; nothing is more embarrassing than unmatched enthusiasm.

As it so happened, Little Nicky would mark a turning point for Sandler. With the film, he launched Happy Madison while concluding his working relationship with Simonds, the producer. It would be the actor’s final writing collaboration with Herlihy and, with the exception of 2008′s aberrant Zohan, his last flat-out screwball film. Soon, his characters would be given wives, children and jobs. His cinematic adolescence had ended.

“Around the time of Little Nicky, I met with Adam and Herlihy to talk about working together again,” Tamra Davis says. “Herlihy was like, ‘You know, Adam’s different than the guy we worked with back then. He’s grown up.’ In a sense, Herlihy and I have a great memory of that time. And I’m sure that Adam does, too. I don’t know if we could ever recreate it — that freshness, that ability to just be free and have fun.”

Of course, Sandler grew up. Just as my brother could not spend life as a 14-year-old innocent, lurking in a pot-fogged Eden, and, after a few shoves, I relented to adulthood myself. Is this not the central theme of Billy Madison? Amidst all the madness, Billy ultimately meets his fate, forsaking a life of whimsy intent on the responsibilities and tedium of adulthood. It traps the best of us. Yet every time I revisit Billy Madison — my favorite movie, my brother’s favorite movie and I suspect Adam Sandler’s favorite movie — I am taken back to that long ago summer, when the clouds suddenly parted and I tumbled into the rabbit hole created by Sandler, Davis and the rest in this majestically berserk film. Shame we can’t all stay there.


Lowbrow Reader #8, 2010
(The article also appears in
The Lowbrow Reader Reader

Illustrations by Tom Sanford (top) and Phillip Niemeyer (bottom)