Published June 20, 2010|Updated June 28, 2010



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For the fictional Florida retirees in Ron Howard's 1985 film Cocoon, the extraordinary came from outer space - when aliens turned a swimming pool into a fountain of youth. - For St. Petersburg, the extraordinary came from Hollywood, whenthe little movie with an emerging director arrived for 11 weeks of filming, and put the city in the spotlight. - Call it typecasting; the city's reputation as "God's waiting room" had been sealed years before with a Johnny Carson joke. St. Petersburg in the early 1980s was the city of green benches, lawn bowling and shuffleboard courts, where retirees spent final days in rickety recreation. - After its debut on June 21, 1985, Cocoon became Academy Award-winning confirmation of that image. - Then something else unexpected happened. Like the movie's cosmically rejuvenated heroes, St. Petersburg grew younger. The green benches disappeared. Games played then by seniors evolved into multigenerational pastimes. - God waits longer than ever. - Twenty-five years ago, Cocoon was a retirement community's coup. Today, it's much more. It's a cinematic time capsule, an artifact of old landmarks and a few regrets. - This weekend marks the 25th anniversary of St. Petersburg's closeup. The St. Petersburg Times collected memories of Cocoon in telephone interviews with people who made it happen.

Cocoon sprang from an unpublished novel by an unknown writer named David Saperstein. A producer named Lili Fini Zanuck saw something in the story and paid $2,500 for it, developing it into the $17 million project that would be her filmmaking debut.

Little-known screenwriter Tom Benedek tweaked it into the quirky tale of eight retirement home residents, three of them frequent trespassers to a nearby vacant house with an indoor pool. They're disappointed when the house is rented to tourists, and astonished that the visitors are actually aliens in human form.

These "Antareans" are retrieving comrades stranded in pods on the Gulf of Mexico floor, then storing them in the pool, now energized with an alien life force. The seniors continue to sneak in and swim, getting a miraculous new lease on life and an offer to join the aliens on their planet and live forever.

Producers David Brown and Zanuck's husband, Richard, both Oscar nominees for Jaws and The Verdict, agreed to co-produce. One key decision was choosing St. Petersburg as the setting.

"It was written for St. Petersburg, but in movies that doesn't mean anything," Lili Zanuck said. "You could end up shooting it somewhere else. At that time, there were probably a lot of reasons to shoot in Miami because of the fact that there were more crews there.

"We were also very stubborn that Florida isn't California; the lights are different, the palm trees are different, everything.

"Locations can be another character in a movie, and St. Petersburg was a character in ours."

Finding a director was much more complicated. Zanuck said 22 directors turned down the job before it was offered to Howard, whose first blockbuster, Splash, was just hitting theaters. Howard was still Opie from The Andy Griffith Show to folks outside Hollywood.

"Ron has a real sensitivity that we thought was important for this material," Zanuck said. "We loved these characters, and he needed to love them that much, too."

The next step was casting. An ensemble seasoned in Hollywood and Broadway's golden eras was selected for the retiree roles: Real-life married couple Hume Cronyn and Jessica Tandy played Joe and Alma Finley, whose marriage is rocked by his sudden rejuvenation. Wilford Brimley and Maureen Stapleton played Ben and Mary Luckett, whose grandson becomes key to the special effects-laden conclusion.

Jack Gilford played cranky Bernie Lefkowitz, more interested in caring for his demented wife, Rose (Herta Ware), than outer space. Don Ameche played Art Selwyn, a dashing gent eagerly proving his regained vitality to Bess McCarthy (Gwen Verdon).

All except Brimley are dead now.

"I don't think about that much," he said with the gruff drawl now heard selling diabetes testing supplies on TV. "Everybody dies. I guess it ain't my turn yet."

Brimley was only 49 - at least 20 years younger than the other "retirees" - when hired for Cocoon; the gray hair was bleached and the slowed gait was acting. "But I was a lot tougher on myself in life than they were," said the former stuntman and bodyguard for Howard Hughes. "I caught up to them pretty easy."

At the other end of the age spectrum was Steve Guttenberg, then 26 and one of the decade's top box office draws with Short Circuit, Three Men and a Baby and the Police Academy franchise. He played Jack Bonner, a fishing guide hired by the aliens to locate the pods. Between takes, Guttenberg soaked up his older co-stars' knowledge.

"You can imagine the experiences they had," he said, "the kings and queens and presidents they met, and the great artists they worked with, the connection they had to the universe. And I have six or seven of them telling those stories, sitting around eating salami sandwiches between takes."

Rounding out the alien roles with Brian Dennehy and celebrity offspring Tyrone Power Jr. and Tahnee Welch (Raquel's daughter), Howard and Zanuck were ready to bring star quality to the city of green benches.

"The script, the actors, producers and director, that's the technical part of it," Guttenberg said. "The other part is: It's just magic."

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In those days, Pinellas County didn't have a film commissioner to scout locations, shepherd permit requests or assist production needs. So the job of city liaison fell to Gretchen Tenbrock, a go-getting new member of the economic development department.

Once, the producers asked if she could do anything about the noisy military jets flying overhead.

"I actually picked up the phone, called MacDill (Air Force Base) and asked to speak to someone in charge. I said: Would you mind? We're filming over here. They were like: 'Excuse me, but no.' "

Most requests weren't so bold - arranging extra garbage pickups and closing streets for film crews. Zanuck's staff handled other duties, such as setting up accommodations for the cast and crew at the former Hilton Inn on what was then called St. Petersburg Beach.

Taking up nearly half of the hotel's rooms, along with catering expenses, location rentals and incidentals, the production pumped some of the film's budget into the local economy.

An exact amount of Cocoon's local financial boon isn't known. Florida's film industry didn't have today's system requiring such bookkeeping.

"You were just aware that there was a huge economic impact," Tenbrock said.

Part of that impact was Guttenberg's golfing fees and tabs at watering holes like Silas Dent's, the Hurricane, the Hilton's revolving rooftop bar and Bennigan's, when it was still cool.

"I went out a few times at night and had a good time," he said, "just like you're supposed to in Florida, I think."

Welch and Power lay low, unimpressed by a vibe that couldn't out-glitz Miami.

Sundays were days off when everyone could be tourists, visiting the Dali Museum, Sunken Gardens and a London Wax Museum that later folded, or being bused to Busch Gardens. Sunday brunch at the Don CeSar hotel was a popular start.

Dennehy preferred long sightseeing drives. Stapleton hung around the Hilton lobby gathering anyone she could to play a trendy new board game called Trivial Pursuit. Howard relaxed at Fort De Soto Park with wife Cheryl - pregnant with twins - and 3-year-old daughter (and now actor) Bryce Dallas Howard, who spent her weekdays at a Pasadena day care center.

"Burbank by the sea" is how Howard described the area. Burbank was his childhood home.

Brimley left town with the best souvenir, a 128-pound tarpon caught offshore from the Hilton.

"Biggest fish I ever caught," he said. "I didn't know what a tarpon was."

The oldest actors usually chose to be away-from-homebodies; dinners at Leverock's or the Lobster Pot, and early bedtimes after brushing up on the next day's lines. "We were all dying of old age," Brimley joked, "so we didn't get in much trouble."

All except Dennehy, whose arrest for driving under the influence provided a minor scandal that would be calamitous today.

In the early hours of Oct. 15, 1984, Dennehy drove away from a Bennigan's on 66th Street N, made an illegal U-turn in front of a patrol car and was pulled over. Guttenberg was his passenger. The officer's report stated the actor "smelled strongly of alcohol, staggered as he walked and did poor(ly) on balance tests." Since Dennehy didn't have a permanent local residence, he was held overnight in the St. Petersburg city jail.

"The cop was very nice," Dennehy said. "Poor Guttenberg was frantic about the whole thing.

"It went out to the (national) press and (reporters) expected me to come up with all kinds of stuff about how I was screwed over by the St. Petersburg police. I told them: Look, the (officer) did me a favor . . . I should've let Steve drive and I didn't because I'm dumb, Irish and willful."

The charge was a misdemeanor, and celebrity gossip was a decade from becoming an Internet industry. Dennehy awoke the next morning, posed for photos with several officers and went back to work.

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The first scene that was filmed didn't make the final cut. On Aug. 20, 1984, spectators gathered near Williams Park in downtown St. Petersburg where a stuntman rammed Ben/Brimley's white Cadillac into a sports car's rear bumper.

Florida's wet summer weather became a factor in the filming from day one. In his DVD commentary, Howard points out that a signature scene - Guttenberg and Welch's characters having extraterrestrial sex in the pool - was filmed while a tropical storm raged outside.

Like much of Cocoon, that scene was filmed on a closed set, in this case the Boca Ciega Bay home of Dr. Chester and Doris Babat, rented by the production and renovated, including a temporary structure over their outdoor pool. The homeowners later built a permanent pool house based on the film's design, where they still relax today. The Babats declined to be interviewed.

Security also was tight at "Sunny Shores Villas," the screen name for Suncoast Manor retirement community (now Westminster Shores), where the film's rejuvenated retirees lived. The Coast Guard provided hangars in St. Petersburg and Clearwater to be used as soundstages, plus boats and helicopters for the climactic chase sequence.

Other Cocoon locations attracted crowds of stargazers and extras who were paid $12 per day: the Woolworth's at the old Northeast Shopping Center, Pinellas Lanes bowling center, the St. Petersburg Shuffleboard Club and sidewalks outside the Snell Arcade.

The Kress Building on Central Avenue was disguised as a Department of Motor Vehicles office, while the former Confetti's nightclub in Tampa (later the Yucatan Liquor Stand) was where Ameche's stunt double breakdanced to demonstrate Art's vitality.

However, St. Petersburg's scene-stealer in Cocoon is the Coliseum, where Howard filmed a complex, 31/2-minute ballroom dance sequence in only one day. Romantically lit and decorated, with Charley Voelker and his New Yorkers playing big band standards, the Coliseum was the backdrop for fleshing out the retirees' personalities in their natural, nostalgic habitat.

"We were really able to use the culture of St. Petersburg," Howard said on the DVD, "and this was a place in the movie when we could bring that front and center . . . It's a pretty ambitious single day of filming."

Not everything about the production went as smoothly. The local Teamsters union protested the decision to fill jobs with mostly out-of-state workers. Days of negotiations and rumored intimidation by Teamsters resulted in Cocoon's transportation director returning to California, replaced by a local union member.

On the lighter side, authorities twice investigated amusing false alarms.

On one occasion, police were called about wildlife molesters on the beach, which turned out to be crew members handling mechanical stunt dolphins. Another time, the Coast Guard was informed of suspicious nighttime activity on the gulf - possibly a Russian submarine, callers feared - that was the crew filming on Jack/Guttenberg's charter boat.

Then there were the cicadas, in season and chirping so noisily that recording clean audio was difficult. Before Howard called "action," a crew member would fire a gun loaded with blanks to scare the insects into silence.

"You could get two or three minutes when they would shut up and you could actually shoot and record," Dennehy said. "That would be the last thing done before we'd roll the cameras."

Stapleton started a kerfuffle with her mid-production comments about St. Petersburg to syndicated show biz columnist Marilyn Beck:

"I've been here eight weeks," the Oscar winner said. "It feels like eight years . . . All that sunshine! It depressed me. Sometimes I'd go turn on the tap just to hear a little water fall."

Soon realizing her offense to local residents, Stapleton repeatedly apologized to anyone who'd listen, right through the posh wrap party at the Dali Museum.

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Cocoon was slated for a Christmas 1985 release. Early test screenings convinced Twentieth Century Fox to rethink that strategy.

"This was the kind of movie that you think is for Academy (Awards) time," Zanuck said. "But when we previewed the movie, all ages liked it. Then we could afford to go out in the summer. It did more business being a summer picture than it ever would in the winter."

The date was moved up six months to June 21 and Cocoon, indeed, became a hit, grossing $76 million domestically at a time when ticket prices averaged $3.55. Cocoon ranked sixth in the year's box office receipts (Back to the Future was No. 1). Oscars were awarded later for the pre-CGI special effects and to Ameche for best supporting actor.

Reviews were mixed. New York Times film critic Janet Maslin wrote that Cocoon "has no real competition as this season's reigning fairy tale." David Denby of New York magazine called the film "derivative and faintly embarrassing." Newsweek's David Ansen countered that Cocoon is "fresh, funny and moving." Audiences worldwide agreed with Ansen.

St. Petersburg got a day's jump on the world, with a June 20 screening at Crossroads Theatre and postshow reception at Casa Lupita restaurant next door, benefiting a Bayfront Center remodeling. Those locales don't exist today.

Although invited, none of the central cast members, Howard or Zanuck attended. The evening's star was Charlie Rainsbury, 99, a St. Petersburg retiree who earned $12,000 playing a conspicuous, nearly wordless role in the movie. Rainsbury appears in several scenes as "Smiley," a gaunt, dignified nursing home resident. On premiere night, he stepped tuxedoed from a limousine with two slightly younger female companions to accept a key to the city.

The audience cheered each time Rainsbury appeared onscreen. They buzzed about seeing familiar people and places, and wardrobe choices like T-shirts from Mad Beach Surf Shop and the Friendly Fisherman restaurant, and a Creamsicle-colored Tampa Bay Bucs blouse. Early in the film, a radio DJ plays oldies for his "St. Petersburg and Tampa" listeners, and for once the twin cities aptly swapped billing.

As expected, local opinions about Cocoon were mostly provincial and glowing. A few seniors didn't think the film's profanity and sexual content were necessary, or a good reflection on their community.

Others grumbled about the end credits thanking the Bahamas for cooperation with the underwater scenes - but not St. Petersburg, the Coast Guard or Florida's film commission.

"It was just one of those editing oopsy-doopsy things," production assistant Peggy Taylor Coleman said. "But a big oopsy-doopsy." Zanuck never noticed the omission until now.

That slight was followed two years later by the decision to film a Cocoon sequel in Miami and call it here, even installing St. Petersburg Times newspaper racks on street corners for effect. Cocoon: The Return brought back everyone except Howard but failed both critically and at the box office.

"I didn't want to do a sequel, but we don't have to talk about that," Zanuck said. "We had another movie set to film in Miami that didn't get made, but it made more sense for us to combine resources down there."

Hard feelings faded over 25 years, while Hollywood rarely returned to St. Petersburg and never to the filmmaking level or posterity of Cocoon.

Howard's film remains the crown jewel of Tampa Bay's filmmaking history and future, a better example of what the area offers Hollywood than The Punisher, Cop and a Halfand HEALTH combined.

"Yeah, I guess that was the pinnacle," said Jennifer Parramore, who has spent nearly two decades as St. Petersburg-Clearwater film commissioner. "But it sure does hurt to say our glory days were 25 years ago, before my entire career."

Glory is always fleeting. Yet thanks to home video, Cocoon remains an eyewitness to a past identity of a city emerging from its own cultural cocoon. Dennehy sensed it happening a quarter of a century ago.

"You could see that (St. Petersburg) was changing, as Florida was changing . . . that atmosphere of what had been there for 50 or 75 years," he said.

"It was kind of like being there in the last few years before Florida became 'FLORIDA,' with big, gold capital letters all the way across. St. Petersburg was special that way."

Information from St. Petersburg Times and Evening Independent files provided by Times researcher Caryn Baird were used in this report. Steve Persall can be reached at or (727) 893-8365. Read his blog, Reeling in the Years, at

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Photos, audio

For more historical photos, online and audio interviews with Brian Dennehy, Gretchen Tenbrock, Lili Zanuck, Steve Guttenberg and Wilford Brimley, go to

Two-day tribute

Ron Howard's Cocoon is available from, and other retail sources.

A two-day celebration of St. Petersburg's movie closeup - in locales where it was filmed - is being planned.

Gerald Buchert, the city's former Office on Aging director who provided extras for the movie, is helping to organize the tribute, Oct. 19 and 20, after many snowbirds return.

Planned events include a VIP reception, a tea dance at the Coliseum and a public party at the St. Petersburg Shuffleboard Club followed by a free outdoor screening of the movie. Ticket prices will be announced later, with proceeds benefiting the Sunshine Wellness Center for seniors, to open this fall.