From awards-season buzz to ultimately unfounded fears that the film would inspire real acts of violence, Todd Phillips’ Joker has been one of the most talked-about movies of the year. Heavily inspired by the Martin Scorsese-helmed classics Taxi Driver and The King of Comedy, Phillips departed drastically from the comic books in his telling of the Joker’s origin story.

Joaquin Phoenix plays the title character, depicted here as a mentally ill comedian in the ‘80s who is inspired to turn to a life of crime by the prevalent class divide in Gotham City. Here are 10 Behind-The-Scenes Facts About Joker.

10 Todd Phillips had to convince two lots of Warner Bros. executives to make the movie

Todd Phillips pitched his vision for Joker to Warner Bros. executives, they loved it, he went away and wrote the script, and when it was done, the executives had mostly been replaced and he had to pitch his vision all over again, to another set of executives, and convince them to make it.

“It was a year-long process from when we finished the script just to get the new people on board with this vision, because I pitched it to an entirely different team than made it. There were emails about: ‘You realize we sell Joker pajamas at Target.’ There were a zillion hurdles.”

9 Joaquin Phoenix said the Joker’s laugh was the toughest thing to get right

Playing Arthur Fleck was no easy feat – and what made it more difficult is the fact that Joaquin Phoenix set out to craft a character that the audience would not be able to relate to, at odds with the usual Hollywood convention – but Phoenix has said that the hardest part of portraying the character was figuring out his laugh.

The actor watched videos of people who suffer from the same pathological laughing disorder that the character suffers from in order to get it just right. In the end, he nailed the Joker’s laugh, playing it with more sadness and pain than happiness.

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8 Warner Bros. originally wanted Leonardo DiCaprio to play Arthur

Originally, Warner Bros. wanted its low-budget character study of the Joker to be directed by Martin Scorsese. They wanted Leonardo DiCaprio to play Arthur Fleck and Robert De Niro to play Murray Franklin. Scorsese dropped out of directing to helm The Irishman. He was initially attached as an executive producer, but dropped out of that role, too.

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DiCaprio couldn’t make time for filming as he’d already signed on to star in Quentin Tarantino’s Once Upon a Time in Hollywood. In the end, De Niro was the only member of the holy trinity who actually had space in his schedule to do the movie.

7 Alec Baldwin was initially cast to play Thomas Wayne

Although Joker is primarily the story of Arthur Fleck, Thomas Wayne plays a pretty significant role in the film, representing the rich, elitist 1% of society controlling Gotham City’s wealth and keeping people like Arthur stuck in poverty. Originally, Alec Baldwin was set to play Wayne in the movie.

However, just two days after his casting was announced, he pulled out of the project, citing scheduling conflicts as his reason for relinquishing the part. Baldwin probably would’ve done a great job with the role of Thomas Wayne, but his replacement Brett Cullen had an admirable take on the character, too.

6 The movie contains virtually no CGI effects

In an effort to keep Joker’s budget down, Todd Phillips used virtually no CGI effects in the movie. Most of the film’s effects were created with either practical methods or in-camera trickery. One of the very few computer-enhanced shots appears in the scene in which Arthur arrives at Arkham Asylum to look at his mother’s medical records.

The exterior shot was tricky to pull off, because Arkham Asylum doesn’t actually exist. The shot was done practically; CGI was simply required to smooth out some of the rough edges. By contrast, 2,500 of Avengers: Endgame’s 2,700 shots contain some kind of computer-generated effects.

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5 Joaquin Phoenix was previously offered two Marvel roles

Joker is Joaquin Phoenix’s first time appearing in a comic book movie. He had previously been offered two roles in the Marvel Cinematic Universe – first, he was offered the chance to replace Edward Norton as Bruce Banner in 2012’s The Avengers, and then, he was the studio’s top choice for the role of Stephen Strange in 2016’s Doctor Strange – but he turned them down, because he didn’t want to sign up to do multiple films over so many years.

What attracted him to Joker was the fact that it wasn’t tying into a larger cinematic universe, setting up future sequels.

4 Todd Phillips tempted Joaquin Phoenix with pretzels during his weight loss

Joaquin Phoenix managed to drop a whopping 52 lbs during pre-production on Joker in order to give Arthur Fleck a suitably emaciated appearance. Some reports claim that the actor only ate an apple a day during this weight loss, but he claims he also ate lettuce and steamed green beans. Still, it was a drastic decline in his daily calorie intake.

While he was losing weight, he was regularly meeting with director Todd Phillips to discuss the movie. Phillips would have bags filled with pretzels from Phoenix’s favorite pretzel place, and it would drive him crazy as he was dieting.

3 Warner Bros. almost vetoed the R rating midway through production

When Todd Phillips was in the middle of shooting Joker, Warner Bros. executives started to get a little antsy about the graphic violence in the dailies they were being shown. Having agreed to make Joker with an R rating when Phillips initially pitched his vision for it, the studio considered vetoing the rating and almost forced the director to sanitize the movie midway through production.

Phillips had to convince the executives to let him keep making the film with its eventual R rating. Frankly, if Joker was forced to be toned down for a PG-13 rating, while still maintaining the same story, it would’ve been a complete mess.

2 Composer Hildur Guðnadóttir wrote the score before the film was shot

It’s highly uncommon for a film score to be written before the film itself is shot. Usually, the score is written when the movie has been mostly cut together, so that the composer can craft the sounds the complement the images. But Sergio Leone used to do things very differently.

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He’d have his composers write the score before shooting, then play the music on the set to create the right mood and give the actors a sense of the feel of the movie. Todd Phillips emulated this technique when he made Joker, asking composer Hildur Guðnadóttir to write the score before filming began so that he could play it on the set.

1 Joaquin Phoenix lost so much weight that the producers couldn’t do reshoots

Joaquin Phoenix’s weight loss for Joker was so extreme that there was no opportunity for reshoots. Usually, when a movie goes into the editing stage, the producers figure out which shots don’t quite work and which ones they need to retake. But they wouldn’t be able to do that with Joker, for the sake of Phoenix’s health.

So, Todd Phillips was continually rewriting the script throughout production. According to Zazie Beetz, Phillips would work on the script with the actors in his trailer, then they’d learn their new lines while their hair and makeup was applied, and they’d shoot it that day.

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