April 3, 2025 4:24 pm EDT

It was the fall of 1983, and my brother, Jerry, Jim Abrahams and I were frustrated at the difficulty of casting the lead for our movie, Top Secret!

We auditioned actor after actor with no success. Then our casting director, Susie Arnold, came across a young actor appearing in an off-Broadway play called Slab Boys. So we all got on a plane to New York and saw Kevin Bacon, Sean Penn and an obscure young actor named Val Kilmer. I don’t recall much about the play, but he looked good and appeared to be able to act, so the next day we had him come up to our offices on the 17th floor of the then-Gulf & Western building on Central Park South for an audition.

His reading was spot-on, but when he broke into an impromptu rendition of Elvis’ “Turn Me Loose,” we knew we had our star. He made us laugh, too; this kid somehow knew where the joke was.

The movie was shot at Pinewood Studios in London with an all-English cast and crew. Although Val plunged into his role with his characteristic work effort, we noticed he was often moody; it was hard to predict which Val would show up on any given day, often seeming uncomfortable as the fictional rock star, Nick Rivers.

Many decades later, Jim Abrahams and I would reflect that, after all, here was a Juilliard-trained actor shoehorned into the silliest of movies, having to co-star with a cow wearing boots. And, untrained ourselves, we realized after years of experience that we had neglected to write a real character with a three-act arc!

In his recent autobiography, I’m Your Huckleberry, Val confessed he still couldn’t figure out what the hell the movie was about. Maybe for this reason, for the first two weeks, I just couldn’t seem to connect with him, and I assumed it was just because of this dark side he seemed to have. Until one night, three weeks into filming, we found ourselves sitting next to each other, silently, at a drinks party at Jerry’s flat in Chelsea, observing everyone else having fun. Having a dark side myself, I remarked casually, “I hate everyone!” In an instant, Val’s face lit up, big smile. “Dude!” We finally bonded.

And meanwhile, we were all having the time of our lives on that movie. On occasion, Val’s girlfriend, Cher, would visit the set. I remember being really annoyed that she kept telling him, ‘This is a monumentally stupid movie; it’s going to flop …’ Never mind she was right; I thought it was still annoying. 

Over the ensuing years, I would run into him on occasion at a party, at our shared attorney’s office, a premiere, and always he’d be gracious, very un-Hollywood, I was glad to see. We’d say hello and reminisce a bit. The last time I saw him was outside my house a year ago; he had rented a place just up the street.

By that time, he was quite ill, but we chatted for a while, and I remember him being surprised that I had been excluded from the upcoming sequel to Naked Gun. I had just finished a script, Naked Gun 4: Nordberg Did It, with the superb writers Mike McManus and Pat Proft, who had worked with Val on [the 1985 film] Real Genius. But suddenly, I read that Paramount had given the franchise to Seth MacFarlane!

Naturally, I was shocked. But Kilmer’s reaction? This green rookie actor from 40 years ago just laughed and advised me, “That’s Hollywood!”

Kilmer died Tuesday of pneumonia in Los Angeles. He was 65.

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