By Henry Jaglom

In 1970, I directed Orson Welles in 'A SAFE PLACE,' my first film. In 1985, I directed him in 'SOMEONE TO LOVE,' his last film performance, as it turned out.

In the decade and a half in between, we became very good friends. We had lunch once or twice a week and spoke on the phone almost daily for seven years. I learned much ­ very much ­ from Orson Welles. We taped all those lunches, for him to use in a book that he would someday write: his autobiography.

I would ask him a question or mention a person I was interested in and whom he had known. Chaplin. Bogart. Hemingway. Garland. Churchill. Garbo. Olivier. Picasso. FDR. And he would talk.

I felt as if I was meeting the people I had always been most fascinated by. Of course, Orson had prejudices which influenced his perceptions of these people and his attitude toward them was naturally colored by who he was. But his prejudices were so like mine that I felt as if I were getting to know each one of them the way I would have, had I been around back then.

On each of my two films, 'CAN SHE BAKE A CHERRY PIE?' and 'ALWAYS,' Orson did something truly remarkable. He waited both times until I had a fairly solid first rough cut, resisting the strong temptation on each occasion for him to look at any of my footage in the early stages. Lunch after lunch, for many months, I would tell him: "Not yet!"

When I finally did have a pretty tight cut ready, he came to my cutting room, sat behind me in a wheelchair for comfort, smoked his Monte Cristo cigars and looked at the movie on my editing machine, reel by reel, talking as he watched ­ advising, suggesting, praising, laughing, arguing with the whole mad filmmaking process, being reminded of the movies he had made: their virtues, their flaws, his 'mistakes,' his conclusions.

Both times it was a virtuoso performance lasting two days per movie, ten or twelve hours each, following lunch, followed by dinner, where the talk continued, the ideas flowed, images stimulated thoughts, dialogue provoked memory, memory spurred creativity.

And he would talk. I would listen. Ask. Argue. And learn.

Still, in the fifteen years that I knew him, I'd say that the two main lessons Orson taught me came early in our friendship.

One was positive, from Orson's example. The other was negative - also, sadly, from his example.

The positive lesson was this: MAKE MOVIES FOR YOURSELF. "Make them as good as you can, so that you are satisfied, never compromising, because they are going to show up to haunt you for the rest of your life," he told me on the set of my first film. He had watched me for a few days and finally came to the rather surprised conclusion that "you're trying to do something interesting with this movie, aren't you?" I nodded, yes, I hoped I was.

"Don't let anybody tell you what to do," he said. "And never make a movie for anyone else, or on some idea of what other people will like. Make it yours, and hope that there will be others who will understand. But never compromise to make them understand. Never do less than you feel you have to."

The negative lesson was simply this: NEVER NEED HOLLYWOOD. Never depend on it for your financing, for support, for your ability to make films. Get your backing as far away as possible from what they proudly call their "Industry" if you have any intention of being an artist. Co-existence cannot occur, as Orson's last two decades sadly showed. He needed them till the end, and they rejected him till the end. And a half-dozen or more brilliant motion pictures never got made as a result. And a magnificent artist could never get back to the canvas that they had pulled out from under him.

So: "NEVER GIVE THEM CONTROL OF YOUR TOOLS," is what I hear Orson telling me now, whenever I start a new film project.