After ‘The Last Temptation‘ was cancelled in ’83, I had to get myself back in shape. Work out. And this was working out. First ‘After Hours,’ on a small scale. The idea was that I should be able, if ‘Last Temptation’ ever came along again, to make it like ‘After Hours,’ because that’s all the money I’m gonna get for it. Then the question was: Are you going to survive as a Hollywood filmmaker? Because even though I live in New York, I’m a “Hollywood director.” Then again, even when I try to make a Hollywood film, there’s something in me that says, “Go the other way.” With ‘The Color of Money,’ working with two big stars, we tried to make a Hollywood movie. Or rather, I tried to make one of my pictures, but with a Hollywood star: Paul Newman. That was mainly making a film about an American icon. That’s what I zeroed in on. I’m mean, Paul’s face! You know, I’m always trying to get the camera to move fast enough into an actor’s face—a combination of zoom and fast track—without killing him! Well, in ‘The Color of Money’ there’s the first time Paul sees Tom Cruise and says, “That kid’s got a dynamite break,” and turns around and the camera comes flying into his face. Anyway, that night, we looked at the rushes and saw four takes of this and said, “That man’s gonna go places! He’s got a face!” —Martin Scorsese

What is interesting looking back (we all remember the ****y moves of Cruise in this) is how so much talk at the time was about Newman’s veteran appeal. Cruise as Vincent is magnetic, but back when the film was being cast and made, he wasn’t a star. Newman had met him a few years earlier, after seeing his hard wired performance in military academy drama Taps (1981), and liked what he saw, calling him “Killer”. Top Gun had only opened in May 1986, a few months earlier than The Color of Money‘s release. Cruise as ever blossoms with a mature co-star, more than holding his own, but got zip for his trouble—Mastrantonio picked up a nomination for supporting actress.

20th Century Fox were keen on the material but didn’t want either Newman or Cruise. Madness. Columbia also passed, until Michael Eisner and Jeffrey Katzenberg at Touchstone/Disney hit the greenlight with Newman naturally filling the shoes of a character he knew well, and chosen co-star Cruise secured. The film had a strict $14.5 million budget—if the movie broached that, Newman and Scorsese would be responsible for making up the difference, and so put one-third of their respective salaries at risk to secure the deal. They ended up finishing the shoot one day early and $1.5 million under budget.

Both Newman and Cruise were naturals—in this Russell Harty interview for Film 87, Newman deadpans the kid was nearly as good as him: “Cruise was fantastic, never had a pool cue in his hands, and he was as good, if not better than I was, in five weeks.” This, of course, was advantageous for Scorsese, who can keep them in frame with their trick shots and racking up of balls in long, unbroken takes. Cruise’s Vincent relishes being unleashed with Eddie’s treasured Balabushka cue—Dan Janes of Joss Cues made an effective mock-up to serve as this rare and expensive Excalibur to the once and future king of the hustle. “What’s in here?” he grins. “Doom.”

In the 1991 book Martin Scorsese: A Journey, the director reflects that The Color of Money was the first time he worked with a movie star, qualifying that, “a movie star is a person I saw when I was ten or eleven on a big screen. With De Niro and the other guys, it was a different thing. We were friends. We kind of grew together creatively… But with Paul, I would go in and I’d see a thousand different movies in his face, images I had seen on that big screen when I was twelve years old. It makes an impression.” So as Flavorwire states, he “frames Newman like a movie star, bigger than life, acknowledging those thousand movies, and he never misses an opportunity to look at that face in one of those big-screen compositions. The best comes near the end, the camera slowly circling Newman, tracking in front of him as he glances around a giant room, lost in distraction because he’s just found out he’s been had.” Eddie and Vincent had faced off and the younger man lost—on purpose, and has delivered Eddie his cut of the winning bet. Disgruntled, Eddie sees himself reflected in the cue ball, taken for a sap again. He forfeits and faces off against Vincent for another game, just them, pride at stake.