Melina Gerosa
June 14, 1991 AT 04:00 AM EDT

Usually when Al Pacino smiles, somebody is going to die,” Garry Marshall says about the star of his upcoming film. ”But in Frankie and Johnny he plays a really nice guy who just can’t cope with the world.” Marshall had once considered casting the edgy actor as the corporate raider in Pretty Woman. But unlike that trend-setting smash, Frankie and Johnny is no fairy tale. ”In this picture, Prince Charming got hit by a bus and Cinderella ain’t there,” he says. ”She left around midnight and didn’t come back.” Marshall serves as both producer and director on the current project, which just wrapped up shooting in California and New York and is due in theaters this fall.

The working-class love story is based on Terrence McNally’s 1987 Off Broadway play, Frankie and Johnny in the Clair de Lune. The stage version featured Kathy Bates (Misery) and Kenneth Welsh (The Freshman) in the title roles, as two of life’s also-rans who are attractive only to each other. The movie takes a decidedly more glamorous approach, pairing Pacino, as a short- order cook, with Michelle Pfeiffer, as a hardboiled waitress who has given up men for her VCR. Marshall is unapologetic about his casting decisions: ”We needed two actors who could play ordinary people that you won’t take your eyes off of.”

On the L.A. set, the crew constructed a seedy N.Y. diner, complete to the salt shakers. In the scene above, Johnny tries to win Frankie over by giving her an intricate rose he has painstakingly carved out of a potato. ”Now there’s at least a possibility for happiness,” Marshall says of the hopeful gesture. Still, the director scraps sentimentality in the next moment. When Frankie holds up her flower to show the diner’s owner (Hector Elizondo), he grunts, ”A potato rose, how beautiful. Don’t forget to bring back the fork.”

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