This story contains spoilers for The Fabelmans

When Steven Spielberg was a kid growing up in 1950s Arizona, watching westerns on his family’s 20-inch black-and-white Philco, he would creep right up to the screen, as if to surround himself with the image. He also wished he could see these moving pictures in color. So he’d riffle through his family’s collection of slides, having learned that by holding one transparency or another up to the television screen he could turn grayed-out western skies blue, or the ground to a realistic-looking green. Recalling this story from a conference room at his production company Amblin Entertainment, he winds toward the classic punch line: “So my mom would walk in, and she’d see me holding these slides up to both of my eyes, right next to the TV set. And she’d say, ‘You’re going to burn your eyes out!’”

Spielberg’s mom, like all the other ’50s moms who said the same thing, was wrong about that. But we all know what she must have been thinking: Who is this child?

Photograph by Tania Franco Klein for TIME

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If you’ve seen even just one Steven Spielberg movie in the past 50-odd years—the bone-rattling shark extravaganza Jaws, the poetic Holocaust drama Schindler’s List, the glorious storybook reverie E.T., not just a film for children but one of the greatest films about childhood ever made—you have some sense of who this child grew up to be. And when you see his new film, The Fabelmans (in theaters Nov. 23), a work of astonishing vividness that’s drawn from his own family’s story, you’ll know even more. Movies have been around for roughly 130 years; Spielberg’s career has covered more than a third of that, and counting. Yet The Fabelmans hardly feels like a late-career movie. It’s more of an intimate reckoning, both joyous and unapologetically direct, a jetway for a new beginning.

Not every 75-year-old filmmaker makes a movie like this. Of the brash young guys who remade Hollywood in the early 1970s—among them Martin Scorsese, Brian De Palma, and Francis Ford Coppola—Spielberg is one of the few still making vital pictures at a consistent clip. Yet his career is extraordinary in any context. He’s made some box-office disappointments, but naming a badly made Spielberg film is hard, probably because there isn’t one. No living filmmaker can match his devotion to craftsmanship, to finding new ways of showing us things we think we’ve seen a million times before.

Read more: Steven Spielberg on the Glories and Limits of Nostalgia in Ready Player One

As an account of Spielberg’s roots, The Fabelmans, which he co-wrote with his frequent collaborator Tony Kushner, is more immediate than any written memoir could be. It also took him years to be ready to make it. The movie details not just his beginnings as a precocious child filmmaker, but also a secret he shared with his mother Leah until her death at 97, in 2017. At age 16, he learned that his mother was in love with a close family friend, whom Spielberg regarded as an uncle. Spielberg’s mother and his father Arnold would eventually divorce; Leah married that family friend, Bernie Adler, in 1967. But only Spielberg and Leah knew the specifics of the timeline—an instance of a young man having to reckon with his parents as full human beings before reaching adulthood himself.

The Fabelmans, a story about adult lives, is in some ways a companion piece to E.T., which also has a broken family at its center. The children who connected with E.T. at the time of its release 40 years ago are now the grownups to whom The Fabelmans is speaking. They may have grown out of certain anxieties and fears, but there will always be new ones to grow into, an uncertain frontier as mysterious as science fiction. Kushner, who has worked with Spielberg on four movies across 20 years, pinpoints what’s distinctive about The Fabelmans. “There’s no grand historical context for it. It’s this very naked film,” he says. “There are no aliens, no dinosaurs.”

Gabriel LaBelle as Spielberg’s Fabelmans stand-in; the director during the production of Firelight, a movie he directed in 1964 at age 17 (Merie Weismiller Wallace—Universal Pictures/Amblin Entertainment; Courtesy Amblin Hearth Archive)
Gabriel LaBelle as Spielberg’s Fabelmans stand-in; the director during the production of Firelight, a movie he directed in 1964 at age 17
Merie Weismiller Wallace—Universal Pictures/Amblin Entertainment; Courtesy Amblin Hearth Archive

Spielberg will tell you that there’s a little bit of himself in every movie he’s made. But he has long resisted telling his own story. “The more I was in denial that I would ever really need to tell my own story, the more I realized, Why am I having this conversation with myself again and again?” He says the decision hinged not so much on waiting for his parents to pass; it was more about overcoming that resistance.

He’d spoken to his mother about it when she was still alive, unsure whether she’d want him to tell their family story in such a public way. “There’s a little bit of this story in all your films. But you’ve always felt safer using metaphor,” his mother said. “And I think you’re probably scared of the lived experience.” She told him if he thought he could make something he would be proud of, he should go ahead and make it.


The Amblin headquarters constitute a kind of mini–enchanted forest tucked away in a leafy corner of the Universal Studios lot, in Los Angeles’ San Fernando Valley. The door handle to one sun-baked hacienda-style building is a welcoming E.T. molded in heavy brass; nearby, a group of fat, friendly koi populate a small pond. Inside Spielberg’s office, a crotchety parrot named Blanche (after Tennessee Williams’ fragile dreamer) has free rein—Spielberg’s team warns me that the bird dislikes everyone but him. Spielberg is gregarious and welcoming with visitors, albeit just slightly reserved, as if, as one of the world’s most famous and popular filmmakers, he’s aware that he needs to keep bits of himself for himself.

Still, he’s excited to show off some of his collection of Norman Rockwell paintings. These meticulous feats of one-panel storytelling hang not just in the hallways, but also in the offices of his staff members, several of whom speak of the pleasure of getting to look at them every day. One of his favorites shows a skinny kid—the model was Rockwell’s own son—frozen with anxiety at the tip of a diving board. “That’s me every time I start a movie,” Spielberg says. The line sounds both rehearsed and natural, as if it’s been recycled many times. Somehow, that makes it funnier. He’s an avuncular raconteur in a zippered sweater; when he gets ready to tell a story, the energy around him shifts a little, like the air revving up around a 1930s prop plane.

Read more: 3 of Steven Spielberg’s Biggest Failures, According to Steven Spielberg

Spielberg was by all accounts, especially his own, an awkward, unpopular teenager, though talking to him today, it’s hard to believe he learned how to be so casually affable; that quality must have been there all along. Spielberg’s upbringing was complicated by the fact that his family moved first from New Jersey to Arizona and then to Northern California, where the clever Jewish kid with a movie camera could barely compete with the WASP-y girl-magnet jocks. The Fabelmans shows how the young Spielberg came around, in a circuitous way, to embrace his Jewish identity: by using his movie camera to both reinforce his selfhood and win over the cruel jocks by making them look good in his amateur—albeit extremely polished—films.

That gave him an understanding of how images could be used to manipulate and shift the emotions of others. The charge that some critics have leveled against him over the years—that as a director, he’s an excessive manipulator of human feelings—holds water only if you deny the fact that our subconscious selves warm to movie craft, to the way a classically framed shot might stoke in us the same ripple of pleasure our moviegoing grandparents felt. The movies, whatever form they may take, live and grow because of our feelings, not in spite of them.

Director Steven Spielberg photographed in Los Angeles on Nov 7 (Tania Franco Klein for TIME)
Director Steven Spielberg photographed in Los Angeles on Nov 7
Tania Franco Klein for TIME

Since the beginning of his career, Spielberg has freely hopscotched among genres and moods: He made Schindler’s List between two Jurassic Park movies; E.T. came between two Indiana Jones movies; Jaws was only his third feature. In the past six years alone, Spielberg has given us a virtual reality adventure (Ready Player One), a thrilling true-life newspaper drama (The Post), and an extraordinary retooling of a classic musical (West Side Story) whose afterlife, despite its disappointing box-office returns, Spielberg believes in deeply. “I just love making movies so much that none of this ever deters me,” he says. “I also believe that certain movies can stand the test of time.” Unsurprisingly, the guy who got his first big break directing a Night Gallery episode in 1969—starring Joan Crawford, no less—still loves TV, especially limited series like Mare of Easttown and The Queen’s Gambit. (He also rewatched The Sopranos during the pandemic.) But he still believes wholeheartedly that the idea of movies, seen big, with an audience, will come back: “We need to be together in dark spaces to experience somebody’s ideas and messages.”


The intensity of feeling Spielberg has poured into The Fabelmans stands apart. If the movie version of his mother, Michelle Williams, is the movie’s flickering light, his father—as brought to life with suitable midcentury gravity by Paul Dano—is a kind of anchor, one that Spielberg couldn’t fully appreciate as a teenager. He knows better now. Spielberg is essentially an autodidact; though he took film classes in college, he didn’t go to film school. And though his father, a hardworking electrical engineer who was instrumental in the early days of computer development, warned him against pursuing filmmaking for a living, he’s also the one who put the camera in his son’s hand. In adulthood Spielberg and his father fell out for a time, though the rift didn’t last, thanks largely, he says, to the urging of his wife Kate Capshaw. (Arnold Spielberg died in 2020, at 103.) One of the catalysts of their reconciliation: a cache of love letters Spielberg found that Arnold had written to Leah when he was stationed overseas in World War II before they were married, which father and son went through together.

Read more: Steven Spielberg’s Extraordinary West Side Story Is an Exuberant Modern Fairytale

The Fabelmans deals with the later, more contentious years of this love story between Leah and Arnold: their movie counterparts are named Mitzi and Burt, and Seth Rogen is Bennie Loewy, the movie version of Bernie Adler. Spielberg describes his mother as an extrovert, a born entertainer. She was an accomplished classical pianist; she loved to dance. “My mom always referred to herself as Peter Pan, the little girl who never wanted to grow up.” His voice virtually fills the air with light as he speaks of her. “She loved being in our lives as our friend more than our mom. She befriended us more than parented us.”

Arnold Spielberg and Leah Spielberg in 1951 (Courtesy Amblin Hearth Archive)
Arnold Spielberg and Leah Spielberg in 1951
Courtesy Amblin Hearth Archive

In one of the most gorgeous and haunting scenes in The Fabelmans, set during a family camping trip with Uncle Bennie in tow, Williams as Mitzi whirls and twirls in a gauzy Mexican dress, exactly the sort of thing a cool bohemian mom of her era would wear. As she dances, she’s backlit by the headlights of the family’s parked station wagon. Her daughters, like little generals, urge her to stop—everyone can see through her dress! But the men, including Sammy—the movie’s version of awkward boy-genius Steven, played by Gabriel LaBelle—watch, enchanted. Sammy captures it all with his 8-mm camera.

Later, while editing the footage, Sammy will see Mitzi and Bennie walking, almost hand in hand, thinking they can’t be seen—but Mitzi’s face is clearly that of a woman in love. In the real-life story this, Spielberg says, is how he learned of her secret. His parents had often fought bitterly. He speaks of “knowing” what was going on between Bernie and his mother without really acknowledging it to himself. It was the footage he’d shot that opened the window onto his mother’s secret life. “What’s weird for me is that I didn’t believe the truth that my eyes were telling me. I only believed what the film was telling me. And so that became my truth for many things. If the film told me the truth, I would believe it to be a fact.” As he talks, Spielberg seems to be unspooling a truth he’s only recently articulated for himself. But with The Fabelmans, he’s also fully sympathetic to his mother’s unhappiness. The idea of the unhappy midcentury mom is a cliché only if you didn’t have one.

Dads of the ’50s had different burdens, worries about providing for their families, and fears about being seen as weak. What comes through, both in Dano’s performance and in the way Spielberg shapes it, is Spielberg’s current understanding of how much his father loved him—and how much his father loved Leah, even after the marriage crumbled. Spielberg describes him as someone who didn’t shed tears easily. “I was a crier. My dad wasn’t,” he says. “Once when I was a kid, he and my mom had a huge fight. It was dark outside, in the middle of the night. I remember hearing a sound I had never heard before. Of a man sobbing. But it was a high, almost a falsetto. I’d never heard that kind of a sound before. It sounded like there was a ghost in the house.” Spielberg says he got out of bed and tiptoed to the kitchen, where he saw his mother holding his father, who was bent over on her lap. “His back was heaving, he was sobbing so hard.”

These are the things we don’t want to know about our parents when we’re kids, things we don’t want to see; adult pain is almost incomprehensible to children. The suffering of our parents is hard enough to grasp when we’re adults—are we ever really old enough to do so?


Among the first people to see the film were Spielberg’s younger sisters Anne, Sue, and Nancy. “I’ve never been so nervous,” Spielberg says. “I was confident they’d like it because they’d liked the script. They came to the set a couple of times, and they brought some of my mom’s jewelry for Michelle to wear. But seeing the finished product is different from reading a script. A script is a blueprint. You can’t move into a blueprint and have a roof over your head.”

Michelle Williams in The Fabelmans; Leah Adler, Spielberg’s mother, in 1965 in Saratoga, Calif. (Universal Pictures/Amblin Entertainment; Courtesy Amblin Hearth Archive)
Michelle Williams in The Fabelmans; Leah Adler, Spielberg’s mother, in 1965 in Saratoga, Calif.
Universal Pictures/Amblin Entertainment; Courtesy Amblin Hearth Archive

Spielberg says it was hard to go into the screening room after his sisters, formerly the little girls he’d coerced into acting in his childhood films, had finished watching. “The kids,” he says, as if decades of adulthood had melted away, “were just falling apart. Because it brought Dad and Mom back to them in a way that was painful but also liberating.” Discussing the film later, Spielberg says, “was one of the best moments I’ve had in my relationship with all of them. We’ve always been close, but this story brought us back together again as if we were all back in Phoenix.” The blueprint had become a house with a roof.

Read more: E.T. Still Perfectly Captures the Longing of Childhood, 40 Years Later

Yet in making The Fabelmans, Spielberg had something in mind beyond sharing his own story. “I didn’t want to hurt anyone with it,” he says. “There are no villains in this at all. There are simply choices, and we’re not villains for making those choices, no matter who it hurts.”

What Spielberg doesn’t spell out here is that he may also be talking about self-forgiveness. Late in the conversation, he circles back to the story of seeing his father sobbing in his mother’s arms. And he connects it to a moment he dramatized in Close Encounters of the Third Kind, in which the young son of Richard Dreyfuss’s character catches his father crying in the bathtub. Unable to reckon with the depth of his father’s feelings, the boy acts out, slamming the door with clattering ferocity, yelling, “Crybaby, crybaby!”

That, Spielberg says, is what he did when he saw his father crying in his mother’s arms. It was easier to wedge pieces of his story into his movies—into the masculine anguish of Close Encounters; into E.T., with its recently broken family; into his script for Poltergeist, where a little girl presses so close to the television she’s almost absorbed by it. It was easier to put all those things into the movies, rather than into a movie. Spielberg’s mother was right—not about the eyeball-frying capabilities of the TV screen, but about knowing when to leave the safety of metaphor behind and face the overwhelming beauty of the lived experience.

—With reporting by Mariah Espada and Simmone Shah

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