People of a certain age remember it fondly, but Steven Spielberg's Hook was not well-received when it was released in December of 1991. Critics found it overlong and curiously lacking in imagination, and though it was profitable, it wasn't the mega-hit everyone expected from a Spielberg movie about a grown-up Peter Pan played by Robin Williams. (It was the sixth highest-grossing movie of 1991. Among Spielberg movies, it ranks 15th out of 30.) Home video earned Hook some more young fans, and it eventually became something of a cult favorite for '90s kids.

1. THE FILM WAS DELAYED, APPROPRIATELY, BY STEVEN SPIELBERG'S DESIRE NOT TO BE AN ABSENTEE FATHER.

Steven Spielberg had been thinking about a live-action version of Peter Pan through the first half of the 1980s, but put it on hold in 1985, when his first child, Max, was born. "I guess it was just bad timing," the director later said, according to Joseph McBride's Steven Spielberg: A Biography. "I didn't want to go to London and have seven kids on wires in front of blue screens swinging around. I wanted to be home as a dad, not a surrogate dad."

2. IT WAS INSPIRED BY A 3-YEAR-OLD'S DRAWING.

Screenwriter Jim V. Hart had been trying to find a new angle to the Peter Pan story for years when, in 1982, his 3-year-old son produced a drawing. "He said it was a crocodile eating Captain Hook," Hart recalled in Steven Spielberg: A Biography, "but that the crocodile really didn't eat him, he got away ... So I went, 'Wow, Hook is not dead. The crocodile is. We've all been fooled.'" A few years later, Hart's son brought up the subject of Peter Pan again, asking whether he'd ever grown up. "I realized that Peter did grow up, just like all of us Baby Boomers who are now in our forties," Hart said. "I patterned him after several of my friends on Wall Street, where the pirates wear three-piece suits and ride in limos."

3. MICHAEL JACKSON WAS SPIELBERG'S FIRST CHOICE FOR THE LEAD.

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"Michael had always wanted to play Peter Pan," Spielberg told Entertainment Weekly in 2011. "But I called Michael and said, 'This is about a lawyer [who used to be Peter Pan],' so he understood at that point it wasn't the same Peter Pan he wanted to make." However, Vanity Fair reported in 2003 that Jackson had paid a witch doctor to put a curse on Spielberg (among others), so perhaps there was lingering resentment.

4. NICK CASTLE WAS PAID $500,000 NOT TO DIRECT IT.

The director of The Last Starfighter and The Boy Who Could Fly (not to mention an episode of Spielberg's Amazing Stories) was working with screenwriter Hart to get the movie made at Columbia-TriStar when Sony bought the company and put someone new in charge—Mike Medavoy, who'd been Spielberg's first agent. Medavoy sent Spielberg the Hook script for perusal, and Spielberg jumped at the chance to direct it. Castle was taken off the project with a $500,000 settlement and a "story by" credit along with Hart. (As the story goes, Dustin Hoffman and Robin Williams weren't willing to make the film with Castle anyway, so it wasn't a matter of Spielberg "stealing" a movie from another director.)

5. IT WAS ALMOST A MUSICAL.

The most famous previous adaptations of Peter Pan (the Disney cartoon and the Broadway show) had been musicals, so Spielberg had that in mind for his version. John Williams wrote several songs for it before the idea was discarded, later incorporating their tunes into the musical score. Two songs (with lyrics by Leslie Bricusse) did make it into the final film: "We Don't Wanna Grow Up" and "When You're Alone." 

6. PRINCESS LEIA WROTE SOME OF IT.

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Though Spielberg liked Hart's screenplay overall, he thought the characters of Captain Hook and Tinkerbell were underwritten. To work on Hook's dialogue, he brought in a writer named Malia Scotch Marmo (who later helped on Jurassic Park, too). For Tinkerbell, Spielberg called on Carrie Fisher—actress, novelist, and screenwriter. Marmo got a writing credit, but Fisher remained uncredited.

7. IT WENT WAY OVER SCHEDULE AND WAY OVER BUDGET.

Spielberg had been a careful and conscientious director ever since the disastrous excesses of 1941, but he let the size of the Hook production get the better of him. Shooting was supposed to last 76 days; it lasted 116. It was supposed to cost $48 million; it cost somewhere between $60 and $80 million. Hoffman and Julia Roberts's perfectionism were contributing factors, along with the general difficulties of working with children, employing huge live-action special effects, and coordinating scenes with hundreds of extras. Still, Spielberg accepted all the blame himself. "It was all my fault," he said. "Nobody else made it go over budget."

8. GWYNETH PALTROW GOT HER PART THE OLD-FASHIONED WAY: CONNECTIONS.

Gwyneth Paltrow, who was 18 years old at the time, was cast as the teenage version of Wendy when Spielberg—her godfather and a close family friend—noticed she looked like Maggie Smith, who plays the elderly Wendy. Spielberg said he realized it when the Paltrow and Spielberg families were driving home from seeing The Silence of the Lambs

9. GLENN CLOSE HAS A CAMEO.

Glenn Close plays the (male) pirate who displeases Captain Hook and gets locked in a chest with a scorpion. 

10. THE KIDS ARE NAMED AFTER HANSEL AND GRETEL.

Peter Banning's kidnapped children are called Jack and Maggie, which are nicknames for John and Margaret. The German equivalents of those names, Johannes and Margarete, have the familiar diminutives of Hansel and Gretel. 

11. IT HAS MORE HOFFMAN THAN YOU REALIZED.

In addition to playing Captain Hook, Dustin Hoffman provides the voice of the airline pilot when the Bannings fly to England—appropriate, of course, because he says, "This is your captain speaking." Young Peter Pan is played by Hoffman's son, Max, then not quite 7 years old, and Max's older brother, Jake, appears as a Little League player. 

12. JULIA ROBERTS WAS HAVING A TERRIBLE TIME.

Her million-watt smile notwithstanding, America's sweetheart was miserable for much of the shoot because of problems in her personal life. She'd recently had a nasty breakup with Kiefer Sutherland, was beginning a new romance with Jason Patric, and was generally frail and exhausted. Defending her, Spielberg said, "Her biggest problem was timing. Her personal life fell apart, and she reported to work on the same weekend." She freaked out one day on the set when someone called for "Kieffo" (the name of Hoffman's stunt double) and Roberts misheard it as "Kiefer," i.e., Sutherland. "Call security. How did he get on the lot?" she asked the set coordinator, who cleared up the confusion. 

13. THE SET WAS CRAWLING WITH STARS, EVEN ONES WHO WEREN'T IN THE MOVIE.

One of Hollywood's top directors working with some of its biggest stars on one of the most expensive sets ever built—naturally, everyone wanted to stop by Sony Pictures Studios and see what all the fuss was about. Among the celebrities sighted on set were Tom Cruise, Demi Moore, Whoopi Goldberg, Michelle Pfeiffer, Warren Beatty, Annette Bening, Mel Gibson, Prince, and actual royalty: Queen Noor of Jordan. 

Additional sources: Steven Spielberg: A Biography, by Joseph McBride