By the late 1970s, Dietrich had become a virtual recluse in her Paris apartment on the Avenue Montaigne.

Her initial choice for a director, her friend Orson Welles, proved unavailable and after considering Welles' friend and fan of hers, Peter Bogdanovich, she eventually agreed to have Schell direct—primarily, it seems, because he spoke both German and English.

During their discussions, she touches on the subjects of life and death, reality and illusion and the nature of stardom.

Marlene was rankled by the raw and vulnerable portrayal of her, thinking it would be an ordinary documentary, and she did not speak to Schell for a year.

However, she was won over by the glowing reviews of the film, and after it was nominated for an Academy Award, she reconciled with him.