"He Turned South Along The Old War Trail And He Rode Out To The Crest Of A Low Rise And Dismounted And Dropped The Reins And Walked Out And Stood Like A Man Come To The End Of Something."
-Cormac Mccarthy, All The Pretty Horses (2000)

There comes a time in a young man's life when things must change. For John Grady Cole, the last of a long line of Texas ranchers and the hero at the heart of ALL THE PRETTY HORSES (2000)'s lyrical tale, that time has arrived. It is just after World War II, and the land where he grew up, his beloved West Texas, has been altered forever by highways that bisect the plains and a new way of life that sneers at the traditions of acting with honor, communing with horses and simple, quiet living on the land

Upon the divorce of his parents, his grandfather's death, and the loss of his inheritance and land, John Grady Cole must set out in search of a new life. Only just a young man, he understands that in order to live the life he wants, he'll have to head for a place where cowboy dreams still exist. And so, Cole rounds up his best pal Lacey Rawlins and sets off for the Rio Grande, for the true cowboy life, for a Mexico free of highways and fences, to a place where horses still run wild and love can still burn like a wild fire.

John Grady Cole's epic odyssey - in which he travels from innocence to experience, from childish games to jeopardizing his life for love, from haunting evil to acting with honor - first came to the attention of the world in Cormac McCarthy's acclaimed, National Book Award-winning novel, All The Pretty Horses. A classic hero's journey on the outside, McCarthy's tale was at its core a stunning examination of a young man's coming-of-age -- of friendship, loyalty, honor and most of all, staying true in a harsh and changing world.

These same themes are what attracted two Academy Award-winning filmmakers to the sweeping beauty of ALL THE PRETTY HORSES (2000): screenwriter Ted Tally and director Billy Bob Thornton. Both were swept away by Cormac McCarthy's novel, by the Mexican badlands setting, and by the raw physicality of the landscape that rends and changes John Grady Cole. Both knew bringing this towering tale of a boy's odyssey into the world to the screen would be an exhilarating filmmaking challenge.

Says Ted Tally: "ALL THE PRETTY HORSES is a masterpiece, an authentically great book and I thought it would also make a fantastic movie. I was deeply moved by the character of John Grady Cole. It is a story of dispossession, about a boy who loses not only his home and his family but his dream of the future - and how he goes about trying to alter that in ways that change him profoundly. It is a love story, an adventure story and a story of coming-of-age on a grand scale."

Adds Billy Bob Thornton: "This is a story about a lot of things - about young people growing up, dealing with changing times, letting go of the past, figuring out who loves them and who doesn't, deciding who they can trust and who they can't, and ultimately discovering what their lives are about. It's very strong material. It's an adult film about what young people go through on their way to maturity told in intense and heart-wrenching terms. I think it has the ability to effect people of all ages."

JOHN GRADY COLE: "Down in Mexico they got ranches so big you can’t ride from one end to the other in a week. It ain’t all fenced in and sold off and played out, not down there. You think they can’t use two more top hands?"

Cormac McCarthy's novel was celebrated not only for its expansive, evocative story of a young man's transformation but for its visceral, original use of language. McCarthy's writing style - spare, poetic, maintained in a raw, unpunctuated state - was as much a part of the ride as John Grady Cole and the horses. So when Ted Tally first approached his screen adaptation, he made it a priority to capture the essence of the novel's language and love of landscape, which became part-and-parcel of the story's epic themes.

"I so deeply admired the passion of the book," notes Tally. "The challenge for me was to respect that without being in awe of it. I was able to meet Cormac McCarthy on the set." Cormac had read the screenplay and was pleased with it - which was thrilling for Ted.

Tally was particularly struck by the cinematic nature of McCarthy's writing. "On the one hand, you are always seduced by the beauty of his language, but like all of the greatest American writers, he is also a great entertainer," the screenwriter points out. "His prose is soaring, poetic, hypnotic and intoxicating, but he is also a master storyteller who writes about love, adventure, violence and people from all walks of life with a realism that moves you very deeply and is often funny, exciting and rich, especially for actors."

Tally approached ALL THE PRETTY HORSES (2000) as "an intimate tale set within an epic background" and built his screenplay around what he feels is the most powerful of the novel's many riveting themes: the price one pays for honor. "Right down to the smallest characters, McCarthy explores the notion of honor," notes Tally. "What I love about him is that he never slacks off on any character. He loves them all, no matter what evil they do, and he sees the humanity in everyone. The striving point of the story is human decency."

Also intriguing to Tally was the theme of a boy searching for a father on the cusp of his own adulthood. His screenplay is filled with momentary but powerfully touching encounters between John Grady Cole and numerous male figures of authority - ranging from the boss of the hacienda, to the judge who hears his confession at the end of his long journey and absolves him of his guilt. Even a minor character, such as an imaginary man who appears in the grange hall after John Grady's difficult phone call to Alejandra, takes on a major significance. In this surreal moment, John Grady imagines the stranger to be tap-dancing, a show of quiet support and approval, so longed for by a young man who has suffered through a strange odyssey without his father or grandfather to turn to. The image of the tap-dancing man bolsters him in one of the most difficult and brave decisions of his life.

Tally was particularly taken with McCarthy's trademark dialogue, which mirrors the way young South westerners really talk, in clipped, half-phrases and seemingly plain declarations that carry richer meanings. From the beginning, Tally wanted to emphasize the simple yet powerful essence of McCarthy's dialogue, the drawled cadence that marks the characters' take on life.

"Most great novels are entirely internal, but this book is unusual in that it lives in the actions and words of its characters," says Tally. "You know each character by what they say and what they do, and not so much by what's going on in their inner thoughts. McCarthy is so good at dialogue that I felt by using it, the audience would get a true flavor of the novel. Being from the South myself, the sound of his voices felt wonderfully familiar to me. I adored the color and the humor in them, and the way he captures the curious, round-about way people really speak."

But many of the story's most resonantly lyrical moments are unspoken ones, something Tally also wanted to bring to the screenplay. "For example, when John Grady Cole breaks the wild mustangs there are all sorts of things being said about wilderness versus civilization, about the urge to tame certain human instincts, but it all comes out without a word," observes Tally.

Tally also admired McCarthy's great economy of dialogue and words, but found it made his own choices more difficult. "Most novels have some obvious bloat from which you can cut, but this is one where you hate to take away any of the scenes, because each is so beautiful," he admits. "My hope was always to stay with the heart of John Grady's journey, to bring out that sense of innocence and sweetness without sentimentality that makes this Cormac McCarthy novel most full of hope."

In doing so, Tally highlights John Grady Cole's risky affair with Alejandra - and the tragedy and danger of their "Romeo & Juliet" like relationship - which calls into question her reputation and the thing that means most to John Cole, his integrity. John Grady's transgressions in the name of love become a transforming moment, bringing him into adulthood. "This is the first time in John Grady Cole's life that he has been ready to jeopardize himself for someone else," says Tally, "and out of this heartbreak comes a resilience and a redemption that will mark who he becomes as an adult."

When Tally completed his screenplay, the search for a director began. But first, the production attached its first crew-member in keeping with the project's heart; Rusty Hendrickson, one of the most talented horsemen in the business, immediately signed on as head wrangler. Rusty stayed with the project throughout, devoted to what has been called one of the greatest pieces of horse literature ever written.

Meanwhile, Billy Bob Thornton was winning acclaim for writing, directing and starring in Sling Blade (1996). It seemed that this might be the perfect person to bring ALL THE PRETTY HORSES (2000) to the screen-someone with a natural affinity for the story's themes, style and setting. "Everyone involved felt Billy Bob would bring unique gifts to this movie," explains Ted Tally. "He brings together so many different talents that work for the story including his sensitivity to language, his admiration of character and the fact that he's an actor and a writer as well as a director. He really seemed to understand John Grady Cole's journey and its elements of love and honor, as did Matt Damon. It's a story that avoids any easy ways out and goes against expectation - and that's what Billy Bob also does as a director. I think it is all of our best work-Matt's, Billy Bob's and mine."

Thornton read the book and screenplay, both of which drew to mind the sweeping imagery of two classic, hard-driving Westerns that are about much more than gunfights and horse thieves: John Ford's "The Searchers" and Fred Zinneman's "High Noon," which explore the West in terms of what civilization does to men. Thornton saw ALL THE PRETTY HORSES (2000) in the same vein - a tale set against the myths of the West, but one that breaks open those myths to become more about the interaction of innocence and evil and the interplay between responsibility and dreams of love. -This clinched the deal.

JOHN GRADY COLE: "You either stick or you quit and I wouldn't quit you, I don't care what you done. And that's about all I got to say."

From the outset, it was clear that the casting of John Grady Cole was essential to ALL THE PRETTY HORSES (2000). Cole is the story's true hero, a young boy who undergoes a test of his courage, honor and his belief in doing the right thing on an adventure that will change him forever and turn him into a wiser, darker man than he ever imagined he would be. He is also the story's romantic hero, the sensitive teenager who falls in love with a woman he cannot have, and the idealist who chases a dream he will have to pay for in blood. Quiet, reticent, with a gentle gift for breaking horses, John Grady Cole is more about his actions than his words.

To capture the many facets of John Grady Cole, Billy Bob Thornton chose Matt Damon, an Oscar-winner in his own right for co-writing Good Will Hunting (1997) with Ben Affleck (Damon, Thornton and Tally make ALL THE PRETTY HORSES (2000) the first film ever to involve three Oscar-winning screenwriters, albeit each in a different capacity!). Thornton had his pick of leading men, but he felt that Damon had that ineffable American youthfulness and underlying nobility that defines John Grady Cole. "The great thing about Matt is that the character has to be a boy who in the course of the story becomes a man. Matt can seem boyish but at the same time we believe his transformation because he's already got the man in him," says Thornton.

Damon was blown away by the book. "I understood right away that the film could be really special," he says. "I felt that the character of John Grady Cole was that of a young person trying to figure out the world, a truly universal character. It drew me very strongly. And when I heard that Billy Bob was going to direct - that's when I became really excited and decided that I had to do this role."

As Damon's sidekick, Lacey Rawlins, Thornton cast Henry Thomas, the young actor who first made a huge impression when he was 10 years old as "Elliott," the boy who befriends an alien creature in Steven Spielberg's e.T. the Extra-Terrestrial (1982) Now, as an adult, Thomas seemed to carry a timeless quality that appealed to the director.

"Henry's got that thing that old movie stars like Humphrey Bogart and Gary Cooper had: he's both a leading man and a character actor," explains Thornton. "His manner really reminds me of Gary Cooper - he's soft-spoken and direct. He can say the simplest thing and make you wonder what he really means."

Thomas, a big fan of McCarthy's work, was thrilled to take on the role of Lacey Rawlins, whom he sees as not just being the sidekick but as having a profound impact on John Grady Cole's journey. "This is a story about endless searching, a theme Cormac McCarthy uses in all his novels," observes Thomas. "John Grady is the searcher and he's looking not for salvation but for his place in the world. The world is changing and he doesn't know his place in it anymore. But Rawlins is different. He's a settler. He goes along on the journey because John is his friend, they have this great camaraderie, but Rawlins is more like a witness. He's the voice of reason in the story whereas spontaneity is a stronger streak in John Grady's character."

Equally important to the story is the character of Jimmy Blevins, the tough-talking 13 year-old marksman who leads John Grady Cole and Lacey Rawlins into trouble with the Mexican law. For this role, Billy Bob Thornton had only one actor in mind: Lucas Black, the young actor he cast so effectively in his directorial debut, Sling Blade (1996) "It wasn't really a matter of thinking of Lucas Black for the role," Thornton says. "I simply knew he was going to be in the film.

DONA ALFONSA: "In the end Mr. Cole, we all come to be cured of our sentiments. Those whom life does not cure, death will. She will not break her word to me. You will see."

JOHN GRADY COLE: "Yes, ma'am. We will."

One part of John Grady Cole's story is a grand, star-crossed romance that takes him completely by surprise - and costs him more than he could ever have anticipated. When he and Rawlins finally make it to Mexico, they find jobs at an old hacienda where life hasn't changed for generations and men are still honored for such gifts as the ability to break wild horses. It is there that John also falls in love with Alejandra, the beautiful daughter of the hacienda's wealthy owner. He knows that to court her is strictly forbidden, yet John Grady cannot help himself. The love he feels is like nothing he has ever known. But he soon learns that in Mexico love also has the power to destroy a woman's reputation and inspire a family's anger and vengeance.

Playing Alejandra is the ravishing Spanish actress Penélope Cruz, whom American audiences first saw in the Academy Award-winning films Belle Epoque (1992) and All About My Mother (1999) More recently, she received acclaim for Woman On Top (1999) Alejandra was a very different role for Cruz, an almost mythic evocation of impossible passion. Miramax Films', Harvey Weinstein, suggested Cruz to Billy Bob Thornton, and arranged for her to be dispatched to the set of Anthony Minghella's, Talented Mr. Ripley, The (1999) to tape a screen test with Matt Damon. The results proved her a perfect choice. "There is something haunting about Penélope, not only as an actress but as a human being, that perfectly fits the role," Thornton observes.

"I wanted to do this film very badly because when I read the script it touched me so much. I somehow felt inside that I was destined to play Alejandra," Cruz says. "She is a strong person who is forced to decide between destroying her family or destroying her heart and her happiness. It is such a great role, it is so rare to play a young person capable of both great strength and great passion."

Cruz continues: "The love between John and Alejandra is a big love, full of magic. And it becomes even more intense because they know it is forbidden."

The same haunting quality that Thornton saw in Penélope Cruz is something he sought out in the actors cast as the rest of her patrician Mexican family. "I wanted people who had that quality of being in the present yet belonging to the past," Thornton states, "sort of like ghosts. That's a poetic way of putting it, but I think it fits." He put Ruben Blades in the role of Alejandra's wealthy, autocratic father, and Miriam Colon as her strong-willed, manipulative aunt, who tells John Grady Cole of the uncompromising and unsentimental way things are done in her country.

Completing the cast is Sam Shepard as J.C. Franklin, the Grady family lawyer who gives John Grady Cole the bad news about his disinheritance, and Bruce Dern as the compassionate judge who listens to John Grady's tale and believes in him.

"This is not the type of role Bruce Dern usually plays. He's most often the heavy. Here he gets to show a different side of his artistry," notes Thornton. As for Shepard, who is also one of America's most renowned contemporary playwrights, the director says, "Sam is such a big admirer of Cormac McCarthy that he told me he'd be willing to do any role at all in the film. He wasn't concerned about the size of the part. He only has one scene, but he was incredibly excited about playing it."

In smaller roles and as extras, Thornton cast many locals from the area, not only actors but regular people who give the film a sense of naturalism. "Billy likes to cast real people," explains producer Bob Salerno. "It's for the same reason that he likes to use real locations - to capture the authentic properties of the place he's filming in." For example, in a scene in the Mexican penitentiary, a prisoner sings a plaintive version of the song "Celito Lindo." This wasn't scripted. Thornton simply filmed it on the spot when he recognized the actor's talent for capturing something beyond words.

With the cast in place for the film, Thornton then assembled his crew. He turned to the same creative team that worked with him on Sling Blade (1996) and the forthcoming Daddy & Them (2001) Joining him once again are director of photography Barry Markowitz, production designer Clark Hunter, costume designer Doug Hall and editor Sally Menke. He also reunites with producer Bob Salerno and co-producer Bruce Heller, both of whom worked on Daddy & Them (2001)

"I wouldn't want to work with any other crew," Thornton admits. "I can't do it without these people. We all have a great relationship and we each know how one another works. I love them as friends and they also do a fantastic job." Adds Bob Salerno: "Billy surrounds himself with people who are in tune with his style and speak his language. They're a really smart, creative, talented bunch that is united by their faith in Billy."

Pasture Land - Dawn:
Rising Angle, Revealing A Stirring Panorama As The Two Boys Ride On, Galloping Now, Turning South, With The Flaming Ball Of The New Sun At Their Elbows, The Whole Vast Prairie Before Them, And 10,000 Worlds For The Choosing

In ALL THE PRETTY HORSES (2000), the rugged, unforgiving, beautiful and yet sometimes blighted landscape is as much a character as John Grady Cole, Lacey Rawlins or Jimmy Blevins. Just as Ted Tally worked to capture Cormac McCarthy's tight, spare way with dialogue, Billy Bob Thornton and director of photography Barry Markowitz attempted to turn McCarthy's words into images that are equally bracing to the senses.

Both wanted to stay away from archetypal Western imagery and aim for a more original, authentically transitional look. Says Markowitz: "One of the things Billy and I talked a lot about is staying away from a traditional Western feel visually, even though we were working with this fantastic Southwest landscape. We eliminated images like the typical Western town, the rustic feeling associated with most Westerns. Instead, we shot it more like the story of two run-aways who head back into a mysterious past, holding onto the traditions they grew up with, even as the future catches up with them."

Throughout the film, Markowitz's images underscore the haunting and evocative feeling of a boy facing an unpredictable world. Simple but radiant moments -- such as the camera spinning in rhythm with the spinning umbrellas in a Mexican train station - set in motion the idea that the world around John Grady Cole is itself reeling out of control.

Other moments become luminous and raw, including John Grady Cole's dreamscapes which allow for an understanding of his emotional journey. When he is first thrown into jail, he experiences dreams of Alejandra and wild horses running free, which signify the first time in his life he enjoyed the freedom he had once hoped he would find by coming to Mexico. Billy Bob Thornton and Barry Markowitz used a flowing, surreally beautiful flurry of hooves, manes and tails churning through the air as if nothing could hold them back to contrast starkly with John Grady Cole's much harsher reality.

In a haunting dream, later in the film, in which John Grady envisions himself sitting on a lonely cliff-top with young Blevins, his incredible guilt about the boy's demise manifests itself in one simple, sad question asked against a back-drop of emptiness and open sky. This is interwoven with an unforgettable image of his prison-mates, gathered together in the yard, who in John Grady's dream are at once unified in an angelic and peaceful moment - a moment of hope.

Ted Tally was astonished by how well Markowitz's camera was able to capture Cormac McCarthy's themes and even his style, bringing to life McCarthy's transcendentally lyric prose and lush, supple descriptions of landscapes. "What it took many words to bring to life on the page, Billy Bob and Barry Markowitz were able to just catch in a moment with the camera," he says.

The film was shot primarily in Texas and New Mexico, two vast states that capture the many different environments through which John Grady passes on his journey. Barry Markowitz was particularly drawn to the astonishing shifts of light in New Mexico, which for ages has drawn artists and photographers to its stark, moody landscapes. "Because the altitude (around Santa Fe) is 7000 feet high the nature of the light and what it does to objects is incredible, unexplainable," he notes. "There's a beauty, especially as the day goes on, that if you are careful can truly be captured on film."

"You can derive a great deal of nourishment from this atmosphere," adds Bob Salerno. "The colors are iridescent - the skies are blue and dotted with puffy, white clouds and the sunsets are spectacular."

The film's most formative moments, the time John Grady Cole and Lacey Rawlins spend on the ranch known as La Purisima in unmapped Mexico, were shot at the Hill Ranch, thirty miles west of San Antonio, near the town of Helotes, Texas. Finding an old hacienda in today's world was a challenge. "Traditional haciendas don't really exist much today," explains production designer Clark Hunter. "The real ones are like castles. We were hoping we could at least find something that we could turn into La Purisima. So we searched everywhere, flying in helicopters low over all the landscape in Texas, New Mexico and Arizona."

When the filmmakers spotted the Hill Ranch, which had been built in the 1850s from stone quarried on the property, they knew they had stumbled upon something special. The large property had a central building and several additions built onto it. "We repainted the main building which had been constructed around a courtyard, built a second story and brought in a fountain," Hunter says of the crew's renovations. "Then we completely changed the landscape from dead grass to a lush tropical paradise. The idea we were after was this: these boys came from Texas, rode through the deserts and when they arrive in La Purisima it should feel like Shangri-La, a place where they want to stay because it's so vibrant to them, such a magical landscape."

Other locations in Texas included a beer hall 25 miles north of San Antonio, which stood in for the dancehall where John Grady and Alejandra first talk to one another; and a San Antonio warehouse that stood in for the La Purisima mess hall and bunkhouse.

The scenes that take place in Zacatecas, Mexico - where Alejandra says goodbye to John Grady at the railroad terminal -- were shot in the town of Las Vegas, New Mexico, about an hour north of Santa Fe. Here, the filmmaker again set about transforming a typical American small town into the colorful nature of a bustling Mexican pueblo.

"When you compare the architecture of Mexican buildings to that of the US, they're not all that different. But it's the way that the Mexicans treat the buildings that's different," explains Clark Hunter. "The signage, the typeface they use, the flowery letters, the use of vivid colors all over. They paint their building in pastels, even. And we wanted to reflect all that. The Zacatecas we portray is not the kind of Mexican town you might expect to see. It's an authentic Mexico, a prosperous, vibrant community, populated with middle class citizens."

Several New Mexican ranches served as further locations, including the Ruby Ranch, which stood in for the Rawlins homestead in Texas; the Charles R Ranch where the gunfight in which John Grady is wounded was filmed; and the Bonanza Creek Ranch, which provided campfire scenes, the funeral of John Grady's grandfather and the dream sequence in which John Grady is surrounded by wild horses during the violent and punishing period he spends in a Mexican prison.

Other locations in New Mexico included the Chama River near Abiquiu which stood in for the Rio Grande; and the Zia Indian reservation at the southern tip of the Jemez mountains, where the filmmakers were struck by a landscape of majestic mountains, craggy rock formations, deep gorges and twisting arroyos. This terrain provided the perfect background for the first leg of John Grady and Lacey Rawlins' journey southward towards the Rio Grande and their fateful encounter with Jimmy Blevins. In addition, the Zia Reservation stood in for the Mexican countryside when John Grady, Rawlins and Blevins are being transplanted from a Mexican jail to the large state penitentiary. The cast and crew also spent a week inside the former New Mexico State Prison - abandoned since a deadly riot in 1980 - filming the brutal and transformational jail scenes.

Finally, one of the film's most stirring scenes and the opening image of the film, is of a herd of wild horses pounding across a nighttime landscape which was filmed on Ghost Ranch where Georgia O'Keefe spent many years of her life painting unforgettable Western landscapes.

ROCHA: "Armando tells me that you understand horses"
.
JOHN GRADY COLE: "I've been around em some."

When John Grady Cole and Lacey Rawlins arrive at the old Mexican hacienda, ALL THE PRETTY HORSES (2000) takes a turn. The landscape fades into the background, and horses in all their majestic pride take the foreground. In one of the film's tour de force scenes, the boys expertly break a herd of wild mustangs at the La Purisima ranch, winning the respect of the usually taciturn ranch-hands and cowboys who consider the ability to communicate with animals to be paramount. The scene showcases John Grady Cole's unique gift for communing with horses and highlights the incredible pride, spirit and freedom of the mustangs in their natural state. The scene - with its interweaving of drama, landscape and animal action -- also showcases the unique collaboration of Billy Bob Thornton, director of photography Barry Markowitz and head wrangler Rusty Hendrickson.

To film this stirring scene, the actors and crew had to be ready to handle rambunctious steeds themselves. More than a month before production began, Matt Damon and Henry Thomas, as well as Lucas Black and Penélope Cruz, began intensively training horseback skills, trying to build in a few weeks the kind of familiarity with equines that John Grady Cole and his pals would have had since childhood.

"Henry and I came down to Texas a month early and rode horses every single day for five weeks straight," Matt Damon explains. "We worked with Rusty Hendrickson and his team of wranglers Rex Peterson and Monty Stuart. Every morning Rex and Monty would take us out and we'd ride, pretty much for eight hours."

The actors were put through regular drills, as they perfected the art of working in sync with the animals. "It was all about controlling the horse and feeling totally confident," explains Damon further. "Part of the training with Rusty was that you had to saddle the horse in the morning, unsaddle him at night and carefully brush him. The point of it all was to feel at home on the horse, to understand that unspoken aspect of being a cowboy and horseman, that bond with animals, and have it look as authentic and natural as if it's something you've been doing all your life."

Despite the weeks of hard work, Damon gives the majority of the credit to the horses themselves. "They're better actors than we are," he says. "They've been in hundreds of movies and nothing ruffles them. They're used to guns being fired near them, hundreds of people milling around, cameras, cranes, food, what have you. They can handle it all."

When the actors were finally deemed acceptable horsemen, ready to handle their end of things, Billy Bob Thornton took several days to shoot the horse-breaking sequence. Damon and Thomas alternated in the action with their stunt doubles, Richard Bucher and Mike Watson. Bucher and Watson rode the most ferociously bucking broncos, often being thrown to the ground. But Damon and Thomas endured their share of spills as well.

Just the experience of shooting this scene revealed to Matt Damon how much heart John Grady Cole would have to put into the effort of breaking 16 wild horses in a day. "It's a foolhardy thing to do," he observes. "Breaking wild horses like that would entail as much physical exertion as running four marathons a day. But for John Grady, it's worth the risk. It gets him recognized the way he wants, especially by Alejandra."

INT. GRANGE HALL - NIGHT:
John Grady is searching the dancers, till his gaze finds . . . the girl, dancing with a tall boy in a jacket and tie. She wears a blue dress and her lips are red. As she turns, her eyes sweep across his. Her hair is done up in a blue ribbon

The lyrical nuances of ALL THE PRETTY HORSES (2000) come alive in the details - costumes, designs and depictions of ways of life that are slightly faded, somewhat dreamlike, and all the more alluring for it. For example, the film's costume designer, Doug Hall, went for a subtle look that emphasizes authentic Mexican ranch tradition. Almost everyone is dressed in muted colors that blend with the Southwest environment - but standing out against all the earth-tones is John Grady's love, Alejandra, whose look is more luminous and romantic, in keeping with her romantic pull on a young man's heart.

Like production designer Clark Hunter, Hall carried out intensive research on the period in Mexico, which has rarely been authentically depicted on screen. "We made wonderful discoveries in our research that informed our work," Hall explains. "We learned there was a very strong middle class in Mexico and that class didn't dress all that differently from Americans in cities and in the Southwest."

We were particularly interested in staying true to the way things really were," Hall continues. "So Matt Damon and Henry Thomas wear genuine Levi's from the period. They're actually nothing like jeans young people wear today. They're cut much fuller. Also, in 1949, the Levi Strauss company used different dyes that don't fade like the ones people wear now. So we used jeans with those dyes - we wanted them to stay true blue."

A certain quality of trueness is what Billy Bob Thornton looked for throughout the process of bringing ALL THE PRETTY HORSES (2000) to the screen, trueness to the story's themes, to the look of the period, and to Cormac McCarthy's cadence of language. Ted Tally remarks on how the team stayed true to the pacing of the film and yet kept the scenes from the original work - and Matt Damon summarizes Thornton's allegiance to authentic emotions in all aspects of filmmaking: "He's got a really good eye for when you're faking it and when you're not. He really understands the people in the story, their language and the kind of life they're leading. And because he gets everyone to feel that, we all trust him all the way."