Seabiscuit : Production Notes

In the winter of 1937, America was in the seventh year of the most catastrophic decade in its history. The economy had come crashing down, and millions upon millions of people had been torn loose from their jobs, their savings, their homes. A nation that drew its audacity from the quintessentially American belief that success is open to anyone willing to work for it was disillusioned by seemingly intractable poverty. The most brash of peoples was seized by despair, fatalism, and fear.
The sweeping devastation was giving rise to powerful new social forces. The first was a burgeoning industry of escapism. America was desperate to lose itself in anything that offered affirmation. The nation's corner theaters hosted 85 million people a week for 25-cent viewings of an endless array of cheery musicals and screwball comedies. On the radio, the idealized world of One Man's Family and the just and reassuring tales of The Lone Ranger were runaway hits. Downtrodden Americans gravitated strongly toward the Horatio Alger protagonist, the lowly bred Everyman who rises from anonymity and hopelessness. They looked for him in spectator sports, which were enjoying explosive growth. With the re-legalization of wagering, no sport was growing faster than Thoroughbred racing.

Necessity spurred technological innovations that offered the public unprecedented access to its heroes. People accustomed to reading comparatively dry rehashes of events were now enthralled by vivid scenes rolling across the new Movietone newsreels. A public that had grown up with news illustrations and hazy photo layouts was now treated to breathtaking action shots facilitated by vastly improved photographic equipment. These images were now rapidly available thanks to wirephoto services, which had debuted in Life in the month that Pollard, Howard, and Smith formed their partnership.
But it was the radio that had the greatest impact. In the 1920s the cost of a radio had been prohibitive - $120 or more - and all that bought was a box of unassembled parts. In unelectrified rural areas, radios ran on pricey, short-lived batteries. But with the 1930's came the advent of factory-built console, tabletop, and automobile radio sets, available for as little as $5. Thanks to President Roosevelt's Rural Electrification Administration, begun in 1936, electricity came to the quarter of the population that lived on farmlands. Rural families typically made the radio their second electric purchase, after the clothes iron. By 1935, when Seabiscuit began racing, two-thirds of the nation's homes had a radio. At the pinnacle of his career, that figure had jumped to 90 percent, plus eight million sets in cars. Enabling virtually all citizens to experience noteworthy events simultaneously and in entertaining form, radio created a vast common culture in America, arguably the first true mass culture the world had ever seen. Racing, a sport whose sustained dramatic action was ideally suited to narration, became a staple of the airwave. The Santa Anita Handicap, with its giant purse and world-class athletes, competing in what was rapidly becoming the nation's most heavily attended sport, became one of the premier radio events of the year.

In February 1937, all of these new social and technological forces were converging. The modern age of celebrity was dawning. The new machine of fame stood waiting. All it needed was the subject himself.
At that singular hour, Seabiscuit, the Cinderella horse, flew over the
line in the Santa Anita Handicap. Something clicked: Here he was.- Laura Hillenbrand
Seabiscuit, An American Legend

About The Production

In 1996, while working on an article on an unrelated subject, writer Laura Hillenbrand came across some material about the owner and the trainer of a Depression-era racehorse named Seabiscuit. Hillenbrand, who got on her first horse at the age of five, had brought together her love of horses and history by writing for Equus and a variety of other publications. She first read about Seabiscuit as a child and encountered him again and again in her work as a fan and chronicler of horseracing. While she knew the story of the knobby-kneed horse and his strange and inspiring career, she knew little about the people around him - the owner, the trainer and the jockey. She had little idea that her discovery that day would lead to a publishing phenomenon.
Four years later, Hillenbrand submitted the book for publication. From the beginning, her expectations were modest. "I was thinking," remembers Hillenbrand, "'If I can sell 5000 copies out of the trunk of my car, I'll be happy.' I just wanted to tell the story."

So the author wasn't prepared for the call she received from her editor informing her that after only five days on sale, the book had already made it onto the best-seller list, debuting at No. 8. The following week it rose to No. 2 and, the week after that, Seabiscuit, An American Legend topped the list at No. 1.
The response to the book from critics and the public was overwhelming. Named one of the best books of the year by more than twenty publications - including The New York Times, The Washington Post, Time, People, USA Today, and The Economist - Seabiscuit was also honored as the BookSense Nonfiction Book of the Year and the William Hill Sports Book of the Year. The hardcover edition remained on The New York Times Best-Seller List for 30 weeks; the paperback edition debuted on the list the week of April 14, 2002, and hasn't left since (remaining there for more than 60 weeks).
In addition to being one of Hollywood's most gifted storytellers, director and screenwriter Gary Ross is also a long-time fan of horseracing. Ross' love for racing started early on - he asked his parents if he could have his bar mitzvah at the racetrack. He and his wife, executive producer Allison Thomas, had spent a fair amount of time at the track before they came across an article about three men and an unlikely racehorse named Seabiscuit entitled "Four Good Legs Between Us" in a little-known publication called American Heritage. The author was Laura Hillenbrand.
A heavy bidding war for the film rights to the proposed book ensued and then Ross decided to make a call to Hillenbrand.

"I talked to her about horseracing," recalls Ross, who spent two hours on the phone with the author, "and specifically about Secretariat's Belmont, which to me is still the most amazing athletic achievement ever."
Hillenbrand sensed Ross' enthusiasm for horseracing. But more importantly, she believed that he loved the story for the same reasons she did.
The forgotten and almost discarded horse that rose to become the most popular and winning-est horse of its time was compelling, but Hillenbrand says the focus of her interest lay elsewhere.
She explains, "Lots of my readers say 'I've never been to a horse race' or 'I don't like horses,' but they say they liked the story. I think that's because of the people in it - and that was always my focus, these three men. That's why the cover of the book doesn't have the horse's head on it. I made a very deliberate decision to focus on the faces of the people so that you know this is a human story."
Behind the story of a famous racehorse was indeed a phenomenally human story, writ large across the dramatic landscape of a momentous period in American history and told with all of the thrill and excitement of Thoroughbred racing in its heyday.
It was the beginning of the 20th Century. Charles Howard, the young owner of a bicycle shop in San Francisco, was startled by a loud rumbling. When he went to investigate the source of the noise, he saw the future - the strange contraption they called an automobile was barreling down the street toward him, leaving the hoof prints and wheel marks of horse-driven carriages in its dusty wake. And within a few years, Charles Howard owned the most successful Buick dealership in the West.
But the cars that had brought him success and fortune ended up stealing the thing he loved most. After his son was killed in an automobile accident, Howard's life spiraled downward, his marriage dissolved and he was left empty and alone.

Hundreds of miles away, a cowboy named Tom Smith rode horses across a boundless and beautiful region that seemed to stretch out forever in every direction. But the boundlessness gave way to barbed wire and railroad tracks, covering the landscape like spiders' webs. The cowboy became obsolete and Tom Smith was a walking relic in the New World.
John Pollard was born into a lively and prosperous family of Irish immigrants, a home filled with books and songs. But the Pollards were hit by hard times; the family lost everything. At a makeshift racetrack Johnny Pollard, barely a young man, was left to make his way in the world doing the one thing he could - ride a horse. What he couldn't make racing he scraped together by boxing. Beaten down but determined, Johnny "Red" Pollard learned to look out for himself and to trust no one.
In 1932, newly elected President Franklin Delano Roosevelt inherited the leadership of a country with a jobless rate as high as fifty percent in some cities, where two million people wandered the country without homes or employment. Never before had America faced such great poverty and desperation. The hope of a young nation was slipping away behind bolted bank doors and at the end of ever-increasing breadlines.
A few years later, Charles Howard remarried a beautiful young woman named Marcela Zabala - the two had met at the track. Together the newlywed couple decided to buy a horse. Howard had hired a peculiarly quiet and idiosyncratic trainer named Tom Smith, who spied a spark of promise in a difficult and awkward plain bay named Seabiscuit - the son of Hardtack, descendent of the great Man-O-War. Beaten up and beaten down, the horse had grown stubborn and reckless and was on his way to being discarded. But Smith saw something in the knobby-kneed bay, just as Charles Howard had seen something in Smith.

Tom saw the same inner spirit in a troubled jockey and in 1936, on a beautiful fall day at the track in Saratoga, the Howards were introduced by their trainer to a young jockey named "Red" Pollard.
In the hands of Howard, his trainer and his new jockey, the indomitable spirit sensed in Seabiscuit that first morning took hold of the horse. He transformed from the unruly, ungraceful animal to a head-turning record breaker. With an instinctual faith in Smith, Pollard and Seabiscuit, Charles Howard, a consummate showman, challenged the (current) Triple Crown winner, a powerful, stunning black horse named War Admiral, to a match race. The resulting race became much more than a competition between two champion animals and their riders - it grew into a contest between two worlds: the East Coast establishment of bankers and their beautiful horses versus a nation of downtrodden but spirited have-nots who championed a ragtag team of three displaced men and their unlikely challenger.
Seabiscuit won the match race and went on to be named 1938 Horse of the Year. The victory, however, was bittersweet. Just before that race, Pollard had been seriously injured in an accident on another horse. When told Red would possibly never walk again, Howard was ready to cancel the race. But Pollard insisted that it go on and that his friend and fellow jockey, George "The Iceman" Woolf, ride Seabiscuit, which he did - to victory.
Months later, Seabiscuit was injured in a race. Howard brought both Red and Seabiscuit to his sprawling ranch in Northern California so the two friends could convalesce together. Red spent his days reading and taking the horse on walks under the California Oaks. Slowly, the impossible started to happen; walks turned into canters and canters into gallops and soon Seabiscuit and Red were racing through the grass-covered hills of Howard's home.

In 1940, F.D.R. was re-elected for an unprecedented third term. On a chalkboard at the Santa Anita Handicap, a man wrote "Seabiscuit" under the list of race entries and the crowd roared. The people's hero had returned, beating all the odds, to race once again - this time with an equally miraculous Red Pollard holding the reins. Together, horse and jockey crossed the finish line first, with retirement for both waiting on the other side.
Filmmaker Gary Ross was immediately attracted to the three-sided story as related by Hillenbrand. "I was knocked out by it," he says, "by these wonderfully heroic characters and this horse that became a folk hero."
Hillenbrand loved the story of this horse and these three men. She loved horseracing and she worked very hard to bring that love to the page. But she knew there could be more. "There were things that I couldn't do as a writer," says the author, "I can tell the story, but I can't show you the story. As soon as I spoke to Gary Ross I knew this was the man for it. I clicked with him immediately. I understood that he saw horseracing as I did, that he was somebody who was enthralled by the speed and the danger and the beauty of it, and that he would convey that on the screen, and I love the work he's done. I think my faith in him has been born out, he wrote a brilliant screenplay and the movie is terrific."

The jockey, the owner and the trainer were at the core of the story Hillenbrand wanted to tell. "My loyalties lie with my subjects, and in selling the film rights to my book, my priority was to find a director who would be true to who they were," says the author, "portraying them in a way that was consistent with their personalities and their circumstances. What sold me on Gary Ross was his dedication--bordering on obsession--to portraying these men, this horse, their era and their story as they were. He went out of his way to adhere to events as they occurred, but when he reached a part of the story where he needed to fictionalize or compress events, he invariably called me and described each scene to ensure that he was being true to his subjects."
Adapting a book for the screen is always a challenge; it means facing the difficult choices of what to keep in and what to leave out. As Ross sat down to write the script, he faced the daunting task of distilling the author's exhaustive and detailed 400-page account. One of his first steps was to outline the story. "When you are adapting a story for the screen," says Ross, " you extract the key elements of the story, the high points, what it is that attracted you to it in the first place."
What caught Ross' attention were these three men and their struggle to overcome incredible hardship and loss and their willingness to come together to find the courage to rebuild their lives. "Red lost his family, Howard lost a son and Smith lost his way of life," explains Ross. "How do you transcend that kind of pain, overcome the grief?

"What I discovered in the story," continues Ross, "was three characters all broken that could have quit. Instead they reached out to each other and formed a unique nuclear family."
"In any good adaptation," Ross explains, "what you're really being faithful to is the spirit of the book; that was my compass, that's what I wanted to make sure I was honoring. Of course I would change details and would fictionalize parts. That way, I could capture the impact of the story, the meaning of the book. So every change I made I cleared with Laura, who was wonderfully open. It was like having a great collaborator. Every time I needed to fictionalize something I could just pick up the phone, call Laura, and say, 'How does this feel?'"
A book is like a child to an author and handing it over to someone else is a difficult task. "I was always a little worried about what was going to happen with the screenplay," Hillenbrand confesses, "there's no way to tell the story exactly the way you do in a book. It's a 400 page book and things have to be condensed and things have to be fictionalized and there's a lot that needs to happen to craft this into a movie that's a watchable length."

Then Ross sent Hillenbrand the script for her comments. "Right away when I started reading it, I was just filled with rapture," says Hillenbrand, "it's so lyrical and beautiful, and he has taken what is a wonderful story and infused it with his creativity and his visual sense. The final product is just fantastic."
For both Hillenbrand and Ross, the key to the story was the strange and unlikely relationship between the three men - Seabiscuit's jockey, Johnny "Red" Pollard; the trainer, Tom Smith; and the owner, Charles Howard. Each man had his own story that began before their paths converged because of one amazing animal.
"It's about three journeys," comments screenwriter/director Ross. "These were men who were broken, each for different reasons; they were like pieces and they needed each other to become whole again."
In many ways, the convergence of the main characters of the story mirrored the assembly of the filmmakers who were likewise drawn to the moving and memorable story.
Ross remembers, "I met with Kathleen Kennedy to talk about another project, and she had asked me about Seabiscuit. I didn't really know her at the time, but she had a huge amount of enthusiasm and she'd produced some enormous projects."
Kennedy and Ross began a dialogue about the project and found that they were "kindred spirits" in the way they viewed the filmic telling of the story, especially with their agreement on the human relationships at the core.

"Tom Smith was down-and-out as a trainer and nobody really thought he was worth hiring anymore," explains producer Kennedy. "Charles Howard had gone through an extraordinarily sad experience in his life with the loss of a son and eventually the dissolution of his marriage. Red Pollard had suffered his losses, being left on his own at such a young age. And the fact that Pollard, Howard and Smith and this funny looking little racehorse came together and basically re-built their lives while creating a legend - those are the elements of a wonderful story."
Ross and the filmmakers then turned their attentions to bringing Ross' screenplay to life by putting actors' (and horses') faces to the historic names involved in Seabiscuit.
While many of the roles in the film were open for casting, Ross had specifically created three parts for three specific actors - starting with Tobey Maguire as the jockey Red Pollard. Ross and Maguire had known each other since the filmmaker had cast him in Pleasantville as a teenage boy nostalgic for a time that never was.

"I ran into Gary," Maguire recalls, "and he said 'Why don't you pick up a copy of Seabiscuit and have a read?,' which is exactly what I did. I read the book and I thought it was fantastic. I just loved it."
Johnny "Red" Pollard had lived a hardscrabble life; abandoned at a track when he was still a boy, he struggled to make his way in a difficult world. Money he earned from amateur and often brutal boxing matches supplemented the meager income he made doing the one thing he loved - racing a horse.
Pollard was an anomaly, even among jockeys. In spite of his vagabond life, he always carried a bag of books, spun fantastic tales and quoted Shakespeare in the jockey's room. The too-tall jockey with a shock of crimson hair was a bundle of contradictions, a complex and enigmatic man.
Ross saw similarities in Maguire and Pollard and explains, "I knew Tobey. He has lived a difficult life and I knew he had a fire in him - a complexity and an innate toughness."
"I think Tobey is a De Niro of the new generation," notes Kennedy. "There is an edge to him as well as a vulnerability, and I think that's what Gary was looking for in casting the role of Pollard. There's a lot of rage and anger in Red, and at the same time, his connection with Seabiscuit was like no other jockey that came in contact with this horse. When the two of them came together, they kind of calmed each other down... enough for Red to discover who he was as a jockey and Seabiscuit to transform into a championship race horse."

Maguire's list of roles in varied films like Pleasantville, The Ice Storm, Wonder Boys and Cider House Rules have earned him the respect and admiration of critics and the public alike. Coming off the tremendous success of Spider-Man and gearing up for the sequel, Maguire says Seabiscuit was a perfect opportunity for him.
"This is a great role for me," explains the young actor. "I want to challenge myself and find different things to play. I think this is a great next step for me. It's funny because Gary Ross knows me so well. He knew this would appeal to me."
"I think Tobey is immensely talented," adds Ross, "and I love working with him. He is street-smart and yet there is an incredible kind of compassion and wisdom in him. There is an understanding and a generosity of spirit that he has for his friends and loved ones that is very touching. And those were a lot of the contradictions that I saw in the character of Red Pollard."
"I think what's interesting," continues Maguire, "is that all three of the characters isolate themselves. They are lonely characters who have shut themselves off for various reasons. Tom Smith is in a new world that he doesn't belong in, Charles Howard loses his son and my character loses his family home. Seabiscuit is the unlikely charm that brings the three of us together."

In addition to being a self-made man and a spirited entrepreneur, Charles Howard was an incredible showman. As producer Kennedy notes, "He exemplifies that kind of corporate P.T. Barnum, a larger-than-life character. Howard went from bicycle repairman to changing the landscape of the West, opening the first Buick dealership, popularizing the automobile and becoming a wealthy man."
Four-time Academy Award® nominee Jeff Bridges was signed to play Charles Howard, a role he inhabits with charismatic authority. "Charles Howard is the linchpin in this group of people," notes Ross. "I was so lucky to have Jeff. He's such a great actor, with such a long career and so many unbelievable roles. He brings the solid legs of a patriarch."
Bridges, it turned out, had a personal connection to the story. The actor recalls, "I became aware of the book shortly after it came out. My cousin Kathy Simpson called me up and she said, 'I've just read a book, and you've got to play the part of Charles Howard.' And I said, 'You're kidding, who is Charles Howard?' She said, 'He owned Seabiscuit.' And part of the reason why my cousin was so excited was that our grandfather, Fred Simpson, used to go to the races three or four times a week. As a teenager, I remember driving him to the races at Santa Anita. Some time in his life, he probably bet on Seabiscuit. While we were shooting the picture, I could kind of feel his spirit smiling up there in heaven and looking down on us."

Producer Frank Marshall succinctly says, "Jeff Bridges is Charles Howard. He embodies that character."
"It's rare when you find a movie that is really the story of three people," Bridges observes, "and, in this case, this amazing horse, interwoven so beautifully, allowing the audience to care about each story. Laura certainly did that in the book and Gary Ross did a really terrific job carrying that right over into the script."
"Sometimes there are parts that fit like a glove," says actor Chris Cooper who plays Tom Smith, Seabiscuit's trainer. Smith was a man displaced by a rapidly changing world, a man who was more comfortable with horses than people. He was dubbed "Silent Tom" by a pesky and persistent racing press whom he took pleasure in dodging.
"Chris Cooper has had an extraordinary career," notes Kennedy. "He's managed to be very much a chameleon with the roles he has done. I think both Gary and I were really taken with the work that he had done in American Beauty. We had an early look at Adaptation and saw the character that he played, which won him the Oscar®. His extraordinary work in that film really convinced us that Chris was more than capable of getting inside Tom Smith."
Cooper raised cattle with his father for twenty years and came to the part with a good idea of what kind of man Smith was. Cooper offers, "The director has an enormous weight on his shoulders. I want to come in with something and take that burden off his shoulders. I came prepared, I came with this character in mind and Gary liked what I created."

"Chris brings a piece of the West with him," says Ross. "It's in his walk, his voice, his physicality. Even when we were shooting at a racetrack or a church or some fancy eastern barn, he made sure he never lost it. In every scene with Chris Cooper, you still feel the range - it's very much alive and you feel where he came from. That's just a great actor."
The woman who brings Charles Howard back from the brink of despair and helps him find a new life is a dark beauty named Marcela Zabala. "Marcela came into Charles Howard's life at a time when he wasn't really looking for anyone," explains Kennedy. "He was very much alone at that point because he was just getting over the death of his son. Marcela offered a little ray of hope."
Marcela Howard was half her husband's age and a graceful and fearless adventurer. While on safari, she took out a lion that had threatened their camp. At one point, she smuggled a blue monkey into the Waldorf Astoria.
Recalls executive producer Robin Bissell, "We read a lot of people for Marcela. Elizabeth came in and we read the last scene in the movie between her and Jeff Bridges, which is with the child's game. She brought something so real to it, and it hammered us in the room."
"Elizabeth has the qualities of an old movie star," Bissell adds "like Lauren Bacall - there's a beauty and a grace about her, and she can also be one of the boys, which is exactly what Marcela was. She was one of the guys, she fit right in."

For Banks, the role of Marcela poised challenges for a woman accustomed to the stronger role of women in the 21st Century compared to her early 20th Century counterparts.
The actress offers, "Some of my preparation consisted of becoming familiar with the physical world of Marcela - the clothes, her makeup and hair, her posture. It was really illuminating reading about the etiquette of male/female relationships back then. As a wife in the '30s, I don't actually speak as much as I am present. You let your husband take care of things. In one scene in the hospital, as a modern woman, I had the urge to walk up to the actor playing the doctor. But back then, a wife stood back, and waited for her husband to tell her about the situation. And so Marcela is a nice balance - a good combination of being this eccentric wild woman who had a way of pulling things out of men and getting her way...but in a very quiet, very behind-the-scenes way."
"The casting of Gary Stevens was probably the most spontaneously correct bit of casting I have ever experienced," comments Kennedy of Ross' decision to hire Hall of Fame jockey Stevens to play another famous jockey, George Woolf. "I mean literally, Gary Ross walked through the jockey's room, saw Gary, looked at him and said, 'You know what? How would you like to play George Woolf?'
Even though Ross had never spent anytime with Stevens, he and the producers felt that the champion jockey, one of the finest riding today, was capable of acting.
Sometimes you just get hit with an instinct," Ross explains, "He looks like a movie star, and there was a cocky bravado, a kind of confidence."

With a lot to be confident about, Stevens is arguably one of the sport's greatest living riders. A Hall of Fame jockey with more than 4,700 wins in his career, he has eight Triple Crown victories (three Kentucky Derbys, two Preakness and three Belmonts). Additionally, he's won eight Breeders' Cup Classics and his horses have earned more than $200 million in combined earnings.
Stevens wasn't sure Ross was serious when he offered him the part. "I thought it was a joke at first, but after the Kentucky Derby, I went ahead and agreed to play the part. At that time I had no idea how big it was going to be."
The filmmakers sent Stevens for a few days of training with respected acting coach Larry Moss. But Moss sent Stevens home after a day.
Despite his filmmakers' opinions, Stevens downplays his skills as an actor. "Fortunately for me, I don't have to do a lot of acting," he quips. "George Woolf is very similar to me - I mean, he was a top-class rider and he liked to have a good time. His nickname was 'The Iceman.' They said he had ice water running through his veins. Nothing bothered him, he thrived on the big races and it's just a character that I feel very, very comfortable playing."

But Ross, who studied acting with famed teacher Stella Adler, knows there's a little more to acting than simply being yourself. "Every scene Gary has done he has been prepared, he has totally understood what to do," says the director. "I don't know where this came from, he just has a natural ability. It was one of the biggest surprises for me, how good an actor he turned out to be."
Of the parts written specifically for a particular actor, the role of Tick-Tock McGlaughlin was the second for Ross. And for him, only William H. Macy, another Pleasantville alum, would do.
Ross created the role of the fast-talking radio announcer. He recalls, "Tick-Tock McGlaughlin just hit me while I was in the middle of the script. I knew I was going to need a track reporter once the story shifted to Santa Anita. I'd seen those kinds of touts. But the character, his sense of humor, his rapid-fire delivery and play on words, his boozing and carousing, all just came to me in real time while I was writing. I think I'd written one monologue of it when I realized, 'Oh, this is Macy.' I normally don't have such happy accidents."
Macy was thrilled to play the part he describes as a cross between radio legend Walter Winchell and a carnival barker. "Gary is a great writer," says the actor. "In order to tell the story, he needed a bit of a Greek chorus, someone to move it along and to tell us what we were seeing. And secondly, I think he just landed on the idea of spicing up this story with this insane character. So he created this great character for me, who has all of these hysterical speeches, which I deliver as fast as I can humanly speak."

Lastly, the screenwriter/director/ producer created a third role for a very different kind of voice: noted historian David McCullough. Ross states that one of the draws of Hillenbrand's book was her ability to bring the history of the period alive. To replicate that, he chose to incorporate a narrator. The Depression was a story in itself, dramatic and complex, and Ross believed it needed to be told.
He observes, "It was a time when people from all different walks of life were thrown together. So, one of the first decisions I made was to have McCullough narrate the film. I wrote the lead for Tobey, I created Tick-Tock for Bill Macy, and I wanted David McCullough as the narrator."
"We wanted to be able to tell the story of these three men and the horse," adds executive producer Allison Thomas, "but in order to get the full impact of their lives you really had to have a broader understanding of the Depression."

"There were two ways I could think of to do that," continues Ross. "I could try to establish the historical context dramatically or force it into the movie in a way that the movie may not be able to hold. But I thought the better way would be just to tell it. Why do I have to be a slave to the dramatic devices of creating a bunch of characters to reveal something when it could be so exciting to shatter the fourth wall, using something unique like documentary filmmaking techniques, use somebody as iconic vocally as David McCullough and give the audience a sense of realism that would be much more compelling than anything I could possibly dramatize? I felt that that was a much more interesting way to go."
"When I read the screenplay," recalls historian McCullough, "I just thought, 'This is wonderful, this is really a great story. And if I can help tell it, I would be delighted to do so.'"
"Anything David McCullough says you tend to believe," observes Frank Marshall. "There's just something about the credibility behind that voice that works on so many levels, whether it's a PBS documentary or in this case, narrating the film."

Behind the voice is one of the country's most respected historical writers. With two Pulitzers and two National Book Awards, the former President of the American Society of Historians has been called a master of the art of narrative history. In addition to his best sellers, Truman and John Adams, McCullough has authored books on the Brooklyn Bridge, the Panama Canal and Teddy Roosevelt. He has been an editor, essayist, and lecturer and has appeared on Smithsonian World and The American Experience. He has narrated numerous documentaries, but Seabiscuit is the first feature film to which he has lent his voice.
"Feature films very rarely use a narrator," McCullough explains, "but in this case, it's so important to understand the background, understand what was happening in the country at that time. And that is hard to do if you're just doing it through dialogue. It's a very significant and important passage in our story as country and as a people. That's why it's so wonderful when a film like this comes along, which not only captures the spirit of the time, and the setting and the context of what was happening, but does so with a great story, a real story."
McCullough's success lies in part in his understanding of an essential human impulse. "We want to go back in time," says the historian, "and I think it's part of human nature. Almost every fairy tale begins with 'Once upon a time, long, long ago.' And very often 'once upon a time, long, long ago' was not an easy time."

Even while filmmakers were hard at work filling the roles of Seabiscuit's two-legged actors, they were highly concerned with making sure that the best horses available would be slotted for the equine rolls - for all of the scenes involving the illustrious racehorse and his competitors scripted to take place in locations that varied from racetrack to horse farm to open countryside.
Rusty Hendrickson, a renowned motion picture horse wrangler responsible for spectacular horse sequences in dozens of films like Dances with Wolves and The Patriot, was brought on board by the filmmakers to secure and train the horses that would be used in the filming.
The Montana native had previously worked with all three of the leading actors - with Tobey Maguire on Ride with the Devil, Chris Cooper in The Horse Whisperer and Jeff Bridges on Hendrickson's first film, Heaven's Gate. Seabiscuit proved to be a different kind of project for the motion picture veteran who was used to working on Westerns and he welcomed the challenge of working with racehorses.
"We knew that we were going to be putting real jockeys on these horses," explains Kathleen Kennedy. "We knew that we had to make sure that the horses were sound and we knew that they would have to be running many, many different races in order to tell the story, so we came to the conclusion pretty early that we would buy these horses and we would create our own racing stable."

Hendrickson worked with the company to purchase more than 50 horses from around the country to participate in the film's numerous racing scenes. For the safety of the horses, any set of horses grouped for a particular race could only run a few takes and the animals were limited to racing only every other day. To make this rotating schedule possible, the production needed Thoroughbreds in a variety of colors. For the sake of not only the animals but the jockeys riding them, it was imperative that the horses were able- bodied and sound. Each horse was brought on only after it passed a thorough examination by the production's veterinarian.
"Rusty did a marvelous job securing all the horses," says Hall of Fame jockey and Seabiscuit race designer, Chris McCarron, who worked closely with Hendrickson throughout the production. "These horses have played an immeasurable role in our success."
There was, of course, one particular horse role that required particular attention. Director Ross observes, "A Seabiscuit comes along once in a century. Here was a horse that had amazing character and intelligence and a very idiosyncratic personality. He used to sleep much of the day - but he was also very fierce, very competitive. And he could be playful or lazy."

Seabiscuit was a one-of-kind horse and the filmmakers never imagined they could find his twin. Instead, they sought several horses that could embody a variety of traits that, when subjected to the magic of movie making, would emerge on the screen as a single horse.
"When you pick a horse," explains Hendrickson, "you don't know what his capabilities are. So we have several horses to cover the different personality traits of Seabiscuit."
Hendrickson went looking for horses that resembled Seabiscuit, a thankfully unremarkable bay horse. "He was not particularly attractive," Hendrickson continues. "He was a small horse, about 15 hands, weighing about 1,150 pounds. He was a bright blood bay with dark points and no white markings. It was lucky for us that he was a very ordinary looking horse."
Seabiscuit's looks, however, were the only ordinary thing about him. In order to portray this strange and special horse, over the course of seven years of his life, the production needed a wide variety of horses: they needed a horse that would stand still; a horse that could angrily rear; a horse that would bite; a horse that would lie down (alongside another horse and a dog at the same time); a horse that could be ridden with multiple cameras close by; a horse that actors, trained to ride, but novices nevertheless, could ride without risk of being thrown. On top of all of that, they needed a horse that could win and they needed a horse that could lose.

Ultimately, five horses raced regularly as Seabiscuit (with two more filling in on occasion), plus another three "trick" horses, making it a grand total of ten "Biscuits." While there was never any intention of creating a star, as the production progressed, one horse emerged as the "hero" horse. Fighting Furrarri was the animal used primarily with the cast, in such important scenes as Red Pollard in the winner's circle, George Woolf in front of the cheering crowds at Pimlico, and Pollard and horse recuperating at Ridgewood.
No matter how outstanding the animal, it takes an equally outstanding jockey to guide the animal around the track - they don't ride themselves.
"These guys are truly professional athletes," says Tobey Maguire, who underwent rigorous training to prepare for his role as jockey Red Pollard (see below). "It's a team sport - the horse is definitely doing the running but, without the pilot, it's not going to happen."
The production was doubly blessed with the participation of arguably two of the greatest jockeys in the sport today. In addition to Hall of Famer Stevens as George Woolf, Hall of Famer Chris McCarron was brought on board to work as the film's race designer (a title that encompassed a wide range of responsibilities), working side-by-side with Gary Ross on all of the horse sequences.

"From the beginning," recalls executive producer Thomas, "we wanted to have Chris involved in the film." Lucky for the production, McCarron had just decided to retire from racing in June of 2002.
"What was interesting," she continues, "is he had just retired and then started working with us and was immediately comfortable in this other environment. He had no learning curve at all. He just jumped right in. Later on, he even rode in the film as War Admiral's jockey Charley Kurtsinger."
"We realized that the horse racing component of the movie was probably going to be our biggest technical challenge," says producer Kathleen Kennedy. "Chris was instrumental in helping us find what our approach to the movie would be regarding the horses."
One of McCarron's first tasks was to find the professional jockeys who would ride the Thoroughbred racehorses in the film. "One of my jobs," explains McCarron, "was to find and secure some of the jockeys that were going to be participating in the film and fortunately I found a number of riders who were very capable and who also happened to be available. We were able to get a good group of riders. And quite frankly, they've done an absolutely marvelous job - all of which has been considerably more difficult than just going out there and riding a typical race."

McCarron recruited 12 jockeys from all over the United States. The jockeys were eager to participate in a film that would capture so much of the sport they loved.
"I was very pleased that Gary wrote so many races into the script," says McCarron. "I also knew that for all those races to be authentic and realistic, it was going to be a serious challenge for the jockeys, especially since we were using real racehorses."
Without overstating the obvious, Thoroughbred racing is an incredibly dangerous sport. As Laura Hillenbrand writes in her book: "Serious insults to the body, the kind of shattering or crushing injury seen in high-speed auto wrecks, are an absolute certainty for every single jockey. Today, the Jockey's Guild, which covers riders in the United States, receives an average of twenty-five hundred injury notifications per year, with two deaths and two-and-a-half cases of paralysis. According to a study by the Rehabilitation Institute of Chicago, each year the average jockey is injured three times and spends a total of almost eight weeks sidelined by injuries incurred on the track."
Mindful of these sobering statistics, the production took many steps to curtail those dangers while re-enacting the numerous racing scenes. That the production was successful, not only in achieving its goals of capturing the sheer power of Thoroughbreds racing down the track, but in doing it without incident or injury to horse or human, is a testament to the filmmakers, crew, the jockeys, actors and the horses themselves.

Maguire had gone to the racetrack as a kid and had done some riding on Ang Lee's civil war drama, Ride with the Devil, but the actor would need intense preparation before he could realistically portray a jockey.
"There was a lot of transformation that had to happen," explains Ross. "Tobey is 5'8" and Red was 5'7". Any jockey who is that tall is obviously going to really fight with weight. So Tobey went on a huge reduction program in order to get to the place where he could play the part. He weighed about 160 when it started. I thought if he got to 150 he would look gaunt enough to sell it. He ended up getting down to 137."
Maguire underwent extensive physical training with L.A. Kings strength trainer Joe Horrigan. "From the beginning we treated him like an athlete," says Horrigan. "He had 16 workouts a week, six strength, six cardio, three equicizer and one boxing."
The actor, who had bulked up to play Spider-Man, now had to become lean while increasing his muscle mass. The actor went on a supervised 1,650 calories-per-day diet, while maintaining his rigorous workout schedule. Horrigan trained Maguire utilizing many of the same methods used by Olympic weight lifters and he said that Maguire was a natural athlete.

"I've had hall of fame athletes who would have struggled through this," continues the impressed strength trainer. "He has good genes. Tobey acquired new motor skills quickly, which is a sign of a good athlete."
Director Gary Ross was equally impressed with Maguire's commitment and hard work. "He was really, really in amazing shape," says Ross. "His body fat got down to something like six percent, which is borderline unnatural."
In addition to his workouts with Horrigan, Maguire trained with the film's race designer McCarron, who secured an "equicizer" for the jockey-in-training. (Used by professional jockeys to train, the mechanical racehorse would also come in handy for Ross and the filmmakers - more below).
"We brought the equicizer over to Tobey's house," explains McCarron, "and I would go there about three times a week and work with him for about an hour-and-a-half per session. He caught on very quickly. He's a good study...he's a great study, for that matter."
McCarron admits to a little satisfaction watching the young actor sweat while training to do something that many people think is no more difficult than riding a horse. "It was fun for me," he confesses, "to see the pain and discomfort in his face when he was first getting down in the crouched position that a jockey has to maintain."

Maguire worked hard learning how to keep the thigh-burning balance necessary for rider and horse to race as one. Riding a Thoroughbred horse is more than a skill; it is an art, a concert of two very different bodies, the immense and powerful horse thundering down the track and the slight, near-weightless jockey expertly guiding him to the finish line.
"You need to know where to place your hands," McCarron continues, "how to push on a horse's neck and get the most out of your upper body strength. You need to know how to stay perched on a horse's back so that you are in perfect unison with that horse."
Maguire's training paid off. "He just took to it immediately," says his director. "He has incredible balance, incredible form. I mean, the first tape that we saw we realized he was absolutely going to look like a jockey."

As a dozen professional jockeys would be on set through much of the filming, judging the young actor's racing prowess, McCarron decided to show some video footage of a racing Maguire to some of the other jockeys. "When I first showed a few jockeys, they couldn't believe that after only five weeks time he had such incredibly good form. He looks like a great jockey."
Although the majority of the actors recruited by Ross and the filmmakers were not called upon to portray jockeys themselves (although most did ride in several scenes) almost all of the cast had some form of preparation and training prior to filming, which also included riding.
Though not required to ride any of the Seabiscuits, Bridges had his own set of challenges in bringing to life an almost larger-than-life character. Early on, he contacted author Laura Hillenbrand while he was preparing for the role.
"It was really terrific to have Laura available to answer some questions that I had in the beginning of my preparation process," says Bridges. "She was so gracious and open and went far beyond any of my questions, and really filled me in on a lot of the details about Howard and Seabiscuit. She gave me a lot of photographs and lent me a few personal items of Howard's that she happened to have. It was great to have those in my pocket, kind of feel his spirit there, too."
In addition to culling his own past for clues to building Tom Smith's character, Chris Cooper worked on changing the way he spoke. He succinctly says, "The one big choice I made was to find a completely different voice for Tom."

From becoming accustomed to the social norms of the period to simply practicing talking quickly, each actor had their special preparation to help them bring their character from the page to life before Ross' cameras.
Well before shooting began, trainer Rusty Hendrikson spent weeks working with the horses, prepping them for their big screen debuts.
"First thing Rusty did after he acquired the horses was to unwind them a little bit," says McCarron. "They came from a racetrack setting and they were pretty geared up. Rusty had to just get them settled so they would be cooperative."
Hendrickson conditioned the horses so they would be comfortable not only with the cameras, but with a Hummer and a truck loaded with cameras, cranes and people riding along side them - no small feat with these tightly wound, easily spooked, horses. As Chris explains, "Horses are really afraid of things way up above their heads, and we had to be very careful with these cameras on the crane arms, making sure that they were all moving slowly enough to where they didn't spook the horses."

Once the horses had eased into life before the cameras, Hendrickson teamed up with McCarron for a week, running what they called "jockey school," working with the jockeys to get them accustomed to the horses.
During the school, Hendrickson, McCarron and the jockeys spent a week working with the horses, getting to know them and finding the best fit between horse and jockey. "We spent five days at the Pomona Fairplex taking the horses through their training regimen, getting them accustomed to the insert car, to the positions that we needed them to be in. We also worked them in the starting gate, getting them accustomed to standing in the gate for longer periods than they're used to," McCarron explains.
In addition to preparing the horses for unusual work, the time also allowed the jockeys to get used to the horses. "It was Gary Ross' idea to have the rehearsals," McCarron continues. "I hadn't thought of that, but I'm certainly glad that he did. It gave everybody a good chance to get familiar with the horses and their habits, their likes and dislikes."
Ross took the bold step of starting principal photography with one of the most difficult scenes in the film - the bug boy race. True to life and meant to illustrate the extreme circumstances that jockeys like Red Pollard endured, the race was shot with the film's jockeys fighting atop the horses...all at 35 mile per hour.

"If you fight in a race today," explains jockey Joe Rocco, "you get ruled off for life."
Today's racehorses were not used to flying crops and fisticuffs, even though the production's crops were made of foam. "They had to tolerate riders swinging away at each other," says McCarron. "The horses can hear that noise and see all that commotion on their backs and can easily get spooked." But all of the pre-training inured the racehorses to the fighting, noise and distraction.
The jockeys, most of whom have been racing for many years, were amazed at how the horses learned to be unafraid of this less-than-orthodox racing practice.
"Horses are pretty much unpredictable," says jockey William Hollick. "They spook very easily from sudden movement. We had to pretty much jump all over each other in practice just to get them used to things - like our hands flashing past their faces."

Jockey Joe Rocco recalls, "When we first got on them they were ducking and weaving all over the track. But Rusty did a tremendous job getting these horses relaxed and calmed down enough to shoot the scene."
Jockey Luis Jauregui, who grew up at the track and whose father trained racehorses, came to have a great deal of respect for Hendrickson and the film's wranglers. "I've been around horses my whole life and I've learned so many things from Rusty and these guys, in the way they respect horses and work with them. Everything has revolved around the horses. Rusty is a great horseman."
"One of the first things I realized," the director recalls, "is that the camera had to be moving with the horse - it had to be in the middle of the race. I had to get close enough to the real horses so we could feel what it's like." Ross was determined to capture the intense physicality of the sport. This, like many of the challenges the production team faced, was met with a combination of innovation and extraordinary planning.

Ross needed a cinematographer who was willing to take risks, to try new things, someone who was willing to go on what was guaranteed to be a wild ride. And through an unusual recommendation, he found one.
As Ross recalls, "My son Jack, who was six at the time, came to me and said, 'Dad, you have got to see this movie, this is the man who should photograph your movie.' And I said, 'Well, Jack, okay, I'll go see the movie.' He was convinced I would love it and he was absolutely right. I was knocked out."
The movie was The Rookie and the cinematographer was John Schwartzman.
Ross recalls, "I got there late so I didn't see the credit. I watched the film without knowing who shot it. I appreciated the lyricism in the way he shot a lot of the film. There was so much beautiful storytelling, lit so beautifully and in a gutsy way. My son said 'Dad, you know the best shot in this movie?' and I expected him to say, 'The homerun.' But he said, 'When Jimmy Morris is throwing that ball against the fence and all you can see is the fence in focus and Jimmy Morris is all fuzzy behind it.' And he was right, it was an amazing shot."
"The irony," says Schwartzman (whose credits read like a box office report of high-earning action films like Pearl Harbor, Armageddon and The Rock), "is you think you get more work off a big film with a huge budget that is very widely promoted, but in fact, it was The Rookie that landed me in Gary's office."
Unlike a day at the track, the outcome of the races being re-enacted for the cameras was a foregone conclusion. The production needed the horses to not only run around the track aside a camera car, but to also run in order.

"Every race that we run is a race that is in the history books," reminds jockey/actor Gary Stevens. "The details of each one of those races is written down and it's very important that we have the scenes choreographed as close as we can to the original."
"Thoroughbreds are unique animals," executive producer Allison Thomas explains, "and they are notoriously high-strung and unpredictable. In addition to millions of dollars of equipment, we had to ensure the safety of the jockeys, the actors and the crew. For that, we relied on Rusty and Chris and their knowledge of these horses."
Every morning at 11am for two months prior to shooting, Ross held a race meeting; in addition to John Schwartzman, the meeting included McCarron, Hendrickson, Julie Lynn (production manager for the horse unit, coordinating any activity involving horses and/or jockeys), stunt coordinator Dan Bradley, script supervisor Julie Pitkanen and first assistant director Adam Somner.
"We would talk through every single race and every single set up," recalls Ross. There was an outline of the track on a huge board in the conference room of Ross' production company on which the filmmaker would describe the action, chart out the camera movement and explain where each of the horses were in relation to each other every step of the race.

"They would see what their horse resources had to be," says Ross, "how the horses had to match up, what the turnaround times would be, and then take all this information to first A.D. Adam Somner."
"Some horses are very, very quick and have early speed," offers McCarron, who organized the specifics and his observations of each of the horses onto an Excel spreadsheet, grading every horse on the basis of its strengths and weaknesses. "Each one had singular traits. Some horses have more stamina, some horses don't like to be on the inside, some don't like to be behind horses and get dirt kicked in their faces."
"Some horses were hard to pull back, others would be harder to use to pass," adds Hendrickson. "We just got together every morning and worked it all out. By matching abilities and kind of handicapping the horses, knowing what we needed, we figured out which horses would race on that day."
Recreating the races was challenging because, as everyone found out, Thoroughbred horses are bred to win...not to place, or show, and particularly not to lose. While the horses acquired by the production were not Triple Crown hopefuls, they were also only running in spurts across distances much shorter than the traditional mile or so. And, as Ross points out, "Even the slowest horse can win over three lengths."
"The riders couldn't hold their horses back because it would look obvious," says Hendrickson. (Therefore, one of the key attributes looked for during horse casting was patience.)
McCarron counters, "They are racehorses and they are very competitive. It's difficult to keep them at a certain speed, they want to go faster."

And because each race was choreographed, the jockeys needed to adhere to the race plan without making it look staged. "When we ride in a typical race, we receive instruction from the trainer and basically just have to worry about ourselves," explains Chris. "But for filming, we had to position the horses exactly where Gary Ross wanted them to be and keep everybody on their marks, whatever the proximity was - whether it was two lanes, three lanes, half a lane, or just a length between the two. That's been a real challenge and the riders have done very well."
This choreographic balancing was facilitated by the use of wireless receivers. Each jockey was fitted with an earpiece, through which they would hear McCarron's instructions.
"My job has been to understand exactly what Gary wanted and to translate that vision into jockey jargon," McCarron explains. "I might say to them, 'Make believe that you are going to work this horse 5/8 of a mile, and you're going to start off nice and easy. Then, you're going to let another horse hook in with you and you're going to stay in company...then, all of a sudden, you're going to be chasing this pack that is up there eight, ten lengths in front of you and you're just going to explode through the pack.' And that's what they have to do."

While conceptualizing his screenplay, screenwriter and director Ross found a dramatic organization in Hillenbrand's account of Seabiscuit's races.
He recalls, "Each race had a three-act structure. The premise was established in the clubhouse turn, the complications in the back stretch and the conclusion of the third act happened coming out of the far turn and into the home stretch."
The discovery allowed Ross to find the unique character of each race. It also meant that he would have to find a way to bring that character - different in every race - to the screen.
Hillenbrand's detailed descriptions of the races allowed Ross to see racing in a way he never had before. While no stranger to the track, Ross hadn't fully appreciated how visceral horseracing could be.
"I wasn't really aware of how concussive, how violent, how fast, how exciting a horse race really is," says Ross, "until I read her book and it was brought alive for me." And so Ross was determined to capture Hillenbrand's vivid descriptions of racing on film.
"The challenge," he continues, "is to show these horse races in a way that is faithful to Laura's descriptions. Because in the book, she made people understand - this isn't the race you're used to seeing from up in the grandstand, with all the little horses running around the track. You're in it."
"It's an extraordinary thing to see this creature moving at forty miles an hour with the grace that it does," says Hillenbrand. "Gary's shown that in a big way. That excites me because this is why I go to the horse races. I'd like to see more people going and I'd like them to see it with my eyes. And I think Gary's done that."

In order to successfully bring the story of each race to life and show the audience the drama and fierce power of Thoroughbred horseracing, Ross would need to shoot from inside the race. "I have to have the jockey's point-of-view. I have to be able to frame those moments when jockeys talk to each other while they're racing. I need to track all the subtleties that occur during the race."
The director would need close-ups and medium shots, like any film, to give the scenes dimension and depth...except these scenes were happening on the backs of 1,200-pound, highly sensitive animals thundering down an uneven surface at 40 miles-per-hour with real people balanced precariously on their backs.
"During our race meetings over the summer," Schwartzman recalls, "we immediately began brainstorming ways of getting the camera close to the action. Part of it was meeting with the horse trainers and asking, 'If we put a crane on a camera that will allow us to extend an arm out 30 feet, can we run alongside the racehorses at 40 miles-per-hour? Will they freak or will they just run?' That was sort of step one."
Even before the film went into pre-production, while adapting Hillenbrand's book, Ross wrote out a shooting plan for every scene. "I would say things like, 'We'll start with a crane move here, and we'll pop in these characters here, and we barely see them because they're silhouetted."

These shooting plans evolved into detailed accounts of how each scene would look and feel, how it would be lit and how it would be shot. Out of this came another innovation that was crucial to the production's success: a race book. Like an NFL playbook, it was a computer-drawn, two-dimensional representation of where the cameras, horses and jockeys were for each shot during every race. The multi-color race books were distributed to every crewmember involved in shooting the races, including camera operators, stunt men, jockeys and assistant directors.
The extensive planning was helped (as was much more that would come later on) by the fact that Ross had spent months writing the material he was now directing. Observes Kathleen Kennedy, "I love working with a screenwriter/director because every single scene you are discussing, whether it's in pre-production or during principal photography, is informed by the person who wrote the material. We were faced with a very, very complicated movie, with a lot of technical challenges and Gary was so clear about what his intent was in each of those scenes that it made the job of delivering what he needed much, much easier."
Extensive planning was a necessity, as Ross points out "everything had to be choreographed and scheduled within an inch of its life."

Including the daily race meetings, which carried into production. At Santa Anita where the crew shot for nearly six weeks, Ross created a makeshift track on the linoleum floor inside the betting hall in the grandstands. Using electrical tape on the floor with plastic horses and toy trucks standing in for the full-sized versions, he would review the day's work with the crew, always bearing their race books in hand.
Ross and the filmmakers were acutely aware of period authenticity - which usually translated into finding appropriate locations rather than coming to rely heavily on construction. In their trek to find locations that could stand in for some of the historic Meccas of the horseracing world during the Depression, Ross, Kennedy, Marshall and executive producer Robin Bissell toured the country's racetracks searching for suitable places in which they could recreate Seabiscuit's story.
First Assistant Director Adam Somner relates, "There were three elements that were crucial while we were scouting: first, we wanted, as much as possible, to use the real places from the story; second, we looked for racetracks that hadn't been too modernized; and third, we needed to be able to have access to the tracks."

The group ended up crisscrossing the country, beginning with a 100 year-old stock farm in Hemet, California (used for the bug boy racing sequence). The company also utilized the track, grandstands and back area at the Pomona Fairplex in California (after some modification), which doubled for Tijuana's Agua Caliente racetrack.
Following filming of scenes in Hemet and Pomona, California, location shooting moved to Saratoga to shoot scenes taking place in the New York City Jockey Club. From Saratoga, they went on to horse country, Lexington, Kentucky, home of Keeneland racetrack, to shoot the match race between Seabiscuit and War Admiral; for 14 days they worked to recreate the historic race, filling the grandstands and the infield with more than 3,500 extras.
The filmmakers were lucky to have one of racing's greatest gems right in their back yard. Santa Anita Racetrack, which opened Christmas Day of 1934, nestled at the foot of the San Gabriel Mountains, 14 miles northeast of Los Angeles, is a beautifully maintained track. The Art Deco creation of architect George Kaufmann, the picturesquely situated track still beautifully evokes the heyday of early 20th Century Thoroughbred racing. The scene of several milestones in Seabiscuit's career still stands as one of the world's most renowned sporting landmarks.

The large and nearly empty racetrack was an ideal place to shoot a film in many respects. The company was allowed to use much of the vast space inside the grandstands for holding, dressing and making-up the thousands of extras on the big racing days; they were able to build a handful of small sets in which to shoot several scenes as well. This arrangement allowed Ross to shoot William H. Macy in Tick-Tock's lair simultaneously with the horse racing.
The production had a set number of days they could shoot at the historic Santa Anita track. The company had to be out several days before the track opened for the season - there would be no exceptions. This meant that Ross had to find a way to double up the work, shooting the racing and the dramatic scenes at the same time.
"I would be off shooting a dramatic scene," recalls Ross. "The horse unit was on the track and I would be directing that via a wireless communication device, seeing the images transmitted to me on a separate set of monitors. It was a bit of a touring circus in that respect, a lot going on at once. Frank Marshall and I would talk throughout the day. Fortunately, I could see the images and since I had rehearsed all the work in the morning with everyone, it made it a manageable touring circus...but a touring circus nonetheless."

"John worked very closely with Gary to literally outline every single shot of the horseracing prior to shooting," says producer and former camera operator Kathleen Kennedy. "They chose equipment through a long series of tests to determine what would be the best suited for use with the horses, what would be the best way to achieve the feeling of being inside these races."
Says Schwartzman, "If there's a piece of equipment that can move a camera, we have used it on this movie. From sticks where we are locked off to the Strato crane, with it's hundred-foot arm, and everything in-between. The only thing we haven't done is put the camera underwater."
The need for innovative thinking with regard to shooting was necessitated in large part out of concern for the safety of the horses.
"A racehorse can do limited takes every other day. So suddenly we were faced with this problem," Schwartzman explains. "We need to do 12 different shots a day, let's say three takes per shot. How are we going to be able to do this? We had to run multiple cameras because we didn't have an unlimited budget for horses."

"We needed a huge amount of flexibility in how we could move and maneuver the camera around the horses," says Ross, "and we did that by utilizing a technocrane on the camera car using a mount for the camera called an XR head - it's made by Westcam, the people who make the helicopter mounts. It's a phenomenally stable piece of technology. It compensates for any jiggle or rattle and can hold a rock solid image on an 800-millimeter lens. I mean, it's a truly remarkable piece of engineering."
Schwartzman adds, "The horses run on dirt tracks that are very rough to drive on. We contacted a company that makes gyro stabilization camera platforms, and they had just invented a new one. We decided to test it out, and it turned out to be an extremely important piece of equipment for us. It really allowed us to get right in there."
The camera car, a Hummer, rigged with two cameras (one for wide shots, another for tight shots), would then follow the horses, sometimes tracking as close as four or five feet from the animals' heads as they raced around the course.

Cameras, cars, crew, horses, jockeys - with so many variables, synchronization of effort was crucial. A walking rehearsal at the track followed the morning meetings.
"You can't visualize sports, I know this from tennis," Ross explains. "You can't imagine it. People needed to understand the rehearsal in their muscle memory. They needed to feel it. So one of the things we discovered was that the walking rehearsal was essential. We would do it without the horses. The guys on the camera car, the grips, the camera operators and the driver would all pretend to do what they were doing, and the jockeys would run along the ground as if they were on horseback. It looked like a Jacques Tati movie - the camera operator pretending to operate and the boom operator pretending to use the boom and all of us jogging down the track."

Even with all of the advanced technology at his disposal, Ross still wanted to bring the viewers even closer to the racing action. Several of the scenes involved jockeys holding discussions while in mid-race; one race in Agua Caliente, Tijuana called for a half-page of dialogue between jockeys. Also, the director needed to capture the jockeys' expressions, like when Red rides Seabiscuit for the first time. Even the use of the most accomplished rider would not enable Ross and his cinematographer to get the camera in for a close-up - not in a predictable enough way to be able to bank on getting the shot.
The answer to the problem came unexpectedly.
One day, while he was still writing the script, Ross came upon something called an equicizer while touring around the track with Chris McCarron.

"It was a funny-looking contraption that resembled a hobby horse," Ross recalls. "It was a mechanical horse that had springs, a weird wooden head and a carpet body."
McCarron explained that this was a device that simulated the experience of riding a racehorse, something he and other jockeys used during their morning workouts and for rehab. Ross started thinking. He then asked special effects supervisor Michael Lantieri and key grip Les Tomita to commission a vehicle for him. Lantieri and Tomita enlisted the services of NASCAR racer and insert car owner Allan Padelford, who actualized Ross' concept and built what came to be known affectionately as the S.S. Seabiscuit.

"It's a 12-foot by 20-foot rolling platform with steering in the rear and in the front," Lantieri explains. "It's built to the 16-and-one-half hands high spec so it would be level running alongside the horses. It's got a 454 Chevy engine built under the hood and it can travel around the track at 40 to 50 miles-per-hour."
In order to be able to closely capture two jockeys in action, Ross had two equicizers modified with realistic horse heads placed atop his newly created vehicle. The equicizers themselves were mounted onto tracks, enabling them to shift positions (one in the lead, now, the other) while the entire platform was being powered around the racetrack. All the while, the entire moving vehicle could be surrounded by the other horses in the race and Ross - through the ingenious combination of several cutting-edge filming techniques with specially designed hardware and camera equipment - was able to capture the smaller moments between two jockeys amidst the larger, frenetic world of Thoroughbreds and their riders in mid-race.
The ingenious S.S. Seabiscuit became an invaluable tool that enabled the crew to execute a variety of shots, getting in as close as needed and in virtually any position required. Adam Somner offers, "One of the reasons we were able to accomplish what we did was because Gary was committed to maximizing his shots, which is why the S.S. Seabiscuit was such a creative way to problem solve while actually improving what we were able to get. That's pure Gary."

Ingenuity was something that also played a vital role for both costume designer Judianna Makovsky and production designer Jeannine Oppewall. Both were struck by the scale of the panoramic tale Ross was bringing to the motion picture screen and realized that a variety of operational modes would be required to get the job done.
"It's a very large film," observes Makovsky, "and it's not just about three men and a horse. It's about the Depression and America. The first thing that struck me is how every walk of life has to be represented. It's a bit daunting to know that you're going to have to be filming everything that existed within a given time frame."

Seabiscuit presented a challenge to the designer who, during particularly large shooting days, had to dress upwards of 650 extras. To secure enough costumes for the crowd scenes, the production pulled from more than 35 rental houses in America, England and Italy. Of course, the specialty clothing in the film - for the lead actors and particularly all of the custom silks adorning the jockeys - were painstakingly created.
While some existing authentic pieces from the period were utilized (particularly women's hats, either onscreen or as models from which to create reproductions), the age of pieces kept their use to a minimum. "Although we tried to use as much period clothing in the background as we could," Judianna notes.
Having worked on several period films before, including Gary Ross' Pleasantville, Makovsky was no stranger to research. In addition to her own extensive library, the designer relied on the resources available in the Library of Congress and became a self-confessed Internet surfer.
Much of Makovsky's design came through in the contrasts between the established, moneyed East Coast society and the freer, upstart West Coast society, represented by the challenge match race between Seabiscuit and War Admiral.

She explains, "I tried to give the East Coast of America look completely different from the West, because a lot of the film is about this little horse from California infringing on their world." She and Ross decided on a darker, more severe look for War Admiral's backers, versus the freer, loser, more colorful people in Seabiscuit's world.
For the leading roles, the designer worked with Ross within specific areas to outfit the characters in their appropriate attire, often basing some of the core designs on photos of the actual people. She clothed Charles and Marcela Howard in "casual wealth," with Charles in variations on a single-breasted, three-piece suit switching to period Western-themed attire (worn around the paddocks and his estate) and Marcela evolving from a somewhat arty, actressy-type into a stylish woman appropriately outfitted for every occasion. Tom Smith remained the "old cowboy" that he was, with low-key functional clothing that included cardigans, as well as somber suits, which the trainer began to wear "when he realized he was with a famous horse."

Makovsky admired the transformation Tobey Maguire underwent to play Red, a down-on-his-luck fighter who becomes the champion jockey. Most of Red's earlier clothing is nondescript and worn repeatedly, in keeping with a man living through the Depression with little more than a pillowcase of books slung over his shoulder. His transition mostly occurs in the authentically reproduced crimson and white Howard silks.
Judianna says, "The original jockeys' silks were much more tailored garments. Our Howard silks, as well as George Woolf's and the silks on War Admiral's jockey, are accurate. We actually had Woolf's original britches and we copied his boots. The Howard red is copied from the originals - although GaryRoss and John Schwartzman were so great, sitting with me while we tested several pieces of red fabric to get exactly the right one on camera."
The director lauds Makovsky's work and says, "I don't think there's a better costume designer in the world. There is an obsession to detail in what she does that's almost amazing."
Actor Cooper comments, "The look of the clothes is important - it helps the actor get to the place he needs to be to be believable."

"It's pretty straightforward - I just started asking questions," explains production designer Oppewall on how she began to confront the large canvas of Seabiscuit. "I didn't know much about horses. I'd been to the racetrack once in my life before. So I had to start learning the language."
She acquired a book on Thoroughbred racing, xeroxed the glossary out of the back and kept the page with her until it sank in.
Like her colleague, the production designer had previously worked on a number of period pictures and could rely on her own completed research, which she augmented with classic images from federal historical records. And, like Makovsky, she found the contrasts among the societal delineations very telling.
"Most of the movie takes place in the rarefied world of Thoroughbred racing, where by and large a lot of the people were not that affected by the Depression," observes Oppewall. "However, Seabiscuit became a symbol and this whole other world entered the picture, as the infield is filled with ordinary people, paying 25 cents to see their hero."

Oppewall classifies Seabiscuit as a "find and fix movie," where period appropriate structures, furnishings and props are secured and groomed for the screen with cameras shooting around (or post-production eliminating) anachronistic elements. Building commences if such "finds" aren't available.
Each of the locations had its own shortcomings that required "fixing." Santa Anita had added a modern Clocker's Corner, which had to be ignored; production added awnings and some architectural details that had been original to the structure but had been removed over time, in addition to modifying the tote boards and removing modern signage. Saratoga required comparatively little work to bring its vintage look to the fore. Keeneland had modern additions that also needed to remain off camera. Hemet, although surrounded by condos and restaurants, proved to be somewhat of a time capsule once inside. The Los Angeles County Fairgrounds' track and grandstand were modified to look like Tijuana's Agua Caliente racetrack.

A ranch in Hidden Valley, California, became the site of the Howards' country estate, Ridgewood, with some existing lesser structures augmented by new building to give the full range of exteriors and interiors required. The impressive and sprawling ranch house was entirely created and so splendidly rendered that when the daughters of actor Jeff Bridges visited the set, they had to be convinced that it was not a "real" house - which they believed until they mounted the stairs to discover the non-existent second storey.
In addition to the magnificence of Ridgewood, several interiors were completely constructed for the film to Ross' specifications, including three different jockeys' rooms (Keeneland, Agua Caliente and Santa Anita). Perhaps one of the designer's favorite creations was Tick-Tock's lair, which the director and Oppewall dubbed "kinky and stinky."
While Seabiscuit proved a challenging but rewarding project for the entire production team, the shoot had to overcome a particular unfortunate situation, what businesses refer to as "force majeure," while at Keeneland.

Jeannine Oppewall remembers, "We set up the track for shooting in Kentucky - infield beer tents, food vendors, awnings for the horse paddock - by Saturday night, so that the greensmen could finish on Sunday and we could shoot on Monday. Then we had a charming tornado, which blew through half of the set. So early Sunday morning, we were out there examining the shredded dressing with flashlights, salvaging what we could. It had blown half of the set down and left the other half just mysteriously standing on top. Overnight, we re-set some of them and pieced together from the torn pieces what we could."
The tireless efforts of all paid off. Jeff Bridges sums up, "When you come into a place where the character that you're portraying actually lived and walked, something about that adds to the experience - and ultimately, to the film."

"This was a story I really wanted to tell," concludes screenwriter/ director/producer Ross, "and to do it, we had to honor the history while translating it to film. It was a huge task - a story that spans years and comes to embody a nation during a particular time. But I'm proud of this film, and I think we've managed to convey it all on the screen."
Universal Pictures / DreamWorks Pictures / Spyglass Entertainment Present A Larger Than Life / Kennedy/Marshall Production of A Film by Gary Ross: Tobey Maguire, Jeff Bridges and Chris Cooper in Seabiscuit, starring Elizabeth Banks, Gary Stevens and William H. Macy. The casting is by Debra Zane, C.S.A. The music is by Randy Newman. The costume designer is Judianna Makovsky. The film editor is William Goldenberg, A.C.E. The production designer is Jeannine Oppewall. The director of photography is John Schwartzman, A.S.C. The executive producers are Gary Barber, Roger Birnbaum, Tobey Maguire, Allison Thomas and Robin Bissell. Seabiscuit is based on the book by Laura Hillenbrand. The film is produced by Kathleen Kennedy, Frank Marshall, Gary Ross and Jane Sindell. Seabiscuit is written for the screen and directed by Gary Ross.

The film is distributed worldwide by Universal Pictures. 2003 Universal Studios.