In Revolution Studios' horror/thriller The Fog there really is something out there in the dark.   
In the small town of Antonio Bay, a terrifying and malevolent force hidden within a thick and deadly fog terrorizes the local residents. Shrouded by the mist is a ghastly mystery of merciless revenge, one that the town's inhabitants would do well to unravel -- before it's too late. 
In 1871, as an eerie mist was rising over the sea, four men committed an unspeakable crime. The crew and all the passengers of a clipper ship sank to a watery grave. Their lives lost, their names forgotten, their stories remained unfinished and untold as an impenetrable fog concealed the murderers' grisly secret for several generations.   
Now the restless spirits of the dead surface, determined to reveal the past and bring this perfidious crime to light.
"The past is literally being washed up into the present," says director Rupert Wainwright, "so weird things start appearing.  As more and more of these items appear, we slowly begin to realize that two worlds are destined to collide."
In the original film version of The Fog, directed by John Carpenter, Elizabeth (played by Jamie Lee Curtis), is an outsider who hitches a ride into town and is caught in a nightmare not of her own making.  In the updated version, Elizabeth also hitchhikes into town, but she was born and raised there, which strengthens the film's past-meets-present theme. "Elizabeth has a history on the island. She's invested in the people, and she has unfinished business with Nick," says Grace. "She's also descended from one of the town's founding fathers, so she's implicated in a more significant way.  While she still serves the same purpose as in the original movie, Elizabeth is a very different character in this version."
"The Fog is about accountability," Welling explains. "Unfortunately it's not accountability for what you did, but what your ancestors did. And there's also an environmental issue - what we do today may affect generations to come and we need to take responsibility for what we do."
"The Fog focuses on the nexus of the past and the present, and how the past comes back to destroy the present," says director Wainwright. "These people are all descendents of those four men who murdered a couple of hundred people and took all their money. With that money they created this town, which became quite successful."

ABOUT THE PRODUCTION
When producer John Carpenter and his partner, the late Debra Hill, were first approached by David Foster about remaking Carpenter's 1980 classic The Fog -- at the suggestion of Foster's colleague and associate producer Shane Riches --Carpenter was intrigued but certain he didn't want to be at the helm again. It made more sense, according to Carpenter, to let "some young genius take over and make it better."  He and Hill agreed to let Foster, who produced Carpenter's The Thing, move forward with the project. Foster was game not only because he loved the original but because of his prior experience working with Carpenter. "He's the most comfortable guy to work with," says Foster. "He doesn't indulge himself.  To me that's important."   
Foster was also attracted to the original's lack of violence and gore despite its subject matter. "One of the things about the original The Fog that I loved was that most of the violence is suggested. When you look at it today, it still holds up. It's scary as hell."
Foster continues: "I have five grandchildren and I want to make movies they can see. I don't think I could do a bloodletting movie. I think this is a fabulous ghost story about these people trapped in the bottom of the ocean for 100-some odd years who arise to seek revenge on the descendents of the men who killed them."
Foster met with Hill at the hospital where she was valiantly battling cancer. Despite her condition, Foster fondly recalls, "She was the same old Debra, filled with great energy and passion for the movie-making process."
Foster then approached Revolution Studios and within 48 hours, a deal was struck. "I've known (Revolution Studios' founder) Joe Roth for many years," says Foster.  "He's an honorable guy. Revolution Studios is one of the few places in Hollywood where a working producer, a guy who knows how to produce films and knows what it entails, is running the show."
Foster, Carpenter and Hill then began looking for a screenwriter to update the original. Cooper Layne, who had written The Core, another film produced by Foster, met with everyone's approval. "He's a really talented, fresh, new writer," explains Foster.  "Everybody was excited with his take on the material."
Carpenter concurs with Foster's assessment. "Cooper came up with several pages of ideas about The Fog that were really terrific. He did a fabulous job of keeping the essential story but making some significant changes." 
While Layne toiled away at his first draft, Foster suggested they bring a director on board early in the process. Carpenter and Hill agreed. "We hadn't finished the script," says Foster, "but inevitably a director will come in and bring his vision to it, so I thought it would be best to have the director with us from the beginning. We were all impressed with Stigmata directed by Rupert Wainwright. When we met him he had already visualized the movie."
The recent spate of successful horror films begs the question, "Why is the genre so resilient?" 
"Horror has been with us since the beginning of movies," says Carpenter. "All of us can all relate to horror. We are born afraid. We come into the world screaming and get whacked in the butt.  And we all are afraid of the same things. There may be cultural differences in humor but not in horror. So horror is perfect."
Horror is also high on entertainment value, Carpenter continues. "They make for great date movies. You get all jacked up, your adrenaline surges, you yell, you scream -- then you laugh because you screamed."
He cites the recent success of such films as The Ring and The Grudge, both of which take the genre seriously. "They respect the story and tell it with all seriousness."
Like those movies, the new version of The Fog reflects the sensibility of a generation of filmmakers who grew up on suspense thrillers like Jaws and The Fog. "I think it's just natural that the people who watched those movies as children and have now become filmmakers, want to see the kind of movies that they enjoyed. And even if it's not a remake, it's usually inspired by some other film," Carpenter concludes.
Another aspect of what is appealing in the more successful horror films is the inversion of what is otherwise normal or safe -- taking the benign and making it feel dangerous.  "Part of why The Fog works," explains Selma Blair, "is that we normally think of an island as very secure and safe, a place where everyone's happy. And fog, which is normally very idyllic and sweet around a lighthouse, becomes a monster in our film. That's always the trick in horror movies, making something that seems to be a comfort into a threat."
"Visually, fog is rather beautiful," says director Wainwright. "Yet anybody who has driven along the grapevine up to northern California knows it can be very dangerous.  You can't see anything, and people die in car crashes all the time around there.  In horror movies, it's fun to play with a thing of beauty and make it frightening."
Maggie Grace concurs. "After I accepted this role I started watching as many horror films as I could to educate myself in the genre and get an idea of what makes them work, what makes them scary. I wanted to break it down for myself. After seeing a movie like Jurassic Park, you never fear that a dinosaur is going to come rampaging down the street after you. But if it's about the people in your neighborhood … It's all about finding fear in everyday things. That's what really sticks with you. A week later, you're still a bit creeped out by those kinds of movies."
In the past, horror films tended to appeal to a heavily male audience. At present, they skew younger and more female. "Horror films are young people's films," explains producer Foster. "And the largest demographic -- 56 percent -- is young women. That's only in the last four years." 
One reason for the demographic shift may be the tendency in horror films for the female characters to emerge victorious. "Horror movies have become such a great vehicle for women to prove themselves as heroines," says Blair. "They are the first movies in which women rise up and save the day. They took the idea that women were victims or helpless and turned it inside out. I think we have to thank people like Debra Hill for the way she depicted women in horror movies."
Grace wholeheartedly agrees. "It's nice to play a character who is empowered, who gets in on the action," she says, "someone who isn't being carried through the movie the whole time."   
In addition, Grace and Blair liked the theme of The Fog. "It's a morality tale wrapped in a horror film, a story of consequences, with very real characters," says Grace. "Some films in this genre just plunk down characters in a situation where they investigate what's happening, but we never really know who they are. I liked that our script explains the characters, how they are interrelated and why we should care about them."
Another factor that enhances the genre, according to Blair, is Wainwright's direction. "I really think Stigmata is gorgeous -- a truly stylish, beautiful film that is quite spooky.  When I read the script for The Fog, I noticed that Rupert had incorporated some truly stylistic elements."
Adds Welling: "He also brings an edge to the story, a certain dark suspense that really works with this kind of material."
The biggest problem for The Fog, was not attracting talent, but accommodating the stars' busy schedules. Tom Welling was starring in the hit TV series "Smallville" and Grace was in Hawaii shooting "Lost." For a time Welling worked five days a week on "Smallville" then came to The Fog on weekends. "One week we were shooting nights," recalls Foster, "and Tom finished working for us early Monday morning, around 7 a.m., showered, got dressed and went to work on 'Smallville.' That's rough. On another occasion Maggie flew in from filming  'Lost' in Honolulu, slept for two hours, worked all day with us and then turned around and flew right back to Honolulu. These guys were unbelievable."
Another attraction for the actors was working with a veteran producer like Foster. "David's been a part of so many major American movies," observes Blair. "And he really likes actors and hanging out with us. He was always there to take us out to dinner when we were tired at the end of the day. And he had the best stories to tell."
Foster had quite a reputation on the set for his Hollywood tales -- past and present.  "David is by far the best storyteller around," says Tom Welling. "He told me stories about everybody I've ever wanted to know about -- Steve McQueen, Warren Beatty, Harrison Ford, Peter Sellers, Robert Redford.  Good stories, nice stories. And he's also very good at what he does.  He made it a very comfortable set."
Adds Grace: "David's been in the business longer than many of us have been alive. It was always like 'Uncle Foster's Story Hour.' We would all gather around, ask him questions about our favorite actors and directors, and he'd regale us. It was a lovely experience."
While Foster enthralled his cast and crew with stories from the past, Wainwright impressed them with his courage to face history. DeRay Davis, who plays Spooner, found the director's confidence in redoing the cult classic "huge," and notes that Wainwright's confidence was a significant factor in keeping the actors free of doubt. "With him around, it just made me feel better," says Davis. "He created a great comfort zone."
So impressed was Blair with Wainwright that her only regret was not being able to spend more time with him due to the movie's short shooting schedule. "I wish I'd had more time to get to know Rupert better," she laments, "because he's really quite a brilliant guy and very funny. He was always making sure we were comfortable in our environment.  He was very big on preparation." 
Wainwright also taught the actress a valuable acting lesson. "Before we started shooting, Rupert insisted we create character bios," recalls Blair. "I always did this anyway, even if I never showed it to the director. But Rupert Xeroxed my bio and gave it to everyone to show them where my character was coming from so we would all be on the same page. There's a great benefit in doing that. It's a technique I hope to use again and again."
As for the director of the original version of The Fog, Carpenter insisted on letting Wainwright fly solo. "This is a new director and he brought his point of view and his sensibility to the film," says Carpenter. "I would have had a hard time telling him what to do or interfering with his vision. My approach to filmmaking has always been that it's the director's movie. And this was Rupert's time. He needed to stand up and make it his, which is what happened. I'd never spent much time on another director's set, so it was all new to me. It was actually quite interesting watching another director work. And there was a quality of déjà vu. I'd been here before but under different circumstances. It was a lot of fun to watch."
Carpenter functioned as a guiding light, says Grace. "We were thrilled to have John's support and his presence on set," she says. "He helped us capture the mood and feel of the original film.  We had a really great map into the original, so we weren't exactly flying blind.  Still, it's a very different movie."
"John was there purely as an inspiration," adds Welling. "He was really fun to talk to. I mean the man's a legend, an icon. To be around someone like that who has accomplished what he has, was truly wonderful."
Carpenter's 1979 version of The Fog was shot on a very low budget and with just two fog machines. The new version takes advantage of state-of-the-art technology. Special effects coordinator Bob Comer's team had about 40 to 50 fog machines of various sizes and "a 40-foot trailer full of equipment that we carried everywhere because we never knew when we were going to use it," he says.
Ironically, however, it was often the simpler, older technologies that still worked best. "Over a period of about a month we had people doing tests with all kinds of very complicated equipment," says Comer, "but when it came down to it, the simplest forms of smoke worked the best.  We were using nitrogen and CO2 chill-smokers to start with, but in the end we got rid of it all and just used dry ice and big plywood boxes and fans. It just goes to show you."
The fog fluid was a simple mixture of propylene glycol and glycerin, heated until it atomized and turned into mist.  It was then blown over dry ice blocks using large fans to roll it along the floor or water or -- in the case of "angry fog"  -- through a pump fogger. "We have all these different versions of the fog," says Wainwright.  "The angry fog is two guys with hand foggers with lights on. They just blast it and come running towards you. The fog is so thick that it turns black but the lights inside illuminate it, so it literally looks like a cloud has come down and is attacking you."
Wainwright continues: "Then we have 'sneaky fog.' It's dry ice mixed with steam. Sneaky fog is way off behind a bush or something and comes tumbling down the hill. This big slew of it arrives and just wraps itself all around, a key aspect of the scene. There's this great shot when Spooner is on the back of Nick's fishing boat and things seem to have gone horribly wrong. We pan all the way over and the fog starts moving in like a rowboat over the water up to the edge of the boat and then just starts slinking into the boat like a snake.  It's really creepy.  And it's better than any CGI shot."
Which is not to say that computer graphics were not utilized in the film. CGI was used to give the fog specific "character" when needed, or to remove the legs running beneath "the angry fog." But mostly, Comer's team relied on their own talents to achieve the desired effects, praying to the special effects gods for help.   "Doing exterior fog is really difficult," explains Comer, "because if there's a slight breeze, it's impossible no matter how good you are.  Fortunately for us, most of the time we were really lucky. The only bad night which sticks in my mind was the night we filmed the exteriors on the Elizabeth Dane. We had something like 60-kilometer winds and it was pouring rain and all the tents and equipment were blowing away, and we were supposed to be doing low-lying ground fog. It was a rough night."
The use of "real" fog helped the actors get into their roles. "In a lot of the scenes where the fog is supposed to be confusing or disorienting for us, it really was like that," recalls Welling. "The fog literally distorted us. We couldn't see. Rupert created a unique, mysterious environment."   
Sometimes the effect was as frightening on the set as it is on film. "We were shooting a graveyard scene at dusk and it was foggy everywhere," Welling recalls, "and there were people walking out of the woods or passing in front of us with this gruesome makeup on. It was even more frightening than it was written. But I think it helped us as actors to tell the story."
Blair agrees. "The first night I worked was the scene where I'm in my car, desperately trying to get to my young son Andy. It was very dark outside and the fog was massive, powerful. It was crowding me, shaping and shifting around me. That was my first experience with it and it was actually pretty spine-tingling and intense."
Fortunately, the scares on the set were frequently undercut with unintended moments of humor. "We had this situation where the special effects guys were creating the fog with pump foggers and running toward the pick-up truck I was driving," recalls Welling. "They were getting closer and closer -- it was very scary, very emotional. Then all of a sudden there was this mysterious thump.  One of the fog guys couldn't see where he was going and ran right into the front of the truck. When we were sure he wasn't hurt, we all started laughing. And he laughed the loudest of everyone."

ABOUT THE FILMMAKERS
Originally from England, RUPERT WAINWRIGHT (Director) studied at Oxford University and put himself through college by acting in such noted British films as Another Country and Dreamchild, before coming to study film at UCLA on a Fulbright Scholarship.
Wainwright is probably best known for Stigmata, an original vision of a classic horror film blended with a personal search for faith under the strictures of the Roman Catholic Church's hierarchy. Starring Patricia Arquette, Gabriel Byrne and Jonathan Pryce (with a cameo by The Fog's Rade Serbedzija), Stigmata is a gripping supernatural thriller with a unique take on corruption, evil and the limits of faith. It also was one of the first fictional pieces in any medium to introduce audiences to the mysteries of the Gnostic Gospels.  The film was a worldwide hit, as controversial for its content as it was praised for its striking imagery.
His second feature, The Sadness of Sex, was an art house success that was praised by the Los Angeles Times as "an inspired tour de force." Other critics said it was "hilarious screwball erotica," "nothing short of stunning" and that it "expands the possibilities of cinema." A poignant comedy about love and the cycles of passion and heartbreak, it starred New York performance artist and noted short story author Barry Yourgrau and Peta Wilson in her big screen debut. The movie was later serialized on the Web at iFilm.com, becoming one of the most successful short film series launches ever and receiving one of the first Yahoo! Internet Movie awards.
Wainwright's other credits include the hit Blank Check, a children's feature for Walt Disney Studios.  He has also worked in television, most notably directing "Dillinger," a two-hour TV movie for ABC starring Mark Harmon, Sherilyn Fenn and Will Patton and "Wolf Lake," a highly regarded pilot for CBS. 

COOPER LAYNE (Screenplay by) made his feature film-writing debut with The Core, produced by The Fog producer David Foster. Layne also served as a producer on The Core and as executive producer on The Palace Thief.