Following their prior independent film success with "The Cooler," director Wayne Kramer and producer Michael Pierce chose again to work outside the studio system with Running Scared, turning to independent production company/ distributor Media 8 Entertainment.
Media 8's Sammy Lee immediately saw the potential in the script of Running Scared for a dynamic action-thriller. "After seeing 'The Cooler,' we knew Wayne had the ability to make an incredible film with both great visual style and top-level performances," comments producer Sammy Lee. "The script for 'Running Scared' promised the same strong mix of intense character drama, along with heart-stopping action, so we knew it was a movie that would be a perfect fit for us to make."
Using its financing resources, Media 8 was able to quickly "greenlight" the film and fully cover the costs of production. (Media 8 also handled all foreign sales and distribution on the film.) By working with Media 8 on the film, Kramer was able to begin production unusually quickly, with principal photography beginning only about six months after Media 8 first read the script. As pre-production began, Media 8 also followed its philosophy of being "filmmaker focused," supporting director Kramer's creative vision throughout - such as the decision to cast relative newcomer Vera Farmiga in a key lead role as Teresa. Says Media 8's Sammy Lee, "Our independent stature allows us to take risks that studios may not be able to take. But when we work with a director like Wayne, we like to do everything in our power to support his creative freedom and vision."
As his ambitious follow-up to "The Cooler," Kramer has chosen to make a gritty, 70s-style, fast-paced thriller with a few modern twists. "This is the most challenging script I've written and it's the script that I love the most. I think it's the kind of film that not too many people are making," says Kramer.
Media 8's Sammy Lee agrees, saying, "The film is a nonstop, absolutely unrelenting ride. The action is so gritty and real that I think audiences will really connect with it on a visceral level. The film has all the style and polish of a big-budget action movie, but it still retains the edgy, uncompromising tone of an independent film."
Kramer's producing partner Pierce assesses the multi-layered script with similar enthusiasm. "This movie was always something I've been passionate about. This is my favorite script of any script Wayne has ever written." He describes the story itself as "so finely woven that it's like a house of cards."
"I wanted to do something that for the most part of the film would seem ambiguous to the audience. This guy is going after this kid and if he doesn't find this kid and this gun, his whole life is over. So we're never quite sure of his intentions," says Kramer of the character Joey Gazelle.
Playing the role of Joey marks one of leading man Paul Walker's initial forays into more mature filmic territory. Pfeffer recalls, "Wayne wanted somebody young and cutting edge and the mafia today are not the kind of archetypal gangsters we think of when we close our eyes. Wayne wanted the film to be very current, very cutting-edge and that was the attraction of Paul."
Walker remarks "when I read the script I thought it was quite possibly the coolest thing that I've read in the six or seven years that I've been in this profession" and welcomed the opportunity to play a somewhat dubious character. "These are my favorite types of characters," he effuses. "These are the guys I always like in the movies. I love the good/bad guys. That's today, I think. It's not black and white like it used to be."
"Paul is terrifying as Joey at moments where he taps into some crazy rage which I don't think anyone has seen before. He's not the golden boy that we're used to seeing in this role and that was very exciting to watch," says Vera Farmiga of Walker's break-out performance.
As Oleg is from a highly dysfunctional, violence-prone household similar to that of Joey's childhood, Kramer draws parallels between his journey and Joey's. "In a way Oleg is a kind of Pinocchio character. He doesn't think he's a real boy. He doesn't have a loving family. He's looking to become part of the other family. He's on a journey to completion and in pursuing him Paul Walker's character is also on a journey. It's triggering something from his past, being an abused kid himself. So there are a lot of layers to what is going on here."
Unsure of whether Joey intends to protect him or silence him for good, young Oleg's desperate travels lead him to encounter a series of societal cast-offs with varying agendas, from Divina (Idalis De Leon) the prostitute, a homeless crack addict and Lester the vengeful pimp (David Wachowsky), Dez (Bruce Altman) and Edele (Elizabeth Mitchell) the kidnappers, among others.
Because these characters are seen through the eyes of a child, Kramer has imbued them all with exaggerated, almost fairytale-sized proportions and characteristics. He likens Oleg's tumultuous journey through the night as "a fairy-tale metaphor of a kid going down a rabbit hole and ending up in this world where he's meeting all these sort of fairy tale villains." Even the name of the town itself - Grimley - is a nod to the Grimm's Fairy Tales.
Joey's wife, Teresa, also becomes engaged in the desperate race to locate Oleg. Previously willing to cast a blind eye on her husband's shady mob dealings, over the course of this harrowing night she, too, begins to question her husband's ultimate intent with Oleg as he resorts to more and more extreme measures to retrieve the gun and the kid.
After seeing Vera Farmiga in the film "Down to the Bone" for which she was awarded with the Best Actress Award in Sundance, the filmmakers cast her in the role of Joey's wife, Teresa, who provides some of the moral ballast of the film. Pierce says, "She's worked hard on her craft for years and years. She's just going to blow people away."
Walker concurs, "Vera's the real deal. You work with people like that and they up the ante. She comes in and she knows exactly where she's going and where she needs to be."
Farmiga describes working with Kramer as "a blast." She elaborates, "he does not shy away from his imagination, he doesn't shy away from what makes people uncomfortable, he doesn't shy away from his tenets, his philosophies, his principles as a filmmaker. And he doesn't shy away from having a great time and we've had a great time on set."
Kramer and Farmiga talked about her character being the morality of the film and she says, "that's what I was drawn to, I was drawn to her virtue. I love the way she loves everybody." She further describes her character as being "very aware that there's a dark, sketchy side to her husband that she knows nothing about. It's a bit of a question mark. But nonetheless she loves him very, very much and she believes in the goodness."
Production also considers the casting of newcomer Alec Neuberger as Nicky Gazelle and young industry veteran Cameron Bright as Oleg Yugorsky as veritable casting coups. Pierce recalls that "Alec was cast out of approximately seven hundred hopeful young actors. It was so hard to find kids to play this type of role. It's a very difficult role but Alec pulled it off."
Farmiga explains, "the story is told really through their eyes. Nicky and Oleg are the heart and the soul of this piece." She adds, "I had a great time with those two boys - we were a loving, dysfunctional family on-set and off-set."
Palminteri, who plays Detective Rydell, rates rising star Cameron Bright as a natural talent. "He's just one of those kids that comes along and has that special thing. It's not often that that happens. It's not that he has studied acting for years, he was just born with that gift."
As a director/writer himself, Palminteri was deeply appreciative of Kramer's directorial style. "What I really admire about Wayne Kramer is he storyboards everything so he really has a set vision of what he sees. You just have to trust him and take the ride with him." He also concurs with Walker's appreciation of the script, "When I first read it, I loved it. I thought it was non-stop. If I keep turning the pages like that, I know it's a rockin' script. From the opening scene on, it just keeps moving."

From Script to Screen: the director's vision
With Running Scared, Kramer has reassembled many of the same talented crewmembers who made "The Cooler" such a unique project. Director of photography James Whitaker, costume designer Kristen Burke, editor Arthur Coburn and production designer Toby Corbett, among many others, have again joined forces to translate Kramer's vision from script to screen.
Quoting similar filmic influences, such as master auteurs Sam Peckinpah, Michael Mann, Don Siegal and Walter Hill, and being particularly enamored of adult thrillers of the early 70s enabled Kramer and DOP Whitaker to establish a successful visual shorthand during the filming of "The Cooler." Pierce credits Whitaker with "an incredible vision" and adds, "he really gelled with Wayne. They complement each other so nicely."
On Running Scared Kramer has charged Whitaker with the creation of "a very cool, underworld, after-hours kind of look." Kramer describes the palette of the film's gritty but very modern, de-saturated look as one "defined by a cyan, cold-blue, night-time colors, further accented by amber glows. Whitaker elaborates, "the bruised palette is also a reflection of the bruised and battered state of the many of the characters."
Kramer explains, "Jim knows the lighting style I like, the moodiness of it and he loves that style himself."
As Kramer serves as both writer and director, not only does he know his characters inside and out, but he also storyboards virtually every shot in the film as well as designs the elaborate steadicam and crane shots. Approximately 70% of the camerawork in this film is done with a steadicam and there were nearly 40 complex crane shots. In conjunction with the moody lighting, this clever, constantly moving camerawork and manipulation of the medium - for example, hand-cranked camerawork, image destabilization and playing with shutter speed - truly cements the film's edgy, menacing ambience. Whitaker especially credits the hand-cranked camerawork with giving the film a hyper-adrenalized, nerve-wracking feel.

Production Design
Although filmmakers have been coming to the Czech Republic for years to make fantasy or period films, Running Scared marks the first attempt at transforming old-world Prague into a lower-middle class suburb of New Jersey. This challenge fell to production designer Toby Corbett, another alumnus from "The Cooler."
The production opted to build the interior sets at Prague's Letnany Studios and to shoot the majority of the exteriors, broad cityscape vistas and driving sequences in New Jersey itself. Pierce marvels, "I think a lot of people are going to be fooled. Toby has done the impossible and it's never been done before - Prague has never been shot for New Jersey. His builds and his attention to detail have been remarkable."
The numerous crane shots, even on interior sets, and the frequent use of steadicam put additional demands on the production designer. In addition to the challenges inherent in transforming baroque Prague into New Jersey, he also had to ensure that his sets were adjustable and large enough order to accommodate the camera's every move." It's been an interesting aspect of the collaboration between myself and the DP in terms of the physicality of the sets themselves and how we were able to use them in terms of camerawork."
Corbett's most ambitious build was the interior of the 50's style Arlington diner, which was a slightly modified recreation of an actual existing diner in New Jersey. This 24-hour diner is a central meeting place for many of the characters throughout the course of the film and he recalls "it was a fabulous set that everyone enjoyed being on because it really felt like being in America." The Arlington set was so authentic that actor and New Jersey native Jim Tooey, who plays Perello henchman Tony, entered the set for the first time and exclaimed, "hey, this is just like home! This is where I go for breakfast every Sunday morning!"
Corbett muses, "It was a really wonderful complement to get from an actor because you want to design sets that have a great look to them but also have a sense of reality that the actors can really respond to and feel like they're in the world that you want them to be in."
For the Gazelle home and the neighboring Yugorsky home, Corbett selected two side-by-side homes in New Jersey and recreated them on the sound stage. He utilized the wildly differing interiors to illuminate the contrast between the Gazelle's relatively happy family life and the squalid existence of the Russian immigrant family next door. Corbett recounts, "We did some wonderful camera work where I was able to build the sets next to each other so we could do some crane work in between the two houses going through windows, which was really a fascinating part of developing those two sets."
Vera Farmiga, who plays Teresa Gazelle, explains how Corbett's production design illuminates the dynamic between the two families, "Oleg is aching for two parents who love each other that he doesn't have. The Yugorsky and Gazelle households are on opposite ends of the spectrum - even the set design and the colors that are used. Oleg's house is very dismal and the Gazelles' is bright with lots of yellows. The dynamic is very visually clear in the set design. Our family is dysfunctional as well but happier," recounts Farmiga.
Although Corbett's designs were primarily of interior sets, he did create some exterior sets simply by modifying the facades of several locations in Prague. For instance, he transformed the exterior of Prague's Florenc bus station into a New Jersey bus station by modifying the signage and some of the facade and by giving an overhead rail line an authentic East Coast feel by having four-car train covered with graffiti. For this he found a local graffiti artist who was delighted to be able to exercise his craft without fear of repercussions from the authorities.

Costume Design
Another modern attribute of Running Scared is apparent in Kristen Burke's costume design. Burke recalls that Kramer didn't want the costumes to look like "The Sopranos." He said, "I want it to look more contemporary. I want it to look more hip-hop especially in terms of Joey and Sal Franzone and Tommy Perello."
Burke's designs also contributed to the fairy-tale aspects of certain characters as seen through the eyes of young Oleg. She explains, "Wayne and I had talked about this as being a children's nightmare fairytale so the nightmare fairytale aspect means that we have to heighten the reality on all of it." As an example, Burke cites "the funhouse aspect" of the colors present in both the wardrobe and home of Oleg's kidnappers, Dez and Adele.

Stunts - designing cinematic violence
Veteran Stunt Coordinator/Second Unit Director Joel Kramer was brought on board to not only to supervise and facilitate the shoot-outs, fight sequences, and car sequences but also to ensure the safety of the young actors playing Nicky and Oleg, Alec Neuberger and Cameron Bright, by training them in the introductory points of ice hockey and gun-handling.
"Joel Kramer has done everything from very large complicated films where money is no object to independent films. You sit and talk with Joel for ten minutes and see what a pro he is. He has nine ways to skin every cat," raves Executive Producer Andrew Pfeffer.
Joel Kramer credits Wayne Kramer's extensive storyboarding with helping him stay on the same page as the director. "Wayne really did his homework. Everything is storyboarded. Everything. Every sequence. He knows what he wants and he doesn't really deviate."
As Walker's character is on the run for the entire film and engages in numerous deadly altercations throughout, the role could have proven physically challenging for a less athletic actor. Not so for Walker. Joel Kramer praises Walker's natural gift for stunt work: "Paul is an athlete and he's got the aptitude, the go-for-it and the mental prowess to do most of his own action. With Paul it's easy - he's a surfer, he moves like a cat."
Two of the most brutal, realistic sequences in the film - and the most labor-intensive and complicated to both prepare and shoot - were the opening shoot-out in the hotel room and the climactic showdown between Joey and the Perello and Yugorsky clans on the ice-rink.
Chazz Palminteri recalls that "it took us several days to shoot the opening scene but it's a hell of an opening of a movie. Lots of blood but great, visual shots. Not just blood for the sake of blood. Wayne's shots are very cinematic and with feeling. I think that people are going to be surprised by it."
Pierce defends Kramer's unblinking version of cinematic violence in such scenes by explaining that "it's a dark story but once again Wayne has this genius ability to punctuate it with moments of levity and there's so much heart and emotion involved that it justifies a lot of the violence and grit." Producer Sammy Lee concurs, saying, "The violence in the film always springs from the story. This is a dark, treacherous journey that the characters go on, and so naturally they encounter many dangers along the way."
Kramer has always been interested in different criminal organizations but he conducted extensive research, especially on the Russian mob, for the scenes featuring the Yugorskys and Russian dialogue. He says that "even though this movie has a collision between the Russian mob and the Italian mob, I just dig films very much about people who live up to their own code of conduct and live outside the rules of society and then price the pay for doing so."

Writer/Director WAYNE KRAMER was born in South Africa, where he graduated from the Johannesburg School for Art, Drama and Music. He immigrated to the United States in 1986 to pursue a career in film. In 1994, Wayne was a quarterfinalist in the prestigious Nicholl Fellowships in Screenwriting contest for his script "Terminals."
In 1995, he made the Nicholl's semifinals with his script "Almost Vera."
In 1996, Wayne wrote and directed the 35mm short film "Crossing Over" which premiered at the 1996 Santa Barbara International Film Festival. It also screened that year at the Palm Beach International Film Festival and Worldfest Houston, where it earned a Certificate of Merit - Finalist. "Crossing Over" debuted on television as part of KQED's Intensity TV series in 2000. The film stars Jacqueline Obradors ("Tortilla Soup," "NYPD Blue").
In 1997, Wayne's supernatural thriller script "Foresight" again made it into the Nicholl Fellowship's semifinals.
In 1998, Wayne optioned his screenplay "Second Wind" to Avenue Pictures ("The Player," "Short Cuts," "Wit," "Path to War") with himself attached to direct. During that time, Wayne developed the project as a starring vehicle for Chazz Palminteri.
In 1998, Wayne sold his screenplay "Mindhunters" to 20th Century Fox, which purchased the script after a bidding war with several studios. "Mindhunters," described as "Ten Little Indians" in the FBI Academy, was produced by Intermedia Films in 2003. Directed by Renny Harlin and the film stars Val Kilmer, Christian Slater, L.L. Cool J, Kathryn Morris and Jonny Lee Miller.
Kramer made his feature directorial debut with "The Cooler" - a film he co-wrote with Frank Hannah. "The Cooler" debuted at the 2003 Sundance Film Festival and was released theatrically in November 2003. Alec Baldwin received an Academy Award nomination for his role as Shelly Kaplow in the film. He also received a Golden Globe nomination for his performance, along with Maria Bello.

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