Anatomy of a Contender: Making of 'The Town'

Issue 54 - Making of The Town: Ben Affleck and Jon Hamm
Claire Folger/Warner Brothers

Director Ben Affleck sets up a scene with co-star Jon Hamm (right).

How Ben Affleck and company managed a prison visit, 10 days at Fenway Park, 'cowboys and Indians' gunfights and the stress of multiple endings.

What do you do when a studio hands you a 170-page script, tells you to cut 50 pages out of it and bring the budget down by 50 percent?

That was the challenge Ben Affleck faced in 2008 when he agreed to make The Town.

The script, about a bank robber who ends up falling for one of his victims, had previously been in the works at Warner Bros. with Fatal Attraction's Adrian Lyne attached to direct. Lyne had worked on different drafts of the script with Peter Craig (Bad Boys 3) and Chuck Hogan, author of the book on which the film is based, Prince of Thieves. But none had managed to reduce the story to a standard two-hour length, let alone something that could be shot for the $37 million Warners was proposing.

Affleck, fresh off his directorial debut, Gone Baby Gone, was prepared to take it on.

In some ways, the material seemed cut out for him; after all, he had grown up in Cambridge, Mass., close to where the story is based. But Affleck barely knew the harsh inner-city environment of Charlestown, where the movie is centered.

Even so, he wanted to make the existing scripts his own. "I didn't know how to direct somebody else's movie," he says. "For better or worse, it had to be a movie that I personally researched and understood."

Taking that on -- and agreeing to star in the movie, too -- filled him with trepidation. "There was no inner smoothness for me," he admits. "Fear and anxiety for me is a really good motivator. I worked as hard as I've ever worked on anything, maybe harder, because failure wasn't really an option."

With co-writer and former high school classmate Aaron Stockard, Affleck hit the streets of Charlestown, notorious as a stronghold for the Irish mob, talking to residents and even holding mass auditions as a means of research.

"We'd get 1,000 people to come in, and out of that there'd be like 20 interesting people whom I'd then do follow-up interviews with," Affleck says. "That proved to be a gold mine in terms of material I could use."

He also consulted with the FBI Violent Crimes Task Force in Boston, which informed him that, though most of Boston's roughly 300 annual bank robberies are committed by drug addicts, it had recently busted a gang with an M.O. much like the brazen, AK-47-wielding crew depicted in The Town.

Affleck didn't leave the research at that. Almost obsessively, he kept wanting to find out more, even visiting various prisons, including MCI -- Cedar Junction, the maximum-security institution south of Boston where he eventually shot scenes in which his character, Doug MacRay, meets his imprisoned father (Chris Cooper).

"These guys were really ballsy and brazen," Stockard says. "It was exciting to know that we could write these characters big and ambitious, because they were."

Stockard and Affleck hammered out an initial draft in three weeks, keeping the spine of the story but shifting scenes and ramping up the action. They changed the opening heist from a stealth job, in which Doug's crew breaks into the bank overnight, to a violent robbery.

Similarly, a heist that originally targeted a movie theater was turned into an armored car robbery, followed by a car chase through the narrow streets of Boston's North End, modeled on a real-life, foiled 1995 heist in Harvard Square.

"Jeff [Robinov, Warner Bros. Pictures president] and I really liked the first draft," says producer-financier Graham King, who also shot 2006's The Departed in Boston. "[Affleck] sat in my offices during casting, and we got a go from Warners right after that."

For Jem, Doug's volatile friend, Affleck chose Jeremy Renner, who was starting to generate buzz for yet-to-be-released The Hurt Locker. Blake Lively, known for Gossip Girl, was cast against type as a stripper. For Doug's love interest, the bank manager Claire Keesey, he chose British actress Rebecca Hall, coming off a Golden Globe-nominated performance in Vicky Cristina Barcelona. Cooper also joined the cast; so did Mad Men star Jon Hamm, cast as the FBI agent pursuing Doug's crew.

Although the studio was confident in Affleck's abilities, the producers couldn't help but feel anxious as the 11 1/2-week shoot got under way in August 2009.

"The first week of the shoot, the stress was, 'How are we going to pull this off?' " recalls producer Basil Iwanyk, a daily presence on the set. "This is a big, intense, emotional movie, with a big cast, and Ben's in Boston, where he's being pulled in a million different directions. How do we communicate notes? How does he interact with department heads when he's in the middle of a huge, intense acting scene? Ultimately, we realized all our fears were unfounded. He had consistent good cheer, was open, would talk to anyone, was able to compartmentalize his acting and his directing."

The film's most challenging sequence, a climactic shootout in Boston's Fenway Park, came early in the shoot. So vital was the location, as far as Affleck was concerned, he would have moved on if Warners had been unable to reach an agreement with the Red Sox and Major League Baseball by the time he finished the first draft. In the end, he got to shoot 10 days there. But those 10 days were filled with pressure.

"We weren't going to talk the Red Sox out of playing the Blue Jays after shooting for 10 days," Affleck notes. "It gave us a really finite time frame."

For Renner, the toughest part was the chase and shootout on the streets adjacent to Fenway.

"You can't put your face too close to your shoulder, because there's a squib there that could blow your face off," he says, "and every round you have in your gun -- 70 to 100 per take -- could all potentially hurt you or somebody else. But it was a blast, like what I used to do in the backyard with all my friends when I was 7, playing cowboys and Indians."

Equally difficult for the producers was the slow slog of postproduction as Affleck (aided by editors Dylan Tichenor and Christopher Rouse) searched for the proper balance of action, romance and FBI procedural -- and finding the right ending.

Even with a tight budget, the studio had Affleck shoot several endings during principal photography and another during a brief string of pickups in spring 2010.

"We couldn't figure out if we wanted to just do a brutal ending like The Departed or a really emotional ending," Iwanyk says. "We had endings where he died, and people hated it. Then we had endings where, while they weren't holding hands, you had the sense that they lived happily ever after -- and audiences felt cheated by it."

The filmmakers held four public previews and a half-dozen friends-and-family screenings, testing the various endings.

"There were a couple of [screenings] where the message was definitely, 'Guys, we're going off track,' " Iwanyk says. "But Ben was secure enough not to get depressed. He saw that screening process as part of his journey to find the movie."

Once the ending was decided, Warners sensed it had a winner on its hands and sent out the trailer for The Town with the release of Inception in July.

"It positioned it as an event and something to pay attention to," says Sue Kroll, president of worldwide marketing at Warners.

It worked. The movie, projected to earn $15 million-$17 million its opening weekend, opened Sept. 14 to a $23.8 million domestically, on its way to $140 million-plus worldwide. Affleck is happy with the film's success but still sees its flaws.

"I just did the commentary for the DVD, and I was saying, 'Well, this doesn't quite work,' " he says. "It's a drag because you never feel a sense of completion or satisfaction. But I definitely see the accomplishments that other people made, and I'm proud to be a part of those." 

Top 10 Heist Films

1. Inception (2010) -- $291.8M
2. Ocean's Eleven (2001) -- $183.4M
3. National Treasure (2004) -- $173M
4. Ocean's Twelve (2004) -- $125.5M
5. Ocean's Thirteen (2007) -- $117.2M
6. The Italian Job (2003) -- $106.1M
7. Gone in 60 Seconds (2000) -- $101.6M
8. The Town (2010) -- $90.6M
9. Inside Man (2006) -- $88.5M
10. Entrapment (1999) -- $87.7M

Domestic box office as of Nov. 14; Source: