Final film of Randolph Scott. NOTE: He retired from acting once he saw the finished film, saying he wanted to quit while he was ahead and that he would never be able to better his work here.

Robert Culp turned down the role of Billy Hammond. He recalled, "I didn't want to do it because I was trying to create a career in features and I was fighting to be a leading man. If I'd done that, I would have wound up like Bruce Dern, playing crazies. In terms of mistakes in my life, that was one of mine. He never forgave me. And he never offered me another part. All the people who were part of his stock company were his friends and, as an actor, I was bitter at not being one of them that he called on. It was because I turned him down."

Sam Peckinpah, who tended to edit in his head as he went along, didn't shoot much extra coverage beyond the footage he knew he needed for each scene. After viewing the rushes, MGM management sent him a note: "Who do you think you are, John Ford?"

Joel McCrea was originally cast as Westrum and Randolph Scott was Judd. However, early in the production each actor went to the producer on his own, dissatisfied and ready to quit, so the roles were reversed.

One location compromise reportedly involved cast and crew sneaking onto the set of How the West Was Won (1962) to film the confrontation scene between Judd and Westrum.

Joel McCrea also retired after making this movie, but later agreed to appear in a few more films. He finally retired from acting at the age of 69 after making Mustang Country (1976).

To emphasize the enmity between the Hammond brothers and the lawmen, Sam Peckinpah kept all the actors playing the mining family away from the others, having them eat by themselves and do everything as a unit. He would continually remind them, "You hate everybody here!"

In the late 1980s Charlton Heston considered starring in a remake with Clint Eastwood. Heston accepted the title role in Major Dundee (1965) after seeing this film.

Shot in 26 days.

According to David Weddle's book on Sam Peckinpah, "If They Move, Kill 'Em!", four days into shooting a snowstorm on the original Inyo National Forest location forced the entire cast and crew back to Los Angeles to resume shooting the film in the Santa Monica Mountains, which resulted in the soapsuds substitution for real Sierra Nevada snow in the scenes at the Coarsegold mining camp. The substitution not surprisingly irritated Peckinpah immensely, but he pressed on. Despite these problems, the film finished a mere four days over schedule, and only $52,000 over budget.

Sam Peckinpah tailored much of the character of Steve Judd to reflect his own father. Judd's most memorable line, "I just want to enter my house justified," was a Bible-reference line he often heard his father say. On seeing the finished film, Peckinpah's sister cried, struck by how effectively and completely he had captured the essence of "the old man" on screen.

Many of the actors got on well with the director. L.Q. Jones said he and Sam Peckinpah almost came to blows over how to do a scene, but in the end he always realized Peckinpah was right. James Drury said the cast was lucky to have worked with him when "he was a happy man. We knew him at his best and most likable." Drury also praised him for being "innovative, imaginative, always anxious to work with actors on their characters" without over-directing. And he noted that Peckinpah, Joel McCrea and Randolph Scott had a tremendous amount of respect for each other.

MGM had no faith in the film and dumped it on the market as the lower half of double features, despite the protests of Sam Peckinpah and Richard Lyons. It was ludicrously paired with such movies as the sex comedy Boys' Night Out (1962) and the Italian-produced medieval drama The Tartars (1961). According to L.Q. Jones, when the studio discovered that the film was the real moneymaker on the double bills and that audiences weren't staying around for the main feature, they re-released it to better results.

The film had originally been intended for Gary Cooper and John Wayne, but Cooper died before filming began. However, it is unlikely he would have agreed to work with Wayne, as he had previously turned down the opportunity to do so in The Far Horizons (1955).

Shot on various locations in and around Los Angeles, including Malibu Canyon and the Twentieth Century-Fox back lot. Smoke from fires raging in Topanga Canyon and Bel Air darkened much of the sky over the area, seriously complicating shooting.

Selected to the National Film Registry, Library of Congress, in 1992.

By most account, Sam Peckinpah had not yet developed the difficult behavior that was to plague his productions in later years. Mariette Hartley did note, however, that on the bus coming down from the Sierras, he started drinking and playing cards. At one point he snapped at her viciously. Having had an alcoholic father, she recognized the behavior at once but also said it was the only time she was aware that he drank during the production.

Contains the quintessential scene of a cowboy riding hell-bent-for-leather toward the camera, firing his Colt revolver as he comes. Each shot he fires creates a large cloud of gunsmoke because of the historically correct black powder in the cartridges, and one such cloud completely obscures him until, a second later, he rides right through it and into view again.

Sam Peckinpah loved the script but said he would only direct if he could do rewrites. According to Richard Lyons, Peckinpah's contributions sharpened and polished the story to "really bring out its brilliance." He worked three to four weeks on the script, giving the story much more impact, Lyons believed, by changing which character died at the end.

Sam Peckinpah, insisting the background terrain had to change noticeably during the trek to and from the mountain mining town, convinced the studio to let him shoot the riding sequences on location rather than on a back lot.

Years later, Lucien Ballard was asked by Leonard Maltin about a striking close-up of Joel McCrea near the beginning of the picture. Ballard explained it was there because they had to avoid the water towers and other contemporary objects in the background of the Metro lot. "Everything in this business is a compromise," Ballard said. "Chances are we had to do it because of necessity."

The canvas used to make the tents in the mining camp came from leftover sails from MGM's Mutiny on the Bounty (1962). In addition, another set used for How the West Was Won (1962) was also utilized.

Film debut of Mariette Hartley.

Sam Peckinpah, who received no credit for his script work on it, told both MGM and the Academy, "If this film is nominated for Best Screenplay without my name on it as writer, I will sue every one of you!" The movie received no nominations.

Joel McCrea said that although he got along very well with Sam Peckinpah, he didn't like the way the director treated the crew. Like John Ford, Peckinpah used to berate someone mercilessly if they made a mistake or failed to do what he wanted. Richard Lyons said on this picture, Peckinpah began his practice of firing people for one mistake, such as a young sound boom operator who allowed the boom to creep into the shot. The harsh practice became such a habit that even Peckinpah acknowledged he was prone to it, giving Lyons a photo of himself signed "To Dick Lyons--Get rid of 'em-Sam Peckinpah."

Sam Peckinpah put a number of other details and impressions from his own life into the script. His ancestors were true Westerners, and there was a mountain named for the Peckinpahs near Coarsegold, the real-life town where the two lawmen in the movie ride to retrieve a shipment of gold. In his childhood, Peckinpah had been taken by his grandfather to a town very much like the mining town in the movie. Joel McCrea and Randolph Scott thought Peckinpah's rewrites were brilliant.

Mariette Hartley's hair was cut short from playing Joan of Arc on stage in Chicago. For the screen test, the studio put her in a long wig, closely matching her natural red hair, that Deborah Kerr wore in Quo Vadis (1951). Sam Peckinpah hated it. She used her own close-cropped look for the film.

Sam Peckinpah apparently took an inordinate interest in Mariette Hartley's costume, taking her into the bowels of the MGM costume department to find the right dress, then having the wardrobe department pad it until he thought the chest was sufficiently full. "Sam always liked breasts," Hartley said, adding that by the time he was done she was "literally walking at a tilt."

Shooting was completed in less than a month. MGM's chief editor, Margaret Booth, disliked the daily rushes and thought the film would be impossible to cut. However, studio production head Sol Siegel had faith in Sam Peckinpah and offered him the rare chance to make the first cut on the picture. Peckinpah went into intense editing sessions with veteran editor Frank Santillo, who Richard Lyons said taught the director about editing. Santillo, however, also spoke of how impressed he was with Peckinpah's ideas and changes, bringing out character nuances and other hidden potentials by substituting different shots, trimming and refining. Before they could complete the cut, things took a downward turn.

Sam Peckinpah liked to tease the naive, inexperienced Mariette Hartley. At one point, having been tipped off that Hartley had worn the wrong socks for a scene in which they would not even be seen, Peckinpah pretended to have a major fit, accusing her of ruining the shot. He also kept telling her that if she didn't perform to his liking he would give her part to Joan Staley, another aspiring young actress of the time. However, Hartley took the ribbing good-naturedly and had nothing but admiration and affection for her director.

The question of billing was settled over a lunch at the Brown Derby, during which Randolph Scott won a coin toss to see who would be billed first.

The film "should" be set post-1906, as that is the year the Remington model 8 rifle Henry Hammond is toting was released.

Veteran actor Byron Foulger playing the son of Percy Helton, was only five years younger than Helton.

Randolph Scott tried to interest Budd Boetticher in doing the film, but the director was in Mexico tied up with his documentary Arruza (1972).

Mariette Hartley, whose previous acting experience was only on stage and who came from a relatively sheltered background, later admitted she didn't even know who Joel McCrea was when she showed up to audition for the part of Elsa. Sam Peckinpah kept Hartley all day, having her read with various actors auditioning for the role of Heck (including Wayne Rogers). Although she was flattered, she really didn't realize that meant she had the role.

The rifle used by Warren Oates in the rocky ambush is a Remington Model 8 semiautomatic rifle. This would have been quite exotic for the time period and location.

This was Peckinpah's second film. The cast includes R.G. Armstrong, L. Q. Jones, John Davis Chandler, and Warren Oates. They were frequently cast in future Peckinpah films, and became part of a quasi "Sam Peckinpah Stock Company", like the famous "John Ford Stock Company" associated with Ford.

Average Shot Length = ~5.9 seconds. Median Shot Length = ~5.3 seconds.

If this movie takes place before 1916 as it looked in the beginning then the dime that the Joel McCrea character picks up is out of time. It should have been a Barber Dime which were minted at the time. It would have Lrueal leaves on the back. The dime shown in the scene was a Mercury Dime first minted in 1916.

Producer Sol Siegel authorized director Sam Peckinpah to monitor his own editing against the will of the MGM Editing Department.

Joel McCrea starred in the movie The Virginian ( 1946 ). James Drury starred in the television series The Virginian ( 1962 ).

In the original script, Randolph Scott's character doesn't survive the climatic shoot-out but Joel McCrea's does. During Sam Peckinpah's rewrite, he felt it more poignant that the Gil Westrum character (played by Scott) is redeemed by promising the dying Judd that he will deliver the gold, so the characters' outcome were reversed.