Scenes 1 through 8. Here's a good example of things reading fine on the page,
but not working out quite the same on screen. The screenplay's approach of play-
ing Scenes 1 through 4 (the night of the murder) and Scenes 5 through 8 (the trial)
as separate blocks of consecutive narrative proved somewhat protracted and boring
when viewed on film. Additionally, the written technique of dividing up Scenes 5
through 8 with "fade to blacks" to accommodate the titles seemed like a good idea
at the time, but also served to needlessly protract the sequence -- indeed, it man-
aged to stop the narrative flow dead in its tracks.
Preceding and underscoring those problems was the fact that the schedule had
allowed only one night to shoot Scenes 1 through 4, including all the footage of the
lovers as well as Andy in the parked car. It was simply not enough time to shoot every-
thing that was scripted -- that clock is always ticking, and summer nights on location
in Ohio are incredibly short -- so we concentrated on getting all of Andy's footage,
which made great sense but left us painfully short on footage of the lovers.
The solution I came up with in the cutting room, heartily embraced by my edi-
tor and producer, was to reconceptualize the two separate blocks of narrative into
a single title sequence focusing on the trial (really the point of the whole thing),
with the footage of the lovers used in a more sparing "flashback" manner. This
allowed us to solve two major problems at once: 1) the pacing improved dramati-
cally by getting into the trial in a quicker and more focused way; 2) it spared us the
effort (and Castle Rock the expense) of going back and reshooting additional (now
superfluous) footage of the lovers. By making do with what we had and rethink-
ing our approach, I believe we improved the sequence (which just goes to show that,
sometimes, you can fix it in the editing room).
Once the new structure of the sequence was established, we went on what I like
to call a "dialogue hunt" (picture Elmer Fudd tiptoeing ever-so-carefully through
the forest...), which is where one tries to weed out as many stray lines of dialogue
as possible (or stray shots, for that matter) without harming the scene. Most of the
dialogue that hit the floor in this instance was spoken by Jeff DeMunn, a superb
actor who graced our film with his cameo as the District Attorney (and was gra-
cious enough not to hold his excised lines against me). Scene 7, a swell tracking
shot in the jury room, was dropped altogether to further tighten the sequence. The
titles themselves were presented in the more traditional manner of playing them over
the images, proving once again that some things are traditional because they work.
A quick bit of trivia: when we're with Andy in his car the night of the murder
(Scene 3 in the script), the hands that load the gun belong not to Tim Robbins,
but to me. This hand-doubling "insert shot," along with three other inserts, war
filmed during postproduction on a small stage just a stone's throw from our cut-
ting room at Warner Hollywood Studios. Those four shots represent the sum total
of our additional filming once principal photography was completed.

Scene 9. The thing about this scene that inevitably leads people to ask me if Morgan
Freeman ever actually did go to jail are the very convincing mug shots of what appear
to be a young Morgan Freeman attached to the parole form. The answer is no,
Morgan never spent any time behind bars. The photos you see are actually of Morgan's
son Alflonso Freeman, a wonderful young actor who -- sans glasses and goatee -- is the
spittin' image of his old man. These "mug shots" were taken during preproduction
by our unit still photographer, Michael Weinstein, whose excellent work is on display
in this book. Alfonso also did a wonderful cameo for us as the maniacally laughing con
taunting Fat-Ass and the other new arrivals with: "Fresh fish! Fresh fish today! We're
reeling 'em in!" (Scene 10 in the script, but used in Scene 13 in the film.)

Scene 10. This scene contains everybody's favorite shot in the movie. It's the
amazing aerial view that first reveals the prison in all its bleak glory, with the army
of prisoners streaming across the yard below to greet the arriving bus. It's a won-
derfully cinematic moment, one that seems to suspend time even as it plunges us
breathlessly into this new and horrible world...
...and boy, would I love to take credit for it, but you'll notice it's not even alluded
to in the script. Truth is, it was production designer Terence Marsh's idea. On our
very first scout to determine the viability of using the abandoned Ohio State
Reformatory in Mansfield as our primary location, producer Niki Marvin, coexec-
utive producer David Lester, Terry Marsh, and I found ourselves abjectly freezing our
butts off and picking sleet out of our teeth (real winters come as a nasty surprise if
you've just flown in from California). Suddenly, Terry (two-time Academy Award
winner and last of the soft-spoken gentlemen) blinked up at the sky and uttered
something like: "This place would look smashing with an opening helicopter shot."
Six months later we were back again, this time with a veritable army of crew and
trucks, desperately trying to get the shot in the can before lunch. This involved
coordinating three major elements (and believe me, everybody's timing had to be
perfect): the helicopter in the air, the bus on the ground, and the 500 extras in the
yard. It didn't help that the copter could only go up (or the extras emerge from hid-
ing) in the intermittent breaks between rain flurries.
The shot came off perfectly. It's even got the state flag of Maine snapping smartly
in the breeze as if saluting Stephen King. It helps to have a great pilot (Bobby Z),
a great aerial camera operator (Mike Kelem), intrepid assistant directors (John
Woodward and Tom Schellenberg, who spent a month planning placement and
movement of the prisoners in the yard as if diagramming the world's biggest foot-
ball play), stout-hearted extras (the fine men of Mansfield and surrounding areas),
and God or the universe on your side. Most of all, it helps to have a great idea to
set all the madness in motion. Thanks, Terry.

Scenes 12 & 13. Due to the amazingly unpredictable weather in Ohio, it took us
over a week to get this sequence fully shot. We needed overcast -- not only for
mood, but to match all the footage we'd already shot for Scene 10. The days of early
summer in that region of Ohio generally do start out overcast, but it doesn't last
long -- it'll go from gray skies to bright sunshine fast enough to give you whiplash
(we actually caught it on film a few times; you should see our ruined takes). In other
words, every time we'd get started, we'd get only a few shots in the can before the
sun came out again. From there, it would be a mad scramble to see what else we could
shoot that day instead, which meant jumping ahead in the schedule to tackle a scene
that could be shot in sunlight (and preferably had a lot of extras, since we had plenty
on hand and on the payroll). This is how we shot all of Scene 36 (four solid pages
of dialogue between Andy and Red the first time they meet) and all the exterior
footage for Scenes 136 through 145 (convicts listening to Mozart). Finally, by being
persistent and shooting 12 R 13 in small doses, we did manage to complete Andy's
arrival at Shawshank under dismal gray skies.

Captain Hadley clubbing Andy in the back with his baton in Scene 12 proved
arch and melodramatic during rehearsals (especially with the beating of Fat-Ass
looming just a few scenes later), so we never bothered shooting it.

Those who delight in trivia might enjoy having me point out actor Brian Libby
in the role of Floyd -- he's the tall, gravel-voiced guy who kicks off Scene 13 by say-
ing, "Takin' bets today, Red?" (He also delivers one of the audience's favorite lines
in Scene 104: "Red, I do believe you're talking out of your ass.") The reason I sin-
gle him out is that he's been in every film I've directed so far, starting with his excel-
lent performance as The Prisoner in my Stephen King short The Woman in the Room,
then continuing with his wryly comic turn as Earl the Embalmer in my made-for-
cable movie Buried Alive. There's something Lee Marvin-ish about the guy that I
love, though Stephen King insists he's got a "Neville Brand" quality. Whichever the
case, I've been a big fan of Brian's from the get-go, so I try to find a role for him
in everything I do. (Besides, I've come to think of him as my "good luck charm."
And who says directors aren't superstitious)

Scene 14. During shooting of this scene, it became apparent that the screenplay's
suggestion that we watch all the new cons get hosed and deloused was ill-advised
at best, horrendously protracted at worst. Why not do the intelligent thing and focus
this humiliation and discomfort on our main character? By rethinking the scene a
bit to include a simple time-jump -- we cut from Hadley shouting "Unhook 'em!"
to Andy stepping naked into the steel cage -- we were able to do just that.

Scenes 15 & 16. Dropped during during. These two scenes, though nice details, rep-
resent the kind of "expendable" (by which I mean non-crucial to the narrative coherency
of the film) sequences that get tossed when you don't have enough hours in the day.
In this case (as with most of what we didn't shoot) it's just as well -- in tightening the
film in the editing room, these scenes would certainly have hit the floor anyway.

Scene 17. I'll pause here to toot production designer Terence Marsh's horn again (it
won't be the last time). Most people assume that the giant cellblock that appears in this
film (first glimpsed in this scene) was merely a practical prison location. Not so. It was
actually a set designed by Terry and built from scratch by his crew in a warehouse about
a mile from the prison (the real cellblocks at the Ohio State Reformatory would have
been impossible to light or shoot). It was an absolute marvel, one of the most mag-
nificent sets I've ever seen: four stories high, 200 individual cells, ce11 doors that
opened and closed on an air-pressure system (courtesy of propshop foreman Isadoro
Kaponi), the works. If I'd walked you blindfolded into that warehouse, then removed
the blindfold, you'd have sworn you were on a real cellblock. It was that good.
More than just the cellblock, though, there was a stunning amount of work
required to make the actual prison presentable for camera. Abundant modifications
were necessary, thus many sets were built to reconfigure real exterior and interior
locations (the prison library in its many incarnations, for example). But beyond even
that, Terry and his crew did an amazing job of just putting that prison back together.
I mean, the place was trashed when we got there. Several winters with no heating
had left countless strips of tattered paint dangling from every indoor surface (walk-
ing into that three-story high mess hall for the first time was like entering a vast cave
with thousands of stalactites dangling overhead). Warden Norton's office, gor-
geous as it looks on film, originally appeared as if somebody had detonated a pow-
erful bomb in it. And I'll never forget the day I showed up during preproduction
to discover Terry, unflappable as ever, making plans to restore the 10-ton chunk of
prison wall that had fallen out onto the road during the night. (Talk about the Dutch
boy plugging holes; Terry and his crew were kept busy trying to keep the dike from
collapsing throughout the entire shoot.)
No sour grapes here, just my personal opinion: I do believe Terry Marsh was passed
over for an Academy Award nomination because people didn't realize the challenge
involved or recognize the magnitude and quality of his work; they simply assumed
we walked into a real prison and started shooting. His work was simply too searn-
less to be noticed. I guess it's a compliment, in a weird way. (As Arthur C. Clarke is
said to have once wryly observed: "2001 did not win the Academy Award for nuke-
up because the judges may not have realized the apes were human actors.")

Scenes 21 through 29. The thing I find interesting about this "Fat-Ass gets clob-
bered" stretch of the film is that it demonstrates how very much sound plays a part
in bringing a movie across. Somebody once said that a good portion of what you
think you're seeing on screen is actually conveyed by the sound you're hearing. In this
case, the scene works because of all the prisoners' voices you hear offscreen -- the
taunting, yelling, chanting, what have you. The truth is, we shot these scenes with
a few dozen extras at most (including the guards), but you'd swear that massive 20()-
cell cellblock was filled with hardened lunatics. This is due to the amazing work done
by Barbara Harris and her talented troupe of "loop group" actors performing these
voices as separate and combined sound elements during postproduction, the further
amazing work done by sound editor John Stacy and his team in assembling all those
elements, and the final spectacular job done by dialogue mixer Bob Litt in laying all
those sound elements in with the precision of a brain surgeon. (Another important
contribution to this scene came from my good buddy David J. Schow, a fabulous
writer who took pity on my brain-fried state during postproduction and knocked
out several invaluable pages of additional offscreen lines for the prisoners to taunt and
shout. Since we'd already shot our film's end credits, I never got a chance to thank
him on screen, but maybe I can correct that omission by thanking him here.)

We did some local casting in Ohio for smaller "walk-on" roles (a fairly common
practice which saves a production the trouble and expense of flying an actor in from
Los Angeles or New York to speak a single line of dialogue). The guard who kicks
off Scene 21 by shouting "Lights out!" is played by John Summers, a real-life guard
who works at the new prison just up the road from the old one. (He worked at the
old prison too, the one you see in the film, until its deactivation in 1990.)

The bit at the end of Scene 29 where the guards get Fat-Ass on the stretcher was
dropped in favor of Hadley simply saying: "Call the trustees. Get this tub of shit
down to the infirmary." Dramatically speaking, it simply felt right for the scene to
end after he threatens the entire cellblock, rather than bogging down our screen time
with stretcher-loading logistics. Besides, it struck me that having guards quickly rush
in with a stretcher would have been a potential "Keystone Cops" moment (i.e., do
you think they always follow Byron Hadley around with a stretcher just in case he
gets in a bad mood and decides to wallop the bejeezus out of someone)

Scenes 22 through 25. Though I would have loved to grab some footage of the
other "new fish" in their cells (some great faces there), time did not allow. Still, I
think the sequence cut together pretty well without them, which only goes to show
that -- when in doubt and racing the clock -- if you shoot what you know you need
(usually the principal characters), you can't go too far wrong.

Scene 32. In shooting any scene involving animals, a representative of the American
Society for the Prevention of Cruelty to Animals will show up on your set to make
sure you don't abuse or otherwise do something horrible to the critter involved (a
laudable enough intent, given that filmmakers once had no compunction about
indulging certain nasty practices like tripping horses with wires, etc.). So, naturally,
the day we shot James Whitmore with the baby crow in his pocket, the ASV CA lady
arrived to monitor our activities. Much to our surprise, we discovered she was there
not only to protect the rights of the baby bird, but also of the maggots to be used in
the scene. (I guess maggots are people too.) She decreed that no live worm to be fed
to the bird. Only a dead one would do. One that died of natural causes. My sugges-
tion that we have the maggot autopsied to determine cause of death drew nothing
but a blank stare. Patiently explaining that the maggots were actually waxworms pur-
chased by the prop department at a local bait shop also cut us no slack. Apparently,
the God-given right of any fisherman to blithely feed a waxworm to a steelhead bass
is denied the Hollywood filmmaker and his baby crow, even when the Clock of
Doom is ticking at $120,000 a day in production costs. Thank God we found a dead
waxworrn in the batch, or we night still be there.
Before the day was out, our intrepid grips had presented us with a tiny director's
chair made out of matchsticks, just in case any of the waxworms needed a breather
between takes.

Scene 33. Dropped during editing for reasons of length. A portion of this footage
was used to replace Scene 35 in the film.

Scene 34. Based on his input during rehearsals, a portion of Mark Rolston's (l3ogs)
dialogue was modified here. I think Mark's subtler version is superior to what I
wrote; it's more menacing and realistic.

Scene 35. Dropped during editing. Some footage from Scene 33 was used here
instead. Additional voice-over by Red was added during post-production to pro-
vide a smoother transition.

Scene 36. The bit where Heywood zings the baseball at Andy's head didn't work
very well, so we dropped it during editing.

I always point to this scene whenever people ask me if I rewrote any part of the
script to accommodate the fact that Morgan Freeman was cast as a character origi-
nally written by Stephen King as a white Irishman. The answer is no. We even kept
Red's line about his being Irish, which takes on an interesting and amusing new twist
when spoken by Morgan (we shifted it to the end of the scene to better play the joke).
By the way, just to show you what a swell guy Morgan Freeman is, let the point
out that he is playing catch throughout this scene. Though it lasts only a few min-
utes on screen, we spent an entire day shooting it. It didn't occur to me until lunch
later how goddamn sore his arm must have gotten. (The last time I played more than
half an hour of catch, my arm nearly fell off.) Though it had to hurt like hell, not
once did he complain. He just kept tossing that ball and playing the scene.

Scenes 37 & 38. Dropped during editing for reasons of length.

Scenes 39 through 41. Here's a great example of something reading just fine in the
script, but really not working on film. When editor Richard Francis-Bruce first cut
this scene together, he added Red's voice-over as specified. The result was utter con-
fusion. You were seeing one thing, listening to another, and completely unable to
concentrate on either since the two stories didn't relate at all. The obvious solution
was not to beg the question of how or why Andy had money. We scrapped the nar-
ration and just let the sequence play with Thomas Newrnan's excellent music.

Scenes 43 & 44. The bit at the end of the scene where Brooks relays a written
thank-you note back to Red was dropped during filming in favor of Andy whis-
pering his thanks to Brooks. Sending Brooks and that cart on a return trip to Red's
cell would simply have consumed too much screen time.

Scene 47. This scene is the beginning of a longer "prison montage" (Scenes 4H
through 52) detailing Andy's miserable day-to-day existence. While writing the

script, I tossed a few vague ideas on the page here to kick things off, such as Andy
working, eating, and shaping his rocks after lights-out. Kinda boring, when you stop
and think. Besides, stuff like this is easy to write, but time-consuming to shoot. So
what does a director do when he's up against the wall and fighting the clock? He
decides he won't even bother. Instead, he'll steal a really nifty piece of footage he
shot for Scene 31 (a dolly shot of guards doing the morning count) and uses it here
instead. Voila. A great visual to kick off our montage.

Scene 48. Since our story spans twenty years, I had my heart set on doing at least
one snow shot somewhere in the film to help convey passage of time. But how does
one do this in the middle of summer in Ohio? The answer, courtesy of special
effects, was potato flakes. When cooked, it makes a hearty addition to any meal.
But when dumped by the bucket-load through the spinning blades of a monstrous
Ritter fan, it makes for some damn convincing snow.

Scene 49. Dropped during editing for reasons of silliness (with voice-over shifted
to Scene 50). Besides, when viewed on film, it made Bogs out to be some sort of
demented gay. This is contrary to what Stephen King or I intended. Both the
novella and the film take pains to draw a distinction between a homosexual and a
prison rapist. Why? Because there is a difference, a big one. According to sociol-
ogists, the prison rapist is seldom a homosexual in the outside world -- what he is,
is a damn rapist. When these scumbags are put behind bars, they continue doing
what they do to whomever is handy. So let me state it one last time for the record:
Bogs as a character does not represent homosexuality; he represents the predatory
sexual violence of rape.

Scene 50. Voice-over scrapped to tighten the sequence.