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Filmmaker Tony Scott is a master of motion picture events – such as "Crimson Tide,” "Man on Fire,” "True Romance” and "Top Gun” – which mix non-stop action with finely-tuned characters that bring audiences even further into the action and drama. His latest effort, UNSTOPPABLE, adds to that rich legacy, again demonstrating Scott's formidable talents in blending action, character, drama and emotion. "It's a movie that starts out at fifty miles an hour and ends up at 150 mph; it's speed-on-speed,” says Scott, who admits UNSTOPPABLE was the toughest project, mentally and physically, he's undertaken. But Scott is referring to more than the logistical challenges of filming aboard a vehicle hurtling down a railroad track at 50 miles per hour or the film's heart-stopping stunt sequences. Sitting in the same 6 x 9 foot space aboard the blue and yellow 1206 for most of the film brought its own set of obstacles and keeping the characters interesting inside that box was one of the most daunting tasks for the director. "This was the most challenging and brilliant adventure I've ever encountered because I had to tell a character story inside something going very, very fast,” says Scott. "It's always about the performances – how I look at these two characters in a way I haven't done before and be honest to who they are.”

In keeping with the film's realistic tone and characters, Scott largely eschewed the use of CGI, opting instead for real action and the skills of some of the industry's most inventive stunt people.

Great drama coupled with Scott's dramatic flair and his visual expertise makes for a wild and captivating ride. "The real challenge with UNSTOPPABLE was capturing the character evolutions of Frank [Denzel Washington] and Will [Chris Pine], who are undertaking this monumental journey trying to stop this runaway train,” says the director. "But first, they must come to terms with one another and resolve their differences.”

Before Scott put his unmistakable stamp on the project, producers Julie Yorn and Mimi Rogers presented the idea for UNSTOPPABLE to writer Mark Bomback, who began with the concept of a train as the villain of the story. "Like a lot of children, I liked trains as a kid,” says Bomback, "but I certainly wasn't a fan. I started researching the film from a place of complete ignorance. Trains are ubiquitous, but you never think about how the entire country depends on them so it seemed like an interesting setting for a film. Trains haven't been done in a while so I thought this might be a new way to introduce them; they're so old school, they're new school.”

Bomback's chief goal in telling the story was to maintain a relentless pace. "We wanted audiences to think that Frank or Will could die at any moment and the movie would still continue,” says Bomback, "because audiences would understand the train can't derail until, at best, the end of the film. So the question is, how do you maintain that sense of tension? I did my best to stay within the bounds of realism and not go too far.”

Bomback worked on the script on and off for two years before Tony Scott came aboard. The director says it was the first, and likely the only time, in his career when a studio took on his first draft with no notes before beginning to assemble their cast and crew. "Mark's script was the best page-turner I've ever read,” says Scott. "I flew through it. The characters became stronger as the story unfolded and the action took care of itself; it has a forward momentum and it never lets up.”

Scott turned once again to his muse, Academy Award® winner Denzel Washington, to headline his small but select cast. UNSTOPPABLE is their fifth collaboration, following "Crimson Tide,” "Man on Fire,” "Déjà Vu” and "The Taking of Pelham 123.” Says Scott of Washington: "In every movie Denzel and I have done together, he's always tapped into a different aspect of his personality. "Within each of us, and at a given point in our lives, are different personalities, and Denzel is brilliant in tapping into the personality right for a given project.”

"I trust Tony, who's a great filmmaker and I enjoy working with him,” says Washington. "We have a good shorthand now; I know what he's after and he knows how I like to work, and we leave each other alone to do the work. Tony's very enthusiastic and his team loves working for him, so with him, it's easy.”

Washington found much to explore in the huge gulf – encompassing age, economics, experience and attitude – between his character, Frank, and Chris Pine's Will. "This is also a story about an age gap,” Washington asserts, "how many businesses today are caught in an economic downturn, and running the old guys out to bring in younger, cheaper labor to take the place of more experienced personnel. Basically Frank is teaching the new guy how to do his job so that he can take his place,” explains Washington. "Needless to say, Frank's not too happy about that.”

The new guy is Will Colson, played by Chris Pine. Washington suggested Scott cast the "Star Trek” headliner, and Scott agreed, especially after catching Pine's acclaimed work in the play "Farragut North.” As a young man whose life seems to be unraveling, Will is unsure about most everything. Reluctantly, he takes a job in the family business as a new recruit for the railroad AWVR.

"Will comes from a family of railroaders,” Pine says. "Having grown up in the shadow of a family who are now bigwigs at the railroad, Will left to make his own way, but when it turned out to be harder than he expected, he returned to his home town only to realize that coming home was even more difficult. Even though he's hesitant, he's going to make the best of working for the railroad . . . for now.”

Separated from his wife and son after his temper got the better of him, Will goes to work on that fateful day with no particular agenda. He just wants to get through it. "Will's journey is that of a selfish guy who wanted to find success on his own,” says Pine. "He feels like he failed so there's a lot of self-loathing going on. That, coupled with pressure from his family, and an apprenticeship with resentful guys who make the job as difficult as possible, it just becomes a volcano.”

For all his bluster about the younger generation being different, Frank Barnes is living a similar existence. Estranged from his two daughters with whom he wants desperately to reconnect, Frank just wants to put in his time at work, keep his head down and get the job done. "Like Will, Frank is someone who has stopped valuing his own worth, albeit for very different, more professional reasons,” says Bomback. "He's amassed a lot of knowledge and skill through the years and suddenly he's faced with the idea that maybe that isn't worth nearly as much as he thought it was.”

"Frank doesn't have anything against Will personally,” says Washington, "it's just that he, and guys like him, are the reason that older railroaders are being fired. It doesn't help that Will's brother and uncles are all big shots in the business. As Frank describes it, Will's just a member of the Lucky Sperm Club.

"Frank doesn't even acknowledge the new guys,” he continues. "He doesn't see them, they don't exist. But as it happens, on this particular day, Frank is assigned a new kid to be his conductor. As the engineer, Frank's just the driver, but he feels like the 1206 is his train.”

Their day together aboard the 1206 begins on a rough note, with both men focused on personal issues rather than the job at hand. But before half the day is over, they realize they must put their issues with family and with one another aside and concentrate on

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