After graduating from Baylor University with a BBA and earning Master of Arts in Communication Studies, Michael Brandt went to work in the film industry. He worked first for Quentin Tarantino’s A Band Apart Films, where he served as both production manager and assistant editor on the Sarah Kelly documentary Full Tilt Boogie (1997) and as assistant editor on comedian Julia Sweeney’s stand-up special, God Said, “Ha!” (1998). Brandt also worked as a production assistant on the Robert Rodriguez horror film, The Faculty (1998). During this period, Brandt and writing partner, Derek Haas, whom he’d met at Baylor, sold their first spec screenplay, The Courier (which would not be produced until 2013).

After having established themselves with their first script sale, Brandt and Haas then co-wrote the 2001 telefilm Invincible. The duo’s next job would be a huge one, writing the John Singleton-helmed 2 Fast 2 Furious (2003), which earned more than $236 million worldwide. Brandt and Haas next adapted the graphic novel Wanted (2004), which proved to be another colossal hit.

After that, Brandt and Haas were tapped to write the screenplay for the 2007 remake of the 1957 Elmore Leonard adaptation, 3:10 to Yuma. The film was a success, opening at number one at the box office and receiving critical acclaim. Brandt then made his directorial debut in 2011 with The Double, based on he and Haas’ original screenplay. Brandt and Haas then created and produced the NBC series Chicago Justice, Chicago P.D., Chicago Med, and Chicago Fire.

This interview with Brandt focuses entirely on 3:10 to Yuma and is an excerpt from the forthcoming McFarland & Company book, Perspectives on Elmore Leonard: Conversations with Authors, Experts, and Collaborators. There are major spoilers here, so if you haven’t seen the film, you might want to skip this until after you have.

ANDREW J. RAUSCH: Had you read any of Elmore Leonard’s work prior to becoming involved with 3:10 to Yuma? I’d read that you were primarily a fan of spy novels but I wondered if you had read Leonard.

MICHAEL BRANDT: I was definitely a fan of spy novels early on, but I read a lot of different things. I had definitely read Get Shorty (1990). I had read some of his quirkier, more modern novels. I had seen the original 3:10 to Yuma (1957), but I hadn’t read the short story when James Mangold first approached Derek and I about doing the film. But I had read a bunch of other Western short stories. That doesn’t necessarily have anything to do with your interview. [Laughs.] You know, Louis L’amour and guys like that, who still wrote in the 1950s at the same time Leonard was writing his. I was a huge fan of Westerns, but I hadn’t read that particular story.

[Ben Foster] was like, “No, I’m going to be super dapper. I’m going to wear a double-breasted leather jacket. I’m going to play it almost like it’s a love affair between me and the boss.” He’s such an amazing actor to even conceptualize that character in the West, because it certainly didn’t follow along the genre lines. That was 100 percent Ben.

You said James Mangold approached you. Would you talk a little bit about the process of how you became involved and how the film got rolling?

MB: Sony had the rights at the time, and Mangold had been talking to Sony about remaking the 1957 version. Sony wasn’t fully onboard, and the reason was because Westerns hadn’t done all that well. I mean, really, if you look back now, this movie was something like the third biggest Western of all time after Tombstone (1993) and maybe Unforgiven (1992). Maybe not even Unforgiven. But it still only made seven million dollars overseas. They just don’t make any money overseas. So, Sony wasn’t really into it. And at the time, Derek and I had really only written the second Fast and the Furious movie. So Mangold’s thinking was, what if I can present to the studio some guys who wrote the movie that just made over $400 million? He thought it would appeal to a younger audience and maybe make them not scared of it being a dusty old Western. He also wanted to incorporate some modern themes into it.

That’s how it came together. I’d always been a fan of Jim’s. He’d made so many great smaller movies. He had yet to make his bigger, giant movies. Certainly he hadn’t done The Wolverine (2013) or any of that stuff yet. But his smaller movies were great. I always thought Cop Land (1997) was amazing. When the idea came around of Mangold doing Yuma, I was like, “Yes! 100 percent!” We then dove back into the original, and of course read Elmore’s short story at that point, too. And thus began the conversations with Jim and Sony about what a modern remake would look like. It’s funny, but the thing that struck me about the first movie—not the short story—there’s kind of a hint of Dan Evans, which is not the same name as the guy in the short story, and he’s got these kids… He kind of limped around, and just the way he was cast—it was Van Heflin, and he sort of seemed like he was on his way out as a character. He didn’t seem like that vital of a character. I thought that was interesting, and I also thought that was an opportunity in that the kids, meaning the oldest son, was not around in the movie once Dan takes off from the ranch with Ben Wade. There were two things that struck me that were a reason to make a remake. It’s like, I don’t know why you would ever remake Psycho (1960), but I can see why you would remake the original 3:10 to Yuma. It actually feels like a TV movie. It’s really only got two acts. They took Elmore’s story and they kind of slapped on a setup, and then there was the movie. It didn’t really have your typical three-act structure. It also didn’t have that real kind of emotional ride, even though at the end, yes, it rains, and there’s the wife standing in the rain as the train pulls away. It’s a little silly. Even though it was great for its time, it was kind of missing something. Really when you look back, it was missing a second act.

The pitch to Sony was… I don’t know how old you are, but in the nineties we had a commercial with Michael Jordan and there were a bunch of kids singing “I wanna be like Mike, I wanna be like Mike…” And then Charles Barkley came out with a commercial where he just looked at the camera and said, “I am not a role model. Parents are role models.” It was like the anti-Jordan message. And I said, “That’s the movie!” That was my pitch to Sony: “That’s the movie.” Whether it’s Allen Iverson or Charles Barkley or Michael Jordan or whoever—pick your guy in the nineties and 2000s… Parents are still having to deal with the same things that Dan Evans would have to deal with regarding his son. His son was looking up to a guy because the guy was enigmatic and kind of an unknown quantity and basically a badass. Meanwhile, the father was missing a leg from the Civil War and couldn’t pay his bills, and his son looked at him like he was a loser. While unfair, that’s probably similar to every father that has boys who love the NBA today. Dad works wherever he works, but he’s not playing in the NBA, so it’s always a struggle for kids’ attention.

Russell Crowe as outlaw Ben Wade.

Dad is never glamorous. Even if you’re someone who is glamorous to other people, you’re still not going to seem glamorous to your own kids.

MB: Yeah. So my pitch to Sony was that Barkley commercial. “That’s the movie. We need a second act where the kid goes on the journey, and they don’t even know the kid’s on the journey. We can even set up a moment where the kid kind of saves the day at the very beginning, and now he’s got to go along with them. Some version of some events where stuff goes down and now he’s got to go with them.” And that was exactly what they wanted to hear because no, we’re not going to just do this walk down Main Street kind of Western. The kid’s going to be in the middle of it, and it turned out to be Logan Lerman, who is such a good actor. And we’re off and running at that point.

And originally it was supposed to be Tom Cruise to play Ben Wade and Eric Bana to play Dan Evans. Those were the guys who were attached. And that was about the time that Tom Cruise had that Oprah couch moment where he got on her couch and was jumping up and down. Sony, at that moment, said they didn’t want to make the movie with him. So, thankfully, Russell Crowe came on right away. At that point, the script was written and we were kind of getting ready to make it. But Russell came on, and then Christian Bale came on, so we didn’t really skip a beat after all that.

That cast is amazing. Especially Ben Foster. You’ve got two great, big-name actors in Bale and Crowe, and then Ben Foster comes on and steals every scene he’s in. And frankly, I think he does that in just about every film he makes.

MB: If you read the story, even if you look at our original draft, Charlie Prince was the big tough guy. And you think of him as the big tough guy. Again, leave it Mangold to cast Ben Foster, who was like, “No, I’m going to be super dapper. I’m going to wear a double-breasted leather jacket. I’m going to play it almost like it’s a love affair between me and the boss.” He’s such an amazing actor to even conceptualize that character in the West, because it certainly didn’t follow along the genre lines. That was 100 percent Ben. If you look at the original script, he didn’t look at his boss sideways like “given the chance I might kiss you.” [Laughs.] That was Ben. And that’s why Ben is so interesting, and that’s why he does steal every scene—because he does something that is the opposite of what you think he’s going to do.

I wanted to talk about the evolution of the story a little bit. You touched on this some, but I find the evolution fascinating. The original short story is really only a one-act story. It’s the third act and that’s it. Okay, then the Halstead Welles script for the 1957 version comes in, and it’s sort of two acts now. You’ve got the first act and you’ve got the third act. Then Derek Haas and yourself come in with your version and you write a second act, which is the journey. I suppose this is blasphemous to Elmore Leonard to say this, but I feel like every version of the story gets better and a little more layered.

MB: Thank you for saying that, and I would agree. I think that’s why it was ripe for a remake—because it didn’t have a second act. You know, Elmore Leonard was paid $90 to write that story. It’s what? Fifteen pages? And it’s just a very sharp idea: what’s the price of a man? Two guys in a hotel room. One guy needs money and one guy has money but doesn’t have freedom, so what’s the price? The thing about Elmore’s story is that every inch of it holds up. If you look at both versions of the movie, not a lot has changed in the third act. We can get to the end of my version of Yuma, because definitely that changes, but in terms of conversations in the room, in terms of the brother showing up, in terms of getting him out the door and Charlie Prince showing up and here’s the gang and all of that, that’s Elmore’s. That really hasn’t changed. And it didn’t need to. It’s just kind of been added on.

I was lucky enough to get to spend a couple of days with Elmore before he died. This was after the movie was made. I was making another movie in Detroit, where Elmore lived. And he came by the set one day. I actually think his son brought him by. This was ten, twelve years ago. He came by the set, and then he invited us to his house. So Derek and I went out to his house, which is the most unsuspecting house. You’re like, “You mean one of the greatest living writers lives in this house?” We went in, and it was just Elmore sitting by himself at the kitchen table. He was watching the Tigers on TV. He never missed a Tigers game. So we sat there for like three hours and watched the baseball game with him.

He wrote everything out longhand. He had these yellow legal pads, and he wrote everything out with this red pen. The papers were just spread out everywhere on the kitchen table. It looked like a movie set, like if you were going to set up an Elmore Leonard movie set, that’s what it would be. And he had about ten beers and smoked about a hundred cigarettes in the course of the game. And he was great! He was such a character. He was exactly the character you wanted him to be. And sharp as a tack.

We talked about the ending of the movie. He very graciously signed a copy of the Yuma script for me that says, “A great one until the end.” [Laughs.] And the reason I’m proud of that is because I actually didn’t agree with the way our version of Yuma ended. The original script didn’t end with Dan Evans dying, and it definitely didn’t end with Ben Wade getting on the train himself and then whistling after his horse to follow him. Jim Mangold really felt strongly about Dan dying. I never was onboard with it, but he’s the director and it’s his movie, so that’s what happened.

I didn’t necessarily agree with the way the first one ended either. I didn’t agree with the wife being out there and watching them all ride past her. That was a little campy. And then it just magically starts to rain.

I’m not speaking out of school. If Mangold was on this call, I would say this. He’s heard me say this. When you add the son into the journey, when you add the son into the second act, I feel like it’s such a bummer for the audience. It’s one thing to have a tragic ending, but it’s another thing to have a tragic ending where the son is standing there watching it happen. I just thought it was too much. I just thought, in 1880 or whatever year that takes place, a healthy husband, even one with a wooden leg, who’s trying to teach his son a lesson, is better than a dead husband who did teach his son a lesson but is now dead. And the older I’ve gotten, the more I’ve kind of come to understand why Mangold wanted to end it that way. Because it does make sense in terms of my original idea of the Charles Barkley message that parents are role models. Dan Evans was the ultimate role model. But I just thought it was a bummer. I wanted Dan and Ben on that train together going to Yuma, and then Ben saying, “I’ve broken out of Yuma before.” They did it, and they did it together. I thought it was a little harsh killing Dan at the end.

And Elmore agreed. That’s why he said it was a great one until the end. That’s the only reason I feel okay about that signature, because it wasn’t my idea! [Laughs.] And I didn’t agree with it either.

Christian Bale plays the film’s protagonist, Dan Evans.

My thought about Mangold’s ending is that Dan dying negates everything that Ben Wade has done. The sacrifice of himself that he makes for Dan is totally negated.

MB: I could not agree more.

Frankly, I don’t understand why Ben Wade would go ahead and get on the train after Dan is dead. If he’s doing all of this in service of Dan, his getting on the train at that point seems silly.

MB:I feel like there’s a lot of having cake and trying to eat it too there. As soon as they leave the hotel room, and the first time Dan realizes Ben is actually with him and is going to help him get to the train, even though at any point he could just drop down and it’s over, but he doesn’t, he’s helping him and kind of showing him how to get there… It’s great—I think it’s the best part of the movie—when Charlie, played by Ben, realizes this. “What’s Boss doing?” That’s the best point in the movie, and you’re right, it does negate it. It negates all of that to have Dan die and Ben just put himself on the train. Which I get in theory. It’s a thematic move, but then he calls to the horse, so it’s just one thing after another. It’s like this pendulum, and I just feel it goes back and forth too much.

I’ve always sort of joked about both versions of the film (and the story too), and I’m sure this is a thought you’ve had before. Dan could have avoided a lot of headaches if he had just taken Ben to the rail house to start with. Then they wouldn’t have had to go across town. That always made me laugh. Realistically they would just surround it and blow him to pieces, and then you wouldn’t have a movie.

MB: [Laughs.] Well, yeah, I guess there are a lot of ways. You could have just hung him in the middle of town in the beginning too.

One of the things you guys did that I really feel is brilliant and makes a lot of sense but wasn’t in the story or the first movie is when Charlie calls the townsfolk to get involved. I think that just adds a tremendous punch to the scene.

MB: I remember when we started talking about the geography with Jim, what made it really interesting was finding out that the town was going to be pretty small, and these guys are on a second floor. They’re right there. The window is right over Main Street, so you can have conversations. I think when we realized what the geography was going to be, we got the idea of Charlie Prince telling the townsfolk they get money for whoever shoots him. It’s horrifying, but it’s even more scary that Dan is up there listening to this. That was the point. It was the geography that kind of drove that. It was a pretty good idea, and honestly I don’t remember whose idea it was. But I remember the geography being the thing that brought that about.

There were things in the early drafts of our script that didn’t make it just for budgetary reasons. But the town was painted darker in terms of the characters that were there, than in any other version. It was because, as we did research on the railroad— When you start to write something like a Western… the only thing I know about Westerns is what I’ve already seen in other Westerns. I don’t have firsthand knowledge of what it was like to be there. So, you have to be careful not to write tropes you’ve been watching your whole life. Sometimes it’s great, and sometimes you use them—the idea of genre is very important—and you use them to your advantage. And sometimes you can twist on it a little bit and use that to your advantage. But there was a book by Stephen Ambrose about the railroads. I remember reading that, and that’s also what led to the whole Chinese village. But I learned that if you got on a train in Chicago, the farther the line went—and it wasn’t done yet, because it had just gotten to Contention—the shadier the people were. At some point you’re going to get to the end, and that’s where the workers and the whores are going to be. That was the way it was described. That was something I had never seen in a Western before. So we actually had this opening sequence where you saw a guy get on the train—I think it was in Omaha—and he started going west, and each stop got shadier and shadier. It was kind of like an opening title sequence.

Even though that didn’t make it into the movie, that led to the people being pretty shady by the time they got to Contention. Because it got shadier and shadier the farther west you got, the idea that Charlie Prince could stand out in the middle of town and say, “I’m going to give money to whoever wants to kill Dan Evans” makes sense. You’re going to have people stand up and say, “Yeah, that sounds good.” Because they were fairly desperate. That probably wouldn’t happen in Chicago or Omaha or Kansas City, but it would here, and that all came out of doing the research.

Screenwriter Michael Brandt, who adapted 3:10 to Yuma with Derek Haas.

One thing I loved that I had never seen in another film was the fortified stagecoach with a Gatling gun carrying the Pinkertons. I’ve seen Gatling guns in other things, such as The Outlaw Josey Wales (1976), but never like this. And I loved that you guys took what was a very average stagecoach robbery scene and added a whole other level to it.

MB: It was just the idea of a Brinks truck and the idea that the railroad wouldn’t just send their money down on any old stagecoach. It was just an idea to be different and brash and cool and again, any time you could break or bend the genre a little bit without offending people, that was the choice. I think that goes back to the original idea of Sony’s, which was it can’t be a dusty old western. Okay, where do we start? Let’s start with an armored car. We haven’t seen that before in the old west. It was that kind of… I’m not saying it was a Fast & Furious thing, but it was that kind of mentality where it was, “Okay, how do we put things on steroids here?” That was to make the studio happy and also because it looked cool.

When the film came out and you guys were doing press, all of the interviewers remarked about how different the film was from your previous film, 2 Fast 2 Furious. It seems to me that they aren’t really all that different. I see your version of 3:10 to Yuma as being an action movie set in the old west. Do you think that’s accurate?

MB: That was a definite early goal. It was a goal, not to make it an action movie in the sense of… we weren’t going to give up character to make it an action movie. But the best action movies still have as much characterization as the best westerns. We definitely wanted to impose a little testosterone into it in general. We knew what the marching orders were from the studio, and Jim, too. Yuma would always go back and lean on how the son looked at his father and how he looked at Ben Wade. We would always go back to that. Fast & Furious, every movie, and this is why they’re successful, it always goes back to, “We’re a family. How are we going to get through this?” Whether you had Vin Diesel… We didn’t have Vin Diesel in ours, so when they couldn’t make a deal with Vin, our next thought was, “We’ve got to create a new character who’s an old friend of Paul Walker’s, because the theme of family still has to be there.” If you just consistently fall back on that, you can’t go wrong.

I’m not sure where Yuma and Fast & Furious would crossover other than you had two guys writing them at a time in their life when they just thought those things were really cool, so that’s what they did. And that’s what Derek and I were doing.

Glenn Ford as Ben Wade in the 1957 version of 3:10 to Yuma.

The last time I watched the original film, it struck me for the first time that Halstead Welles, likely at the behest of the producers, really adapted the story into a play on High Noon (1952). Both are about men whom no one really comes forward to help, who have to wait until a pre-specified moment of action that the whole film is built around and may well result in their death, and in both cases the protagonist has the opportunity to walk away but stay primarily because their principles won’t allow them to leave.

MB: I didn’t think of it that way, but you’re definitely right.

I think part of it is that both of them have time in the title, so you can’t do anything until that time comes, whether it’s noon or 3:10. [Laughs.] A different way to look at it is that that is what happens when you don’t have cell phones. Back then, everything was about time. Something happened at a certain time, and everybody knew it happened at that time, and you couldn’t let anyone know if it wasn’t happening at that time. You know what I mean? You kind of had to set a time because you couldn’t call anybody. So it was like, “Hey, we’re going to take them there and get on this train or whatever, and that’s going to take us three days.” But it was all about time, not about communication. So I think there’s something to do with that. Certainly High Noon gets all the credit. Walking the guy down Main Street at a certain time is a bit of a genre trope, and Halstead leaned into that, and that’s great. But so did Elmore, obviously, too.

I hadn’t thought about that comparison, but I will tell you that when you’re writing a movie that’s set in the 1800s, just the idea that one character can’t call another character is, at times, so frustrating, and at other times it’s the most freeing thing in the world that you don’t have to deal with cell phones. And time was much more of a factor.

I want to bring up another thing I really like about your version of 3:10 to Yuma. Aside from the addition of the journey to Contention, you’ve also got the Apache attack. I feel that those things give Dan and Ben time to develop a more realistic bond. I sort of always felt that aspect was lacking a bit in the original film, making the ending slightly more difficult to buy into. I wondered if you wanted to talk a little bit about the addition of those elements.

MB: In Halstead’s version, there wasn’t an Indian attack, right?

There wasn’t an attack. There wasn’t really even a trip. They just go from point A straight to point B.

MB: Right. There’s just kind of a cut from, “Okay, we’ve got him” to Contention. I think the Apache attack was a leftover from my watching The Outlaw Josey Wales as a child. Characters came and went in and out of Josey Wales’ life as he’s on his journey. The Indians just scared the hell out of me. The idea of Indians as shadows, to me, was always just a scary thing. The fact that they could just be there, but they’re not there. You didn’t know they were there, but they were. That, to me, is just scary. It was really that. I felt like Indians in Westerns have kind of fallen by the wayside. Maybe for good reason. Maybe in today’s world you write a different version of it. But just the idea that you have to go through an area that’s just scary as hell… And remember, we had to manufacture a second act. We had to create a journey. They had to go somewhere, and part of that journey was the Chinese railroad camp, which was a real thing. And then also, what other kinds of things are they going to run into along the way? And having to take a turn and go through a place that you know you’re not supposed to go through is, to me, just scary. Also, it’s a little bit of a nod to The Warriors (1979) or Escape from New York (1981), where you don’t want to go through the Bronx at this time of night, but you have to. That stuff has always scared the hell out of me, so I think that’s kind of where that came from.

Let’s talk about the ending to all three incarnations of the story. It’s clear that Ben Wade admires Dan by the time we get to the end of the story. In your mind, what is it that Ben sees in him that allows him to basically sacrifice himself and his men to aid him?

MB: I can only speak on my version. I’m not sure about the others. Like in Elmore’s version, for instance. In Elmore’s original story, Dan still forces him on the train. Ben helps him a little bit, but really, they don’t have the showdown with Charlie. They have a bit of one, but it’s really just him getting a couple of shots off before Dan forces him onto the train.

I think Halstead, to his credit, fell into the idea even more so than Elmore, if you ask me, that Ben’s level of respect would be such that, “I’m going to get on the train for him.” Or “with him.” Which I thought was amazing.

I think, in ours’, it really goes back to Ben Wade sitting at the dinner table with the family. And he meets the wife. He starts to talk a little bit out of turn, and then he stops. Then here are the kids, and the kids actually put him in his place. “We don’t talk that way” and “we say grace…”

I don’t necessarily agree also with our version with Ben killing all his guys. But he does it because he realizes that he’s been running with animals. They are fucking animals. And he only knows that because of the time he just spent, starting with Dan’s family, and then with Dan and his son throughout this. Then he looks at his gang at the end and realizes they really are animals. Early on, it’s apparent that he’s put himself on a pedestal in his own head, but I think by the time he’s gone through this and he gets to the end, he looks at his guys and sees that they’re no better than the piles of dirt around, because they’re just there for the money and to get drunk and that’s it. I don’t think he wants to be associated with that anymore. So, I think that level of respect just comes from him what it would be like if Allen Iverson or someone like that spent a week with a father and his son. It starts with the son saying, “I don’t like my dad,” and by the end, Allen Iverson is like, “Dude, your dad is the greatest.” [Laughs.]

Ben Wade eventually assisting Dan is one of the real charms of both film versions. This may be a silly question, but I was wondering, do you think that could really happen? Do you think it’s believable?

MB: [Laughs.] I will say that’s the beauty of movies. That’s why we watch them, right? That’s why you do it, because you get to watch a guy who’s played Gladiator and every badass under the sun, turn to a guy who’s got one leg and say, “I’m doing this with you. We’re doing this together. That’s it.

I mean, would a guy cut his corn in Iowa? No, but Field of Dreams (1989) is my favorite movie ever. So can I explain it? No. But do I love it? Fuck yeah. I’m going to watch it every time it’s on TV.

That’s one of the joys of writing screenplays or novels—you’re creating the world and its boundaries. As such, anything can happen as long as it makes sense to the world of the particular piece.

MB: One hundred percent. The more seasoned I get as a writer, the more I realize that that is to be embraced and also be relished. Fast & Furious can set its own rules because it’s just breaking physics. It’s like, “Oh, that car could never get over that bridge.” But who cares? That’s setting physical rules. And I think the more seasoned I become as a writer, it’s the emotional rules where you just allow for things. Would that person ever do that? Well, yeah, he would, because I’ve paved enough road and he’s driven on that road long enough that now he will make that choice.

You can never really predict what a person will do in real life anyway. You hear people say, “This character would never really do this.” But you can’t know that. Every person you know has, at one point or another, made a decision you would never have expected them to make. So why would movie characters be any different?

MB: Right. But also, that can be a legitimate complaint against a character’s decision. And that can just be the fault of the writer not having paved enough road. It’s not earned. I do think that it’s earned that, by the time Dan and Wade get out of that hotel room, my favorite moment when Ben turns on Charlie. He doesn’t kill him, but Charlie realizes something is happening. He’s like, “Boss? Boss, what are you doing?” That is earned. We’ve just spent an hour-and-a-half earning that moment. That’s why I love that moment so much. But Charlie Prince wasn’t on that ride. That’s why he doesn’t know it. That’s why it’s such a fun moment, because he’s as surprised as anybody. But we were on that ride, so that moment got earned. That’s why I love it so much. You get to watch another character having to deal with something that we were privy to.