When Tom Hardy, Jessica Chastain, Shia LaBeouf and Mia Wasikowska arrived at the 2012 Cannes Film Festival for the world premiere of John Hillcoat’s Prohibition-era gangster movie Lawless, they were the toast of the Croisette. First, venture capital magnate Ronald Cohen and his wife, Sharon Harel, a movie producer, threw an intimate dinner for the cast at their historic villa, Les Glaieuls. Then there was the lunch aboard Russia-born billionaire Len Blavatnik’s super-yacht, Odessa, with Harvey Weinstein, whose company is releasing Lawless in the U.S. on Aug. 29.

It didn’t start out that way, and the long road to making Lawless was fraught. The Lawless cast includes some of Hollywood’s busiest up-and-coming stars who straddle the indie and studio worlds. But a couple of years ago, veteran producers Lucy Fisher and Doug Wick could barely get the $22 million indie financed because no one quite knew who the lead actors were outside of LaBeouf. Wasikowska had some heat because of Alice in Wonderland (which grossed $1 billion worldwide). Lawless was shot in spring 2011, before Chastain burst onto the scene with The Help and before The Dark Knight Rises PR machine put Hardy’s face all over posters. They all rushed to work with Hillcoat, an Australian auteur who had made the acclaimed Western The Proposition and the post-apocalyptic father-son movie The Road. “It seems like there’s a really fantastic wave of new talent,” says Hillcoat. “I’m trying to work out how this came about — I think there’s so many great characters on television now, it’s changed things.”

In 2008, Fisher and Wick fell hard for Matt Bondurant’s book The Wettest County in the World, a violent, almost mythic tale about three brothers who run a bootlegging operation in Franklin County, Va. (The movie’s title was changed after test audiences thought Wettest County sounded pornographic.) The character drama, set during the Depression, is based on Bondurant’s relatives.

Wick and Fisher optioned film rights and immediately sent the book to Hillcoat. “Lucy and I both love the movies of the 1970s,” says Wick. “Now, gangster movies are so detached. This really had something new to say about Prohibition and how tough country people could be when interacting with city gangsters.” Hillcoat loved the material and sent the novel to fellow Aussie Nick Cave, his rock-star friend who also wrote the screenplay for The Proposition. Cave quickly signed on.

The news got better. Sony — home to Red Wagon, Fisher and Wick’s production company — boarded the project. “We didn’t expect them to respond, but they loved it and bought it right away,” says Fisher. “So there we were, mistakenly thinking everything was going so very smooth. A cast was set: LaBeouf — the first to sign on — as Jack, the youngest brother; James Franco as the middle sibling, Howard; and Ryan Gosling as the eldest son, the quasi-immortal Forrest. Scarlett Johansson and Amy Adams were to play the female leads.” Then, in early 2009, the bottom fell out.

“Nick turned in a draft no actor could say no to, but the studio read it and said this wasn’t a Sony movie. It was too dark,” adds Fisher. “They said, ‘We love John, we love Nick, and we love you, but thanks a million and good luck.’ ” Recalls Hillcoat: “We went to every other studio and every other distributor, and no one would touch it. They said there was no hope for a period film, and because it was a rural gangster movie, they couldn’t wrap their heads around it.”

As Lawless languished, everyone but LaBeouf dropped out. “Shia was as determined as ever, and we came back and tried to piece the project together with independent financing,” says Hillcoat, who first met the actor at a Hamburger Hamlet in the San Fernando Valley. “He was just brimming with energy, about to leap out of his chair at any moment. He was very genuine in his desire to do something that he could really sink his teeth into and made some comment about wanting to explode if he had to do one more [of Transformers’ CG-heavy scenes, acting] with a green tennis ball.”

Says LaBeouf: “I saw a vulnerability in John that I’d never seen in a director. I thought this dude would be able to capture some truth. One of the first things he said to me was, ‘What do you think about making GoodFellas in the woods?’ It sounded great.”

Fisher says LaBeouf was a rock. “He was and always will be our partner and the linchpin of how the movie got made,” she says. “He was in from day one and could have made a lot of money doing other things. On the set, he was the first person to arrive and the last to leave.”

As Fisher and Wick continued to hunt down financing, a new cast slowly emerged. During a trip to New York, LaBeouf slipped into a theater to see Bronson and was stunned by Hardy’s performance. “That shit changed my life,” he says. “I went home and wrote Tom a letter saying I was a fan. He sent me a script, and I sent him Lawless. He called me back and said, ‘This is f–ing amazing.’ ”

Notes Guy Pearce, who along with Gary Oldman plays a supporting role in Lawless: “When John and Nick get together, they are a particularly delicious pairing. John could get any actor he wanted. It would be like working with Martin Scorsese.”

Unbeknownst to LaBeouf, Hardy already was on Hillcoat’s radar, and in 2010, the filmmaker visited the Vancouver set of This Means War, where the two finalized the deal for Hardy to star as the eldest brother.

Hillcoat was interested in two actresses for the female leads: Wasikowska and Chastain. “Women are usually an afterthought in gangster movies, but here they had real strength,” he says. Chastain was recommended by Benoit Delhomme, Hillcoat’s director of photography on Proposition, who had worked with the actress on Al Pacino’s Wilde Salome. She had just finished shooting Terrence Malick’s The Tree of Life. “I knew Terry, so I called him,” recalls Hillcoat. “I couldn’t get him off the phone, and I’ve never heard anyone go on so excitedly. And especially him.”

Not long after, Hillcoat and Chastain got to know each other at The Standard hotel’s 24/7 Restaurant on Sunset Boulevard. “I knew immediately he was someone I wanted to work with,” says Chastain. “I am a big fan of The Proposition. I hadn’t even read the script, but I told him, ‘If you cast me, I’ll do it.’ I approach every role in terms of: ‘Have I done this before? Is it something I’m repeating?’ Lawless offered a new opportunity.” Chastain plays Maggie, who flees from her past as a “dancer” in Chicago, while Wasikowska plays a preacher’s daughter who strays for the youngest Bondurant brother.

On the financing front, Fisher and Wick finally landed two investors: Benaroya Pictures and Megan Ellison’s Annapurna Pictures (an even earlier partner who persevered was international sales agent Glen Basner of FilmNation). But it still was tough going. Fisher recalls having to send Benaroya a trailer for Tree of Life to convince the company of Chastain’s potential.

Wasikowska, Chastain and Hardy didn’t have to do camera tests, but Jason Clarke (also an Australian) and Dane DeHaan did. Clarke, who plays the middle brother, could soon break out big-time: He has a lead role in Kathryn Bigelow’s hunt for Bin Laden thriller, Zero Dark Thirty, and he’s filming Roland Emmerich’s White House Down, playing the main villain. Fisher and Wick were so wowed by Clarke that they recommended him for a part in Baz Luhrmann’s adaptation of The Great Gatsby, which they are producing for Warner Bros.

“Good actors are putting material first,” says Clarke. “Christian Bale is the automatic example. He’s one of the biggest stars in the world, but look at his body of work: You don’t know what he’s going to do next.”

There were no studio perks during the Lawless shoot. Everyone stayed in a cluster of condos in Peachtree City, a far-flung suburb of Atlanta. To save costs, they used existing locations — covered bridges, churches, gas stations, outside spaces, the Cotton Pickin’ Fairground — save for Blackwater Station, which the production built.

“There was a real sense of camaraderie,” says Fisher. “And Jessica was Wendy to the Lost Boys.” LaBeouf recalls that the film’s sibling dynamics spilled over into real life and that he and Hardy came to blows. Real blows. “We were the epicenter of the bond,” says LaBeouf. “Tom and I were very aggressive. There’s this element that happens to vulnerable men — vulnerable and volatile.”

In May 2011, Basner, armed with a promo reel, took Lawless to the Cannes market, where it quickly became a red-hot commodity. As he sold foreign rights, CAA brokered a domestic deal with The Weinstein Co. Says LaBeouf, “We were the ugly duckling that fell through the cracks that Harvey Weinstein found and is now nourishing.” (THR’s David Rooney, in his Cannes review of Lawless, said “Hillcoat punches the action along at an unhurried yet steady pace, expertly sustaining tension and a mood of impending menace.”)

For all involved, the finale will come on Labor Day weekend, when Lawless opens in the U.S. “We had a true ensemble with what I call the up-and-coming generation, in addition to having the benefit of Guy Pearce and Gary Oldman,” says Fisher. “It was an adventure we were all on together.”

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August 15, 2012   Luciana