Following box office flops for Cutthroat Island (1995) and Showgirls (1995), Carolco (owned by Mario Kassar and Andrew G. Vajna) went bankrupt at the end of 1995, and its assets / ancillary rights auctioned off to other companies. In 1997, Kassar and Vajna managed to restart their venture under their C2 Pictures banner. Half of the Terminator franchise rights was also part of the auction and they managed buy back the rights at $8 million. The other half of the rights was owned by Gale Anne Hurd who sold her share at $7 million.
After viewing initial dailies, the director, Jonathan Mostow deemed Sophia Bush too young to play hero John Connor's love interest, and replaced her with Claire Danes at the last minute. Danes started filming immediately and basically learned about her character on the job. Danes later said this may have helped her performance, as Kate Brewster's character was similarly thrust into a strange new reality with no warning.
The role of John Connor came down to Shane West and Nick Stahl. Stahl was cast but almost had to drop out because of scheduling conflicts. West was told that if Stahl were to drop out then he was be cast in the film but in the end, Stahl's schedule was changed and he kept the role of John Connor.
Arnold Schwarzenegger put up $1.4 million of his salary to ensure that a key scene in which a construction crane smashes into a glass building was shot. The director Jonathan Mostow, was apparently worried that the film was going to run behind schedule and over budget.
In an early draft of the script, Lance Henriksen was to reprise the role of Detective Vukovich (from Terminator (1984)), having the character bound to a wheelchair following the events of the first Terminator. The idea was eventually dropped.
Kristanna Loken put on 15 pounds of muscle to fit her role of the T-X. She also took a mime class to prepare for her part. Because her character has so few lines, she had to learn to communicate through facial expressions and body gestures.
Besides Arnold Schwarzenegger (The Terminator), Earl Boen (Dr. Peter Silberman) is the only other actor to appear in all of the first three "Terminator" films. This film is also Boen's last screen performance; he has solely done voice-over work since.
T-X's breast inflation scene took several takes because the air bladders underneath Kristanna Loken's bra made by the effects team didn't work properly. Sometimes one of the bladders popped or one would fizzle out.
Unlike the first two Terminator movies, the line, "Come with me if you want to live," is not used in this film. However, a variation of it is given when John says to Kate, "Do you wanna live? Come on!"
The first week of photography was the scene in which the Terminator crashes the truck into the T-X on the exterior of the veterinary clinic. The last day of photography was the scene in which the T-X appeared through the time portal.
During the cemetery scene, as the Terminator's computer display is counting rounds fired and casualties, names are scrolled on the screen. Many of these names are members of the Visual Effects department (Enid, Keiko, James, Rod, Mark, Bryan, and more)
During filming of the scene in which Scott Mason/Petersen morphs into the T-X, both actors were filmed performing the same motions, and then blended to create the effect. While filming, Mark Famiglietti, who played Scott, had to wear large platform shoes because Kristanna Loken is a good bit taller than he is.
Two of the air bases Skynet is shown taking control of are "Moron Airfield" and "Batman Air Base". These are actual military locations. Moron (pronounced More-own) Air Base is located in Spain, and Batman Air Base is in Turkey.
During the third act, the Terminator reboots itself to rid its system of the corruption caused by the T-X. As it does, we can see in its "Terminator Vision" many items scroll by. These include: "Remote Access", "Sound", "Memory", "Software Update", "QuickTime Player", "Control Strip", "Date and Time", "Multiple Users", "Keychain Access", "Location Manager", "Energy Saver", "Add Application Program", and also "MP3.com". All of these items (with the exception of "MP3.com") are easily recognized components of Apple Macintosh operating systems, most likely Mac OS 9. (See also trivia for Terminator (1984), in which "Terminator Vision" incorporated assembly code for the MOS 6502 microprocessor, the CPU for the then-current Apple II computer.)
An early draft had a completely different storyline from the film, in which John Connor is a successful computer programmer, who ends up being instrumental in the activation of Skynet. Sarah Connor is also featured in the film. The evil Terminator is a shapeshifter, but also can take on a gaseous energy form.
During rehearsals two weeks prior to shooting the crane chase scene, the crane was involved in an accident and was heavily damaged. It was impossible to acquire a new crane, at a cost $1.5 million, so repair crews worked around the clock to have it repaired on time for the shooting.
Tedi Sarafian wrote a script for the movie, but since his ideas would have resulted in the movie costing more than $200 million (a scene featured a Boeing crashing in downtown LA and exploding half of the city) his script was refused. Some of his ideas were used, though, (the evil Terminator is a woman, Sarah Connor doesn't appear), so he earned a "story" credit.
The studios had long wanted to make a sequel to the previous Terminator films, but for a long time Arnold Schwarzenegger refused to do it unless James Cameron was directing. Cameron eventually told his friend to "Just do it and ask for a shit-load of money", reasoning that the character was as much Schwarzenegger's as it was his.
John quotes his mother in the cemetery as calling every day after 29 August 1997 (the "original" Judgment Day) a "gift". The quote is a near-exact copy of what Sarah Connor says in Terminator 2: Judgment Day (1991)'s original, "happy" ending available on most of its DVD editions.
The "Rich Woman" attacked by the naked TX was planned to have attempted to use an ATM that wouldn't respond, but there wasn't time to film it. If this scene had been included, it would have been one of several indications (Kate's cell phone, the lack of TV reception at the AM/PM) that the computer virus is taking over.
Near the end of the film, the computer console displays "Blue 478" and John says "Dakota 775". The code numbers actually refer to the Intel Pentium 4's socket design with second generation of P4 processors using Socket 478 and the later one using LGA 775 socket. Another reference is the particle accelerator control room, designated "P4".
The "Sgt. Candy" scene, which was included in early prints of the film, explains why all the Terminators look like Arnold Schwarzenegger. Arnold's character (Sgt. Candy) has a Southern US accent. When one of the scientists questions it, another scientist replies (in an Arnold voice over), "We can fix it." The actor portraying this scientist is Jack Noseworthy. This scene is available as a special feature on the DVD version.
For advertising purposes, the Indian Motorcycle Co. donated eight "Chief" model motorcycles outfitted as California Highway Patrol bikes for use in the film, one of which was destroyed on purpose when it was crushed by a truck during a chase scene.
This film was originally planned to be shot in Vancouver, British Columbia, but it was relocated later on to Los Angeles. It has been speculated that the reason for this move the rising criticism against American productions being shot in Canada ("runaway productions") and Arnold Schwarzenegger's political aspirations, although the official reason is that studio space in Hollywood became available at the last minute, making room this film.
The character of Kate Brewster's fiancé was originally named Scott Petersen. Due to the name's similarity to Scott Peterson (a California man convicted of murdering his pregnant wife and their unborn child in late 2002 while out fishing) and the plot of his fiancée's kidnapping, the character's name was changed to Scott Mason, although he's still listed as Scott Petersen in the credits.
In all three Terminator films the Terminator's definition of "being back" means entering a building by driving a vehicle through it: In Terminator (1984) he drives a car into a police station after saying "I'll be back." In Terminator 2: Judgment Day (1991) he drives a SWAT van into the Cyberdyne Building after saying "I'll be back." In this film he flies a helicopter into an airplane hangar, steps out and proclaims, "I'm back!"
Stan Winston and his team constructed flawless, life-size, fully-operational robotic replicas of Arnold Schwarzenegger and co-star Kristanna Loken because certain sequences involving fire and explosions were too dangerous for them to perform.
Arnold Schwarzenegger suffered a minor hand injury during the filming of the cemetery battle scene. One of the small explosives on the casket exterior, used to simulate a bullet hit, was planted too close to his hand.
Arnold Schwarzenegger worked out for six months, about three hours a day, before shooting started, by which time he had the exact same body weight and muscle measurements as he had 12 years previously while shooting Terminator 2: Judgment Day (1991).
After the T-X has damaged her primary weapon, a first-person view shows her going through different weapon choices. On the right side of the screen one of the weapons is named "Rumsfeld P81 Cauterizer". This is a poke at President George W. Bush's Secretary of Defense at the time, Donald Rumsfeld.
While shooting the cemetery scene in which the Terminator shoots at the SWAT team, it was impossible for Schwartzenegger to wield the machine gun with one hand. A Steadicam harness was attached to the side of Arnold Schwarzenegger to help him to hold the gun with one hand. The harness was erased digitally during postproduction.
The gas station at which the Terminator stops for refueling is the same gas station seen in all three Terminator movies. In Terminator (1984) it was shown at the end where the pregnant Sarah stops before driving to the Mojave Desert. In Terminator 2: Judgment Day (1991) it is where Sarah camps in for the night after she escapes from the hospital.
A scene was actually written and but was left out of the final film because it was incomplete. The scene would take place right after the Terminator says, "She'll be back." In the written scene, General Brewster noticed the Terminator resembling Sgt. Candy (as explained in the famous deleted Sgt. Candy scene) and asked whether he is Sgt. Candy. The Terminator said no, but remarked, "I was made here." (in CRS). The producers had to omit the scene due to an on set problem (an assistant director went missing that prevented Arnold Schwarzenegger from continuing that scene) not to mention with the film running behind schedule. Also, they feared that the audience will not get the idea of Sgt. Candy without this scene, and so they had to remove the earlier one.
Production designer Jeff Mann admitted that surveillance monitors would probably not be located inside a particle accelerator room. But in order to have Kate and John see the T-X approaching on the monitor, they were put there anyway, hoping that the audience wouldn't care.
This was intended to be the first of the two back-to-back Terminator movies developed by Mario Kassar and Andrew G. Vajna back in 1999. It was to be originally written by Tedi Sarafian, while the second-half, codenamed Project Angel by Warner Bros (eventually became Terminator Salvation) was to be written by David C. Wilson due for a 2003 release which is to take place immediately after the events of this film. Had there been no script revisions, the film could have been released in 2001. After the film's release, actors work commitments, including Arnold Schwarzenegger's term as Governor of California prompted the Project Angel script to be rewritten again from scratch- including moving the time setting by writers John Brancato and Michael Ferris under Jonathan Mostow's supervision. However, by 2006, Kassar and Vajna decided to end their business relationship and sold their rights to Victor Kubicek and Derek Anderson. The original idea for the fourth film was ultimately scrapped.
The then 54-year-old Arnold Schwarzenegger took up a 3 month rigorous training schedule to get back into shape to play The Terminator. He stated in an interview with Flex magazine that he tried to obtain the same body physique he had in Terminator 2: Judgment Day (1991).
Kristanna Loken practiced at a firing range, she had martial arts training, and he had extensive mime training in preparation for her role as the T-X. She also practiced running in two-inch heels. She fell ill during the filming the cemetery scene because of all the running that she had had to do, but a stuntwoman carried out the jump that the T-X does to the top of the car that the Terminator, John Connor, and Kate are driving away from the cemetery.
The first scene filmed was when the T-X is pulled over by a traffic cop. The first scene that Schwarzenegger filmed was the fight between the Terminator and the T-X in the parking lot. It was also Stahl's first scene.
Kristanna Loken's most challenging scene was when the T-X was stuck to the particle accelerator. It was difficult because she had to go from running to being spreadeagled in an instant without interruption. And because she had to keep such a rigid posture, she wound up with bruises up and down her arms for weeks afterward.
Terminator 2: Judgment Day (1991) came under fire for being too sentimental when it came to Schwarzenegger being a good Terminator. Jonathan Mostow tried to avoid that by adding some ambiguities to Schwarzenegger's character, e.g. refusing John Connor's orders, being corrupted by the T-X at the climax, etc. Mostow did admit the sentiment was appropriate to the last movie, but not to this one.
When the Terminator is holding a cache of weapons hidden inside of Sarah Connor's coffin, the coffin was lightweight, but still very heavy; the scene was even more difficult for Schwarzenegger because the weapon he was firing at the time was extremely heavy, even for someone like him. A harness holding it up but digitally erased helped him to film the scene. Another thing that made it difficult was Schwarzenegger's jacket weighed about 40 pounds.
Whenever there was any exposition Jonathan Mostow kept the story ongoing, just like in the last two films. In fact Mostow likened the film to more of a road movie than the others, what with so many scenes shot on the road.
The crane weighed 140 tons, and the building that Schwarzenegger was plowed into took two weeks to build. The scene in which the crane flips over its own length was too dangerous to do in reality, so it had to be done by animation.
According to the novelization, Cyberdyne went bankrupt after the events of Terminator 2: Judgment Day (1991). That explains why Skynet's construction has been overtaken by another company (CRS). Skynet allegedly cost the Pentagon $15 billion to make.
In the script, Skynet's time machine is called the continuum transporter. It was allegedly built at Area 51. It creates an artificial wormhole between two time periods, as long as power isn't an issue.
In the novelization, the Terminator arrives in the past before the T-X. In the film it's the other way around. He also gets bitten by a rattlesnake (which does appear in the film) but his refusal to kill organic life (because of reprogramming) means he just throws it away. Another thing that's reversed is the T-X's murder of Jose Barrera and William and Elizabeth Anderson. She finds Jose by calling his mother in Spanish. And both the Terminator and the T-X try to reach Kate at home.
The novelization gives us some background information on Kate's relationship with her father. General Brewster was such a workaholic his wife left him. Mrs. Brewster approved of Kate's engagement, but Kate wanted her father's approval too. He granted it, but never met Scott. Kate was an only child. Also, she is not sure about marrying Scott, and he is nervous about meeting her father. Kate enjoys working with animals because you know where you stand with them. When Kate was born, her family was stationed in Germany, at Ramstein. Because she was born as an "Air Force child" it explains why she knows the difference between a real gun and a paintball gun when John pulls one on her.
In the script, the name of the woman the T-X stole her clothes and car from was Nancy Nebel. The woman was also wearing a thong, something else the T-X puts on. The T-X also talks to Nebel's boyfriend over the phone, in Nebel's own voice. She links with the Skynet in this era. She also doesn't enlarge her breasts like she does in the film. The name of the traffic cop who pulls her over is called Barnes, and when he saw how sexy she is, he decided to rip up the ticket and ask her out. The T-X killed him in a parking lot.
In the novelization, John can disassemble, clean, repair, reassemble, and fire more than 12 dozen different types of weapons, explosives and even light antitank weapons and the Stinger surface-to-air missile. He can also calculate the blast radius damage for various plastic explosives.
In the original script, the Terminator considers stealing some of the women's clothes at the strip club if it fits, but he deems it inappropriate. The shotgun he has during the crane chase was found in the back of the truck he stole. He gets rid of the star-shaped sunglasses because he wants to look exactly like the last Terminator did. Also, the bouncer runs after him while he drives away, waving his fist in the air.
When the Terminator promises to let Kate go if she tells him where John Connor is, and then he goes back on his word, the novelization tells us that he wasn't really lying; he will let Kate go, just not right now.
In the novelization, when the T-X emerges from the wreckage of the crane, there are witnesses too shocked to stop her. She hotwires a car and then heads for Kate's house where she murders Scott. Although we never see his murder, the book tells us she thrusts her hand deep into his chest destroying his heart. He doesn't even get the chance to scream, but he does in the film. She also fastidiously cleans his blood off her hand.
In the novelization, at the gas station we learn that the Terminator selects beef jerky for protein; potato chips for carbohydrates; cookies, ice cream bars, and Twinkies for sugar; and bottled water for hydration. The sunglasses that he gets are Sama wraparounds.
The arsenal in Sarah Connor's coffin consists of: a 30-caliber machine gun; several Russian made AK-47 assault rifles with 30 round/7.62 mm magazines; 9.0 mm Glock pistols; a bandoleer of H&W stun grenades used by U.S. special forces; a LAW antitank rocket; a 40 mm MK-19 grenade launcher; four bricks of C4 plastic explosives with acid fuses; a Glock 17 (the gun Kate that draws on The Terminator); a 9.0 mm Baretta; a Stoner 63A.30 caliber machine gun; a RPG-7 rocket-propelled grenade launcher with 85 mm shells (these carry a five-pound heat warhead, and those can penetrate one foot of steel armor plate. According to the novelization, John practiced with all these weapons in Baja California. One of Sarah's biker friends from Honduras provided them. John also knows how to activate the accelerator from some of the "geeks" she used to hang around with. He also dislikes air travel.
In the script, the T-X gets to Edwards Air Force Base by radioing a police helicopter flying overhead after the altercation at the cemetery. She kills the pilot and flies on ahead. It was probably the same helicopter she crashed at the climax.
The climactic battle between the Terminator and the T-X was slightly expanded in the novelization, in which she also uses a cutting saw on him. The Terminator's skull at the very end of the movie is intended to be Schwarzenegger's.
The T-X's uniform at Edwards Air Force Base belonged to a Lt Hastings before she killed her. The gun she uses is a 9mm Baretta that she took from the base security chief, Captain McManus. She was forced to kill him to prevent him from blowing her cover. These scenes were deleted from the film.
When the T-X materializes in a shop-front window, the slogan "I Like This Look" is one of the window-dressings. She later paraphrases that line, such as saying "I like this car" to the woman she murders in the following scene, or saying "I like your gun" to the traffic cop she steals a weapon from.
One of the headstones at the cemetery has the name 'O Brian' engraved on it. This may be a reference to George Orwell's 1984, which had a character called O'Brian living in a dystopian future, similar to the one we see in the Terminator series.
Edward Furlong was originally supposed to play John Connor. However in December 2001 it was reported that he had been dropped from the film, allegedly due to a substance abuse problem. Nick Stahl was cast shortly before filming began in April 2002.
The trivia items below may give away important plot points.
It took six months for the VFX pioneers to develop the method to simulate the final sequence, in which T-X's liquid exterior is magnetized to the point of peeling off, revealing her alloy endoskeleton.
Various versions of the Terminator's final line were tested, including "Eat me!" The filmmakers finally settled on "You are terminated!", which also happened to echo Sarah Connor's final line of "You're terminated, fucker!" to her assailant in Terminator (1984).
In each Terminator film the villainous character's death is greeted with the word "Terminated" in some way: - In Terminator (1984) Sarah Connor says "You're terminated fucker" as she crushes the Terminator in the hydraulic press - In Terminator 2: Judgment Day (1991) John Connor asks "Is it dead?" (of the melted T1000) to which the Terminator replies "Terminated" - In Terminator 3: Rise of the Machines (2003) the Terminator says "You are Terminated!" as it destroys the TX.
Kristanna Loken speaks all of her dialogue in the first 25 minutes of the film. The T-X's only other dialogue comes when she is impersonating Scott Mason and later Kate Brewster; these lines are spoken by Mark Famiglietti and Claire Danes respectively.
The storyboards for the Judgement Day scenes near the end of the film were much more graphic than what was seen in the film, and included images such as the Statue of Liberty melting, the Hollywood sign going up in flames and even Dr. Silberman being incinerated by a nuclear blast. However, the VFX team were told that it was "too soon after 9/11" to show such graphic destruction, and that only a single nuclear explosion should be seen, and that it should actually be of relatively poor quality compared to what was seen in the second film.