Danny Trejo was visiting a friend who was working as a production assistant on the set when he was offered a job as an extra. Edward Bunker recognized Trejo because they served time in San Quentin State Prison together. Bunker helped Trejo get hired as Eric Roberts' boxing coach. Director Andrey Konchalovskiy was so impressed with Trejo that he gave him a small role. Trejo later stated that he was staggered to find out that the coaching job earned him $320 per day, which was more than he had ever gotten from a robbery.
The film is dedicated to the memory of Richard Holley. Helicopter pilot Rick Holley was killed in a helicopter crash during filming. According to the Alaska Rails website, "his helicopter hit a power line in the canyon north of Tunnel Section". This occurred on March 9, 1985 and was listed as "helicopter accident en route to Alaska filming location".
To enhance his physical look, Jon Voight made himself look "less innocent" by wearing false teeth over his own real teeth so as to make them look brown colored and ruggedly damaged, as well as placing small obstructions in his nose so as to flare up his nostrils and make it also look broken.
Jon Voight was persuaded to take the lead role of convict Oscar "Manny" Manheim by Director Andrey Konchalovskiy. Voight had thought that the character was "all wrong" for him until Konchalovsky advised Voight that the best villains in movies are "actors who play against type." Voight ended up winning the Golden Globe Best Performance by an Actor in a Motion Picture - Drama award for this film, as well as receiving an Academy Award nomination for Best Actor.
Akira Kurosawa co-wrote the original script and planned to direct it in upstate New York. The project was cancelled because the snowstorms were so bad, his crew could not work. Originally, the character played by Jon Voight was a convicted killer, but writer and ex-con Edward Bunker changed him to a safe cracker because he felt the other prisoners would not respect a killer.
The Alaska Railroad Corporation (ARRC) placed some tight restrictions on the making of the film. Firstly, the company's name and logo could not be shown on any piece of equipment. The wording "A&E Northern" replaced Alaska Road's signage. Secondly, according to the Alaska Roads website, "The film company took extra precautions to insure the safety of the crew. Not one shot was taken without everybody securely rigged or hooked to the moving train. They even hired trained mountaineers to guarantee that everybody who worked on the train was properly strapped."
The film was shot with a documentary look as wanted by Director Andrey Konchalovskiy. Director of Photography Alan Hume and his camera crew put their cameras in odd and different positions so as to make the movie look uncomposed and spontaneous. This was so as to make the viewer feel like they were looking straight out of the train window or were hanging off the edge of the locomotive.
Eric Roberts worked out for several months prior to filming to put on thirty pounds of muscle. Roberts has said that the characterization of Buck came easily to him as he had grown-up in a Mississippi neighborhood which was full of ex-cons.
Production Manager Stephen Marsh has said of this film's production, his second movie: "Yes I remember making that picture many years ago. We had to start by shooting all the second unit footage in Alaska and Montana. That meant that we had two sets of engines that did not quite match, so we had to disguise them with plywood, paint, and pretend snow. The main body of the picture was shot in Los Angeles. We built two of the units on-stage and shot using back projection techniques. We also built the whole train two more times in two scales of miniature. These miniatures worked for the crash scenes which we shot in a disused winery in Rancho Cucamonga, California. Once all this footage was cut together I think you will agree that the illusion was quite complete. I made one more picture with this Director, Andrey Konchalovskiy, it was called Shy People (1987) and we shot it in the swamps of Louisiana!"
Andrey Konchalovskiy once said: "You have to be an optimist to make a film about trains. Working with trains was very difficult, dangerous, and complicated. The engines were an enormous amount of steel, very difficult to stop, and treacherous to work around."
Replicas of all four locomotives were constructed in Hollywood's Pan Pacific Auditorium to film some scenes, which were superimposed onto second unit footage from Alaska. The replicas were complete right down to all interior details and rivets. The couplings could be coupled and uncoupled, and even the speedometers worked.
The film was shot by the filmmakers in color, but with a bleak, cold, and severe look so as to appear as if black and white, but with traces of color added. According to the Alaska Roads website, "this, they felt, would highlight the contrasting majesty of the Alaskan mountain wilderness, with its bleak trees and black rocks against the white of its snow, and it also heightened the image of the monstrous black train hurdling down the tracks under the bright white sky."
Most of the train action footage was shot with three cameras. Cinematographer Alan Hume said: "It was necessary while making a run on a track, we had to get as many shots as possible before another train came through."
Filming the locomotive on the main train track caused problems for the production, as other trains were using the tracks. Second Unit Railroad Coordinator, Alaskan rail-man Ted Hewitt said: "The normal train traffic runs as it is supposed to. The movie train has to take to a siding and be clear of the regular train."
Publicity for this picture stated: "The train sequences were filmed on the seward main track of the Alaska Railroad, which runs from Seward, through Anchorage, and up to Fairbanks. The company shot on locations sixty miles up the mountains, with no roads, and were only accessible by helicopter or train. It was a wild environment, where bald eagles, moose, and jack rabbits were seen almost daily."
According to the Alaska Roads website, there were several differences between the film and its original first-draft English script. These were: "The film was originally set in Wisconsin, not Alaska; The beginning featured a freight train running past the prison, accompanied by a piece of soul music by convict Jonah (Edward Bunker) who played the guitar in this script. Manny is in prison for murdering his wife, who was two-timing him, not bank jobs. Ranken, the prison warden is younger and more out of control, breaking Manny's arm for harming one of the guards. There is no boxing match scene. The train engineer, Al, doesn't die of a heart attack, he is pitched off the engine when it takes a curve too fast. There is a chase sequence where a set of locomotives try to chase the runaway, planning to couple up and stop her. The reason for the railroad company derailing the train and condemning its passengers is not because it will collide with a chemical plant. Instead, a locomotive has derailed in her path in the middle of a town. The spur where the runaway eventually crashes is referred to as "The Elkins Steel Mine", a disused mine at the end of an out-of-use siding."
The picture was nominated for three Academy Awards including Best Editing with best acting nominations for Jon Voight (Best Actor) and Eric Roberts (Best Actor in a Supporting Role), but the film failed to to win in any category.
The runaway train's line-up consisted of four Alaska Railroad locomotives, all built by EMD. In order, GP40-2 #3010 (built 4/1976), F7 #1500 (built 12/1952), GP7 #1801 and #1810 (built 8/1951). The latter two locomotives had previously been rebuilt by ARR with low short hoods as opposed to a GP7's original high short hood, but were fitted with mock-up high hoods made of plywood for the film, branded with fictional numbers 531 and 812, respectively. Because #1801's cab had been reconstructed prior to filming, the '531' prosthetic hood stood slightly higher than the normal hood height of a GP7 in order to fit over the locomotive's number-board. As of 2017, #3010 is still active on the Alaska Railroad's roster, #1500 is in the Museum of Alaska Transportation & Industry, #1810 is working for the Archer Daniels Midland Company in Dodge City, Kansas as SFGX #1810 and #1801 is in service with the Respondek Railroad Corp. as RRC #1800. The yard shots were made on the BA&P Railway in Montana using local locomotives: GP38-2 #109 (later sold to the Alaska Railroad and still in service as ARR #2001), F9 #7012A rented from the Mt. Rainier Scenic Railroad, GP7 #103 and GP9 #104.
The quote at the end credits is from William Shakespeare's "Richard III". It states: "No beast so fierce but knows some touch of pity. But I know none, and therefore I am no beast." Screenwriter Edward Bunker also used "No Beast So Fierce" for the title of his first novel.
One member of the cast and crew worked on Tony Scott's runaway train movie, Unstoppable (2010), and that was Sound Engineer Ken J. Johnson, who did the train sound effects for this film, and then did additional train sounds for the later movie.
This movie is one of several Hollywood movies based on or loosely inspired by a script or film by Akira Kurosawa (a famous example being George Lucas' "Star Wars: Episode IV, A New Hope", being based on Kurosawa's earlier film "The Hidden Fortress". Both follow almost identical storylines). In the same year that this film was Oscar nominated for three Academy Awards, Kurosawa was nominated for Best Director for Ran (1985).
Many fans and admirers of the film believe that it would have performed much better at the box-office had it been released by specialty houses like Orion Pictures or TriStar Pictures. By the time this film was released, The Cannon Group, Inc. was already considered an "exploitation" outfit by the industry and audiences.
The lead locomotive of Eastbound 12, the freight train that is hit by the runaway, is an ALCO MRS-1 (#1605). These were locomotives originally designed for the U.S. Army to use on different rail gauges in the event of a future war in Europe or elsewhere. After twenty years in storage, thirteen of these were sold to Alaska Railways. Underpowered and hard to maintain, they were all retired by 1984. Even though no actual collision occurred, ARR only used these for Eastbound 12. After the movie was completed #1605 was cut up for scrap.
During filming in Montana at the Butte, Anaconda & Pacific Roundhouse in Anaconda, the crew realized that they didn't have any real snow, due to warm temperatures (a false spring) that hit the area. They had to use Christmas tree flock for snow, and they had to keep it from melting on the tracks. They filmed at the west yard for almost a week and they had to cut short their stay at Anaconda. They next travelled to the old Montana prison at Deer Lodge to film the prison sequences.