Charles Martin Smith, director, "Dolphin Tale"

A veteran character actor, Charles Martin Smith has been in his share of classics with prominent roles in 1984's "Starman," Brian DePalma's 1987 "The Untouchables," and George Lucas' classic "American Graffiti" as Terry the Toad.

As a director, Smith is a small part of TV history, directing the pilot episode of "Buffy the Vampire Slayer" among his 14 directorial credits — mostly TV and films like "Boris and Natasha" and "Air Bud."

Smith's latest film, "Dolphin Tale," was inspired by the very real story of Winter, a dolphin who, tangled in trappers' ropes, washed ashore in Clearwater, Fla. The ropes cut off the blood to her tale, which had to be amputated. She eventually was given a one-of-a-kind prosthetic, which allowed her to swim normally. "Dolphin Tale" also stars Morgan Freeman, Ashley Judd, Harry Connick Jr., and young stars Nathan Gamble and Cozy Zuelsdorff, and opens September 23. Smith will be in Indianapolis for his film's opening as part of the Heartland Film Festival.

Smith spoke to The Film Yap about his film, his past, and "rumors" of Lucas doing a special edition of "Graffiti" ala "Star Wars."

So you’re coming to Indianapolis for this special screening of “Dolphin Tale”?

Yes, indeed!

Have you been to Indianapolis before?

You know, I was thinking about that. It seems like I’ve been everywhere, but I’ve never been to Indianapolis before.

Well, you’ll have to hit St. Elmo. That’s the big restaurant. The shrimp cocktail is legendary there.

Sounds good to me. That sounds great.

So let’s talk about “Dolphin Tale.” How did you get connected with it?

Well, actually, I first heard about it in the summer of 2009. Alcon, Andrew Kosove and Broderick Johnson — they had found out about Winter and had gotten the rights to do a film about her and had been developing it for awhile, and were not happy with the direction it was going, I guess. So they brought me in to rewrite the script and make the film. That was the first I’d heard of Winter. I wasn’t aware of her. But the first thing I did was to come on down to Clearwater (Fla.) and go to the aquarium, along with Steve Wegner, who is their creative executive, who really shepherded the project all along. So Steve and I came down here, and had spent our day at the aquarium and I was watching Winter and was getting ideas for the movie, and it was the night “The Blind Side” opened, and here was Steve, from Alcon, on his BlackBerry, saying “Boy, I hope we sell some tickets to this thing tonight.”

I think they did all right.

(laughs). Yeah, I suppose they did.

Let’s talk about Winter. This is essentially her doing her own autobiography, right?

Absolutely. We talked early on about having another dolphin, and Winter was quite young when she was rescued in the real story. She was only four months old, and she was quite small. That was something I really liked and wanted to retain in the movie. So we talked about using other dolphins or doing it some other way, but there’s no way to really fake a tailless dolphin, so somewhere during the scriptwriting process we looked at each other and said, “Let’s just shoot it with Winter." Let’s shoot it at the aquarium where this happened and let her play herself. We’ll have to give up the idea that she was as young as she was when she was rescued because by now, she was about 5 years old. But she has such personality and such a unique way about her, and it might sound funny to talk about a dolphin like this, but she’s such a charismatic animal. I just thought that was the perfect solution. It couldn’t have worked out better.

You employed CG in some shots, but did you use an animatronic double for her as well for some shots?

Absolutely right. We had an animatronic built and we used that for a number of scenes, actually. The beach was the main one, obviously. We weren’t going to take Winter and drop her in the surf on a bunch of broken seashells. We used the animatronic in a number of the little wading pool scenes, where they’re carrying her around, and in the wide shots it’s the real Winter. I mixed it up a lot. Also some of the shots where she’s trying on the tail, some shots are animatronic, some are Winter. Very cleverly concealed, I hope. Our main goal of course was Winter’s well-being. That’s more important than the movie.

The obvious question then is if you had any “Jaws”-type moments where the animatronic Winter didn’t work properly?

(laughs) Yeah, I suppose we had a few. There’s always a few, always crazy things like that happening. One day we were actually shooting on the beach, and the animatronic was just being battered by the waves, and I wanted her to be in the surf when they found her, and one of the days we were shooting that scene the waves were just beating the animatronic all over the beach and it looked horrible. Bits of the skin were peeling off the animatronic, and our guy that made it, Howard Berger, he was freaking out because he couldn’t keep it looking real, and we kept having delays, and we finally decided we’d better shoot something else that day, and those guys spent the entire night rebuilding the animatronic so it looked good the next day.

Let’s talk about the human actors. The leads — Nathan Gamble and Cozy Zuelsdorff. How were they working in concert with a live dolphin?

They … were marvelous. I can’t think of enough superlatives to describe those two kids. I must have auditioned 100 boys and 100 girls; we did an exhaustive search, and these two kids are amazing. They’re fantastic actors, and they’re really sweet, good kids. And they got along well with Winter. And Nathan especially spent a lot of time with Winter. That’s the main relationship in the movie is the boy and the dolphin. So he was our main choice, but we found that he really didn’t swim well. We brought him here to Clearwater to meet Winter. By the way, that was one of the funny things about casting is that Winter really had final approval. Sometimes a dolphin just doesn’t warm up to a person. If we got some boy there that she didn’t like, we’d have to get someone else. So the final process was for Winter to give final approval. But Nathan really wasn’t a particularly good swimmer, and I had all these underwater scenes planned for him and Winter, so we put him into swimming lessons and he improved dramatically. You can see in the movie he swims beautifully with her. He’s such a good kid, and she really liked him. You could see in between scenes she would spend time, he would be petting her, and just kind of snuggling up to him.

That was so vital to the film, and really some of the best scenes were him with Winter, and there’s almost this ballet quality to it.

Now that’s funny. You used the word “ballet.” Did you just come up with that?

(laughs) Well, I can tell you where I first heard that, but you might not appreciate it. The underwater nude scene in “Piranha 3D" was described as sort of a ballet, and this reminded me of that to a degree. In a positive way, of course.

Well, the reason I mention that is that’s what I’ve been calling those two scenes since the beginning. That’s the terminology we used on set, on prep and in the editing; we always referred to those scenes as the ballets. I had no idea the press had gotten word of it.

Well, no, you just must have done your job really well.

I really did just think of those two scenes as a ballet. A dance … it’s really sort of a love story between these two species. The way, having the boy swim … we learned early on that if you are swimming with Winter and you do a somersault in the water, she enjoys mimicking you. So I started to use that and created this ballet scene. And Nathan was amazing. What he was able to do in those scenes and how beautifully he moved, I can’t say enough about that kid. He was remarkable.

Can you talk about working with a live animal? Even a dolphin, I imagine, would bring challenges. Did you have any issues at keeping things moving at a decent pace?

Yeah, one of the great things about Winter is she was injured so young; she was really just a baby when this happened. So she was raised by humans, and she’s very used to being around people and she also happens to have a very gregarious personality. She loves people, she’s kind of funny, she plays little tricks on people, she’s got a definite sense of humor. I wanted to just take her and use what she gave me. In a way, you used the word "documentary" early on. I tried to use that in a way. I’ve worked with animals before, and I really do believe this about them: Instead of imposing something on them, I want to see what they do and capture that, put that on film. That’s what we did with Winter.

How about filming in 3D? Were there any constraints — especially with the water, which is constantly moving? Did that make it more difficult to film in 3D?

Absolutely right. You’re absolutely right. It was a real challenge. The biggest challenge was the size of the camera rigs. These 3D rigs we were using are made from a red canvas, but they’re very big and unwieldy. They weigh over 100 pounds, so you can’t just pick them up and move them around like you could with a 35 millimeter camera or a digital camera. They’re massive, and just very, very heavy. Our animal lead is at water level, so the camera lens had to be at water level for a lot of the film. We ended up putting the camera on a crane. We actually had two cameras, each of them on a crane, a short one and a long one, and shot almost the whole movie off of these moving cranes, so that you could quickly adjust and move when the animal moved. That was the real hard part — getting the mobility so you can capture a moving, floating animal, and a floating, moving kid. You know, forget Steadicam shots or handheld or anything like that. These 3D cameras are so large and so heavy, you don’t have much mobility. That was a real challenge for myself and for Karl Walter Lindenlaub, the cinematographer, to have camera movement to have the mobility you need.

One of the major themes of the movie is Winter’s disability and how she inspires humans with disabilities. Can you talk about that as one of the more poignant themes in the film?

Yes, it is. I saw it firsthand the first time I came down here. Winter is very inspirational for disabled people and just people in general. Sometimes disabled children or veterans from the war would come in, and you could see how profoundly moved they were to see this animal struggling forward this way, never complaining, keeping her chin up as it were. I could see how moving this was for people and I wanted to make sure we captured that. We do have the subplot of Kyle coming back from the war wounded, which is one of the most important aspects of the movie to see how Winter affects him. That’s why we had the scene of the little girl in the wheelchair arrive just when things are at their worst. I wanted to have the disabled children represented in this movie because I’ve seen the profound effect Winter has on them.

This film has the “Inspired by a True Story” tag attached to it. Obviously, Winter’s story is more or less accurate. How much of the rest of the film is actually fact-based?

Well, not so much. It really is Winter’s story. That is the true story, how she was injured and rescued and her prosthetic tail, although the aquarium was real. We shot this where it happened, and when we arrived, they were in a lot of financial trouble. But as far as the characters and the kids, they are fiction. The characters of Kyle and the little girl in the wheelchair, they’re characters that are representative of the people I think Winter has affected. The true-story part is about Winter. And Kevin Caro and Dan Stremska, the guys who made the prosthetic, they’re around, and they’re great, and having them represented by Morgan Freeman just thrilled them.

I think Morgan Freeman in a movie represents two people in real life.

(laughs) Oh, yes. He’s bigger than life.

How was that, working with these big stars? There was Morgan Freeman and Ashley Judd … you get a discount if they are both in a movie together, right? They do so many together.

(laughs) And it’s funny, because Harry Connick and Ashley knew each other and worked with each other before, and Morgan and Ashley knew each other, but I’d never worked with any of them. I’d met Morgan briefly at a party once. The only one of those leads I’d worked with before was Kris Kristofferson, who was the star of “Pat Garrett and Billy the Kid,” a movie I acted in when I was 19, and seeing him again after all of these years was really something. They were terrific. They’re wonderful actors, and I’ve worked with a lot of great actors both in directing and acting alongside of them, and I have to say I was just really happy to get this cast.

Speaking of that, can you talk about as you’ve gone along acting and directing how you’ve worked with some of the best in the business — Curtis Hanson, Brian De Palma and George Lucas among others? Did you find yourself learning from them as you went along?

Absolutely. When I went to university actually, I was a theater major, and I was an actor, but I also studied directing. My main interest in life was to direct theater. That’s where I thought my life was going, and I love theater. But I got interested in being a film actor, but always with an eye on directing. And I watched all of those guys — George Lucas and De Palma and John Carpenter — but more than any of them I probably learned from Carroll Ballard, who I worked with on “Never Cry Wolf.” I worked with him on that film for, gosh, close to 3 years, and he was so gracious and helpful in teaching me. I felt like a disciple following the master. He is an amazing filmmaker. Matter of fact, as we were researching “Dolphin Tale” I sat down with Karl Walter Lindenlaub, the cinematographer, and we watched “The Black Stallion” again. We’d seen it many, many times, just to see how Carroll captures the visuals for the relationship between the boy and the horse. I learned so much from Ballard, I don’t think I would be able to begin to direct a movie of any kind if I hadn’t worked with him.

I heard a rumor that George Lucas is doing a special edition of “American Graffiti,” and Terry the Toad will cry “NOOO!” when he gets carded. Are you going to re-record that dialogue?

(laughs) I haven’t heard about that!

I might have made that up.

(laughs) That’s so funny. George is doing other editions of “Star Wars.” He’s really proud of “Graffiti.” I still stay in touch with the cast, some more than others. Every now and then we get together and show that film, and George is always there. It’s a really good film. It holds up. It shows that George has a great way with characters and dialogue, and he doesn’t really get credit for that these days.