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Months before principal photography began on Captains Courageous, director Victor Fleming sent a second unit MGM crew to Massachusetts to shoot footage in and around the quaint fishing town of Gloucester. While there, MGM purchased an authentic schooner called the Oretha F. Spinney and promptly transformed it into the We're Here of the film's story.

With the second unit crew aboard, the newly christened We're Here sailed around Newfoundland and Nova Scotia in order to pick up authentic shots at sea. According to Victor Fleming, they set out to capture "shots of the fishing fleet in every conceivable sort of rough winter weather." The crew then brought the boat towards northern California, collecting atmospheric footage of fog along the way, according to author James Curtis. Another schooner was soon purchased that was transformed into the We're Here's rival boat, the Jennie Cushman, which was ultimately docked alongside the We're Here in Catalina Island's Avalon Harbor.

The principal cast and crew came together to begin shooting in California in late September 1936. Spencer Tracy regularly grumbled over the two hour process of having his hair curled every day and admittedly faked his way through a "Portuguese" accent, making most of it up as he went along. Fortunately, the screenwriters had tried to tailor Manuel's dialogue to Tracy as much as possible while still remaining true to the original spirit of Kipling's story.

Spencer Tracy was impressed by the professionalism and dedication of his young co-star Freddie Bartholomew. When a scene called for his character Harvey to be soaking wet, for instance, Bartholomew willingly jumped in the water to look the part. "The kid can take it," said Tracy. "I hand it to him." According to Bartholomew, however, Tracy could also feel a little threatened by him. "I had warm feelings for Spencer Tracy," said Bartholomew in a 1992 interview, "but there was, curiously, a sense of competitiveness that he felt towards me. I'm not trying to say that I was wonderful and he wasn't--I don't mean that at all--but I think he felt that, 'Oh, wait a minute. The kid's running off with the picture, and this is not necessarily a good idea.'"

Since Bartholomew and supporting player Mickey Rooney were both school age, the production had to regularly carve out time for the two of them to be tutored. "Studio carpenters converted the fo'c'sle of the fishing vessel to a classroom where Freddie and I spent three hours a day studying with Freddie's tutor, Harold Minnear," recalled Rooney in his 1991 autobiography Life Is Too Short. "We had a full schedule, a long shoot every morning, then art, history, social studies, arithmetic, composition, grammar, spelling, botany, physiology, and hygiene in the afternoon. No wonder Freddie was so smart."

For Victor Fleming the biggest challenge with the Captains Courageous shoot was having to deal with the frequent frustrations of uncooperative weather. "We had purposely set out in October in order to take advantage of the fog," said Fleming. "But for days after we began to work, either the sun would break through or the wind would cause a break in the mist." On one occasion Fleming became so fed up with the ever-changing weather while trying to get a shot in the water that he finally threw up his arms in defeat. "Fleming said, 'Goddamnit, we're going home!'," recalled Spencer Tracy. "And then we went back to Catalina to get the stuff we had left in the hotel, and Fleming was in such a hurry to get away that he was using a speedboat [while] the rest of us were going to use a big tug. He walked out on the pier to jump into his speedboat, and the speedboat took off and he went into the water--with his white [pants], all dressed up."

For a difficult shot in which Freddie Bartholomew was to fall out of one of the dories racing back to the We're Here, Fleming spent an hour rehearsing so that Bartholomew would hopefully not have to do more than a single take in the icy waters. One of the real-life seamen helping the crew, Captain J.M. Hersey, said at the time, "[Crew member and Olympic swimmer] Stubby Kruger, out of camera range, was all ready to dive in if Tracy had difficulty hauling Freddie back into the dory, but Freddie was sure everything was going to be all right. The kid has nerve, all right. A second dory was ready to race over if there was any hitch, and Mr. Fleming himself had a leg over the rail and wouldn't have hesitated to drop in. Tracy's dory came up alongside. As he reached for the forward dory hook, Freddie put one foot on the gunwale, started to pass up the trawl tub, and took a backward header. Tracy, quick as a flash, reached over, grabbed him by the collar as he came up, got a grip with his other hand on the lad's trousers, and pulled him in as if he was landing a codfish. It was all over in a few seconds. We hauled up the dory, rushed Freddie below, stripped him, dried him, rubbed him down, and put him between blankets in a bunk where Mr. Barrymore, Charley Grapewin, Tracy and others came down and kidded him about his Olympic high-dive."

Towards the end of shooting, Victor Fleming had to enter the hospital for a minor surgery, something that was originally only supposed to take a few days. However, his recovery was unexpectedly slow and ended up causing a few weeks delay in the film's production. MGM appointed another director, Jack Conway, to temporarily take over the film until Fleming could return to work on February 1.

Fleming was back at the helm in time to shoot Manuel's dramatic death scene in which he is crushed in an accident during a storm. It was the most challenging scene to film in the entire production. In order to tightly control all of the elements, filming took place in a studio tank with medical personnel standing close by in case anything went wrong. When the time came for the storm to begin, Hollywood special effects wizards performed their magic. "Huge paddles churn up a frothy sea," reported columnist Robbin Coons at the time, "clouds of spray fly with a roar from a towering wooden reservoir, and a huge funnel batters Tracy's head with wind. The waves rise higher, higher, engulfing him, knocking him about as he yells his dialogue. Rescuers are John Carradine--just up from the flu--Dave Thursby, and Jack Sterling, all of whom get nearly as drenched as Tracy. And they do the scene three times. Before the last take Tracy, submerged in his art if ever an actor was, catches me leering on the sidelines and jeers, 'You like to try it? If you've got to laugh, you might stay out of my line of vision!' But another wave breaks over him before I can explain it wasn't laughter but an expression I always wear when wondering whether Metro is trying to drown Tracy."

The entire death scene took three days to shoot. The many close-ups of Bartholomew and Tracy saying their goodbyes were time consuming and took up much of the schedule. One of the screenwriters, John Lee Mahin, was watching Fleming shoot the scene and wondered why he initially took so long to move in for a close-up on Freddie Bartholomew. "I said, 'Geez, this is a beautiful kid, Vic. It seems to me you're not getting the close-ups of this kid,'" recalled Mahin. "He said, 'Wait till we need 'em. Wait till they'll have some effect.' I said, 'Well, when will that be?' He said, 'When he starts crying and breaking. That's when we'll go in to see him.' And this tough bastard starts to move in on him. He was right."

When production finally wrapped in late February 1937, Spencer Tracy was relieved. "Well, I got away with it," he said later. "Want to know why? Because of Freddie, because of that kid's performance, because he sold it 98 per cent. The kid had to believe in Manuel, or Manuel wasn't worth a quarter. The way he would look at me, believe every word I said, made me believe in it myself. I've never said this before, and I'll never say it again. Freddie Bartholomew's acting is so fine and so simple and so true that it's way over people's heads. It'll only be by thinking back two or three years from now that they'll realize how great it was."

by Andrea Passafiume

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