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The foreword to the film reads: "Since the first ship sailed under an American flag, the men of the American Merchant Marine have served their nation with silent loyalty. In peace and war they have died maintaining our life lines across the world's oceans. Yet for the first half century America left them unhonored, forgotten...slaves of the ship-masters, wearing their lives out in brutal drudgery. Then a lone man, Richard Dana, rose to champion their cause...so forcefully that his message became an American classic. That message began to take form in 1834, as a tall-masted brig approached Boston Harbor." Richard Henry Dana, Jr.'s novel Two Years Before the Mast was based on notes he took during a two-year voyage from Boston, around Cape Horn to California and back. The voyage began in August 1834 on the brig Pilgrim, and ended September 21, 1836 on the brig Alert. Although Dana switched ships, he was under the command of the same captain throughout his voyage.
In a ship's log, Dana documented the brutality he witnessed, as well as the difficult conditions under which the ships' crews labored. Much of Dana's duties involved the handling of cattle hides on the California coast. Dana reportedly took the trip after a bout with the measles left him with poor eyesight and he was forced to delay his studies at Harvard University. Following the voyage, Dana graduated from Harvard Law School and later became an authority on admiralty law. As in the film, the book contains accounts of unjust floggings by a maniacal captain, crew desertions and incidents of scurvy, but the scurvy did not result in the victims' deaths. Also, the book did not contain a romance between a sailor and a female passenger. Although principal photography was completed in July 1944, the film was not released until November 1946.
As reported in the Variety review, at the time of this film's release, Canadian-born director John Farrow had been only recently discharged from the British and Canadian navies. According to the film's pressbook, it was shot during wartime, completely within the confines of four sound stages at Paramount Studios. The New York Times stated that the decision to make the film on land was the result of difficulties encountered in the production of the 1944 Paramount film Frenchman's Creek. In order to create the effect of unlimited sea and sky space, a cyclorama was set up on the walls of the set and was repainted to represent the skies over Pernambuco, Brazil, Cape Horn and the California coast. Images of vast seascapes and moving cloud backgrounds also were projected against a 36-foot transparency screen. As reported in Cue in July 1946, unused footage of sea and skyscapes that was shot for the the 1937 film Souls at Sea was intercut into this film. Cue also reported that the Boston wharf and two replicas of the 140-foot Pilgrim were built: one floated in a tank that held 640,000 gallons of water with masts cut at the five-story stage ceiling; and the other was built in a rocking barge in an enormous ditch, with fully rigged 90-foot masts that reached into the Hollywood sky. The ship was "rocked" by a series of supporting rockers that were manipulated by motors. As reported in Paramount News, the storm in the film was created with thousands of pounds of ice, which were ground fine to resemble snow and hail; sprinklers, which poured tons of water down on the heads of the actors; and huge fans for wind. The PCA insisted that the flogging in the film be suggested, not shown, and that the action of "Brown" running a sword through "Thompson" be masked from the audience. According to a contemporary source, the cat-o'-nine-tails used were made out of felt rubbed with red lipstick. According to the pressbook, a genuine cat-o'-nine-tails was borrowed from a collector in Nantucket for visual effect. Alan Ladd and Howard Da Silva reprised their roles in a Lux Radio Theatre broadcast on September 22, 1947.