Anne Thompson
July 30, 1993 AT 04:00 AM EDT

How did a small script about a boy who liberates a captive killer whale from an aquarium become one of the biggest sleepers of the summer, especially when Free Willy producer Lauren Shuler-Donner (Dave) admits she wasn’t thrilled with the original script? The answer is: Not easily. ”The original script was too sweet, too mushy-too formulaic,” Shuler-Donner recalls. ”The little boy was mute and lived with nuns!” It took seven years for Shuler-Donner and her producer partners — her husband, director Richard Donner (Lethal Weapon), and Jennie Lew Tugend — to transform their tale of a troubled kid and a lonely orca into a compelling, commercial release.

Back in 1984, when Donner was directing The Goonies in Astoria, Ore., Goonies actor Keith Walker was inspired by that seaside setting to write his first film script, about a 10-year-old orphan and a whale, and in early 1985 he sent it to Tugend, Donner’s assistant. ”A very good barometer of whether a story works is if it raises emotion,” says Tugend, and Walker’s script, though amateurish, did. The trick was developing its blockbuster potential. For starters, Donner and Shuler-Donner hired screenwriter Corey Blechman (Dominick and Eugene) to make the story more contemporary and its hero slightly older. He turned Jesse, the boy who befriends Willy, into a 12-year-old street tough with foster parents. ”You don’t want adult moviegoers to worry about a 10-year-old on the street,” says Shuler-Donner.

Blechman also gave the story more edge, says Tugend, with ”a bad-boy, bad-whale scenario. He tried to parallel two troubled lives. And he gave us some dramatic visuals, like the scene when Jesse climbs a lighthouse and sees Willy’s family out in the sea calling for him.”

Warner Bros. had been underwhelmed by the first script, but Blechman’s punchier 1990 draft brought Free Willy a valuable ally in Lisa Henson, then a Warner Bros. production executive: ”We said, Why should Disney have a lock on family films?” Shuler-Donner recalls of one of her talks with Henson. ”A lot of the executives have families and want to be able to take their kids to the movies.” In fact, Willy follows Dennis the Menace as the second offering from Warner Bros. Family Entertainment.

To flesh out the characters further, the producers hired a third writer, Tom Benedek (Cocoon), in spring 1991. Although the studio liked Benedek’s script, it still doubted how much box office pull a whale could exert, so the producers showed Warner executives footage shot by wildlife photographer Bob Talbot of orcas gamboling in the Pacific. The studio okayed a $20 million budget in April 1991. Warner production chief Bruce Berman’s gave his benediction: ”Go build your whale.”

The seven years of reworking had the side benefit of enabling technology to catch up to the moviemakers’ vision. After casting their 7,000-pound camera-loving star — his name is Keiko, and he lives in the Reino Aventura marine park in Mexico City — they needed to supplement the footage. They blended the same sort of computer-generated imagery and live-action robotics (animatronics) used in Jurassic Park. Whale effects supervisor Walt Conti (The Abyss) and his robotics technicians created several smaller Willys and one full-scale, 22-foot rubber-coated whale that matched Keiko perfectly from tail to snout. The five-hankie climax, in which Willy soars in slo-mo over a sea wall to freedom, would have been impossible without the high-tech advances.

The movie itself, however, wasn’t yet free. Its first director, Robin Armstrong, was still demanding rewrites in April 1992, and the producers felt they had to get under way. Five weeks before shooting was to begin in five far-flung locations — Mexico City, Portland and Astoria, Ore., Los Angeles, and Cypress Island, Wash. — Armstrong was replaced by Australian veteran Simon Wincer, who was known for being good with actors, landscapes — and animals: The star of his 1983 tearjerker, Phar Lap, was a racehorse. Wincer was thrilled. ”It wasn’t a little movie — it was a gigantic movie,” he says. ”It’s always nice to be able to convey a villain without a gun. And whales are smarter than horses.”

Willy’s sidekick was found when Oregon-born Jason James Richter came in to read for his first feature. ”He smiled crooked, he had an attitude,” Shuler-Donner recalls. ”He was 100 percent boy.”

When the filmmakers took the movie out for its first preview on Nov. 1, 1992, they knew they had something. ”It tested through the roof,” says Shuler-Donner. ”Even the focus groups wanted to donate to the whale foundation.”

Now, with Free Willy‘s rave reviews and strong $7.8 million opening, the filmmakers and Warner Bros. have plenty of reason to crow. And plenty of whales, including the film’s star, may benefit: Tens of thousands of viewers have phoned the 800 number shown at the end of the movie for anybody who wants information on helping whales. People for the Ethical Treatment of Animals (PETA) has used the film to protest whale treatment at marine parks around the country, and the U.S. Humane Society is lobbying Congress to raise awareness of the problems of whales held in captivity.

And even Keiko, whose tank in Mexico City animal-rights activists say is too small for a grown orca, may have something more to spout about than having his face plastered on Taco Bell meal bags and Hohner harmonica and Bumble Bee tuna displays. Warner Bros. is rounding up support to find a larger tank for Keiko. If enough money is raised, Keiko may find himself in a spacious new home — as befits one of the summer’s biggest movie stars.

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