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  • All-Star Cast: Robert De Niro, Al Pacino, Val Kilmer, Tom Sizemore, Danny Trejo, Jon Voight, Ashley Judd, Ted Levine, Wes Studi, Henry Rollins, William Fichtner, Hank Azaria, Dennis Haysbert, Natalie Portman, Mykelti Williamson and Tone Lōc. The ensemble cast is filled with stars and very recognizable character actors.
  • California Doubling: Averted. Everything outdoors was filmed on location, and nothing is doubling for another location. The armored car robbery, for instance, is on Venice Boulevard beneath the I-10 and I-110 interchange, with the Convention Center visible in the background of several shots.
  • Career Resurrection: This was Jon Voight's first film to get a wide theatrical release since Runaway Train. Desert Bloom had been given a limited release in 1986, and his other projects in the interim were made for television or went direct to video. The film began a resurgence of high-profile roles for him.
  • Cast the Expert:
    • Dennis Farina, a former Chicago police officer, was a consultant on the film since the story was based on a Chicago police officer and criminal. Farina had previously played a Chicago cop in Michael Mann's television series Crime Story, and Jack Crawford (an FBI man) in Manhunter.
    • Danny Trejo, who plays a member of the crew, has in real life been an inmate at Folsom Prison, just as Neil in the movie.
  • Cast the Runner-Up:
    • Ted Levine was originally offered the part of Waingro, but turned it down because he felt that he was being typecast. He asked to play the part of Bosko instead.
    • Tom Sizemore was a backup choice for Vincent Hanna in case Al Pacino dropped out.
  • Creator Backlash: Michael Mann disowned the TV version aired by NBC. Mann offered to restore seventeen of the cut minutes, NBC decided to instead cut 40 minutes of the film out in order to fit a 3-hour TV time slot - Mann said, "You can call it a Michael Smithee or an Alan Mann movie."
  • The Danza: Danny Trejo as... Trejo. According to Trejo, the character's first name is actually Gilbert, a reference to his uncle Gilbert, who worked with director Michael Mann on a movie called The Jericho Mile.
  • Deleted Scene:
    • "Season's Starting Early": Cheritto purchases hockey masks for the armored car robbery, as well as a dollhouse for his family. The clerk comments it's a little early to be playing hockey, but Cheritto says "season's starting early this year."
    • "Nicest Guy on the Block": Cheritto arrives home, plays with his children, gives his wife a packet of money, then looks mystically dazed.
    • "Albert and Hanna": Alternative take of Hanna's meeting with Albert Torena.
    • "Shakedown": Hanna and Sgt. Drucker try to rattle the cages by pressing a shady TV repairman named Cuzomano.
    • "Murder in C Block": An expanded version of Hanna's conversation with Richard Torena, with Richard providing an illustrative example of how Cheritto's ruthlessness extends behind prison bars.
    • "Let's Dance": An extended version of the scene where Hanna and his wife Justine are dancing.
    • "Late Arrival": Cheritto arrives late to a meeting with Neil, Shiherlis and Trejo. He mentions that he's found the bugs the police installed on his car, and makes a few guesses as to how the cops found them.
    • "Where's Ana?": As Neil, Shiherlis and Cheritto are being dropped off at the bank, Trejo is accosted in his home by Van Zant's thugs, including Hugh Benny and Waingro, who've blackmailed him into betraying Neil. Trejo confirms that the robbery is going down, though he also makes clear that he knows how Neil will react if he finds out he's been double-crossed. Hugh Benny then calls in a tip to the police. Throughout the exchange, Trejo constantly asks for his wife's whereabouts, which Waingro shakily denies. It then dawns on Trejo, and he runs into the next room, followed by Waingro, wielding a baseball bat.
    • "Double the Worst Trouble": An expanded version of the scene between Neil and Dr. Bob at the vet as Shiherlis's gunshot wound is being treated. Before Neil asks Dr. Bob to remove his shirt, Dr. Bob informs Neil that he'll be charging extra for Shiherlis' treatment because they are wanted criminals, which Neil does not approve of.
    • "Nate Delivers": A new informative scene between Neil and Nate going over Neil's new "out" that Nate's prepared for him.
  • Dueling-Stars Movie: How the movie was sold. Al Pacino and Robert De Niro, two of the most iconic actors in the world, star and share scenes for the first time ever. As most people know, The Godfather Part II had both sharing credits but not any scene.
  • Enforced Method Acting:
    • Hanna's line "She's got a... GREAT ASS! And you got your head all the way up it!" was improvised—the surprise on Hank Azaria's face was genuine.
    • The line wasn't improvised but instead of just saying the line as he had done in the previous takes, he decided to yell it, visibly surprising Azaria.
    • In a non-person example, rather than dubbing in the gunshots during the bank robbery shootout, Michael Mann had microphones carefully placed around the set so that the audio could be captured live. This added to the impact of the scene because it sounded like no other gunfight shown on screen.
  • I Am Not Spock: When actor Kevin Gage was imprisoned for 2 years in 2003, he was universally addressed by fellow inmates and prison guards as 'Waingro', his character from this movie.
  • Playing Against Type: Ted Levine as Hanna's close friend Det. Bosko, a decent, honorable cop. A little jarring, since at the time, his best-known role was a Serial Killer in The Silence of the Lambs. He later played Captain Stottlemeyer on the small screen, another decent, honorable cop.
  • Self-Remake: A remake of Mann's script for the made-for-TV movie L.A. Takedown.
  • Similarly Named Works: The '80s film with Burt Reynolds and Peter MacNicol is probably best remembered for having the same name as this film.
  • Spared by the Cut:
  • Throw It In!:
    • Ted Levine also apparently ad-libbed the story his character tells about a classmate of his named Raoul.
  • What Could Have Been:
    • The movie languished in Development Hell for years, Mann made a TV series pilot called LA: Takedown that is basically the same script condensed to 90 minutes rather than just short of 3 hours, but on an '80s crime show budget. It followed the same beats almost exactly, down to Vincent holding a mother back from seeing her dead daughter and Patrick (the name of Neil's character) trying to kill Waingro outside the diner and him slipping away when a police cruiser passes by. Most notably, the tv show kept the focus more exclusively on Vincent and Patrick, instead of expanding upon the lives of near everyone on both sides.
    • In the original script, Trejo's name was originally Towner.
    • The original script had Nate getting caught by Hanna and facing accessory charges for both the armored car and bank robberies.
    • The armored car robbery was originally in a different street location, and the crew's escape was a lot tighter.
    • Bosko was originally going to survive the movie, with Schwartz being the detective killed in the bank robbery shootout.
    • The drive-in movie theater shootout originally had Shiherlis stationed alongside Cheritto at the exit gate, instead of on the roof acting as a lookout for Neil. This version of events also saw Neil subject the assassin to a Mercy Kill.
    • In the original script, the burglary-cop Harry Dieter gets questioned and threatened by Hanna, because he was given a tip by C.I. Hugh Benny. After Hanna and Bosko leave, Dieter is left with a booking officer. This would have taken place just before Hanna and Bosko (now Hanna and Casals) breaching Hugh Benny's flat.
    • Keanu Reeves turned down the role of Chris to tread the boards in Winnipeg playing Hamlet for the minimum theatrical wage. Johnny Depp was offered the role, but his asking price was too high. Brad Pitt and Jean Reno were also considered.
    • Michael Madsen was originally cast as Michael Cheritto but was ultimately replaced (for unknown reasons) by Tom Sizemore. Don Johnson, William Petersen, and Jean-Claude Van Damme were also considered.
    • Nick Nolte and Jeff Bridges were discussed as possible alternatives for the two leading roles. Harrison Ford and Mel Gibson were also considered.
    • James Caan has been rumored to have been considered for the role of Nate. Caan lamented to Mann that he did not get to star in Heat on their 1998 DVD Commentary for Thief. Kris Kristofferson was also considered for Nate, in a nod to Willie Nelson's role in that film.
    • Initially, Michael Mann shopped the script to Walter Hill to direct but Hill turned him down.
    • The script had some hints that Vincent Hanna had a cocaine habit, done intentionally to keep his senses sharp. References to it were removed from the final film but Pacino has said that was the source of a few bombastic outbursts.
    • In the original script, Eady was Chinese.
    • A video game adaptation was reported to be in development around 2009 but never came to fruition. Gearbox mentions that while all development was halted, they're willing to work with another company willing to continue working with the IP.

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