Behind-the-Scenes Look at the Making of Marvel’s Iron Man 3

Walt Disney Studios shared this behind-the-scenes look at the making of Marvel’s Iron Man 3.  The article below discusses Tony Stark’s obsession with suits of armor, the on-screen chemistry between Robert Downey Jr. and Gwyneth Paltrow, and shooting in Rose Hill, North Carolina.  Caution there may be some minor spoilers in the article below, but if you saw the May 3rd midnight showing, you should be just fine.  For all the news, images, trailers, and press materials for Marvel’s Iron Man 3, click here.

Iron Man 3

Tony Stark/Iron Man (Robert Downey Jr.) behind the scenes at the start of production. Photo by: Zade Rosenthal. TM & © 2012 Marvel & Subs. All Rights Reserved

From Walt Disney Studios Press Release

With director/screenwriter Shane Black & screenwriter Drew Pearce doing their final tweaks on the screenplay, the filmmakers began the final preparations for the start of production, which was scheduled to start at EUE/Screen Gems Studios in Wilmington, North Carolina, on May 23, 2012.  The production utilized all 10 stages of the facility and called it home for the first three months of the shooting schedule.

The production kicked off the shooting schedule in the ultra high-tech garage/workshop of Stark Mansion, where Robert Downey Jr. began shooting scenes in which his character struggles with defining where the Iron Man armor ends and his life begins.


Star Robert Downey, Jr. and director Shane Black on the set of Marvel's Iron Man 3. © 2013 MVLFFLLC. TM & © 2013 Marvel. All Rights Reserved.


“Ever since the events of Marvel’s The Avengers, Tony finds himself closing himself off from the world,” explains Robert Downey Jr.  “He is spending more and more time in his workshop, building and perfecting his armor, which has been taking its toll on all aspects of his life, including his relationship with Pepper Potts.”

“When you live with Tony Stark there are always issues,” says producer Kevin Feige.  “Tony is spending all of his time tinkering and building new suits and he is up to the Mark 42.  It’s his distraction and clearly Pepper and Tony’s personal relationship is not progressing particularly well because of his obsession with the suits.  When they’re all ripped away from him in the attack, he must decide if he is going to continue this obsession or if he is going to try to break through this.”

Executive Producer Louis D’Esposito elaborates on the problems Tony Stark is having.  “Tony is having panic attacks, which in the film are sort of humorous to see because he is brought to his knees by these seemingly irrational fears.  There is also a little bit of post-traumatic stress disorder from his alien battle in ‘Marvel’s The Avengers.’  It’s done with a bit of humor to it, but there’s also a serious undercurrent, which shows the state of mind of a superhero who’s gone through these tremendous events over the course of three movies and is now faced with the realities of what that all meant.”


While Tony Stark and Pepper Potts are struggling to navigate the growing pains of their relationship, the on- screen chemistry between Robert Downey Jr. and Gwyneth Paltrow remains as strong as ever.

“I think the reason why Tony Stark is such a popular cinematic hero is because of his vulnerability,” says Gwyneth Paltrow.  “Robert plays this kind of thing so beautifully because he’s an actor who can play so many notes at once, and it’s wonderful to see and work with.  There is a scene where he uses a remote Iron Man suit that pretends to be him.  It’s that classic man thing of, ‘I just don’t want to deal with my girlfriend,’ but I think it’s really Tony not wanting to be intimate.  It’s a barrier between them that Tony doesn’t necessarily want to cross.  I think it’s painful for him to fully commit to her with his whole heart, because there’s a lot in there and he’s still reckoning with how to deal with it.”


Tony Stark/Iron Man (Robert Downey Jr.) © 2012 MVLFFLLC. TM & © 2012 Marvel. All Rights Reserved.


Robert Downey Jr. adds, “Tony and Pepper’s relationship is obviously the center of the film and Gwyneth and I have always had a comfortable ease in working together.  On this film, I start thinking in terms of what’s in it for my co-stars and what is it that keeps this interesting for Gwyneth.  We have addressed that this time and she has a remarkable arc for a female heroine in this genre.  So that’s probably one of the things that I am most excited about.  Without giving it away, let’s just say she has a pretty incredible arc this time.”

With Tony Stark becoming obsessive in designing new suits of Iron Man armor, it also meant the filmmakers and all of the artists and technicians at Legacy Effects were also busy developing the new armors for Marvel’s “Iron Man 3,” which included the new Mark 42 suit.


Tony Stark/Iron Man (Robert Downey Jr.) © 2012 MVLFFLLC. TM & © 2012 Marvel. All Rights Reserved.


“The fun thing about this franchise is that Tony is a tinkerer and he fixes things as his technology evolves,” says executive producer Stephen Broussard.  “In ‘Marvel’s The Avengers’ we saw a slight advancement in the suit technology as he is plummeting to his death and he calls something on his wrists and a big, bulky, piano-sized device comes flying out after him and ends up wrapping around him, which turns out to be the Mark 7.  He’s taken that idea even further at the start of ‘Iron Man 3’ and he has what we call the prehensile suit, which means each individual piece of the suit can fly separately and latch on to him.”

“It doesn’t quite work perfectly, but it is a great advancement as, theoretically, he can call it to him and it will arrive,” adds executive producer D’Esposito.  “We gave a little taste of it to fans at Comic-Con last year in a giveaway poster that Ryan Meinerding had done where he just gets one glove and one boot and has to fight off a battalion of bad guys with just a boot and the glove.  It’s often the limitations of the suit or when the suit breaks that can provide the most fun.”

Iron Man 3

Artist: Ryan Meinerding. TM & © 2012 Marvel & Subs. All rights reserved.


“Early on in the film you see that Tony is wearing the Mark 42 and the last time we saw him he was in the Mark 7 and we quickly learn that Tony has been very busy between the time of ‘The Avengers’ and ‘Iron Man 3,’” says producer Kevin Feige.  “The suits have become his obsession and any conceivable idea he had about suit technology, he has built and stored in his Hall of Armor.  And finally, after talking about it for four films, we get to see a glimpse of the Hall of Armor.”

In the story, after the events of “Marvel’s The Avengers,” the U.S. government needs a weapon that it can rely upon to protect the country, so it turns to James “Rhodey” Rhodes to man the revamped War Machine armor, which has been reconfigured, painted red, white and blue, and aptly named The Iron Patriot.


Iron Patriot photo by Zade Rosenthal © 2012 MVLFFLLC. TM & © 2012 Marvel. All Rights Reserved.


“A few years ago in the comics they created a suit called the Iron Patriot, which was an advanced Iron Man suit painted red, white and blue with a star on it,” says producer Kevin Feige.  “A different character wears it and utilizes it, but we really loved it and thought it was a striking image and we thought it would be fun if the United States had their own version of that and Rhodey was in charge of it.”

“It’s brand management for the U.S. government,” adds Louis D’Esposito. “They want to show the American people that they don’t need The Avengers all the time to keep world peace.  The whole concept and name is quite funny for Tony as you can imagine.  He never misses an opportunity to give Rhodey a hard time about how he stole his suit.  Rhodey always fires back that it’s his suit now and so it adds a fun dynamic between the two.  When we saw the Iron Patriot suit for the first time on-set, everybody was taken aback and said, ‘Wow. This is a really cool suit.’”


For actor Don Cheadle, the initial thoughts that ran through his head after seeing the Iron Patriot for the first time were much more pragmatic. “When I first saw the armor, the first thing I thought was, ‘Wow, that thing looks heavy,’ and I wasn’t wrong,” laughs Cheadle.  “It’s one of those things where you go, “Oh wow, I get to wear the Iron Patriot suit, which is exciting.  Then you start putting it on and 45 minutes later as they’re still screwing you into it, you start thinking ‘I signed up for this?’”

While Rhodey’s suit may be state-of-the-art and in pristine condition, Tony Stark is facing major challenges with his.  When Stark Mansion is attacked and destroyed, Tony narrowly escapes but his suit is severely damaged and he ends up crash-landing in a small town in rural Tennessee.  The small town is where, with the help of a young boy named Harley, Tony begins to piece together what has happened and plans how to get his life back without the help of the Iron Man armor.


Tony Stark/Iron Man (Robert Downey Jr.) © 2012 MVLFFLLC. TM & © 2012 Marvel. All Rights Reserved.


“By the end of the first act, all Tony is left with is a barely functioning, prototype suit that, after escaping from Stark Mansion, is not functioning at all.  So Tony finds himself in the middle of the United States in rural Tennessee, completely out of his element,” explains Kevin Feige.  “A guy who lives in Malibu, and goes to Monaco and Manhattan, finds himself in a one-street town where he must try to blend in while he investigates a villain known as The Mandarin and try to figure out who he is, where he is, and what his next move will be.”

For the filmmakers, creating the small town where Tony Stark winds up after his mansion is destroyed was something that could not be done on a stage.  So the production landed in Rose Hill, North Carolina, a small town north of Wilmington, which has its own claim to fame for having the world’s largest frying pan, which is 15 feet in diameter, weighs two tons, and can cook 365 chickens at a time.  The pan is even sheltered under its own special gazebo on Main Street.


L to R: Harley (Ty Simpkins) and Tony Stark/Iron Man (Robert Downey Jr.). Photo by Zade Rosenthal. © 2012 MVLFFLLC. TM & © 2012 Marvel. All Rights Reserved.


For production designer Bill Brzeski, transforming the one-traffic-light downtown into a Hollywood back lot was a challenge, but it paid off in spades.  “Rose Hill, North Carolina, was a perfect little town and just the right scale for our movie,” says Brzeski.  “There were only a few businesses that were still open and everything else was boarded up and waiting for somebody to come in and revive it.  So, we brought the town back to life.”

The production designer continues, “We wanted the town to feel a little Western, where you come into town and go to the one saloon and you get into trouble in the one place you have to go to.  There’s something great about finding a real town and overlaying your movie onto it.  That way you get random details and life and the strange things that you never could think of happening.  A beauty salon next to a car wash, and maybe you’d never think to put those two things together, but in the real environment anything can happen.  That’s the fun of studied reality because we are always trying to find things that are real looking so the audience doesn’t feel like they’re looking at this cute, little, manufactured, back-lot town.  Audiences are very sophisticated now, so it’s far better to start with a real thing—a real car, a real boat, a real town, a real plane or whatever — and then turn it into what you need.”

Another challenge for Brzeski and the entire production team in the Rose Hill sequence was that the whole film takes place during the Christmas holidays and the production was shooting in the middle of summer.


Tony Stark/Iron Man (Robert Downey Jr.). Photo by Zade Rosenthal © 2012 MVLFFLLC. TM & © 2012 Marvel. All Rights Reserved.


“There’s nothing like shooting exterior winter scenes with snow in 90-degree heat and humidity,” laughs executive producer Broussard.  “Luckily, most of the sequences in Rose Hill were night shoots, so it wasn’t triple digit temperatures.  I have to give a lot of credit to the local background extras because it was really hot and humid and they were in full winter clothes and they never complained once.  Also, Bill and his team did a tremendous job transforming the town and bringing it to life with a great small-town, holiday feel.”

Director Shane Black explains why he always likes to have his films set during the holidays.  “Visually, the holidays create their own little encapsulated event in time, so you feel like there’s a common unity among all the people,” explains the director.  “It’s just something you constantly notice in the background.  It represents a flavor and there is a sense that we are all in it together, which is always great in an action movie where you need grounding.”

“Initially, I thought, ‘Oh all right, Shane’s doing the movie, so it needs to have a Christmas theme,’” comments Robert Downey Jr.  “But then I realized that it was the perfect time of year to set ‘Iron Man 3,’ because it is the winter of Tony’s Stark character arc in the overall franchise and it’s an emotional shortcut.”

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About Dave Parfitt

Married, father of two girls, and living in the heart of the Finger Lakes. I'm a runner with a PhD in neuroscience and a passion for travel.