The title "Catch Me If You Can" could just as easily be applied to the film's shooting schedule as to its story. The movie was filmed in just 56 jam-packed days, utilizing more than 140 sets on locations in and around Los Angeles, New York, Montreal and Quebec City. Spielberg states, "It was a lot of moving around-sometimes three locations on a single day-and I have never worked faster in my entire life. But I think, in this case, moving so fast kept the momentum going for the entire cast and crew."

Leonardo DiCaprio confirms, "That was the fastest-paced film I have ever worked on. We were constantly moving, but that's what was good about it. It was like a theatre group; we were always creating new things and then moving to the next location. I think the frenetic pace gave the entire production so much life and energy."

The speed of the production was also reflective of the 1960s period in which the story is set. "This was the age of the jet set," Tom Hanks says. "Literally, you could get on a jet plane and be on the other side of the world in a matter of hours. For my generation, it was the height of glamour: colors looked cooler and everything was very bold and stylish."

To capture the bold, colorful style of the times, Spielberg assembled a creative team that included his longtime collaborators: director of photography Janusz Kaminski, editor Michael Kahn and composer John Williams. Working for the first time with the director were production designer Jeannine Oppewall and costume designer Mary Zophres.

Given the pace of the shooting schedule, Parkes points out that the shorthand that has developed between Spielberg and Kaminski was especially crucial. "The thing about Janusz is he's very quick, very intuitive, and he and Steven have an unspoken communication that is like nothing I've ever seen."

"Janusz and I have the greatest working relationship," Spielberg agrees. "I set the camera, I block the scenes, but it is Janusz who paints every shot. He is a master of light. 'Catch Me If You Can' is a very upbeat movie, so we didn't want to go with a low, dark half-light. It's very bright and very colorful, which is a huge stylistic departure for us in our work together."

Kaminski adds, "The visual approach was really very simple: Let's have fun; let's create a world that's slightly idealistic, and not too serious. The lighting reflects that. It's like a glass of champagne."

Despite that approach, the sheer number of locations and the speed at which the company was moving through them made the actual task of lighting the sets anything but simple. Kaminski notes, "We were not on soundstages. We were filming in existing buildings and on existing streets, so we had to work around certain limitations. We didn't have the luxury of removing walls or windows and putting the lights or the camera wherever I wanted. We had to compromise occasionally, but compromise is good because it forces you to be innovative. You could look at it as a disadvantage or as a great challenge. I happen to like the challenge."

The extensive location sets-all of which had to be in the style of the period-posed an even more daunting challenge to production designer Jeannine Oppewall and her team. Oppewall attests, "I thought 'L.A. Confidential' was difficult because I counted 93 sets in 40 or 50 locations. When I first broke down the 'Catch Me If You Can' script, I counted well over 100 sets, and then I couldn't count anymore because I started to panic."

Of all the many locations, perhaps the greatest coup for the production was being able to film in the historic TWA Terminal at New York's JFK Airport, which opened in 1962 and was nicknamed by many "the bird building." Now standing empty, the landmark terminal was designed by Eero Saarinen, which gave it special meaning for Oppewall. "I used to work for Charles Eames, and Eero Saarinen and Eames were best friends," she offers.

Interestingly, Oppewall's connection to Charles Eames was also the thing that first connected her to Steven Spielberg. "Jeannine is a wonderful designer and has done extraordinary work, but then I heard that she had worked for Charles Eames. Growing up, I had an Eames chair; I did all my homework in that chair. I think he is one of the greatest designers of all time, so I was starstruck," Spielberg confesses.

On the opposite coast, California's Ontario Airport doubled for Miami International Airport, where Frank evades the FBI by surrounding himself with a bevy of beautiful stewardesses. In Canada, an abandoned prison in Montreal became the French prison where Carl Hanratty comes to extradite Frank back to the U.S.; and a square in Quebec City doubled for the French village of Montrichard, where Frank is cornered in a scene that features a cameo appearance by the real Frank Abagnale. Just a few of the other widely varied location sets included: a Victorian house in Altadena, California, which was used as the Strong family's New Orleans home; an old Boeing factory in Downey, California, which was used for the offices of the FBI; and the Ambassador Hotel and Union Station, both in Los Angeles.

The most logistically challenging location was in front of the famed Waldorf Astoria Hotel on Park Avenue, right in the middle of busy New York City. The constant flow of traffic had to be stopped, and replaced with vintage cars and taxis that filled the street. Everything and everyone had to appear as they would have about 40 years ago. "It was really a guerilla operation," Spielberg laughs. "Jeannine had a commando crew who went out and got their hands on anything they could possibly need to make everything look absolutely '60s-perfect." "The '60s did have a certain flavor," Oppewall suggests. "It was a time when people felt a little more frivolous, a little more able to burst out in wild colors." The production designer notes that she and costume designer Mary Zophres used color as more than a sign of the times. It also signaled the emotional arc of the story. When we first meet Frank, he is living an ordinary, relatively bland existence, so his environment is equally bland and slightly monochromatic. However, Oppewall illustrates, "As he gets better and better at his game, the color palette gets wilder and wilder. When he is at the top of his game, we were able to play with vibrant colors like orange and yellow and red and pink. Then towards the end, as he is totally blending in with the bureaucracy, everything is again relatively monochromatic. It's a fascinating way to watch the character evolve." "It was fun to do all the different looks for Leo," Zophres agrees. "At first, I had the impression that he was going to be in his Pan Am pilot's uniform much of the time. Then I read the script again and realized he would have about 100 wardrobe changes." Parkes comments, "When you think about it, Frank is a man who is able to impersonate people and enter into different worlds by virtue of the clothes he wears on his back. So this was one of those times when costuming was tied to the very essence of the story. Mary Zophres not only handled the many logistical challenges of the day-to-day production, but also the fact that her costumes were the externalization of the character more than in most movies." In contrast to DiCaprio's ever-changing wardrobe, Tom Hanks wears virtually the same suit day after day. Zophres remarks, "Tom could have worn 20 suits in this movie, and no one in the audience would know if he wore 20 or just one, because it's essentially the same silhouette from one to another. We actually went to a lot of effort to tailor suits that had the same exact details: the same shape, the same shoulders, and the same buttons. Only the fabric is slightly different-one is navy, one is a bit lighter navy, one is brown-but they are all fundamentally identical. And he always wears the same style shirt and narrow tie with the diagonal stripe. It was basically the 'uniform' of the FBI in those days. They lightened up in the '70s, but in the '60s, it was all very regimented." Zophres was able to get much more creative with the wardrobe of some of the supporting characters and even the extras, particularly those 1960s stewardess uniforms, which range from prim and proper to bright and kitschy. As outlandish as some of them are, they are all modeled after actual uniforms that Zophres came across during her extensive research. When it comes to fashion, everyone knows the cliché "Everything old is new again." However, one thing that defines an era perhaps more than anything else is its music. In a rare move for a Steven Spielberg movie, "Catch Me If You Can" features a number of popular songs that are evocative of that time, including Frank Sinatra's classic rendition of "Come Fly With Me," which was a particular favorite of Spielberg's. The songs are interspersed with a score by John Williams. "Catch Me If You Can" marks Spielberg's 20th film collaboration with the composer, but marks something of a departure for them. "John did something he's never done before," Spielberg says. "He wrote music in the idiom of progressive jazz, which was very popular in the 1950s and '60s." "In my past work with Steven, we have had large orchestras and broad themes," Williams notes, "but on this particular film, we don't have that kind of canvas. It's more intricate. The story is light and amusing, but is also about a serious subject, so the music had to have different shades. It's comedic one moment, and then tense as the FBI closes in on Frank." In composing the score for "Catch Me If You Can," Williams drew on one of his earliest inspirations. "One particular figure who I think dominated the American film music scene in the 1960s was Henry Mancini," he states. "He typified the best of that stylish, jazzy approach to films that we now associate with that period so nostalgically. I actually was the pianist in Henry Mancini's orchestra at the beginning of both of our careers. I played on the Peter Gunn recordings and on 'Breakfast at Tiffany's' and was very close to him personally, as well as musically. 'Catch Me If You Can' has been a wonderful opportunity for me to revisit that part of myself that's been lying dormant for a few decades now. It was a kind of regression, and one I enjoyed very much." Coming full circle is a theme for several people involved in the making of "Catch Me If You Can," beginning with the real Frank W. Abagnale. "My story is not just about someone being very young and getting away with a lot. I got caught and served time in prison, but I paid my debt and have worked for my government for 25 years. I also have my own successful consulting business. People ask me all the time, 'What was the most incredible thing you ever pulled off?' But to me, the greatest thing I have been able to do is to take those experiences and put them into the business I have today." "In a way, Frank's life was his graduate school," Walter Parkes says. "The great irony is that after all his attempts to reinvent himself, he finally succeeded by becoming himself. There's something redemptive about the end of the movie that suggests that you really can start over." Spielberg adds, "Part of the inspiration of 'Catch Me If You Can' for me is that it shows you can turn your life around and make something better of yourself, but it's also a story that is pure, unadulterated fun. It has tremendous joie de vivre, which is reflective of who the real Frank Abagnale is to me." The director goes on to reveal, "I could also relate to him in a way. When I was first trying to become a movie director, I became a 16-and-a-half-year-old executive. I put on a suit and tie and carried a briefcase, and walked right past Scotty at the main gate at Universal Studios every day during summer vacation. Five days a week for three months, I walked on and off that lot…and was, for that one moment, Frank Abagnale."

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