
Emerging from a distance as dusk gives way to night, a lone figure sprints along some railroad tracks, running for his life.
He drops to his knees in exhaustion and frustration, appearing upset about something unsaid. After a moment, the bushes and trees behind him start swaying forcefully, blown back and forth by waves of wind that make the forest look like it has suddenly come alive.
Max McGrath, our hero—down, but not out—looks back over his shoulder, sees something, reacts, staggers to his feet, and keeps on running—until he’s off-camera, and a director says “cut.”
The wind, stirred up by an evil force that is chasing him, dies down just as quickly as it was created—the result of a massive wind-machine fan being turned on and off. Cameramen and lighting assistants reset the shot, and Ben Winchell—the actor portraying Max McGrath—walks back down the tracks to his starting position.

And so it goes a dozen or so more times through the evening as director Stewart Hendler tries to get the best shot: A voice shouts, “Rolling, rolling”; the crew takes their positions; “Roll, roll, roll!” the voice urges once more, then declares: “And… action!” And Winchell runs for his life again—acting as if he hadn’t just moments before.
Such was the scene a recent evening on the set of the movie “Max Steel,” which is wrapping up the last of a five-week shoot in Wilmington.
The movie—a potential franchise-starter for Dolphin Films and Mattel, whose action figure line is the basis for the film—has shot in locations such as Dock Street downtown, the Sweeney Water Treatment Plant and Hoggard High School, but has focused production primarily on what producer Julia Pistor described as its “science fiction” set: the old Ideal Cement Plant near Castle Hayne.
The dormant plant has served as locations for such films as “Super Mario Bros.” and “Teenage Mutant Ninja Turtles”—and now, “Max Steel,” which will feature the site as the fictional agency “N-Tek.” The scene with Max on the railroad tracks was one of many filmed at the plant, and one of two filmed that night—the other a scene in which Max jumps into a large pipe that, in true action-film form, starts rolling away.
Superhero story
Action is one of many goals for “Max Steel,” which Pistor describes as “the first original superhero story” in the past 20 years, save for a 2012 film, “Chronicle,” that Pistor said served as a source of inspiration.

Pistor described “Max Steel” as “a coming-of-age story about a boy who discovers he has an amazing power that would destroy the world if it weren’t for an alien named Steel, who he needs to partner with to make that energy become a superhero power.”
The film stars Winchell, who is taking on his first leading role after smaller parts on TV shows and made-for-TV movies, such as the ABC Family movie “Teen Spirit,” which first brought Winchell to Wilmington four years ago.
The 19-year-old Atlanta, Georgia, native, who currently resides in Burbank, California, said he was “stoked” when he learned “Max Steel” would film in Wilmington.
“Especially when I found out I was going to be staying in the Wrightsville Beach area,” he said during a break between shooting scenes. “I am such a fan of Wilmington.”
As is Pistor, who said the decision to film here was due to the area’s crew base and variety of locations. The state’s film tax incentive, which is up for renewal and currently being debated, was a factor, Pistor said, but not the only one.
Should the movie spawn a sequel and a franchise as she hopes, Pistor said she would want to return to Wilmington, regardless of what might come of the incentive.
“It’s been fantastic here,” she said. “We’re already talking about storing the remains of our production. We don’t want to bring it back to Los Angeles. We want to store it here if we’re planning on coming back here and doing a sequel.
“We don’t have a second movie green-lit, to be very clear,” Pistor said. “But we love it here so much that we want to keep and store all of our materials, because if we were to do a sequel, we would not even hesitate on coming back to Wilmington.”
Local incentives
Pistor, whose 20 years in the industry have seen her produce such films as “The Spiderwick Chronicles” and “Nacho Libre,” said other locations considered included Vancouver, Toronto, South Africa and Louisiana. Wilmington won out, she said, not so much for its incentive as for its local expertise and accessibility.

“There’s no denying that incentives are an important part of a producer’s decision as to where one’s going to shoot, but we love Wilmington regardless of the tax incentives,” she said. “We’re not here because the money is the best; we’re here because of the locations and the crew, and it supports our story.
“Our first stop for looking at locations was Wilmington, and we looked no further. We got off the plane, we were brought to the locations by the [film] commissioner, and we just said, ‘We love it.’ There are probably better incentives in South Africa,” she said, “but we didn’t even go there.”
The production’s love for Wilmington will be evident on the screen, Pistor said. Where fellow superhero flick “Iron Man 3,” which filmed here two years ago but was largely unrecognizable as Wilmington—save for a climactic scene that showcased the Port of Wilmington—Pistor said locals would recognize much in “Max Steel.”
“We don’t call it Wilmington, but they will 100 percent,” she said. “We’re not shooting it to look like anywhere else. People will recognize storefronts downtown; they’ll recognize the houses, the neighborhoods.
“We love it here,” she said. “We think it’s great. Most people [on the production] are looking for houses, to move here.”
As for Winchell, who enjoyed a rare day off the day before the railroad tracks shoot—he appears in nearly every scene of the film, Pistor noted—he said he’s spent his free time exploring, riding his skateboard in Wrightsville Beach, and dining at such restaurants as Las Olas and Slice of Life.
“I unfortunately can’t get in the water or surf or anything, which is what I would naturally do, just because I can’t get hurt or get a tan,” he said. “So it’s a lot of just driving around seeing different areas.”
‘He’s a star’
In addition to Winchell, “Max Steel” stars Ana Villafañe, who plays Max’s love interest, and a pair of notable Hollywood names: Maria Bello, who plays Max’s mother, and Andy Garcia, who plays a mysterious scientist.

Winchell said he has learned a lot working with each of them, Bello in particular.
“I just praise that woman and her ability,” he said. “I think she was here nine days, and what I learned from her in those nine days and just watching her and getting to know her as a person—she’s an incredible human being.”
But Pistor has praise for Winchell as well, describing the young actor as a star-in-the-making.
“We were just all amazed at how remarkable he is as an actor. He’s in 99 percent of the film—I think he has one day off for the entire shoot—and he’s shooting nights, he’s shooting days, he’s shooting stunts and he’s shooting love scenes, he’s shooting with Andy Garcia—and he’s just way up there on his energy and his focus. He’s a star.”
When “Max Steel” hits theaters—it’s scheduled for release in January 2015—Winchell acknowledged his life could end up changed forever—a probability he says he tries not to dwell on.
“I like to think that it won’t, and I have a good family and a good friend group behind me,” he said. “So I like to think that if anything were to happen, that I would stay very grounded from those people, and just because I’ve had a great upbringing.
“I haven’t really thought about it too much. I’m just going to kind of see how it goes, honestly. I don’t know what to expect, and I don’t have any preconceived ideas of what it could be. I’m just going to kind of see what happens with it.
“I believe in the movie. I believe that it can be a great success,” he said. “So that’s what I’m hoping for.”
Related stories:
- Feature film ‘Max Steel’ to begin production in April
- ‘Max Steel,’ ‘The Sin Seer’ film in downtown Wilmington; ‘How and Why’ starts production
- Andy Garcia to return to Wilmington for role in ‘Max Steel’
Jonathan Spiers is a reporter for Port City Daily. He can be reached at (910) 772-6313 or [email protected]. On Twitter: @jrspiers

