Race with the Devil (1975) Retrospective

Roger Marsh and Frank Stewart own a successful motorcycle dealership in San Antonio, Texas. Together with their wives Kelly and Alice, along with Kelly’s small dog, they leave San Antonio in a recreational vehicle (RV) for a much anticipated ski vacation in Aspen, Colorado. Along the way, they set up camp in a desolate meadow of central Texas, where Roger and Frank race their motorcycles together. Later that night after their wives retire to the RV, the men witness what turns out to be a Satanic ritual human sacrifice a short distance from their campsite across a river.


After being chased by the Satanists and barely escaping with their lives, they arrive in a small town and report the incident to Sheriff Taylor, who investigates but attempts to convince them that they probably only saw hippies killing an animal. Unbeknownst to the sheriff, Roger steals a sample of dirt stained with the murder victim’s blood, intent on delivering it to the authorities in Amarillo.

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At the same time, the wives find a cryptic message, a rune, pinned to the broken rear window of the RV while cleaning, and steal books about occultism from the local library to further research the incident, unaware they’re being watched by a man in a red truck. One of the books reveals that the ritual is what Satanists often perform to gain magical powers. As the foursome leaves town, the sheriff notices the red truck that begins to follow them, making it clear that he is either aware or part of the Satanic cult.

When the couples arrive at an RV park, Kelly feels she is being stared at by its residents while in a swimming pool, and wants to return home. A couple at the park invites them to dinner. While at the restaurant/nightclub, Kelly again feels she is being stared at menacingly, this time by one of the musicians. When they return from dinner, they discover that Kelly’s dog has been killed and hanged, causing them to immediately leave the park. Shortly afterwards, they are forced to fight off two rattlesnakes planted in the RV by the cultists. The frightened Kelly and Alice scream and panic, causing Frank to accidentally drive into a tree and break the motor’s fan before the snakes are killed.


The next day Kelly’s dog is buried. Roger and Frank then repair the motor and find their motorbikes’ tires and wheels cut. They purchase a shotgun and head towards Amarillo while being spied on by a steadily increasing number of cultists who seem to be networked throughout numerous small Texas towns. When Roger tries to call long distance for the highway patrol, he finds one dead payphone and another with a “bad connection” and is told that long distance service is down by a “big wind from up north”.


The couples leave for Amarillo and are chased by the Satanists in various trucks before escaping. Later, they encounter a staged school bus “accident” that Frank sees through since it’s being done on a Sunday and none of the children appear hurt. They flee the scene and have a showdown with the cult members during another high-speed chase that pits their RV against numerous trucks and cars. Roger and Frank kill and injure most of the attackers, and they escape.

The foursome stop in a field at nightfall as they cannot continue until morning since the RV’s headlights had been damaged during the chase. They begin to celebrate when they pick up a radio signal coming from Amarillo. In the middle of their celebration, they hear chanting outside the RV and find themselves surrounded by cult members wearing black robes with hoods, including Sheriff Taylor and the couple with whom they had dinner. The film ends as the cultists light a ring of fire around the RV, trapping the couples inside while the chanting continues.


“I saw Deliverance and was very impressed,” recalls Lee Frost, co-writer and original director of Race. “I was driving in my car one day and thought to myself, ‘God, if I could come up with something like that, where the characters are out in the open, they’re free, but they’re trapped at the same time, if I can just find a way to get them into something…’ and I was right behind a motor home. I said, “That’s it! They’re in a motor home, going from point A to point B, and the bad guys are trying to kill them!’ So I sat down and wrote a thing called “So Mote It Be.”

Frost and his producing/writing partner Wes Bishop were already well-known in the exploitation film industry, thanks to a decade long association with skin flick pioneer Bob Cresse that resulted in a string of ’60s nudie-cuties (Surfside 77, The House on Bare Mountain), mondo movies (Ecco, Mondo Freudo, Mondo Bizarro) and S&M-tinged roughies (Hot Spur, Love Camp 7). After a jump to bigger-budgeted, higher profile PG rated drive in fare for American International Pictures (Chrome and Hot Leather, The Thing With Two Heads), the duo formed their own company, Saber Productions, and secured a deal at 20th Century Fox for Frost’s So Mote It Be script, which would eventually become Race With the Devil.

By the mid-’70s, Fonda was in the middle of a career transition from counterculture hero to action star, and riding high off the success of Dirty Mary, Crazy Larry, another chase film from Fox. His good friend and Montana next-door neighbor, character actor Warren Oates, had recently undergone a similar image makeover; a Best Supporting Actor nod for his performance in Fonda’s directorial debut, The Hired Hand, elevated Oates from supporting player to leading man in such movies as Two-Lane Blacktop, Cockfighter, Chandler and Bring Me the Head of Alfredo Garcia.


Race With the Devil offered them a large fee and a piece of the profits. Fonda signed on to play Roger March, and Oates took the part of Roger’s buddy, Frank Stewart. Loretta Swit, best-known as Major Margaret “Hot Lips” Houlihan on the TV hit M*A*S*H, was cast as Frank’s wife Alice. Lara Parker, who had gained a cult following for her five-year stint on the spooky TV soap Dark Shadows as Angelique the witch (and today writes novels based on the still-popular show, published by Tor), rounded out the principal cast as Roger’s nervous wife Kelly.

“When I went out to Hollywood,” Parker recalls, “I sort of hoped that I would continue to be cast as the heavy, because I had learned how to do it so well. But when I got the part in Race With the Devil, which was just a young ingenue, I was happy anyway. I figured it would give me a chance to do something else.

“My character, Kelly, is the prescient one,” she continues. “She’s the one who senses things right from the very beginning, and I tried to build up that part of her because I felt it made her interesting. The others are like, “OK, these people are weird, but we can get away!’ Kelly is the one who is really scared. So I tried to develop that part of her the best I could.”


 “That was interesting, the way that came about. That was, again, my agent who was involved in it and he called me and says Jack Starrett is sitting here, he says ‘Wes Bishop and somebody else want Jack to direct the movie and said they wanted to know if you’d play the Sheriff for him, and I always wanted to work with Jack. I know Jack and saw his RUN, ANGEL, RUN and he’s a pretty good…he had been parking cars out here for 10 years, but he knew the camera, he knew how to pace things and this script was lousy when I saw it, so he worked with me like an actor and he says ‘OK R.G., look for signs around the tree and just improvise whatever you want.’ I felt freer and freer with him and Peter Fonda and Warren Oates. I had fun with them. I had fun with those guys.

 “They were good actors. Warren’s a hell of an actor. So I threw Western Sheriff at ’em for real, and had a ball doin’ it and when I saw the movie it became Fox’s second biggest grosser that year. Jack Starrett’s direction had put that pace in it and that chase in that motor home…they hadn’t seen anything like it. I saw it once or twice in the theater and when one of the women in the motor home opened the door, one of the doors above the kitchen, and that rattlesnake was laying there and sort of moved around the head to strike, and the audience screamed. – R.G. Armstrong (Psychotronic Video #28)

With the cast and crew in place on location outside San Antonio, Texas, principal photography began with the usually reliable Frost in the director’s chair, and Bishop taking a supporting role (Deputy Dave) in addition to his production chores. According to cinematographer Robert Jessup, the problems started immediately. “There was too much ad-libbing,” he explains. “Everyone was just making it up themselves, and nothing made sense. After the first two or three days, the studio folks were seeing what they were or were not getting from Frost and decided they had to make a change.”

Starrett with Producer Paul Maslansky on the set of Devil
Starrett with Producer Paul Maslansky on the set of Devil

The president of Fox at the time, Alan Ladd Jr., brought about that change. He enlisted the help of Paul Maslansky, an accomplished jazz musician and film producer who had recently directed the blaxploitation zombie chiller Sugar Hill and whose strong work with such genre heavyweights as Michael Reeves, Christopher Lee and Barbara Steele had established him as someone who really knew what made horror movies tick.

“Laddy was an old friend of mine from England,” Maslansky says, “where we had done some pictures together like Death Line [a.k.a. Raw Meat]. He called me and asked if I’d be interested in taking over a picture that was shooting down in Texas. I think I had just finished Walter Hill’s Hard Times and was between pictures. Laddy gave me the script and said, ‘Go down there and fire the producer and director.’ I said, ‘Don’t you think someone from the company should do that?’ He said, “They’ve been notified.'”

Back in San Antonio, the picture was suspended. As script supervisor Joyce King remembers, “We shut down after a week, and all of our checks bounced. I learned on Race With the Devil that City National Bank is really great. They paid all my bills until things got straightened out, because I was away in Texas.”

Jack Starrett, a Texas-born actor who frequently played law officers and other authority figures (but is perhaps best known as the incoherent Gabby in Blazing Saddles, where he was billed under his real name, Claude Ennis Starrett Jr.), had been hired by Frost and Bishop to portray the possibly duplicitous Sheriff Taylor. Starrett was beginning to make a name for himself as a movie director, and lately his acting jobs had taken a back seat to his work behind the camera. Like Frost, Starrett had toiled for years in low-budget films; he was Dennis Hopper’s second choice, after Rip Torn, to play attorney George Hanson in Easy Rider the role that eventually went to Jack Nicholson. Unlike Frost, though, Starrett’s three previous ’70s directorial efforts The Strange Vengeance of Rosalie, Cleopatra Jones and The Dion Brothers were released by major studios. Starrett was hired to replace Frost as director of Race With the Devil (with screen veteran R.G. Armstrong stepping into the Taylor role) and everything fell into place.

Starrett (center) on location with producer Paul Maslansky (left) and star Peter Fonda

“One day my agent burst in and said, “Come on, we have to get over to Fox, there’s been a change in your role.’ I said, “What do they want me to play?’ and he said, “The director.’ “I met Jack for the first time at the airport the next day,” Maslansky says, “and we hit it off right away. We read the script together and had a whole bunch of drinks on the plane. When we got down to San Antonio, we found the unit in chaos, and Warren and Peter wouldn’t come out of their hotel rooms to meet us. They’d only receive room service. We pounded on the door, we made calls, and finally we got admitted into the sanctum sanctorum.

In the meeting room were a couch, a glass coffee table, and an air conditioner, on which Fonda perched. “Maybe you shouldn’t just fire a director,” Oates told Maslansky and Starrett. “Maybe you should consider what’s going on and see if you can help the director instead of just …” Having run out of words, he picked up the coffee table and flipped it in the air, where it did a complete somersault and landed on its feet. Its contents went flying, but the glass table performed like an Olympic gymnast. Maslansky was not rattled. We had a couple of drinks, and the next thing you know, they were saying, “Well, OK, let’s give it hell.’”

“It’s very difficult coming in a week into shooting like that,” Starrett said. “I had to start again from scratch. I adopted an Italian accent and wore a Fellini hat, and gradually loosened up the crew and the actors.”

“Lee and Wes were genuinely nice people, and they had talent, but I believe the picture was a little too big for them,” Maslansky says. “For instance, the locations had not been chosen wisely and were spread out all over the place. I said to the crew, “We’re going to start the movie over, we’re going to do a new script breakdown and we’re going to find new locations.’ I took a compass, put it on a map of San Antonio, drew a circle and said, “No locations outside of that circle.’

“One thing that worked well for the film was the location,” Parker says. “So many things have been shot in California, and this film had kind of a Blair Witch Project thing going with the bare trees and the empty, grassy roads. It just had a slightly different look to it.”  Being on location wasn’t always comfortable, as Jessup recalls: “The first scene Jack directed was the one where the motor home pulls into the gas station. Jack has a walk-on as the station attendant in that scene. I remember that vividly, because we were right outside San Antonio and in that afternoon, the temperature dropped 45 degrees in half an hour. It was incredible.”

“It was almost like a movie-of-the week schedule,” Maslansky adds, “where we worked, easily, 14 or 15 hours a day. But it was fun, because Starrett was one hell of a good leader, and we all pitched in and pulled cable and helped every department. We’d work nice long days, and at night—well, all of us would end up getting pretty drunk, I guess! That’s the way it was in those days. It was a different kind of Hollywood.”

The realistic extras were no accident. Maslansky had placed an ad in local newspapers calling for “Satanists and black magic experts,” and what responses he received both pleased and alarmed him. Starrett wound up pressing the locals into service as well. “Jack had.. a great idea for the swimming pool scene,” Parker says of a bit where the two women are frightened by ominous looking townsfolk. “He went around and found all these strange looking people in the community, and then he put them in the movie and told them to look evil.”

As the foursome’s journey across the desert continues, the Satanists find a number of ways to strike at them literally, in one case. “You gotta get your gotchas’ in these pictures,” Maslansky notes. “I started doing horror pictures in the ’60s, and if you were able to get four real gotchas’ in the movie, you had a successful picture, y’know? Scare the shit out of people. The rattlesnake gotcha was a good one in Race, for example.”


The scene in question has the two couples attacked by the venomous serpents, which pop unexpectedly out of the RV’s cabinets to surprise them and the audience. “The snake sequence is one of my favorite stories,” Parker says. “We had a mock motor home set up inside a warehouse, which we were using as a soundstage and there were Teamsters who would not even go in there when we had that scene set up. There are some people who are so deeply afraid of snakes, they just can’t bear to be near them or around them. And one of these people was Loretta; she was supposed to be in that scene with the snakes, but she didn’t want to do it.”

Neither, apparently, did the reptiles themselves, once enough shooting time had gone by. “The snakes figured out they were being forced to strike again and again and again, so they quit!” Parker laughs. “It took a long time to get those shots, and it more and more film to get the snakes to strike. You have to keep them warm. If they get cold, they won’t even move.“I wasn’t scared to hold them,” she continues. “I actually thought they were very beautiful. In fact, I was afraid I was going to hurt them! Jack kept saying, “Throw that f**ker! Throw it across the room! Throw it against the counter like you’re terrified of it!’ And I would just gently toss it. The best was when Jack said to me, ‘Honey, can you hold the head and the rattle next to your face for your close-up while you’re screaming? See if you can get it all in the shot.’ ” She laughs again. “It was an interesting day, to say the least.”


“I wasn’t personally concerned about the snakes,” Jessup recalls. “They were certainly, shall we say, under the control of the snake handler. But some of the actors were, and that’s absolutely understandable. Peter Fonda had one right in his face at one point. Some of them had their mouths sewn shut, and for a couple of shots, where they’re really getting thrown around—those were just rubber snakes.”

“The snakes were Texas rattlers,” Fonda said, “but in the crazy illogic of the movie business, they were imported from California. Naturally they had a handler with them. But when it came down to the nitty, Warren, Loretta, Lara and I were pretty much on our own while the cameras were turning and we weren’t too happy about that at all.” Oates was particularly upset and noticed that the snakes were agitated “because they didn’t know they couldn’t bite, so they just keep striking anyway, and if they hit your hand or arm, it just about scared you to death. Those weren’t easy scenes. I think everybody had nightmares after that.” It certainly wasn’t easy for the snakes either and one of them became so frantic, it urinated on Fonda during the scene.

In the film’s second half, the devil worshipers become more personally involved, taking off after the leads in a variety of vehicles. The result is a lengthy back-highway chase-and-crash sequence that ranks with the best of the ’70s, and can be seen as an influence on recent films like Breakdown. As Jessup recounts, “Race With the Devil won some kind of award in France for the most exciting car chase of that year, and I was told that was because of the variety of the vehicles involved!”

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And they were all done without optical FX or other cinematic tricks, as Parker points out. “These days, it’s mostly done with computers and miniatures,” she says. “Those chases were all done with stunts, which you don’t see much anymore. Sometimes it’s those elements that give a film its charm, for lack of a better word an edgy, slightly amateur feel that for me makes it more interesting. Now that we know that filmmakers can do anything in the world they want to do, going to the movies is like, ‘Oh, well, he just fell off a bridge, but it was probably all done with miniatures. Why should I let it bother me?”

There’s something about the energy of real stunts that puts your heart in your throat, and that’s what Peter wanted. He said he’d do the movie if it was a real action film, and that’s the kind of film he got.”

“The picture was basically one big chase, so we had to have the best drivers and the best stuntmen,” Maslansky notes. “We had a wonderful stunt crew.” Says Parker, “They brought some great action drivers out from LA, and each had a specialty. One could drive a car on two wheels, one could flip a car… We also had two motor homes that we trashed.” Maslansky adds, “Those RVs were freebies. We got them from the company that made them. It was great promotion for them.”


Jessup notes that the production found a low-cost way to secure other autos to demolish. “At the time, I thought, ‘My God, all these crashes—what an expense to have to buy all these cars!’ ” he says. “Little did I know that 99 percent of them were wreckers that barely ran! They’d fix them up, paint them, put a teacup of fuel in ’em and drive them into a wreck!”

The cinematographer goes on to recall that one car was pressed into service for a bit of stunt history-making. “This movie had the second cannon roll ever filmed,” he says. “That John Wayne picture McQ had done it first.”  Maslansky explains the particulars of the stunt: “That’s where you take a piece of telephone pole, and with a case on it made of iron, you stick it in the back of the car so it’s up on the rear seat area and flush with the floor, where there’s an opening. You put a charge in the bottom of the cylinder, load the piece of telephone pole and attach a device that can ignite it from a signal the driver gives with a switch. So as he swerves the car around so it’s going at a T to the road, he hits the switch, the powder charge knocks that piece of telephone pole into the mechanism and kicks the whole freakin’ car up in the air.

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Race with the Devil (1975) Pressbook

The effect is that it flips the car something like 15 or 16 times. “That was a scary, scary stunt. It was likely Duffy Hambleton who did it for us, and it really rang his bell for an hour afterward.”

“It didn’t work the first time we did it,” Jessup adds with a laugh. “The second time, it worked! Jack really liked car stunts. I did four other pictures with him after Race With the Devil, and they all had car stunts.”

Despite the difficult requirements posed by the script’s action, Maslansky remembers, “We shot the movie on the original schedule, and brought it in for a little under its original budget. Laddy told me they liked the picture and they wanted to get it out—they had seen the rough cut and figured they had something pretty good with that chase. So we had a lot of editing to do. Starrett and I brought beds into the Fox cutting room and just went ’round the clock, and when we got to the end of the picture, we had no ending!”

Once the cast and crew prepared to shoot the last scene in Race with the Devil, they realized it just wasn’t going to work on screen so they improvised a new ending which is more in accordance with the downbeat endings of many horror films in the seventies such as Count Yorga, Vampire (1970) and The Mephisto Waltz (1971).

One was eventually arrived at, albeit not to everyone’s satisfaction. “They did not know how they were going to wrap up the movie,” Parker reveals. “There was a lot of talk about it, but by the time they got around to shooting it, everyone was tired of the film. So they came up with the ring of-fire idea, which is spooky but not really tied in at all with the story. It’s just more meanness.”

Maslansky is more blunt in his assessment: “The ending just sucked. We didn’t know what to do with it. So that’s why you see that silly special effect of the circle of fire with all the witches standing around. We took shots of them from previous scenes, cut them in and it worked. Everyone seemed to like it.”

For her part, Parker had a different idea of how to finish the story. “I thought they should wake up the next morning, the birds are singing and it looks like the nightmare is over,” she says. “They start to fix breakfast and then realize that Kelly is missing. They go outside and find just a pile of her clothes, but she has disappeared. The implication is that she’s been taken to be used in a sacrifice, like the girl in the first ceremony. I felt that would’ve been more satisfying.”

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Nonetheless, Maslansky remains pleased by not only the finished movie, but also its eventual box-office success. “I got Leonard Rosenman to do the score,” he says. “Leonard was a big-time composer, but I knew him from when I was living in Rome for many years and he was scoring the television series Combat! So I got Leonard to do the music for what was really considered a program picture. It was not one of the leading movies of the year at Fox. I believe the budget was only $1.1 million, maybe $1.2 million, something like that. But the picture did very well for Fox. It was one of the first films, along with Dirty Mary, Crazy Larry, where they used television to a great degree in blanketing the ads. We opened in maybe 1,000 theaters, which was big-time back then. We did good business, and the studio made a profit.”

“Most of the shoot was at night, and night shoots are always difficult. But Warren and I loved working together so much, we hardly noticed. We did have to tape signs on our doors that said, in Spanish and English, do not disturb before 4:30 p.m. during the night shooting. We would wrap by 5:00 a.m. or so, and take the drive back to the motel.” Fonda would later say about the filming of Race with the Devil that “it was like going to camp with your friends and getting paid for it.”

 Leonard Rosenman – Main Title [Race with the Devil, Original Soundtrack]


Race with the Devil turned out to a profitable film for Fox and became a minor drive-in classic of sorts playing continually on the circuit long after its original release date. The critics weren’t particularly impressed though, with Jay Cocks of Time magazine writing, “AAA might use Race with the Devil to illustrate the perils of driving off the interstate. It seems of little use for any other purpose.” And Joseph McBride in his Variety review reported that “Oates does his usual believably gritty job with the meager character material here. Fonda is less dreary than usual.” Still, in terms of a low-budget genre film, Race with the Devil delivers the goods and holds up well after more than 35 years. TimeOut film critic Andrew Nickolds called it “A wittily efficient quickie, the film is a winner all the way – a surprise, since Starrett’s career thus far had been the movie director’s equivalent of a criminal record.”

Peter Fonda as Roger Marsh
Warren Oates as Frank Stewart
Loretta Swit as Alice
Lara Parker as Kelly
R.G. Armstrong as Sheriff Taylor
Clay Tanner as Delbert
Carol Blodgett as Ethel Henderson
Ricci Ware as Ricci Ware
Paul A. Partain as Cal Mathers
James N. Harrell as Gun shop owner
Karen Miller as Kay
Arkey Blue as Arkey Blue
Jack Starrett as Gas station attendant
Wes Bishop as Deputy Dave
Paul Maslansky (uncredited) as Road worker in cowboy hat
Dan Hewitt Owens (uncredited) as Jay
Producer: Paul Maslansky, Lee Frost, Wes Bishop
Director: Jack Starrett
Screenplay: Wes Bishop, Lee Frost
Fangoria 245
Don’t Tell Dad A Memoir by Peter Fonda (Hyperion)
Warren Oates: A Wild Life by Susan A. Compo (University Press of Kentucky)
Race With the Devil DVD commentary by Lara Parker & Paul Maslansky; featurette with Peter Fonda
WILD BEYOND BELIEF!: Interviews With Exploitation Filmmakers of the 1960s and 1970s
Psychotronic Video 28

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