Two Brothers, A Girl and A Gun: while the title presents a succinct image of the film, an apt description of bringing this low-budget feature to fruition might read, Two Producers, No Money and a Visa Card.

Spring 1990: Edmonton-based filmmaker William Hornecker, having completed two short student films (Valley of the Moon and Senessence) and now limboing through development hell on a film script that he realizes is well beyond his capabilities as a first-time feature director, starts looking around for a simpler project. He comes across Edmonton-based playwright Grant Dryden, who has an idea for a play that Hornecker is convinced would make an ideal low-budget film instead. It has a small cast, limited locations and a controllable budget.

Hornecker describes the film as a dysfunctional family road movie, a classic tragedy with a wry twist of humor set in the desolate Prairie badlands of southern Alberta that examines the bonds that tie a family together and the dark memories that rip it apart.

Spring 1990: Hornecker sees actor Shaun Johnston in the Brad Fraser play Unidentified Human Remains and the True Nature of Love and asks him if he will workshop Hornecker's Two Brothers, A Girl and A Gun. For lunch and a case of beer, Johnston agrees and eventually signs on for a lead role, working on deferal.

Summer 1990: Hornecker joins Dryden as a cowriter, drawing on his experiences growing up on a farm in Alberta to complete the script. Hornecker applies for a Canada Council production grant.

While waiting to hear back from the council, he submits the preliminary script to several experienced filmmakers - Jack Darcus, Andy Thomson and Jack Clements - for their feedback and potential participation. They all express interest and support, but no tangible commitments.

October 1990: Canada Council approves the grant - $25,000 of the requested $40,000. Hornecker, however, budgets the completed project at closer to $100,000 cash, so he continues to shop the project around.

June 1991: He meets Kim Hogan, a retired actress cum producer, at the Banff Television Festival and introduces her to the project.

The film flounders for almost a year and a half.

Spring 1992: Hornecker is back where he started, but now under the gun from Canada Council to use the grant pronto or give it back.

Loathe to return the money, he decides to revamp the budget and the scope of the project, shoot the film on super 16mm and to move into production even though they don't have enough money.

He decides not to go after major agency support to assure control of the script and the project. Just before going into principal photography, a $4,000 Alberta Culture Foundation for the Arts grant comes through. Superchannel rewrites a development loan, giving them another $10,000, and the crew comes to work for 100% deferrals.

June 1992: Hornecker brings on Kate Holowach as production and locations manager. He again sees Hogan at the Banff Television Festival and she agrees to come out of "retirement" to take the role of the girl, Ruby.