On the Waterfront came perilously close to never being produced because as Darryl Zanuck put it when he rejected the script, 'Who's going to care about a lot of sweaty longshoremen?'

Zanuck could not see that On the Waterfront was a natural sequel to The Grapes of Wrath and How Green Was My Valley. His rejection of the script sent Elia Kazan and Budd Schulberg on a seemingly hopeless quest for a producer to make their film.

Both Kazan and Schulberg had been bitten by the waterfront bug, Kazan having aborted a project he had begun with Arthur Miller, and Schulberg having a possible dramatization of Malcolm Johnson's Pulitzer Prize-winning series of articles, Crime on the Waterfront, fail to materialize. With their decision, Schulberg went down on the docks to research the more than 750 miles of shoreline containing 1,800 piers.

Over a year of research had gone into the script Schulberg and Kazan carried from studio, to studio, to studio. Their despair was made whole when the Hollywood Reporter reported their grim odyssey in a gossip column. They retreated to their hotel room, and Schulberg booked an early flight East. At this point Sam Spiegel dropped in to invite them to a party in his room across the hall and learned of their plight. A story session in Spiegel's room at seven in the morning with Spiegel in bed, sheet and blanket drawn up under his chin, wrested a murmured, 'I'll do it. We'll make the picture.'