Harley Davidson and the Marlboro Man is a 1991 American neo-Western biker buddy action film directed by Simon Wincer and starring Mickey Rourke, Don Johnson, Chelsea Field, Tom Sizemore, Vanessa Williams (who also contributes to the film's soundtrack), Daniel Baldwin, Giancarlo Esposito and Robert Ginty.

Set in the near future United States, it concerns two friends–a melancholic biker and a world-weary bullrider–who rob the bank threatening their favorite bar with foreclosure in hopes of paying it off with its own money, only to discover that it is a front for a criminal cartel. It has frequently been described as a modern re-imagining of Butch Cassidy and the Sundance Kid.

The film was released by on August 23, 1991, to mostly negative reviews, and was a financial failure, grossing $7.4 million at the domestic box office. In the years since, it has developed a moderate cult following.

Plot In the near future, a man called Harley Davidson travels from Texas to Burbank, California to reconnect with his old friend Robert Lee "Marlboro Man" Edison at their old haunt; Rock & Roll Bar & Grille. Their mutual friend Jack Daniels holds animosity towards Harley over an affair he and his now-wife Lulu had years prior. The bar has fallen on hard times, and the Great Trust Bank threatened foreclosure, planning to demolish the building to make way for a skyscraper. Harley and Robert convince Jack to help them rob one of the Bank's armored cars to collect the funds necessary to renew the building's lease. The robbery is successful. However, upon escaping, they discover the loot they stole contains not money, but "Crystal Dream," a new, experimental street drug.

The bank's head of security Alexander is ordered by CEO Chance Wilder to recover the drugs and kill the thieves. Meanwhile, Robert is pulled over for speeding by a motorcycle cop, his ex-lover Virginia Slim. The two have sex that night, despite her being engaged. Harley takes Virginia to breakfast the next morning, during which she says that Crystal Dream is 100% addictive and causes lasting neurological damage and, eventually, death. Robert, fuming about Virginia's upcoming marriage, steals her fiancé's motorcycle. He and Harley go to the bank's headquarters and talk to Wilder via telephone. They demand $2.5 million in exchange for the drugs. Wilder agrees to have someone meet them that night in the airplane graveyard for the exchange. Alexander shows up with the money and the transfer goes off successfully. That night, while they hang out in the bar's back room celebrating, Marlboro is suspicious of the ease of the exchange. Alexander and his men then show up. Watching through a one-way mirror, the owner tries to convince them that the gang is not there. Alexander walks away as if to leave, but then turns around and shoots him. They open fire in the room behind the mirror; Harley and Marlboro are the only ones who escape alive.

The two retreat to the nearby airport and hide in the baggage compartment of a plane. They escape to Las Vegas, where they check into a hotel, only to be tracked down by Alexander. The two escape to the hotel's roof and jump off into a swimming pool. Harley realizes that they have been tracked with a device hidden in the dollar coin given to them by Alexander. The two hop a freight train headed east after deactivating the tracker, but Marlboro leaves after telling Harley that they owe it to the dead friends who helped them to return to LA and settle things. Harley refuses to go and Marlboro jumps off the train. Harley has a change of heart and catches up with Marlboro. They reactivate the tracker in the coin to lure Alexander's squad back to the airplane graveyard. On their way there, tensions arise between Alexander and the gang's pilot, Thom. The villains locate the money briefcase but find it empty, except for the dollar coin inside, and a gunfight ensues. Marlboro manages to take out Alexander's remaining men, before he is subdued by the latter. However, Harley overcomes his aiming problems and shoots Alexander dead.

The duo offers Thom some cash to switch sides and take them to Wilder's office. They return the drug money and demand he change the lease on the bar, but Marlboro can't get himself to kill the unarmed kingpin before a pair of guards comes his rescue. Wilder orders the heroes killed, when Thom appears through the window in his chopper. He activates a cannon concealed under the aircraft, mowing down Wilder's goons and tearing down his office, before waving his former employer goodbye. A dismayed Wilder insults Marlboro's dead father, finally causing the cowboy to retaliate. Wilder is left dangling out of the broken window, holding onto Marlboro's disintegrating cowboy boot. Harley helps him out, the boot comes apart and Wilder falls to his death. Marlboro and Harley part ways at a rodeo, where Marlboro is riding a bull. As Harley rides away, he picks up a female hitchhiker.

Cast

Production Development and casting Don Michael Paul wrote the film while working as an actor on television, and took inspiration from the Western Butch Cassidy and the Sundance Kid. A best case scenario would have seen the project become a starring vehicle for himself, but he recognized that his limited drawing power might not allow it. It was the 28-year old's ninth attempt at writing a script, and the first to get produced. He had previously pitched more intimate stories, which were dismissed as "too soft", so he went for a more action-based premise while attempting to keep the main characters' relationship front and center. The script was on the market for only two days. Thanks to a producer acquaintance who interceded in his favor, he landed a four-picture development deal with MGM-Pathé, which enabled him to co-produce the film, and direct two future efforts. He was paid $450,000 for this film. A pre-production report mentioned that the antagonists would be "Aryan" drug dealers, an element that is absent from the finished picture. Mickey Rourke, Don Johnson and Australian director Simon Wincer, who had just directed the modestly successful Quigley Down Under for Pathé, were announced to have signed on in early August 1990.

Rourke's participation was brokered by his CAA agent Rick Nicita, as the actor was in need of a commercial role after a string of flops. He also wanted to prove that he could be a collaborative force on a major Hollywood shoot, and counter his difficult reputation. He had already been planning a biker film of his own, The Ride, a more personal project inspired by his relationship with his cancer-stricken brother, Joey. He felt ill-at-ease about doing this one purely for career-minded reasons, and made his feelings known during production, admitting to USA Today that he needed money to finish his house and pay for his divorce from Debra Feuer. "If I could do something else where I made as much money, yeah sure, I would," he acknowledged. Rourke was paid $2.6 million.

Johnson was in a similar rut, facing a difficult transition from TV stardom to the big screen, and accusations of entitled behavior. He was paid slightly less than Rourke. This was the first time he was separated from his wife Melanie Griffith since their remarriage in June 1989. Johnson brought with him Miami Vice script doctor and friend Sean "Arizona Slim" Walsh, a former pool hustler. With fellow player Jay Helfert, Walsh wrote the early pool hall scene, which introduces the Marlboro character. While Rourke's tattoos were authentic, Johnson had a fake one applied to his right forearm. Professional wrestler Big John Studd was hired thanks to his participation in The Marrying Man just prior. Action veteran Robert Ginty was announced to have joined the cast shortly before the beginning of filming.

Filming Principal photography started October 29, 1990, in Tucson, Arizona, which stands in for parts of the Los Angeles agglomeration. The main production center was the Tucson Convention Center. The bar where Johnson makes his first appearance, known as The Eagle's Nest in narrative, was The Bashful Bandit on East Speedway Boulevard. The pool cue used by Johnson in that scene was lent to him by uncredited writer Helfert. Tucson International Airport subbed in for Burbank Airport, while the aircraft boneyard was located at Davis–Monthan Air Force Base, on the city's periphery. The Alamo Apartments, where Harley lives at the beginning of the film, are a real place although they, too, are located in Tucson rather than Texas as portrayed in narration.

While much of the Las Vegas segment was actually shot at the defunct Dunes Hotel and Casino, the jump into the swimming pool (a callback to Butch Cassidy cliff jump) was captured at the now closed J.W. Marriott in Century City, California, which had recently been used for a similar scene in Lethal Weapon 2. The 160-foot fall was performed by veteran stuntman and diving specialist Bob Brown, who doubled for both Rourke and Johnson as their characters jumped in succession. The exterior set for the Rock & Roll Bar and Grille was built on a parcel located on East Boyd Street in Los Angeles. The armored truck robbery was filmed near the Walker Foods warehouses on North Myers Street, also in Los Angeles. Big John Studd suffered an injury during his bike stunt, and later sued both Wincer and stunt coordinator Billy Burton, alleging that he had been poorly trained for the scene. The Great Trust Bank building was the then brand new Library Tower, enhanced by matte paintings from Jesse Silver. The billboard advertising the Las Vegas rodeo, under which the leads hang out, was also integrated into a Los Angeles background via matte paintings from Rocco Gioffre. The climax was filmed at a former foundry in Vernon, beginning on January 16.

Rourke's hero rode a customized Harley-Davidson FXRS . Marlboro's first bike was a Kawasaki Z1000, although he later steals an FXR from another character. Virginia Slim's police bike was a Honda PC800. The helicopter flown by Ginty's character was a Bell 222 rented from pilot and aerial filming specialist Rick Shuster of Helinet Aviation Services. The founder of short-lived apparel brand IXSPA, a riding acquaintance of Rourke's, received a cameo as a bartender and hoped to dress the film's characters in their licensed Harley Davidson line. In the end, the company only took credit for making some promotional jackets for the production.

According to a retrospective interview with Johnson, Rourke's tendency to hang around with his entourage threatened to bog down the film's schedule early on, but he quickly sorted out the matter with his co-star and they had no problems after that. Producer Jere Henshaw had a different opinion. Of Rourke, he told the Los Angeles Times, "I'd heard all the horror stories. But Mickey's been great. No temper tantrums at all." However, when asked to compare Johnson to his former collaborator John Wayne, he replied, "Don's not the Duke [Wayne's nickname]. He's not even a pimple on the Duke's ass!" Paul ran afoul of both leading men. He had a scuffle with Rourke, and Johnson tried to have him barred from the set. The writer took his share of the blame for the incidents, and chalked them up in part to his emotional investment in the project. Wincer reassured USA Today that the stars "have both been an utter delight." His diplomatic attitude failed to ingratiate him to Rourke, who told The Village Voice after filming, "I didn't care for the director. He didn't have any balls. Not even one. He came ball-less."