This ain't your daddy's Total Recall. And it's probably nothing like the one you remember, either.

When you think about the original 1990 film (directed by Paul Verhoeven), you probably think about Mars, Arnold Schwarzenegger running and screaming, the woman with three breasts and strange extraterrestrial creatures. You can forget about most of that in the 2012 remake of Total Recall, because this film is grounded in futuristic reality, minus a lot of the alien-esque aspects. That's not to say it's void of imagination and cool concepts -- they're there, all right -- but new director Len Wiseman didn't want to retread old ground.

Instead, Wiseman takes the story to another level. Two warring factions on Earth, the United Federation of Britain (UFB) and New Asia, are trying to defeat one another. Caught in the middle are lowly factory worker Doug Quaid/Hauser (Colin Farrell), who isn't sure what side he's on, and his "wife" Lori (Kate Beckinsale). As Quaid's journey begins to take shape, we're introduced to mysterious woman Melina (Jessica Biel), who just might hold the key to Quaid's destiny, and the evil Vilos Cohaagen (played deliciously by Bryan Cranston).

Moviefone visited the set of Total Recall in Toronto, and do we ever have some cool stuff to share with you. Here's all you need to know about the 2012 version of the '90s classic. (There's a little reward if you make it all the way to the end.)

There Is a War On The two factions at war, as mentioned earlier, are the UFB and New Asia. As you can probably guess, UFB is for the haves and New Asia is for the have-nots. New Asia is crowded, old, grungy and constructed on water. If you want a better visual, check out Montreal's Habitat -- it was the inspiration. Most importantly, New Asia is full of factories, and our protagonist Quaid works at one. The UFB (originally called Euramerica by the filmmakers, then changed), by contrast, is cleaner and more modern. It is also the ultimate in stacked living.

Says production designer/creator Patrick Tatopoulos: "When you watch the movie and you start looking at all the design, you will see that there are worlds within worlds. For example, I talked about New Asia, and how everything is all on water. It's a suspended city that looks like a habitat. You can go in the bowels of the city as well. There's an underground world which is part of each of those worlds, which lead you to different places as well."

Producer Toby Jaffe agrees. "I think it's similar [to the original Total Recall], but more grounded," says Jaffe. "We don't go to Mars in this film, so we're dealing with a more relatable class issue of haves and have-nots, workers and the wealthy class. And that's the kind of dynamic that we're into. Classic working class people against the wealthy who control the real estate, and want to control the real estate of the planet.

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Cities Are Built Up In the future, the world is running out of space, so urban architects have no choice but to stack properties on top of each other. It's almost like a visual caste system -- the wealthier people live higher up in the stacks, while the poorer people are resigned to the slums closer to the water below. In the UFB it's fairly green, with some parks, while New Asia is chaotic and maze-like. People are almost always wet in this environ due to the water proximity. There is also one more area, on the very edge of London, where no one can live due to excess pollution. (We have a feeling this area will have some sort of significance, since they wouldn't tell us very much about it.)

"In a lot of futuristic movies, you see a completely reimagined world that doesn't look anything like our world today," says Jaffe. "I think one of the great things that Len [Wiseman] brought to it is, as the world changes, there's still a baseline of our reality today. There are still cobblestone streets in every city you go into, only now we have freeways. Just like if you go to an old city, you see buildings that have been there for hundreds and hundreds of years next to a modern skyscraper. So the idea that you can see the 20th century world on one level, and the 23rd century world or the 24th century world above it, and you can see history as you travel down in a city that's built upon a city upon a city, is a cool concept."

Technology Has Advanced Even though we don't know what year this version of Total Recall is based in, the human race has certainly become more technologically advanced. Besides the flying cars (which we'll get into later), there are several technological innovations showcased in the movie. The robots are called Synths, and just so happen to be assembled at the factory where Quaid works. Even the guns, called bolo weapons, are more futurized -- forget that Taser thing.

"We call it a bolo weapon," says visual effects supervisor Adrian de Wit. "It's a gun that fires a projectile, and that hits its victim. Then you have these bright tentacles that whip out of the projectile and wrap around the victim, which are controlled by the gun. The gun has these sensors on it, which connect with the weapon, and then you have this person essentially under your control."

It's not just the weapons, though; the billboards in this Total Recall are projected onto passerby -- talk about direct advertising! And some of you might remember cool little details from the original movie, like the receptionist who applies nail polish just by tapping her nails. The cast and crew didn't reveal too many of these tidbits to us, but we do know that tattoos in the future light up under your skin, and you can have a phone implanted into your hand.

"The whole vibe of the film is futurism in that retro way," says de Wit. "Yes, it looks futuristic, but you've kind of seen some of it yourself. What we're steering towards is something that's very, very real. It has to be totally believable, not like a fantasy movie. It won't have that sheen, that perfect-looking CG sheen. That's what we're desperately trying to get away from, and what we're trying to get towards instead is something that has a much more gritty, realistic patina to it, something with a bit of dirt, a bit of grain."

Get To Know The China Fall The China Fall is the central component to the movie. Basically a really fast, spacecraft-based elevator, China Fall transports people from one side of the world to the other (in this case from UFB to New Asia, or vice versa). De Wit describes it as "a 30-storey building, almost like an ultra-modern luxury block of condos. It's a cross between a 30-storey building and a Saturn 5 rocket."

It's tethered to its housing, and when those tethers are released, it basically falls through to the ground. It doesn't flip. The seating inside flips around. If you were sitting on the floor, on one side of the Earth, when you got to the other side, you'd be sitting on what used to be the ceiling, but is now the floor."

Tatopoulos loves the idea of China Fall, and finds it to be very unique in a time of unoriginal movies and premises. "We make it a trip of about 15 - 20 minutes [from one end to the other]," he says. "It's very brief. It goes really fast. People use the time to read information, news, things like that. Basically you just go sit in there -- the seats are very similar to those you'd find in an amusement park ride. They keep you in place. If you take a steel ball and let it go through the Earth, it'll take about 30 minutes, which is incredibly fast in my mind. Those are scientifically recognized facts. So, the magnetized elevator, all that makes sense."

We're waiting for the epic fight scene in China Fall -- you just know it's gonna happen.

Miles Away From The Source Story Depending on who you talk to on set, people are divided about whether this is more or less faithful to the source story, Philip K. Dick's "We Can Remember It For You Wholesale." Judging from the synopsis of the story, it seems that the 1990 film is much more faithful. For one thing, there is no Mars whatsoever in the 2012 version, and we're dealing with a completely different storyline. Wiseman also deliberately moved away from Verhoeven's version.

"Some people will always be disappointed," says Wiseman. "It's inherent with any kind of new adaptation, or a remake, there are going to be people who love the original. There's always going to be an element to that. Because I'm a fan of the original, I really just go from my own perspective in terms of that. There are things in there that, coming from a 16 year-old experience, that I wanted to carry through. But I really just approach it from being a fan myself. There is so much great stuff. There's a lot of new technologies, advancements and toys. As fans, there are little references here and there that if you've seen a original movie, you'll say, 'Oh, I know where that comes from.' The way you turn a line around into a new version around, or that sort of thing."

Jaffe adds: "I didn't want to repeat anything that Verhoeven has done."

It's Non-Stop Action Even from our brief time on set, we can tell that this movie will be full of action, gunfights and fast-paced development. (First clue: stunt doubles were always on-hand.) Lead actors Farrell and Biel were positively gushing about the fun they had shooting. "It's these little pockets of real passion, emotion, and connection in the midst of a big, huge, wild journey where we are running for our lives all of the time," says Biel, laughing. "Firing those big weapons are such bits of deliciousness. It is a pleasure. I think I just always try to make everything into a love story. That is my problem."

Farrell agrees. "It's the only reason why I'm doing the whole f**king picture," he says. "There is so much ... this film is kind of extreme in its portrayal of the chaos of action and the cause and effect of violence. There are only these little pockets and windows, as Jessica was saying, where the emotional truth of each of the characters is allowed to creep in and make itself a home.

"It is non-stop action," says de Wit. "It's wall-to-wall action. I would say it's more an action movie than anything else, more than any other genre. It's realistic, and it's much more that than a fantasy film or even a science-fiction film, because the action is Earth-based. It has a lot of car chases and fights and stuff like that. In terms of comparing it to other projects I've done, it's probably the biggest, particularly in terms of creating an entire world."

And may your hearts be still -- there's a shirt-ripping, grunting, knock-down fight between Biel's and Beckinsale's characters.

"She has a great fight with Kate," says Farrell about Biel. "It's actually a really cool fight. I was a bit jealous and had a bit of envy."

"It is really cool," agrees Biel. "Because it's not a girly fight at all. It's quite a ... it's just like two warriors fighting. We're about to get into some really interesting wire work, which is all of our anti-gravity stuff when we're trying the China Fall. So it will be lots of floating physical stuff, which I have never done before."

Yes, There Are Hover Cars As you've probably seen on the internet already, the vehicle of choice in Total Recall is the illustrious, futuristic hover car. It's not as simple as CGI, though -- there were a lot of technical aspects that went into the depiction of the cars.

"It's going to be so cool," says Biel. "The hover cars were literally built on top of race cars."

"They really did customize it -- it's like something from Mad Max!" says Farrell. "It's this fabricated thing with massive engines, cages, and then they mounted it on the hovercraft."

"So these things are literally massive adult series bumper cars," continues Biel, obviously excited. "Kate [Beckinsale] is in one and we're in another one, and these guys are slamming us. Our heads are rocking and it is so cool."

Tatopoulos insists these aren't your typical movie hover cars or car chases. "We built seven or eight cars, total," he says. "All the cars are very practical. We have a CG background, and it's going to feel so real. That was the main thing: to make this real. I didn't want to go all CG. Every car chase you're seeing is real."

Cohaagen The Villain Is Still Badass Don't expect an anaesthetized version of the '90s bad guy in this updated Total Recall. If you're familiar with Bryan Cranston's work, you'll know that he can play a wide range of characters (ahem, Walter White on Breaking Bad). He absolutely relishes playing the villain, and you know he's going to take it to the highest heights possible.

"Obviously she's [Beckinsale] the brains and I'm the beauty," he says. "I love it. It's so delicious and I know Kate is having as great a time as I am to play the bad guy. They're always the best-written roles, I'm telling you. It's so much fun. But there is that trap that you can get into, with that mustache-twisting bad guy. You don't want to do that. I don't want to do that desk-pounding 'GET HIM!' type of thing.

My approach to this is that Quaid/Hauser was a dear friend of mine, and I looked upon him almost like a son. So I desperately tried to do anything within my power to rein him in. And the way I'm playing it, and hopefully it will come off this way, is that he's like a rebellious teenager. He just has to have a little tough love, be disciplined and he'll come around. And when he comes around we'll be back together again, and I'm looking forward to that. And he doesn't, so we have to punish him further."

But can he play the bad guy as well as Ronny Cox, who had the role in the original film?

"You see the hair, and I have a naturally scary face," says Cranston. "When I was raised in the '70s, when I was a teenager growing up, there was no sunscreen. I was out in the sun, on the beach. And I'm a motorcycle rider so I'm in the wind, and this is the result of that. You get crag, a lot of crag. It can lend itself to this, and my voice is on the lower register for the most part. My message was, I want wavy hair (this is a little sprayed right now). I want light hair and have it kind of wavy. I said 'John Edwards,' I want a John Edwards softness to him, so it's not 'Here comes the bad guy!' Because what he's doing is already dastardly.

I don't think you want to present that. Ronny Cox wore dark clothing, dark suits, and that sort of thing. I wanted to dress in these Tom Ford suits that I'm wearing. All nice and tailored. All of my suits and shirts everything is by Tom Ford. And it feels so good, it feels crisp when you wear it. It does change you when you wear something like that. It makes me feel, I don't know, stronger in a way. Not in a demonic sort of way, just more powerful. If I remember correctly I think Ronny had his hair kind of slicked back -- I wanted to take this approach. Otherwise you're just doing something that's derivative."

Kuato Is Now Matthias A burning question: Will Kuato still exist in this iteration? The cast and crew were very tight-lipped about this, so all we know is that yes, in some form, Kuato will appear in the movie, and he will be played by Bill Nighy. Tatopoulos told us that his name will now be Matthias instead of Kuato, probably in an attempt to really differentiate this movie from the original.

It seems this version of Total Recall keeps the character names and the basic thread of the story -- but all in all, this is a completely different beast.

Little Reward (As Promised!): The three-breasted woman will be making an appearance in this movie. Sometimes you just can't mess with the classics. %VIRTUAL-MtGallery-236SLIDEEXPAND--231568%
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