Wednesday, July 10, 2024

On Books and Expanding the Powers of the Mind: Adam and Michele Rifkin's "Last Train to Fortune," by Angela Valenzuela, Ph.D. July 10, 2024


I'm thrilled to share a story of personal good fortune that supports the promotion of an incredible education-themed film featuring the legendary Malcolm McDowell, which is currently being considered for multiple film festivals.

The film celebrates the power of books and empowerment as a counter to the misguided anti-intellectual book ban movement prevalent today. Enjoy!

-Angela Valenzuela

On Books and Expanding the Powers of the Mind: Adam and Michele Rifkin's 
"Last Train to Fortune"


Angela Valenzuela, Ph.D.
University of Texas at Austin
July 10, 2024

James Paxton & Malcolm McDowell. Photo credit: Greg Gorman

It’s not every day that one gets asked by a Hollywood filmmaker—in this case, Adam Rifkin—to write a story about a film herecently directed, based on a screenplay written by his mother, former English teacher, Michele Rifkin, in 1986. Nor is it common to be asked to write a “story” instead of a film review about an epic, education-themed Western movie, namely, Last Train to Fortune (LTTF), produced by Brad Wyman, best known for “Monster” (2003), which won Charlize Theron an Oscar. 

The unexpected request was from Strategic Communications director, Daniel Delson, writing on behalf of Adam Rifkin. Its sense of urgency and care caught my attention.

As book bans are all over the national news, I’m writing to offer an interview with Hollywood director Adam Rifkin and legendary actor Malcolm McDowell to discuss their yet-to-be-released film, LAST TRAIN TO FORTUNE (LTTF) – not for a film review – for a story about this issue. At a time when books are being banned across the country, kids are addicted to TikTok, and education itself is under attack, LTTF serves as a wakeup call to audiences that knowledge sets us free, and that books are an enduring symbol of that freedom – a theme that couldn’t be more relevant than it is right now. (May 9, 2024)

Adam Rifkin. Photo credit: Greg Gorman

The message went on to describe the film’s setting which was the post-Civil War Old West of the early 1870s. The movie features the talented young actor James Paxton as the gunslinger, Jedidiah Dooley, and the legendary Malcolm McDowell as Cecil Caldecott Peachtree, an affable, book-bosomed, bibliophile and English teacher from London who suddenly finds himself incongruously positioned as a strange person in a new and vast land embarked on securing his new teaching position in a remote, little town invitingly named “Fortune.”

Malcolm McDowell.
Photo credit: Greg Gorman

Daniel also mentioned actresses Bernadette Peters, Mary Steenburgen, and the exciting young talent, Laura Marano. Together with gunfights, saloon brawls, and horse chases, the film promises to be a crowd-pleaser for all ages. Adam and Michele Rifkin’s LTTF is also destined to rank highly among other inspiring, education-themed films such as Stand and Deliver (1988), Dead Poets Society (1989), Precious Knowledge (2011), and Radical (2023). Besides being a Western movie, what distinguishes it from others is that it comes with its own promise of fortune in a reading list of Western canonical texts comprised primarily of English authors. The film should ignite discussions in academia and the public about the foundational relevance of a liberal arts education.

Daniel further divulged that Malcolm McDowell “happens to give one of the finest performances of his storied career.” I viewed this as no small feat, considering his career-defining, award-winning roles in the movies, “If…” (1973), and “A Clockwork Orange” (1971). My interest was piqued. But what story do I tell? I decided to trust the process given the positive premise in the story. I viewed the film multiple times by myself and with family members and interviewed Adam, Michele, James, and Malcolm, interacting regularly with Daniel by email throughout.

It has been an exceptional experience connecting with wonderful people and getting the winding, behind-the-scenes story about moving from screenplay to film that was 38 years in the making. This degree of access breaks down the mystique surrounding the filmmaking process, portraying actors and filmmakers as genuine human beings with their own challenges, victories, and struggles. 

I found the timeliness of their film to the current context of book bans and the current attack on public education to be intriguing and uncanny. What impressed me, even more, was their sincere desire to insert themselves through the film into this critical juncture in our nation’s history, offering a fresh, viable, and redemptive story. It advances a worthy cause for the enduring and liberating knowledge that elevates the human condition. James emphasized this point in our conversation, "It's not often that we get the chance to make a movie like this, one that is positive and makes a difference in the world.”

Books and knowledge do set us free and book bans are abhorrent. Well-funded schools and resource-rich classrooms are a must and great teachers are necessary, and competent teaching should not be a luxury but part and parcel of what a great education can and should be. Not that all educators need to rise to Cecil’s stratospheric level of the consummate “pedagogue,” but rather that they are intentionally cultivated, mentored, and liberated, as teachers, within caring institutional structures to impart their craft. James affirmed this by calling the film “a love letter to teachers.”

I shared with Daniel, Adam, and Michele that it was interesting that they had chosen me to write about the film. After all, I am both an English major and a policy advocate in Texas, calling for the inclusion of Ethnic Studies history and literature in state curriculum. 

The canon of Western literature is indeed the fortune or treasure to which we are all entitled. “All too frequently, as racial and ethnic minorities, we are denied access to this curriculum. Or we’re given a reduced version of it,” I shared. “The book with the hole in it,” I told a smiling James. 

This experience led me to reflect on the timeless nature of human experiences, blending suffering with triumphs and at times, salvation, from our self-sabotaging paths toward self-destruction, a theme taken up by the movie. Abiding truths such as the principles of freedom and the equal worth of all people remind us of our shared values and the continuous struggle to uphold them throughout history.

The Ethnic Studies cause of which I am a part nevertheless questions public school curriculum standards that already privilege this canonical knowledge at the expense of the histories and great works of literature of still underrepresented groups. My thoughts, however, were only partially formed during our initial conversations so I did not fully elaborate further. Plus, I was more in a research, data-gathering mode. What nevertheless emerged was a built-up tension to which Fareed Zakaria in his New York Times best-selling text, In Defense of a Liberal Education (2015), gives voice. 

Zakaria acknowledges the need for a core curriculum based on time-honored knowledge while also questioning how to incorporate new truths for the sake of humanity. Ultimately, the nagging tension that I felt between the film’s love of the canon, which I share, and the need to continuously “perfect the union” was not just intellectually, but relationally, resolved in my final interview with Malcolm.  

However, first, the plot after which I discuss the interviews, within which I discuss my own story that is pertinent to the aforementioned core tension in liberal education (Zakaria, 2015).

Plot. The LTTF is centered on an endearing, highly educated British school teacher named Cecil Caldecott Peachtree who finds himself in a fix when he misses the last train to Fortune where he is expected to serve in the new school term as its one-room-schoolhouse teacher. Stranded with his luggage in the middle of nowhere and dreading the idea that he will have to wait two days for the next train to arrive, a disconcerted Cecil instinctually sits down to read Homer’s Odyssey. Meanwhile, a gunslinger named “Dooley” silently walks up to him and shoots a gaping hole in his precious book.  

Malcolm McDowell
Photo credit: Greg Gorman

Cecil is shocked by this near-death experience and is especially disturbed when Dooley ransacks his suitcase full of book classics and takes one of his most precious belongings, a gold pocket watch that his father had given him. The timeless piece malfunctions throughout the film with its quirky cover unexpectedly flipping open throughout the movie, as if it were a muse, seamlessly bridging the gap between past, present, and future. It subliminally reminds Cecil, with its engraved quote from the ancient Greek philosopher and former slave, Epictetus, of his time-sensitive duty:  “Only the educated are free.” Cecil’s watch symbolically connects the ancient past with Fortune’s promising potential to be a wellspring for the creative impulse, bridging time and inspiring future generations.

Upon seeing that Cecil has nothing else of value but “stupid books,” to which the desperate and comical Cecil takes umbrage—he cleverly cajoles Dooley into taking him on his horse to Fortune. In exchange, Dooley can expect Cecil’s first-month salary upon arrival. Here is where Cecil’s and Dooley’s own odyssey begins. Both ride on Dooley’s horse, share one blanket, and slog Cecil’s books in saddlebags and later, in their only blanket, on their rugged, treacherous journey to Fortune.

Interviews. I accepted Daniel’s offer to interview Adam’s lovely mother, Michele, a teacher of many years who devoted her life to nurturing young minds. Adam commented on how he and his mother are already close, but how the movie brought them closer. “Getting to direct my mother’s words was a thrill, as well as getting to work with all these wonderful actors. It was exciting.” “What an exceptionally unique gift,” I thought, for this accomplished filmmaker and actor to fulfill his mother’s dream of bringing this film to fruition despite a series of fits and starts, including the difficulties of funding independent films, as Malcolm had later shared.

From Adam and James, I learned of how James’ father whom he dearly loved passed away, impacting plans they originally had of him playing Dooley. Adam and his growing team, including Bernadette Peters and producer Brad Wyman decided that James could take his father’s place in the film considering that he was back home from New York University where he had been studying theater and acting. 

I asked James what he thought the goal of the movie was and he said it was getting kids off TikTok and social media and for them to read books. I expressed that the texts featured in the movie aren’t just any books, but representative of the English literary canon. “Why should any young person want to read them?” I asked, in all sincerity. He responded by expressing his love of classical literature which he sees as “philosophy,” that elevates the imagination and makes us better human beings. When he said this, I reflected on a similar comment Adam had made, “We hope students will come out of the movie and pick up a book and read.”

Malcolm McDowell & James Paxton
Photo credit: Greg Gorman

James shared how pleasurable it was to work with Malcolm, who became his real-life mentor as a result of the movie. 

Malcolm was generous, offering helpful pointers and suggestions throughout the filming process. James further expressed loving the opportunity to ride horses and the very idea of making a Western, saying, “Who doesn’t like a Western?” The whole experience was nothing short of thrilling. “Plus, he said, it’s not just any film. It’s one that means something positive for these times.” This brought to mind Adam’s response to one of my questions in an email where he says,

CECIL is passionate about books and reading and tries to inspire DOOLEY, a fearsome though illiterate gunslinger, who is CECIL’S reluctant guide across the plains, that literature and education offer windows into countless other worlds and important new ideas. Additionally, how an education is the perfect tool to open new opportunities for DOOLEY, who is currently on a path of self-destruction. DOOLEY couldn’t be less interested and thus, their opposing viewpoints on the topic not only create tension between the two men, but their relationship is a microcosm for the larger debate involving the importance of education versus the current anti-intellectualism sentiment. (Rifkin, May 27, 2024)

James then shifted to Dooley’s relationship with Cecil in the film where Dooley came to see an erudite Cecil as his mentor who could have given up on Dooley for his untamed, gun-toting bravado and penchant for violence. Instead, Cecil’s fascinating presence and spellbinding charm matched by his love of books, wins over an incredulous Dooley with his learned wisdom that “the pen is mightier than the sword,” meaning in Dooley’s case, his gun.

Elaborating further, what Paxton loved most about the relationship between Cecil and Dooley was the former’s unwavering nonjudgmental expressions of care toward Dooley, who he so deeply wanted to impress with his great books of literature that helped form the Western literary canon, as it is known today. I couldn’t help but connect to my own research on authentic caring as a dynamic that motivates the achievement of Mexican-origin youth (Valenzuela, 1999). That is, when teachers and students are in meaningful, caring relationships, children and youth thrive. Gun-slinging cowboys are no different.

Malcolm McDowell, James Paxton, & Producer
Brad Wyman. Photo credit: Greg Gorman

I reveled in Cecil’s effervescent aliveness about Homer’s “Odyssey,” Jonathan Swift’s “Gulliver’s Travels,” Charles Dickens’ “Oliver Twist,” Herman Melville’s “Moby Dick,” Henry David Thoreau’s “Walden,” Jane Austen’s, “Pride and Prejudice,” and Shakespeare’s “Julius Caesar,” marshaled throughout the film with well-chosen quotes that whimsically punctuated the dust, blood, and beauty of the American Southwest.

By the time I spoke with Malcolm McDowell in my last interview, I was prepared to articulate the apprehensiveness that arose for me in my initial understanding of LTTF. Our conversation was fast and furious as he only had a few minutes to talk. I told him that I loved the film and was enthralled by his performance and that I wished the film great success. 

I explained that I am an English major, a university professor, and a leader in the Ethnic Studies movement in Texas and how I, among many others, have been advocating for greater inclusion of the history and literature of U.S. minorities in Texas’ state curriculum. “Wonderful,” he responded. “As an English major,” I continued, “I read almost all of the texts that Cecil mentioned and loved reading the classics.” I asked him why Miguel de Cervantes, author of Don Quijote and a contemporary of William Shakespeare, didn’t make it into the movie. “There are many books that unfortunately didn’t make it in,” he said. “Only so many could fit into Peachtree’s suitcase.” 

I moved on to a point of convergence when Malcolm expressed an appreciation of Charles Dickens’ writings, considering him one of the greatest English writers of all time. Referring to “The Selected Works of Charles Dickens,” another book that Cecil Peachtree had to shed along the way, he mentioned, A Tale of Two Cities. What Malcolm didn’t know is that Charles Dickens hits all kinds of buttons for me. I quipped, “I can hardly even think of A Tale of Two Cities without wanting to cry.”

My deep connection to Charles Dickens bubbled up emphatically. I knew that our time was limited, and I wanted Malcolm and, by extension, Adam, Michele, and James, to understand my analysis in light of my own experience, having grown up as a Mexican girl from West Texas:

I was tracked and teachers held very low expectations of me. None expected me to go to college. A teacher, Mrs. Eli, however, changed my life. Other students and I accidentally ended up in her eleventh-grade honors, English classroom. She tried to get her teaching assignment changed on the first day of class as this was a mistake. She complained to the principal but to no avail. She returned unhappily to our classroom and said, “Well, I’m not going to teach you any differently than I teach my honors students!"

If it had not been for Ms. Eli, I wouldn’t have fallen in love with literature and sought my own fortune through education. I read the Romantic poets, Yeats, Keats, Wordsworth, Thoreau, and Shakespeare’s Hamlet and Macbeth. The only term paper that I ever wrote in high school was in her class and it was on Charles Dickens. This assignment took me to my local university library and made the idea of going to college tangible (see Valenzuela, 2011). I even got certified to teach English at the secondary level, while minoring in Spanish. 

Malcolm responded with “ohs” and “ahs” as I spoke which I took to mean that he was impressed or perhaps surprised that a college professor who teaches education policy today originated from this kind of background. He felt like a kindred spirit who, like me, couldn't have enjoyed the conversation more.

Malcolm shared with me his experiences attending public schools in England and how public schools are different there, a topic I would have loved to pursue had we had more time. It factored curiously into his award-winning movie, “If…” (1967) which I recently watched, and that we both agreed shared some similarities to LTTF as critiques of public education, albeit only at the highest level on the larger purposes of education. I learned that it was the film that catapulted Malcolm to fame.

With my schooling experiences and this conversation on education behind us, I then spoke frankly to him about how some viewing audiences might critique the film as defending or pushing a specific curriculum and how it was important to anticipate this. “And not just any curriculum,” I shared, “but a Eurocentric, culturally chauvinist one that aligns with and reinscribes the values and preferences of the colonial settlers seeking to bring ‘civilization’ to the frontier.”

Malcolm readily acknowledged that history is overflowing with grisly tales of unspeakable violence and cruelty, but that Cecil Peachtree is different. “Yes,” I agreed and shared with him that the insight I bring will be helpful as this movie opens to diverse audiences, many of whom feel distant and alienated from the Western literary canon. 

Malcolm McDowell and Mary Steenburgen
Photo credit: Greg Gorman
I conveyed how our schooling experiences combined with our struggles as racial and ethnic minorities for inclusion in state curriculum “teach us” repeatedly that our knowledge production and literary achievements are inferior when nothing could be further from the truth. “My question is whether the movie is pushing a curriculum or is it centered primarily around the idea that education is about expanding the imagination and encouraging young people to think skillfully and dream?” With Zakaria’s (2015) book in mind, I further shared with Malcolm that I am highlighting a central tension in liberal education to which the film directly speaks.

This process of writing “a story” or “my story” helped me to realize that my protests are primarily against a “hard,” as opposed to a “soft,” attachment to the Western literary canon, with “hard” meaning to the exclusion of all other literary traditions. “We have over 50 years of literary and knowledge production as Mexican Americans, yet we face tremendous challenges in getting represented in state curriculum despite the great diversity of youth in our state.” But for a lack of time, I would have said how this stance is itself the embodiment of cultural chauvinism and ongoing colonialism—even as I sensed that Malcolm grasped my critique based on my earlier reference to colonial settlers. In contrast, a “soft” attachment, would be inclusive of other histories and works of literature.

I flatly insisted on my interpretation of LTTF as a soft approach, citing the exquisite campfire scene where flickering flames cast dancing silhouettes on a radiant Cecil who tenderly conveys to Dooley his life’s purpose and calling to be a teacher as follows:

You see, the purpose of teaching-it isn’t just to force students to memorize facts and dates. It’s to inspire. To unlock that little door hidden deep within us all that gives us permission to dream. To dream of a better life for ourselves and a better future for all.

“Malcolm,” I excitedly said. “This soft version is an argument for Ethnic Studies.” The core idea is one of giving us all permission to dream, to expand the powers of the mind, and to empower all our youth, as opposed to advancing a special curriculum.” I was suggesting that it’s not an either/or proposition, but rather a both/and one, together with a lifelong commitment to wrestle with this tension. “It’s a healthy one,” I concluded. Our conversation ended on this high note of enjoying and celebrating our literary and intellectual traditions, albeit in an inclusive, expansive manner.

Zakaria (2015) confesses that he has eased up over time with respect to this central tension. A liberal education is less about the “furniture” of the mind about which we need to be concerned, but rather about expanding its powers as noted in the “Yale Report of 1828” that grapples with the possibilities of a liberal, as opposed to a as opposed to a more instrumental curriculum designed for specific professional work. Zakaria offers the following telling statement from the 1828 debate—one of the most influential documents in the history of American education—over the perpetual tension between the purposes of education: 

The primary object of a Collegiate education, is to lay the foundation of a superior education. Its ultimate end is to teach the art of fixing the attention, directing the train of thought, analyzing a subject proposed for investigation, following with accurate discrimination the course of argument, balancing nicely the evidence presented to the judgment, awakening, elevating, and controlling the imagination, arranging with skill the treasures which memory gathers, and of arousing and growing the powers of genius. (cited in Zakaria, 2015, p. 52)

Cecil’s muse, qua watch, offers viewers the film’s final word when it pops open and reminds us of Epictetus’ complete statement that provides wisdom for the ages and a fitting way to conclude:

We must not believe the many, who say that only free people ought to be educated, but we should rather believe the philosophers who say that only the educated are free. 

-Epictetus, The Discourses (1998)



Anderson, Lindsay, director. If.... Performances by Malcolm McDowell, David Sherwin, and Christine Noonan, Paramount Pictures, 1968.

Kubrick, Stanley, director. A Clockwork Orange. Warner Brothers, 1971.

Menéndez, Ramón, director. Stand and Deliver. Warner Bros, 1988.

Palos, Ari Luis, and Eren Isabel McGinnis, directors. Precious Knowledge. Dos Vatos Productions, 2011.

Weir, Peter, director. Dead Poets Society. Touchstone Pictures, 1989.

Zalla, Christopher, director. Radical. 3Pas Studios, Epic Magazine, the Lift, 2023.


Cervantes, Miguel. Don quixote. Simon and Schuster, 2016.

Epictetus. The Discourses. Vol. 1. Oxford: Clarendon Press, 1998.

Valenzuela, Angela. Subtractive schooling: US-Mexican youth and the politics of caring. State University of New York Press, 1999.

Valenzuela, Angela. "How a Teacher Turned a ‘B’ Track Class into Honors." Faces of Learning: 50 Powerful Stories of Defining Moments in Education, edited by Sam Chaltain, Jossey-Bass, 2011.

Zakaria, Fareed. In defense of a liberal education. WW Norton & Company, 2015.

Malcolm McDowell and Mary Steenburgen
Photo credit: Greg Gorman


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