The fall-movie season is shaping up to be chock-full of Oscar bait, and Disney's "Secretariat" is no exception. Based on a true story, the film revolves around Penny Chenery (played by Diane Lane), the woman ultimately responsible for fostering the first Triple Crown winner in 25 years. It's a feel-good film for sure, but it's designed to make audiences weepy.

When we caught up with director Randall Wallace ("We Were Soldiers," "The Man in the Iron Mask") he admitted to being "an emotional critter" and wanting audiences to connect with the characters and feel something when they see the film. Translation: Bring tissues to the theater.

MTV: This is a different type of film for you. Why did the story of Secretariat speak to you?

Randall Wallace: It was funny for me, because I've never worked on something that wasn't an original screenplay for me that I hadn't started in some form or fashion, but everything else I had done involved war. [In addition to the previous two films he directed, Wallace wrote "Braveheart" and "Pearl Harbor."] People ask why I make war stories. I say, "I don't. I make love stories. It's just that war puts love in the context." It shows its depth and extent of the commitment you have to it. With this story, its call to me was that it showed a face and hope and courage as an affirmation that led not just to suffering and pain, but to victory and joy, and that was really compelling for me about this.

MTV: How challenging is it working with horses?

Wallace: It's extremely challenging, particularly because these are animals who could kill you and animals who could hurt themselves if you weren't extremely thoughtful about them. My first job out of college was, I worked with live animals. I would come from seminary at Duke University to working at a place called Opryland in Nashville. My first job, I was a manager of an animal show where barnyard animals were trained to play musical instruments. We had a pig named Pigerace and a duck named Burt Bachquack; that was my first gig. I came full-circle getting to work with thoroughbreds on this. What you find is that they have personalities and instincts of their own, and they're not unlike actors at their best. Diane Lane and John Malkovich are thoroughbreds, and they have enormous capacity. You work with people like that to find that fire and that passion.

MTV: Who in the cast was your "horse whisperer" and really took to the horses?

Wallace: John Malkovich has an amazing affection for horses. John had actually worked with one of the horses that we used — not one of our Secretariats, but one of our background horses. John would actually tell stories about what the horse was thinking and doing, and he would mimic the horse. That not only entertained us all, but it also inspired us. Leadership spreads through a whole organization, and John certainly had it in that way. Diane's commitment to become as fully immersed with those horses as Penny Chenery, the woman she was playing, had been with Secretariat is absolute. You can see it when you see the film. There are moments when she is looking into the eyes of the horse, and it's amazing what you see both in the human eyes and the horse's eyes.

MTV: We've seen movies about horses — specifically racehorses — before. What makes "Secretariat" different?

Wallace: Here's what's different about "Secretariat": The cornerstone of my approach, the first step in directing this movie visually for me, is I wanted the audience to experience the races as participants, not as spectators. Every other horse-racing move I've ever seen was one that celebrated the slow and elegant beauty of horse racing, but not its kinetic excitement, none of its danger and savagery. We had cameras skimming an inch along the ground right at the horses' hooves, with the dirt flying in the faces of the audience like its flying in the faces of the jockeys. We used real jockeys, unlike some other movies. I happen to love "Seabiscuit." I thought it was a wonderful movie. This movie is vastly more kinetic. In "Seabiscuit," you had a great actor whom you were totally prevented from putting on the horse. I hired real jockeys at every point so that the man playing Ronnie Turcotte was on the back of the horse going 38 miles an hour in heavy traffic and risking his life, so that's one big difference.

Another is, let's face it, I'm an emotional critter. I'm looking for the soaring heart of something. I wanted to know what it was like when Penny faced her moment of greatest isolation and uncertainty and how she responded — her moments of sorrow and her moments of greatest joy. And I wanted the audience to participate too, and not just sit back and watch it. That's a problem with our society: It's been all too easy for us to become spectators in life, and I want to be a participant and I want the audience to share that too.

From the saucy Jessica Alba in "Little Fockers" to James Franco's grueling journey in "127 Hours," the MTV Movies team is delving into the hottest flicks of fall 2010. Check back daily for exclusive clips, photos and interviews with the films' biggest stars.

Check out everything we've got on "Secretariat."
