As “Raiders Of The Lost Ark” turns 40 this month, Karen Allen is reminiscing about the “empowering” journey of bringing Marion Ravenwood to life on screen, including persuading director Steven Spielberg to change a scene in the script.

While Allen relished playing the confident and tenacious Marion on-screen, there was one scene in the script the actress felt was out-of-character.

“A scene I really didn’t like was where I am captured and in the tent and Paul Freeman as [René] Belloq comes in and brings a dress,” she tells The Hollywood Reporter, as she looks back on the making of the film for its 40th anniversary on June 15. “The scene as it was originally written was much more about me trying to seduce Belloq in order to escape. And from the very beginning, I thought, ‘No. If we really think that even for a moment she really would sleep with him in order to escape, then the love story between her and Indiana really didn’t have much power.’ The way the scene was written, she didn’t have that strength of purpose.”

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After voicing her concern to Spielberg, the director told Allen if she could come up with something better than what was on the page, they’d film it. Together with Freeman, the actors improvised on lunch breaks until they came up with what would become one of the film’s more memorable scenes.

“And out of that came that scene in which I try to drink Belloq under the table. The seduction part then is only a ruse. The little piece I also added is she puts the dress on in order to hide the knife under her clothing,” she adds. “It gave the character a kind of integrity and a real sense of loyalty and love to Indiana Jones. I always felt that at the heart of it is this young girl who fell madly in love with him and has never been able to get over him.”

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Of course, one of the film’s most-iconic scenes involved Allen, Harrison Ford and a whole lot of snakes. Calling the Well Of Souls scene “a challenging section of the film to make,” Allen wasn’t put off by the live snakes on set, but rather the constant dust and debris filming kicked up over eight days.

“The cobras were handled in a very special way,” Allen reminisces. “And there was an ambulance just outside the set and a nurse who had antivenom. Often there was plexiglass between us and them. Still, there were a few people on the set who were bitten by the pythons, which aren’t poisonous — but it is a nasty bite. No one was in terrible danger with the pythons — unless you were in the wrong place at the wrong time. I think it was our first assistant director who was trying to protect someone else who got bitten by one.”

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