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《伊人當自強》《摘星奇緣》《甜心偽人》
茱莉亞羅拔絲
《蜘蛛俠》《吸血迷情》《作大英雄》
姬絲坦登絲
《四個婚禮和一個葬禮》《情迷四月天》
導演米克紐維

蒙羅麗莎的微笑
Mona Lisa Smile

四月廿九日

故事大綱
1953年，美國著名女子大學衛斯理女子大學來了一名藝術歷史系的老師屈嘉芙(茱莉亞羅拔絲飾)，剛從加州柏克萊大學畢業的她，在大學裏接受了自由改革思想，立志要成?一名傑出的教授。

衛斯理女子大學的學生皆有良好的家庭背景，從小接受優秀的教育。可是，大學的教育方針並不著重提高學生對學術的興趣，而著眼於能否嫁到一個好丈夫。

屈嘉芙不屑學校灌輸「一枚訂婚戒指要比學位更重要」給學生的作風，公然挑戰學校的做法、規矩，鼓勵學生發掘自己的興趣，大膽去實踐她們的想法。可是，班中一名出身名門望族、婚期將至的待嫁學生溫貝蒂（姬絲坦登絲飾），不同意這名新來的老師帶來諸多建議，公然在課堂上向她挑戰。

最終屈嘉芙以青春率直的作風，豐富的藝術史知識以及風趣熱情的授課風格，贏得了學生們的尊敬和愛戴，被女學生稱?"蒙娜麗莎"。屈嘉芙的做法能否成功令學生們脫離束縛，找回自我．．．．．．

衛斯理女子大學人才輩出　
位於美國麻省的衛斯理女子大學是美國著名的女子大學，校風純樸、紀律嚴明，成績卓越，怪不得歷年來人才輩出，包括美國前國務卿奧爾布賴特、紐約州州長希拉利克林頓、以及已故蔣介石夫人宋美齡，都是衛斯理女子大學的高材畢業生。

學院實境拍攝　
《蒙羅麗莎的微笑》的故事發生於50年代的衛斯理女子學院，攝製隊特地前往位於美國麻省的校園取景。為了避免影響學生的校園生活，所有校園戶外的場景要在六日內完成。攝製組於2002年秋天開始，當時的氣候剛好接近深秋，校園裏的楓葉飄浮在晴朗的天空，落在校園的小路上，洋溢著古典的書卷味。

為了汲取更多靈感，導演米克紐維爾親自接見了衛斯理女子學院的十幾位畢業生，聽她們談談在這所學校裏學習的感受，?劇本添加了許多有趣的細節。

接受「貴婦」訓練
眾位女星為了配合戲裏華麗高貴、風姿卓越的造型，特別接受為期多個星期的儀態訓練，包括如何與對方握手、燃點香烟以及餐桌用膳的儀態，還有多種舞蹈訓練，如探戈、華爾茲等，要求甚嚴。

茱莉亞羅拔絲
現年36歲的茱莉亞羅拔絲憑《伊人當自強》獲得奧斯卡最佳女主角，鞏固了影壇大姐大的地位。2000年，在福布斯雜誌公佈的百位名人權力排行榜中，茱莉亞羅拔絲高居榜首，成?當時荷李活頭號熱門人物。去年美國最具權威的影視雜誌《Premiere》評選荷李活最有影響力的100位影星中，她被評?第16名，位居荷李活女影星之首。

茱莉亞羅拔絲在《蒙羅麗莎的微笑》的新聞發佈會上強調她自己之所以對電影中的50年代心醉神迷，是因?當時女性的聲音正處在社會變革的風口浪尖。對於有份飾演不畏強權、勇於接受挑戰的屈嘉芙，感到非常高興。

姬絲坦登絲
自三歲拍攝第一個電視廣告後，姬絲坦登絲就成了廣告寵兒，拍下過百個廣告。由於擁有上鏡的面孔，姬絲坦於八九年被邀參演名導演活地阿倫的電影，此後展開康莊的電影大道。

姬絲坦登絲最為人認識的電影，莫過於與杜比麥奎爾合演、橫掃全球開畫票房紀錄的《蜘蛛俠》。其實早於九四年，她在《吸血迷情》的表現已大獲好評，被提名角逐金球獎最佳女配角，並獲得Blockbuster Video Award最佳配角新人獎、Saturn Award最佳女新人獎，以及MTV獎最佳突破獎等，一躍成為炙手可熱的女演員。

導演米克紐維爾
畢業於英國劍橋大學英文系的導演米克紐維爾，九四年憑《四個婚禮和一個葬禮》獲提名奧斯卡最佳電影及最佳劇本、九二年執導的《情迷四月天》更獲得奧斯卡最佳女配角、最佳化粧及最佳劇本共三項提名。

另外，九七年執導由尊尼特普及亞爾柏仙奴主演的《忠奸人》再次獲提名奧斯卡最佳改編劇本，足證由紐維爾執導的電影是實力的保證。由於米克紐維爾在影壇地位崇高，怪不得一向橫掃世界票房的《哈利·波特》系列，新一輯電影也要紐維爾執導吧！

MONA LISA SMILE卡士表
<伊人當自強>金像影后茱莉亞羅拔絲
<蜘蛛俠>姬絲坦登絲
<叛諜追擊>茱莉亞史蒂莉絲
<美色饑饉>瑪姬桂寧荷
REVOLUTION STUDIOS呈獻
RED OM FILMS製作
米克紐維作品
"蒙羅麗莎的微笑"
<芝加哥>杜明尼韋斯徹
<我愛碧咸>茱莉安史提芬遜
金獎影后 <懸河殺機>瑪茜亞姬夏丹
音樂: <情迷朱古力>麗素寶曼
執行監製: <戰鷹一號>祖洛夫
編劇:<猿人爭霸戰>羅倫斯高拿／麥克洛辛夏爾
監製: <五星級戀人>伊蓮高史密夫湯瑪士狄寶娜舒特拉保羅史哲夫
導演: <4個婚禮一個葬禮>米克紐維

SYNOPSIS

In Revolution Studio's Mona Lisa Smile, Julia Roberts leads an all-star cast of prominent young actresses including Kirsten Dunst, Julia Stiles, Maggie Gyllenhaal and newcomer Ginnifer Goodwin, in a story of women struggling to define themselves in a world that has already defined them.

Katherine Watson (Roberts) travels from California to the New England campus of Wellesley College in the fall of 1953 to teach art history. In the post-war era, Katherine expects that her students, the best and the brightest in the country, will take advantage of the opportunities presented to them. Soon after her arrival, however, Katherine discovers that the environment at the prestigious institution is steeped in conformity. According to their poise and elocution teacher Nancy Abbey (Marcia Gay Harden), an engagement ring on a young woman's finger is considered a bigger prize than a well-rounded education.

When Katherine encourages her students to think independently, she runs afoul of the more conservative faculty and alumni, including one of her students, the upper crust Betty Warren (Dunst). The recently married Betty becomes a formidable adversary when Katherine persuades her best friend, Joan Brandwyn (Stiles), to apply to Yale Law School - even as Joan is awaiting a proposal of marriage from her boyfriend.

For the smart and provocative Giselle Levy (Gyllenhaal), Katherine becomes a much-needed role model and mentor. The sweet and shy Connie Baker (Goodwin) also draws courage from Katherine's example and gains the confidence to break through her insecurities.

In a world that told them how to live, Katherine teaches them how to think for themselves. Through her students' trials to find their own way, Katherine learns to chart a different course for herself as well.

Revolution Studios Presents A Red Om Films Production, Mona Lisa Smile, starring Julia Roberts. A Columbia Pictures release. Also starring Kirsten Dunst, Julia Stiles, Maggie Gyllenhaal, Juliet Stevenson, Dominic West, Ginnifer Goodwin, Topher Grace, John Slattery and Marcia Gay Harden.

Mona Lisa Smile is directed by Mike Newell and written by Lawrence Konner & Mark Rosenthal. The producers are Elaine Goldsmith-Thomas, Deborah Schindler and Paul Schiff. The executive producer is Joe Roth. The director of photography is Anastas Michos. The production designer is Jane Musky. The film editor is Mick Audsley. The costume designer is Michael Dennison. The music is by Rachel Portman. The music supervision is by Randall Poster.

Mona Lisa Smile has been rated PG-13 by the MPAA for Sexual Content and Thematic Issues.

An Inspiring Generation

Several years ago, screenwriting partners Lawrence Konner and Mark Rosenthal (Jewel of the Nile, Planet of the Apes) read an article about Hillary Rodham Clinton's years at Wellesley College in the 1960s. "By the 60s the Wellesley curriculum had already been modernized and the students took their choices for granted," says Rosenthal. "But we wondered what it would be like if we went back a generation, before the vocabulary of feminism was handed to women on a silver platter."

In that prior generation, the writers learned that the curriculum was very different.

"They were doing French literature and physics in the morning and how to serve tea to your husband's boss in the afternoon" says Konner.

The writers did further research on women's colleges in the years following World War II. Even the progressive educational institutions were not exempt from the conservative swing that overtook the nation after the upheaval of the war, they discovered. Women, who had contributed to the war effort, taking physically demanding jobs, while their husbands, fathers and brothers were off defending the country, were expected to give up their jobs, return home and raise families.

Konner and Rosenthal also visited Wellesley, considered one of the most academically rigorous and prestigious of the female-only colleges referred to collectively as "The Seven Sisters." Besides Rodham Clinton, the school's alumnae include Madeleine Albright, Diane Sawyer, Ali McGraw, Cokie Roberts and Madame Chiang Kai-shek.

At the Wellesley library, Rosenthal and Konner unearthed a photo from a 1956 issue of The Wellesley News that seemed to encapsulate the dilemma facing women of the era. It was a snapshot of a young woman in a smart dress and pearls with a frying pan in one hand and a book in the other. "The headline was something like 'Survey Shows Married Women Make the Best Students,'" laughs Rosenthal. "What a mixed message. On the one hand, the school boasted that its academic standards for women were on a par with male institutions like Harvard. But there was a P.S.: 'A woman's main purpose in life is still to get married.'"

The dramatic tension between what was expected of women in that era and the dreams and yearnings that were simmering underneath was too strong a premise for Konner and Rosenthal to resist. Wellesley College was an ideal setting, especially during the Eisenhower era when the first sparks of what would later be known as the feminist revolution were being kindled. The focus of their story would be Katherine Watson, a young woman who comes to Wellesley with idealistic notions of what it will be like to teach some of the smartest women in America.

"We've always been fascinated by the notion of someone who is 'enlightened prematurely' - someone who's ahead of her time. Katherine was our way of imagining that heroine," says Rosenthal.

Katherine herself is from a modest background and attended the more progressive UCLA. "As recently as 50 years ago, New England was still an extension of the Old World, while California really was the New World," says Konner. "So we thought that would be the perfect place for Katherine to have grown up both in terms of its less rigid class distinctions and more permissive social attitudes."

The title Mona Lisa Smile derived from the fact that Katherine teaches art history and Leonardo's masterpiece is one of the most fascinating - and enigmatic - works of art ever created. As one of the characters in the film remarks about the Gioconda's legendary grin, "But is she really happy?"

"Thematically that's really the heart of the movie. It's about what we see on the surface - of society, of these women's lives - and what's really going on underneath," says Rosenthal. "Each of the female characters presents a facade, but as soon as we think we have them pegged, they surprise us, even Katherine."

In addition, Rosenthal continues, "We think the Mona Lisa works as an icon for women. Most people giggle when they see it. They know it's very expensive and valuable, more something to own than to understand. And that's exactly what Katherine is trying to warn her students against - being turned into a 'pretty, valuable object' on some corporate executive's arm, an expensive piece of property."

The Best And The Brightest

To portray Katherine, the writers wanted an actress who was charismatic, smart and vulnerable. "So we thought of the best actress of our era," says Konner, "Julia Roberts, who has both the intelligence and high-spiritedness the role demands."

The writers related the story of Mona Lisa Smile to Deborah Schindler, president of Roberts' Red Om Films and her producing partner Elaine Goldsmith-Thomas of Revolution Studios (who had previously represented Roberts when she was an agent at ICM). ""After working with Julia Roberts for 15 years, I thought I'd heard every good idea, but this was truly special," says Thomas. "I was fascinated by the early 1950s and how it evolved out of World War II. The war had been the first time in history women were told they could do a man's job. They took off their corsets and took over the factories. Then, after the war, they were re-corseted with clear roles as housewives who supported their husbands and raised their children. On the surface it all seemed fine, but underneath the seeds were planted for the next generation."

"Katherine Watson is a good example of a woman caught between the outbreak of war and the change that happened as a result," Thomas continues. "After considering her options, Katherine realized that she could do more. It's that realization that inspires her to teach these young women. She believes if anyone is going to make a difference in the world, it will be one of them."

Over the next year, Thomas and Schindler worked closely with Konner and Rosenthal in developing the script for Mona Lisa Smile. "Elaine was our guiding light, " admits Konner. "Without her enthusiasm, input and support this movie would not have been possible."

"We had an immediate connection with her," adds Rosenthal. "She had an instantaneous understanding of what we were trying to say, and that kept the film true to its theme all along."

"Revolution Studios' chairman Joe Roth immediately saw the story's potential," says Thomas. "I think when he heard the idea, he realized everything it could be. That's what's so great about Joe. He just lets you jump into the pool. If you need help, he's there. Otherwise he just pretty much let's you swim on your own."

At the top of everyone's list for potential directors for Mona Lisa Smile was British director Mike Newell who has, over the years, demonstrated a deftness and versatility with a wide variety of subjects from the gritty drama Donnie Brasco to the wonderfully romantic and funny Four Weddings and a Funeral. "What's really special about Mike's movies is his fresh, unorthodox approach to characters. All the people in his movies are interesting, iconoclastic and complex," says Thomas. "Even in his comedies there are no stock characters. They're all highly individualized."

Newell was intrigued by the story's exploration of a time and place where rebellion and individuality were very much frowned upon, yet the seeds of change have already taken root. "There was a great deal of debate in the story about what women should and shouldn't do with their lives, most of which had never been publicly discussed before," he says. "Once the subject had been broached, it would eventually lead to a seismic societal shift. I really wanted to look at the moment when that change began."

Newell agreed that Roberts was the perfect choice for Katherine Watson because "she has an intimate connection to audiences. They feel, very strongly, that they know her, and they like her. I knew it would be interesting for her to try on a character like Katherine, a teacher and a woman with a life of the mind."

Roberts signed on to the project soon after Newell was hired. She was a big fan of his work, particularly Four Weddings and a Funeral and another romance, Enchanted April. In addition to being intrigued by Katherine because she was a teacher, Roberts also saw her as someone who would stand out at the staid Wellesley of the 1950s. "For the 50s, her ideas were way ahead of their time," says Roberts, who had contemplated becoming a teacher before turning to acting. "And she embodied the best kind of spirit for a teacher, one that allows for individuality and to explore our personal strengths."

Though her students at first regard her a spinster for being over the age of 30 and unmarried, Katherine feels comfortable with her decision, says Roberts, which some of the young women find intimidating and others, empowering. "That's what so fascinating about the period," she says. "It is right on the cusp of the revolution of the woman's voice in society."

The film's validation of women, however, is applicable to the present as well, and not just for females, Roberts insists. "At its core, the movie is about the struggle of the individual - male or female. Everyone is looking to find their proper place in life, where they can serve the most and be at their best."

Beyond the central figure of Katherine, Mona Lisa Smile boasted several substantial roles for young actresses. "It's so rare to find so many good parts for women in one film, particularly for young women," says Newell. "Each of these roles was a gem. They contained comedy, struggle and even great sadness. And they all interwove with one another to create a wonderful tapestry of womanhood in that era."

To get a fuller picture of the period, Konner and Rosenthal had interviewed alumnae who had gone on to career prominence as well as women who had dropped out to get married. They combed through the Wellesley archives. In one publication they found photos of several young students who so impressed them, that they made a copy of their portraits and pinned them to the wall for creative inspiration during the writing process. "We made up stories to go with each of the photos," says Rosenthal, "beginning with Betty Warren (Dunst), the editor of the school paper who leaves school in order to get married, the first step to the perfect life she had been promised by her mother."

The daughter of a Wellesley alumna who is as involved in the college as she is in her daughter's life, Betty regards Katherine's challenge to the status quo almost as a personal affront. "At the start, Betty is a bitch and just horrible and condescending to everyone," says Newell. "Then you meet her mother, a formidable and intimidating woman, and you see why Betty turned out that way. Little by little, however, cracks start to appear in Betty's facade and, eventually, her whole exterior crumbles. It's a wonderful and completely credible evolution."

Kirsten Dunst, who was 20 - the same age as Betty - when she took on the role, is already a Hollywood veteran, having starred in such films as the recent Columbia Pictures blockbuster Spider-ManR and its highly anticipated sequel.

"Betty was the kind of role I'd never played before," says Dunst. "It was so much fun to play the bitch. Betty is so uptight, so narrow-minded. She doesn't question anything. And as soon as anyone challenges her, she shuts them right down."

What really appealed to Dunst, however, was the multi-dimensionality of the character. "She's mean to people, especially Katherine, but it's because she's so unhappy," she says. "She so desperately wants to be loved."

When Betty's illusions are shattered and her 'perfect' marriage is threatened, however, her cold exterior quickly thaws. "All her life has been shaped by her mother. She's almost like a mini-clone," Dunst continues. "And she believes that once she gets married everything will be perfect. But she doesn't love her husband and he doesn't love her. It's just a planned thing. She pretends to be happy and puts on a smile. Finally, you see her break down. Ultimately, it's Katherine who gives her the courage to be herself. That's essentially what the movie is about, being true to yourself and becoming the person you want to be."

"Betty's journey is her inner battle between image and truth," says Goldsmith-Thomas. "She fights Katherine's lessons and her presence because, if Katherine is right, then her life is a sham."

While she hails from the same social background as Betty, her roommate and class valedictorian Joan Brandwyn has a completely different reaction to intellectual challenges presented by her art history teacher. She is about to become engaged, but with Katherine's encouragement, she decides to apply to law school anyway. "Joan is the woman Katherine decides has the most potential for change," says Thomas. "So she devotes her energies to making sure that Joan recognizes that she has a choice. Once Joan chooses, Katherine needs to learn the lesson of respecting Joan's choice."

Embodying Joan's charm and intellectual curiosity was a task for which Goldsmith-Thomas considered Julia Stiles (Save the Last Dance and Ten Things I Hate About You) the perfect candidate. "Julia was born to play a character from the 50s," says Thomas. "She has the perfect look, a beauty, poise and reserve that take your breath away."

Beyond the role of Joan, Stiles says she was attracted to the project because it offered so many diverse female characters, each of whom experiences a different journey. The time period, which she considers a seminal moment in contemporary women's history, was also a draw.

In addition, Stiles was taken with her character's underlying intellectual curiosity and hunger for experience, desires that Katherine senses and taps into. "Joan is the school valedictorian and very traditional. She's a great student, but she's a textbook great student," says Stiles. "Like the other girls at Wellesley she knows how to recite and regurgitate information. Then Katherine comes along and tells her to think for herself and that's really seductive to Joan."

There was also a wonderful element of surprise in Joan's character, Stiles adds. Though she's not showy and demonstrative like the other girls, she has a solid core. Stiles compares her to "the slow turtle who wins the race. No one knows what to make of her because she seems so obedient. But she proves to be strong and independent minded in surprising ways."

The filmmakers cast Maggie Gyllenhaal, acclaimed for her role in the recent film Secretary, to play Giselle Levy, a sophisticated student who shocks her fellow students by having numerous affairs at a time when such behavior was considered scandalous. When Katherine comes to teach at Wellesley, Giselle is fascinated. "She has been desperate for some kind of validation for her unorthodox feelings and here is Katherine who acknowledges her difference and says it's OK," observes Gyllenhaal.

Giselle's essential problem, as Gyllenhaal sees it, is not her behavior, but the judgment that's placed on it by her peers and society at large. "Giselle is pretty in-your-face and she doesn't know why everybody is making such a big fuss that she sleeps with more than one man. All she's saying is that you should eat food if it tastes good, dance if you like the beat and have sex if you want to have sex. Now, some people might say Giselle's broken or unhappy, or that she's overcompensating for something, but I tried not to judge her."

If there is one dilemma that plagues Giselle, it's one that applies as much to contemporary women as those in the 50s. "She's dealing with something that affects a lot of women my age today, which is how to be sexy and also be intellectual. We're still expected to be one or the other. Why can't we be both?"

In casting the role of Connie Baker, a Midwesterner on a scholarship at Wellesley, the filmmakers were bowled over by Ginnifer Goodwin, who appears on the television series Ed. "Just look at her face," says producer Deborah Schindler. "She looks like she stepped out of the 50s. Her whole persona is magical."

Though she has many advantages in life, Connie is plagued by insecurities, according to Goodwin. "She thinks she doesn't have beauty, or talent, or smarts," says Goodwin. "All she's got are these other girls, and that is so important to her that she allows herself to be their punching bag."

Yet, Connie possesses strong attributes, like her appreciation for the possibilities of love as well as her talent at playing the cello. "The cello is Connie's form of expression, the only form of beauty she's ever been able to associate herself with," the actress explains.

Through Katherine, Connie gains confidence and opens herself up, for the first time, to the possibility of romance. "Suddenly love becomes an option for her and not just a dream. And that sort of power enables her to put herself first for once. Like the other girls, she undergoes a real change. What I love is that some of the women in the film will eventually go out and change the system and others will choose to find strength in raising their own families. Connie realizes she doesn't have to go out and become Joan of Arc in order to be important in her life. That's what Katherine and love give her permission to do."

Not long after winning an OscarR for her role as Lee Krasner in Ed Harris's Pollock, Marcia Gay Harden signed on to Mona Lisa Smile to play a very different type of woman from the 1950s. Nancy Abbey teaches speech, elocution and poise at Wellesley. The filmmakers were so taken with Harden's interpretation of the character "we moved our schedule around to get her," remembers Goldsmith-Thomas.

In some ways, Nancy reminds me of my mother," says Harden. "My mom is a true Dallas lady and was brought up with the mores, values and etiquette taught to young women of the 50's. Yet she has a great deal of grit and tenacity. Nancy is trying very hard to be representative of what she thinks a woman should be, which is 'simply lovely.' There is a gentleness and grace about her manners and it's a shame we've lost that sense of poise. But Nancy also has a turbulent underbelly caused by the repression of the times. It's poignant that Nancy chooses to remain at home, a spinster, because society's judgment about her age makes her feel it's too late for her to go out and risk something different." For Harden, Mona Lisa Smile is a real mirror of the period and a tribute to the Wellesley women "who were the pioneers in terms of going out and forging paths and shoving their way into businesses that didn't want them. They were the generation who went out into the world and made a change."

ABOUT THE PRODUCTION

As part of the rehearsal process for Mona Lisa Smile, the cast spent several weeks learning the etiquette, elocution and dance styles of the early 1950s. Producers Goldsmith-Thomas, Schindler and Paul Schiff hired etiquette expert Lily Lodge to train the actors to carry themselves as women did half a century ago.

"We had to learn things like when you shake hands, how to light a cigarette properly, how to cross and uncross your legs, what silverware to use at the dinner table," explains Ginnifer Goodwin, "stuff I'd never thought of before."

"It was impressive," smiles Julia Stiles, who took time out of her studies at Columbia University to appear in Mona Lisa Smile. '"I started the rehearsal period saying to my mother, 'I don't know how they're going to do this because I'm such a tomboy," Stiles continues. "But now I know how to sit like a proper young lady."

Yvonne Marceau provided the young women with tango, waltz, swing and rumba lessons, which proved to be quite a valuable learning experience in terms of the characters the young women were playing. "Ballroom dancing is so dependent on the guy, because he leads," explains Stiles. "When we started the lessons we behaved like very modern girls and tried to push the guys around and lead them. Finally, we had to remember that they were supposed to lead us and we had to be much less aggressive. That turned out to be very applicable to the time period and our characters."

The lessons also helped the actors bond. "I was pretty intimidated at first about working with Julia Roberts," laughs Dominic West, who plays a fellow teacher at Wellesley. "But once you've danced a few fox trots with her, then it's a lot easier."

In fact, Roberts instilled a tremendous sense of camaraderie in the cast and crew throughout the filmmaking process. "Julia became such a natural teacher, leader and big sister to these young actors," says producer Paul Schiff. "She provided that leadership with tenderness, grace and charm, and did it in such an open way. She invited everyone in so that it really became an ensemble."

Like the character of Katherine, Roberts proved to be an inspiration for the young actresses working with her for the first time. "I never pretended I wasn't working with Julia Roberts," says Gyllenhaal. "I was fascinated by her, the way she moved, the way she walked, the way she connected with people. She's a focused, clear, strong woman, which is key to her appeal around the world. At the same time, there's a vulnerability. She can get so emotional that you think she could crack at any moment. That's why her characters seem like real people, women who are strong, complicated, overwhelming and sometimes overwhelmed."

"I'm floored at what a good actress she is," adds Stiles. "I've been watching her very closely take after take and every time she does everything with a new slant so that it seems like she's doing it for the first time."

Roberts' inclusiveness proved to be essential for Dunst, whose character's antagonistic behavior distances her from the other characters. "You sometimes take on the feelings of the character you're playing and I would get really sad at times," explains Dunst. "Everyone was so communal and I was on the outside of it all. But Julia was such a doll. She would hang around out on the set even when she wasn't working and just come up and give me a hug sometimes."

The inspiration that Roberts engendered in her fellow actors aptly paralleled that of her character's effect on her students. "In general, I'd say this movie is about people who affect each other's lives," says Thomas. "Specifically, it's about one woman who changes the lives of her students and is changed by them. When Bill Dunbar says, "You think you came to Wellesley to help the girls find their way. I think you came to help the girls find your way," Katherine realizes her own hypocrisy. Just as the institution has no right to tell the girls how to live, neither does she. In the end, this movie is about finding and living your own truth."

Capturing The Era

In the 21st century, Wellesley College is still dedicated to educating women and was very welcoming to the cast and crew of Mona Lisa Smile. "They loved the script," Schiff points out, "and they appreciated that it depicted a specific time and place, and that the Wellesley of Mona Lisa Smile is not the Wellesley of today."

While much of the campus has remained unchanged since the 1950s, the student body has not. "Wellesley was a very white place in the 50s," screenwriter Rosenthal points out. "And it has made great strides at diversity."

The filmmakers were given ample access to Wellesley's archives and allowed to shoot on the picturesque Massachusetts campus, which was designed by Frederick Law Olmstead, the landscape architect responsible for New York's Central Park.

"You walk onto this campus and it's almost like an advertisement for the perfect college," says Roberts. "It's a pretty remarkable environment."

The film began principal photography at Wellesley in early fall. Filming was limited to six days in order not to disrupt campus life. Central locations at Wellesley included Tower Court, Severance Green, Founders and Houghton Memorial Chapel.

During his time off from filming at Wellesley, Dominic West sat in on some language classes and did some extra-curricular research for his role. "They had a bar on campus and I was pretty much the only man there," he recalls. "The girls were incredibly bright and interesting. They escorted me around and looked after me. I learned a lot from them."

One actor who was well versed in Wellesley's traditions was Laura Allen, who plays Susan Delacorte, a close friend of Betty's. A recent graduate of Wellesley, Allen reveled in recreating some of the traditions that the school still holds dear. "The women who attend Wellesley have such pride about the college, and in the women who proceeded them that they carry on traditions," Allen says. "Some of those traditions include hoop rolling. Originally, the winner of the hoop rolling race (which is recreated in Mona Lisa Smile) was said to be the first to marry. That changed in the 1980s. The winner was deemed to become the first CEO of a major corporation. Today she is said to be the first to realize her dreams - whatever they may be."

The responsibility of recreating the Wellesley of 1953 was primarily the responsibility of production designer Jane Musky. "Jane is just a genius, she's incredibly detail-oriented," says Goldsmith-Thomas, who previously worked with her on Maid in Manhattan.

In her search for the best locations, Musky cast a wide net and recommended a diverse range of spots in and around the New York area. "What's great about shooting a period piece in New York is that there are more choices than if you just went to Wellesley and were married to Boston for all of your interiors and college scenes," she says.

Musky also preferred to film on location rather than building sets in a studio. "What I like about locations for period films is that they bring it down a notch," Musky explains, "so everything isn't so crisp and clean. It feels more real, more lived in."

While visiting Yale University in New Haven, Connecticut, as part of the their research, the filmmakers discovered a grand stairway in the university's art gallery, which later became the location for Katherine and Bill's first meeting at Wellesley. The film also shot at Yale's Sterling Memorial Library and Silliman College, which ironically stood in for the university's longtime rival, Harvard.

Other college locations included New York's Columbia University, where a lecture room in Havemeyer Hall served as Katherine's classroom, and the nearby Union Theological Seminary, where a neo-Gothic space served as the practice room for Ginnifer Goodwin's cello playing.

Tarrytown, New York, stood in for the village of Wellesley because the original town had become much too contemporary. "Tarrytown hadn't changed that much," says Musky. "An intimate, village quality still existed."

The production also shot inside Tarrytown's Set Back Inn, which became the story's Blue Ship Inn where Katherine bonds with Bill while escaping the lectures on how to be a proper wife, which are given by Nancy, Katherine's housemate and etiquette teacher, played by Marcia Gay Harden.

Nancy's home was filmed at a Victorian house on Shonnard Terrace in Yonkers, New York. Musky and her team transformed the bottom part of the house into Nancy's idea of perfection -- chintz and more chintz. "What's funny about Nancy's house is that when you read the script, it says she loves chintz and pattern, so every room is just covered with pattern and chintz," says Musky. It was one of the hardest exercises I ever had in filmmaking. I had to go through hundreds of fabrics for weeks and try to make some visual sense of it all."

For a production designer, such challenges are not atypical in a detailed period film. Musky pored through the Wellesley archives. She and her team visited other women's colleges and made use of books and advertisements from the period of the early 50s.

"The costumes in this movie are a metaphor for the story," asserts Thomas. "The foundations and the corsets dictate the feminine ideal that defined the 1950s."

With that in mind, costume designer Michael Dennison did extensive research into the period. In addition to about 350 costumes for the principal actors, Dennison also had to dress approximately 7,000 extras over the course of the film.

"What's different about a period movie, very specifically a period movie from the 40s and 50s, is that everyone is dressed from the skin out," Dennison explains. "All the ladies had to wear the real foundation of the period or else they wouldn't look the way they do."

Even young women of the time wore girdles or waist cinches to create an hourglass figure, which was considered the ideal. Dennison recalls telling the actors, "You're going to hate me. You're going to be uncomfortable. But at the same time, you're going to feel it. The clothes will continue to remind you who you are and where you are."

For Roberts' character, Dennison's research took him to California to study the fashion styles in progressive towns like Berkeley and Long Beach - the areas from which Katherine originates. "A lot of free thinkers were hanging out there," he relates. "The peasant blouses Katherine wears, for example, were just coming into fashion in 1953. "Katherine was ahead of her time in some instances, with very eclectic taste. She gleans her style knowledge from the fact that she has such an incredible overview of culture and art."

Among Dennison's more notable creations was a bridal gown for Kirsten Dunst's Betty, which was based on photos of such famous events from the period as the weddings of Jacqueline Bouvier Kennedy and Grace Kelly.

Mixing vintage clothing with his own creations, Dennison's costumes spanned the weather changes that transpired over almost an entire school year. The film begins with the fall ceremony marking the beginning of the school year, in which the students wear the traditional white blazers and beanies of their particular class, through the winter and into spring graduation.

"With the palate that he created for the various scenes and seasons, Michael did an amazing job," says Schindler. "His designs created texture and added dimension to the film."

RE-IMAGINING THE PERIOD SOUND

The music in Mona Lisa Smile is thematically in harmony with the movie, according to soundtrack producer Trevor Horn. Like the early 50s period in which the film is set, the music maintains the traditions of 30s and 40s pop tunes, but also demonstrates the first stirrings of "the modern era," according to Horn, in the days just before popular music was about to be taken over by rock 'n roll.

For instance, the song "Secret Love," a ballad made popular by Doris Day (and sung on the soundtrack by Mandy Moore), starts out as a demure admission of a hidden crush that leads to the singer shouting about her romance from "the highest hill" and ends up with her secret love being "no secret anymore."

Similarly, "Bewitched," (sung by Celine Dion) "works on so many levels," says Horn. "It's about a woman who is confused because she's physically turned on. She'd never considered a sexual relationship before, but now she's definitely ready for action."

The same goes for "I'm Beginning to See the Light" (sung by Kelly Rowland), another tune about sexual awakening, says Horn. Other period tunes such as "Besame Mucho" (sung by Chris Isaak) and the coy "Santa Baby" (sung by Macy Gray) are even more provocative.

Rather than use recordings from the era, the filmmakers decided to use contemporary artists, which is again in keeping with the tone of Mona Lisa Smile, says Horn. "The film takes place in the 50s, so if it was done just as it would have been then, it would be in black and white. But this is a look at the period from the distance of 50 years later, and using today's singers fits perfectly within that perspective."

There was also a freshness to the new renditions, like Barbra Streisand's interpretation of "Smile"(produced by Streisand), Lisa Stansfield's "I've Got the World on a String," and Alison Kraus' plaintive version of "What'll I Do," that re-imagined the material giving the singers a chance to bring their own interpretation to the period tunes. Whereas Eartha Kitt's original recording of "Santa Baby," is sly and kittenish, Horn points out, which was right for the 50s, Gray's updating is more forthright and direct.

"By using singers from this generation, it brings the songs to life in a way that using the originals would not," Horn continues. "I know it sounds like an odd thing to say, but these songs liked being sung again. And it was a challenge to the people who sang them, so outside of the norm of what they normally do, that they really enjoyed singing them. At times it was hard to get them to stop, they were having such a good time."

ABOUT THE CAST

JULIA ROBERTS portrays Katherine Watson, a brilliant and ambitious young woman who comes to Wellesley College to teach art history. Roberts recently appeared in George Clooney's directorial debut Confessions of a Dangerous Mind. Upcoming for Roberts is the film version of Patrick Marber's acclaimed stage drama Closer starring Jude Law, Natalie Portman and Clive Owen under the direction of Mike Nichols.

Roberts received the Academy AwardR and a Golden Globe Award for her portrayal of Erin Brockovich, which was directed by Steven Soderbergh. In addition, she starred with George Clooney, Matt Damon, Andy Garcia and Brad Pitt in the ensemble crime caper, Ocean's Eleven, also under Soderbergh's direction. She will rejoin the ensemble for Ocean's Twelve.

Erin Brockovich followed the success of two box-office smashes, Notting Hill directed by Roger Michell, in which she co-starred with Hugh Grant, and Runaway Bride, in which she was reunited with Richard Gere, her Pretty Woman co-star and their director Garry Marshall. More recently, Roberts starred in The Mexican with Brad Pitt and James Gandolfini and America's Sweethearts co-starring Billy Crystal, Catherine Zeta-Jones, John Cusack and Hank Azaria.

Roberts has starred in many of Hollywood's most successful films. She first came to the attention of audiences with her critically acclaimed role in Mystic Pizza, then in Steel Magnolias, which led to her first Academy AwardR nomination. Her next film, Pretty Woman, was the top-grossing film of 1990 and brought Roberts her second Academy AwardR nomination. Her memorable performance was followed by a series of notable films including Flatliners, Sleeping with the Enemy, Dying Young, The Pelican Brief and Something to Talk About.

Roberts went on to star with Liam Neeson in Neil Jordan's Michael Collins and in Woody Allen's romantic musical comedy Everyone Says I Love You. In 1997, she starred in the box-office smash My Best Friend's Wedding directed by P.J. Hogan, as well as Richard Donner's thriller Conspiracy Theory opposite Mel Gibson. Roberts then starred with Susan Sarandon and Ed Harris in the Chris Columbus drama Stepmom.

Collectively, her films have grossed more than $2.5 billion worldwide.

KIRSTEN DUNST plays Betty Warren, a student who distrusts any challenge to the status quo at Wellesley College.

Kirsten Dunst will next be seen in Eternal Sunshine of the Spotless Mind, a film directed by Michel Gondry, written by Charlie Kauffman and co-starring Jim Carrey, Kate Winslet and Mark Ruffalo.

She is best known for Columbia Pictures' record-breaking box office smash Spider-ManR, in which she starred as 'Mary Jane Watson' opposite Tobey Maguire's Peter Parker/Spider-Man. She will reprise her role in the upcoming sequel. In addition, she will star in the love story Wimbledon with Paul Bettany and Cameron Crowe's Elizabethtown with Ashton Kutcher.

Other recent appearances include playing Marion Davies, mistress to William Randolph Hearst (Edward Hermann), in The Cat's Meow a semi-biographical murder-mystery directed by Peter Bogdanavich. She also starred in the independent film Levity co-starring Billy Bob Thornton and Morgan Freeman.

Dunst's performances in the comedy Bring It On, which opened #1 at the box office, and the critically acclaimed Virgin Suicides with James Woods and Kathleen Turner, made critics and fans alike take notice of her blossoming talent. She also won rave reviews for her role as a troubled young woman in Crazy/Beautiful.

She was nominated for a Golden Globe for Interview with the Vampire. Other motion picture credits include starring roles in Drop Dead Gorgeous with Ellen Barkin and Kirstie Alley, Dick with Michelle Williams, Little Women with Susan Sarandon and Winona Ryder, Jumanji with Robin Williams, Mother Night with Nick Nolte, Barry Levinson's Wag the Dog starring Dustin Hoffman and Robert De Niro and Small Soldiers with the late Phil Hartman.

Dunst's growing list of accolades include the Blockbuster Video Award for Best Supporting Newcomer, an MTV award for Best Breakthrough Artist and the Saturn Award for Best Young Actress - all for Interview with the Vampire. The Hollywood Reporter also named Dunst as Best Young Star for her portrayal of a teenage prostitute in NBC's hit series "ER."

Dunst got her showbiz start at the age of three in television commercials. After more than 100 commercials she made the jump to the big screen in 1989 in Woody Allen's New York Stories.

Dunst's career has not been limited to the big screen. In addition to a critically acclaimed recurring role on "ER," she starred in Showtime's "The Outer Limits" and "Devil's Arithmetic" produced by Dustin Hoffman and Mimi Rogers, as well as the telefilm "Ruby Ridge: An American Tragedy," the Wonderful World of Disney's "Tower of Terror" and Lifetime's "15 and Pregnant."

JULIA STILES plays Joan Brandwyn, a student who is intrigued by Katherine Watson's new ideas.

Stiles has exhibited a rare sophistication in the characters she has played in film, television and on stage. Recently she portrayed Viola in the New York Shakespeare Festival's production of "Twelfth Night" in Central Park alongside Kristen Johnston, Christopher Lloyd and Jimmy Smits.

Stiles earned critical praise starring in Patrick Stettner's independent feature, The Business of Strangers opposite Stockard Channing. The film premiered at the 2001 Sundance Film Festival and Toronto International Film Festival. She also starred in three Shakespeare-inspired projects Tim Blake Nelson's O, a contemporary adaptation of "Othello," Michael Almereyda's Hamlet opposite Ethan Hawke and the acclaimed comedy hit Ten Things I Hate About You, for which she earned an MTV Movie Award for Best Female Breakthrough Performance in June 2000 and the Chicago Film Critics Award for Most Promising Actress. Ten Things is loosely based on "The Taming of the Shrew."

Additional film credits include the hit romance Save the Last Dance, for which she received two MTV Movie Awards, including Best Actress. Stiles is currently developing an adaptation of Sylvia Plath's The Bell Jar in which she will star and serve as producer.

Stiles also appeared in David Mamet's State & Main with William H. Macy, Alec Baldwin, Philip Seymour Hoffman and Sarah Jessica Parker. The film won a 2000 National Board of Review Award for Best Ensemble Cast. She also made a lasting impression with her riveting performance in Michael Steinberg's critically acclaimed drama Wicked, which premiered at the 1998 Sundance Film Festival and the Prague Film Festival, where Stiles won the Best Actress Award. Other films include A Guy Thing opposite Jason Lee and Selma Blair, Alan J. Pakula's The Devil's Own with Harrison Ford and Brad Pitt, I Love You, I Love You Not with Claire Danes and M. Night Shyamalan's Wide Awake with Rosie O'Donnell.

As a writer, Stiles' screenplay, "The Anarchist's Daughter," was chosen as one of 12 scripts to be included in the Sundance Institute's Writers' Lab.

On television, Stiles starred in the ambitious NBC mini-series "The Sixties" with Jerry O'Connell and Josh Charles. She also starred opposite Ellen Barkin and Oprah Winfrey in the ABC/Harpo Films special presentation "Before Women Had Wings." Additionally, she received critical praise for her performance as a young unwed mother, opposite Isabella Rossellini, in an episode of the CBS drama "Chicago Hope."

Stiles began her career on the New York stage, appearing in a number of plays at the La Mama Theater and the Kitchen Theater including the Obie Award-winning "Everyday Newt Burman, Matthew: School of Life." Stiles also starred in Mac Welmann's "The Sandalwood Box." Most recently, Stiles shared the stage with Gloria Reuben and Mary Testa in Eve Ensler's "The Vagina Monologues" in New York.

Recently, she starred in the hit adventure The Bourne Identity with Matt Damon. Upcoming for Stiles is an as-yet-untitled romance directed by Martha Coolidge and John Turturro's Romance and Cigarettes with James Gandolfini and Susan Sarandon.

MAGGIE GYLLENHAAL plays Giselle Levy, a student of Katherine's who defies convention at Wellesley College.

Gyllenhaal recently received rave reviews, a Golden Globe nomination for Best Actress, a National Board of Review Award for "Breakthrough Performance" and an IFP/Gotham Breakthrough Performance Award for her starring role opposite James Spader in Secretary directed by Steven Shainberg. Other recent appearances include Spike Jonze's Adaptation with Nicolas Cage and Penny Marshall's Riding In Cars With Boys with Drew Barrymore, both Columbia Pictures releases.

Gyllenhaal also appeared in John Sayles' Casa De Los Babys with Daryl Hannah and Lily Taylor and Lodge Kerrigan's indie In God's Hands with Peter Sarsgaard. She will next star in Criminal with John C. Reilly and Diego Luna.

Also accomplished on stage, Gyllenhaal starred as Alice in Patrick Marber's award-winning "Closer" at the Mark Taper Forum in Los Angeles for director Robert Egan, and prior to that, at the Berkeley Repertory Theatre. This fall she appeared in Tony Kushner's "Homebody/Kabul," also at the Mark Taper Forum. She has also appeared in "Anthony and Cleopatra" at the Vanborough Theatre in London.

Gyllenhaal made her feature film debut in 1992 alongside Jeremy Irons and Ethan Hawke in Waterland. This was followed by a memorable performance as Raven, the Satan-worshipping make-up artist in John Waters' quirky Hollywood satire Cecil B. Demented, which led her to a co-starring role in Donnie Darko, a fantasy-thriller about disturbed adolescence.

In 1999, Gyllenhaal graduated from Columbia University where she had studied Literature and Eastern Religion.

DOMINIC WEST plays Bill Dunbar, an Italian professor at Wellesley who becomes romantically involved with Katherine.

The English born West most recently starred in the OscarR-winning film adaptation of Chicago co-starring Catherine Zeta-Jones, Renee Zellweger and Richard Gere. He can also be seen on television portraying Detective Jimmy McNulty in the critically acclaimed HBO series "The Wire."

Since his motion picture debut in 1992's Richard III with Ian McKellen, West has starred opposite some of the industry's finest actors, including Sir Anthony Hopkins in Surviving Picasso, Michelle Pfeiffer and Kevin Kline in William Shakespeare's A Midsummer Night's Dream and Toni Collette in Diana and Me.

More recently, West appeared with both Mark Wahlberg and Jennifer Aniston in Rockstar and opposite Sandra Bullock in Betty Thomas's 28 Days. He will next star in Revolution Studios' thriller The Forgotten with Julianne Moore.

West's passion for the classics inspired him to return to the stage in 2001 to star in Noel Coward's "Design for Living" with Alan Cumming.

A proud father, West currently resides in England.

JULIET STEVENSON plays Amanda Armstrong, a progressive nurse at Wellesley whose well-meaning actions inadvertently become the center of a campus scandal.

The British actress of stage and screen is one of the most respected performers of her generation. She studied at The Royal Academy of Dramatic Arts, graduating with the Gold Bancroft Award. She began her stage career in the early 1980s with the Royal Shakespeare Company. She was awarded the Laurence Olivier Best Actress Award for her performance in "Death and the Maiden" at the Royal Court /West End and has earned other nominations for her work in productions of "Measure for Measure," "As You Like It" and "Troilus and Cressida" at Stratford, and the production of "Yerma" at The National Theater.

In 1991, Stevenson starred opposite Alan Rickman in Anthony Minghella's directorial debut Truly, Madly, Deeply, a performance that won her the Evening Standard Film Award for Best Actress. Her other screen credits include Emma, Bend It Like Beckham, Drowning By Numbers and The Politician's Wife, for which she received a BAFTA nomination for Best Actress. Stevenson was recently seen in Douglas McGrath's film adaptation of Charles Dickens' Nicholas Nickleby. She next stars in Being Julia with Annette Bening.

Stevenson was awarded a Commander Of The British Empire in 1999. She lives in London with her family.

MARCIA GAY HARDEN portrays Nancy Abbey, a teacher of speech, elocution, poise, and homemaking at Wellesley College.

One of Hollywood's uniquely original talents, the versatile Harden works steadily in film, theater and television. In 2001, she starred opposite Ed Harris in the feature film Pollock about pioneer abstract expressionist painter Jackson Pollock and his artist wife, Lee Krasner. The film re-teamed her with Harris with whom she last performed on stage in the New York Shakespeare Festival premiere production of Sam Shepard's "Simpatico." Harden won the Academy AwardR for her stunning portrayal of Krasner. In addition, she won the New York Film Critics Award as Best Supporting Actress category for the film, garnering an Independent Spirit Award nomination as well.

Harden recently starred in Clint Eastwood's Mystic River, a murder mystery written by Brian Helgeland and based on the novel by Dennis Lehane. She was part of a stellar ensemble cast including Sean Penn, Laurence Fishburne, Tim Robbins, Kevin Bacon and Laura Linney. Harden also starred in Casa de Los Babys, the story of six American women who travel to Mexico to adopt babies. Written and directed by acclaimed filmmaker John Sayles, Harden co-starred with Daryl Hannah, Lili Taylor, Mary Steenburgen, Rita Moreno and Maggie Gyllenhaal. Upcoming for Harden is the comedy Welcome to Mooseport with Gene Hackman and Ray Romano.

In the summer of 2001, Harden starred as Masha in "The Seagull" in Central Park. Mike Nichols directed and her co-stars were Meryl Streep, Kevin Kline, Phillip Seymour Hoffman and Natalie Portman.

Other feature credits include Space Cowboys, also for Eastwood and co-starring Tommy Lee Jones, Donald Sutherland and James Garner, Meet Joe Black, which starred Brad Pitt and Anthony Hopkins, Walt Disney's hit Flubber with Robin Williams, Desperate Measures with Andy Garcia and Michael Keaton and Susan Seidelman's Gaudi Afternoon, which was shot on location in Barcelona and co-starred Judy Davis, Juliette Lewis and Lili Taylor.

Harden starred in the CBS drama series "The Education of Max Bickford" opposite Richard Dreyfuss. She also starred opposite Patrick Stewart in "King of Texas" for TNT. The epic Western transplanted Shakespeare's "King Lear" to the American Southwest in the 1840s. Other television appearances include her starring role opposite Joe Mantegna in the highly rated A&E original movie "Small Vices." She recently re-teamed with Mantegna for A&E's "Thin Air," as well as the CBS movie of the week "Guilty Hearts." In 1992, Harden came to the attention of television audiences for her portrayal of Ava Gardner in the CBS mini-series "Sinatra."

The Coen brothers discovered Harden, giving her the female lead in their critically acclaimed feature Miller's Crossing opposite Albert Finney, Gabriel Byrne and John Turturro. She moved on to Late For Dinner and Used People. Among Harden's other film credits are Safe Passage, the highly acclaimed independent feature Crush, which was a hit at the Cannes Film Festival, The Spitfire Grill, which won the audience award at Sundance, and the blockbuster comedy The First Wives' Club.

Harden was featured on Broadway in Tony Kushner's Pulitzer Prize-winning drama "Angels in America," which earned her a Tony nomination, a Drama Desk Award and a Theater World Award. She also starred in David Rabe's "Those the River Keeps."

The actress graduated from the University of Texas with a B.A. in Theater and went on to earn an MFA from the graduate theater program at New York University. She is also a recipient of the Spirit of Sundance Award from the Sundance Film Festival.

GINNIFER GOODWIN portrays Connie Baker, a loyal friend to the other girls who is enraptured by her teacher Katherine Watson.

Goodwin has been seen as a regular on NBC-TV's "Ed" and made her film debut in Porn 'n Chicken, the first feature from Comedy Central in collaboration with Tribeca Films. She will next be seen in Win a Date with Tad Hamilton!!!

Goodwin began her acting career as a child in her hometown of Memphis, Tennessee. She first trained with the theater department of a small Midwestern liberal arts college where she was given the opportunity as a freshman to join an acting program at Stratford-upon-Avon's Shakespeare Institute, in conjunction with the Royal Shakespeare Company. She immediately joined Boston University's School for the Arts acting conservatory and then earned an Acting Shakespeare Certificate at London's Royal Academy of Dramatic Art, where she played Joan of Arc, Ophelia in "Hamlet" and Jessica in "The Merchant of Venice." After attending the London Academy of Music and Dramatic Arts in 2000, Goodwin returned to Boston to perform at the Huntington Theater in such productions as "Dead End" and "As You Like It" (playing Rosalind) at Boston University.

Goodwin was subsequently presented with the Excellence in Acting: Professional Promise Award by the Bette Davis Foundation. Upon graduation, Goodwin moved to New York and soon landed the role of bookish cynic Diane Snyder in NBC's comedy series "Ed."

TOPHER GRACE portrays Tommy Donegal, a charming Harvard student who becomes engaged to Julia Stiles' Joan.

Grace stars as Eric Forman in TV's "That 70's Show." He was discovered by the show's producers, Bonnie and Terry Turner, while performing in a New Hampshire boarding school production of "A Funny Thing Happened on the Way to the Forum."

Most recently, Grace co-starred in Steven Soderbergh's OscarR-honored Traffic with Michael Douglas, Catherine Zeta-Jones and Benicio Del Toro. Grace portrayed a drug user who draws Douglas' daughter (played by Erika Christensen) into becoming a cocaine and heroine addict. Grace also had a cameo in Soderbergh's Ocean's Eleven. He next stars in Win a Date with Tad Hamilton!!!

A native New Yorker, Grace currently resides in Los Angeles.

JOHN SLATTERY portrays Paul Moore, a young man who travels from California to Wellesley in order to propose to his girlfriend Katherine.

Slattery landed his first television role on the 1988 series "Dirty Dozen," and has worked steadily ever since. His television career has included such short-lived series "Under Cover," "Homefront," "Maggie" and "Feds," as well as the mini-series "A Woman of Independent Means" with Sally Field and "From the Earth to the Moon," in which he played Walter Mondale.

Via recurring roles on "Will and Grace" (as Will's big brother Sam), "Judging Amy" (as Amy's estranged husband) and a memorable turn as a kinky politician on "Sex and the City," Slattery has become an in-demand character actor. In 2001, he had a role on NBC's comedy-drama "Ed" playing the confident, cool and aloof high school principal Dennis Martino.

Slattery has also had a long, successful, and diverse career in the theater. He made his debut in the 1989 play "The Lisbon Traviata," which also starred Nathan Lane. He has had several successful collaborations with the playwright Richard Greenburg and appeared in the author's "The Extra Man," "Night and Her Stars" and "Three Days of Rain," for which he earned critical praise for his dual roles of father and son. In 1993, Slattery made his Broadway debut starring opposite Lane in Neil Simon's "Laughter on the 23rd Floor." Returning to theater in 2000, Slattery starred in a revival of Harold Pinter's "Betrayal."

Making his feature film debut in 1996, Slattery had a featured role in the City Hall. He has since appeared in the movies Eraser, Where Marlow? and Traffic. Last year he was seen in the Anthony Hopkins movie Bad Company.

Slattery resides in New York City with his wife and son.

ABOUT THE FILMMAKERS

MIKE NEWELL (Director) most recently directed Pushing Tin starring John Cusack and Billy Bob Thornton and Donnie Brasco starring Al Pacino and Johnny Depp, which was OscarR nominated for Best Adapted Screenplay.

Upcoming for Newell is Harry Potter and the Goblet of Fire, which commences production in the spring.

Newell's other celebrated film credits include Four Weddings and a Funeral, which was honored with two Academy AwardR nominations including Best Picture, Enchanted April, which received three Academy AwardR nominations and won Golden Globe Awards for Miranda Richardson and Joan Plowright, Into the West starring Ellen Barkin and Gabriel Byrne, from a script by Jim Sheridan and The Good Father, which starred Anthony Hopkins and won the Prix Italia in 1985.

After graduating with a degree in English from Cambridge University, Newell joined Granada Television as a production trainee in 1963. He went on to direct many television dramas including "Them Down There," "Ready When You Are," "Mr. McGill,' "Destiny" and "The Melancholy Hussar," as well as numerous British and U.S. produced television films, including "Blood Feud" and CBS's "Common Ground."

Newell's first feature film was The Man in the Iron Mask starring Louis Jourdan, Ralph Richardson, Richard Chamberlain and Jenny Agutter. He went on to make his U.S. directorial debut with the 1980 film The Awakening starring Charlton Heston and Susannah York. This was followed by Bad Blood, the telefilm "Birth of a Nation" and the haunting and sensuous mystery Dance with a Stranger with Miranda Richardson and Rupert Everett, which garnered Newell international acclaim and positioned him on the list of the world's top directors.

His other feature film credits include Soursweet, Amazing Grace and Chuck starring Jamie Lee Curtis and Gregory Peck and An Awfully Big Adventure, which was based on the prize-winning Beryl Bainbridge novel and starred Hugh Grant and Alan Rickman.

More recently, Newell served as executive producer on Photographing Fairies with Ben Kingsley and Best Laid Plans directed by Mike Barker and starring Josh Brolin and Reese Witherspoon. Both films were produced by Newell's Dogstar Films. Newell also served as executive producer on Ripley's Game starring John Malkovich, 200 Cigarettes starring Ben Affleck and Kate Hudson, High Fidelity starring John Cusack and Jack Black, and Steven Soderbergh's Traffic, which was nominated for the Academy AwardR for Best Picture.

LAWRENCE KONNER & MARK ROSENTHAL (Written by) have written the feature films The Jewel of the Nile starring Michael Douglas, Kathleen Turner and Danny De Vito, The Legend of Billie Jean starring Helen Slater, Desperate Hours starring Anthony Hopkins, Star Trek VI, For Love or Money starring Michael J. Fox and directed by Barry Sonnenfeld, Mighty Joe Young starring Bill Paxton and Charlize Theron, Mercury Rising starring Bruce Willis and Planet of the Apes directed by Tim Burton and starring Mark Wahlberg.

Rosenthal and Konner are currently at work writing feature adaptations of As You Like It, My Friend Flicka and The Prisoner.

Rosenthal also directed The In Crowd, which he also co-wrote with Konner, and which starred Donovan Leitch and Joe Pantoliano.

In 1995, Konner produced and directed a documentary short One Thing I Know, which screened at the Cannes Film Festival, The Sundance Film Festival, as well as many other festivals in the United States and abroad.

Konner has written several episodes of the acclaimed HBO series "The Sopranos," which earned him an Emmy Award nomination for Best Dramatic Writing in 2000. Previously, Konner was the head writer on the series "Little House on the Prairie" and "Family." He produced and wrote the series "Working Girl" and was the co-creator and executive producer of the series "Almost Grown."

Also for television, Konner and Rosenthal adapted "Stephen King's Sometimes They Come Back," which was released theatrically in Europe.

ELAINE GOLDSMITH-THOMAS (Producer) is a partner and head of New York operations for Revolution Studios, where she oversees and develops projects for the company. In addition to her duties of running the New York office, she is supervising the operations of Julia Roberts' Red Om Films headed by Deborah Schindler.

In the three years Revolution Studios East has been in existence, Thomas has developed an impressive slate of films, many in partnership with Schindler. Their debut film, Maid in Manhattan, starring Jennifer Lopez and Ralph Fiennes, opened #1 at the box office and earned in excess of $200 million in worldwide gross receipts. While still in post-production on Maid in Manhattan, Thomas began shooting her second feature production, Mona Lisa Smile starring Julia Roberts, Kirsten Dunst, Maggie Gyllenhaal, Marcia Gay Harden, and Julia Stiles

Thomas' third feature, Little Black Book, recently completed production and is due for release in 2004. Little Black Book is a comedy about an aspiring newswoman who opens a Pandora's box when she uses her boyfriend's Palm to access his past. The film stars Brittany Murphy, Holly Hunter, Kathy Bates and Ron Livingston and was directed by Nick Hurran.

Next up for Thomas and Schindler is "American Girl/Samantha," a film for television. Production begins in February with WB TV on The WB's first made for TV movie. Based upon the best-selling American Girls line of dolls and books from Pleasant Company and Mattel, "Samantha" is the story of a nine-year-old orphan living with her grandmother in 1904 America and is the first in the potential telepic franchise. Marsha Norman ("Night Mother") is writing the teleplay and Richard LaGravenese is executive producing with Thomas and Schindler.

"Our goal is simple," states Thomas. "We develop the scripts until we love them. Until we see them so clearly in our heads, that we are driven to find the right filmmakers and stars to bring that vision to life." Schindler seconds, "Both Elaine and I feel committed to story, plot and dialogue. We have the utmost respect for writers, and therefore, try to give them the room to allow their projects to grow."

"However long it takes," adds Thomas, "we're not in a race."

Prior to joining Revolution Studios, Thomas was a Senior Vice President at International Creative Management, a position she held since joining the company in 1991. In addition to Julia Roberts, she has represented such talents as Jennifer Lopez, Tim Robbins, Susan Sarandon, Darren Star, Rupert Everett, Matt Dillon, Spike Lee, Roger Michell and Jonathan Lynn.

She began her career as a secretary at the William Morris Agency, where she was promoted to agent in 1985.

DEBORAH SCHINDLER (Producer) is head of the New York-based Red Om Films and Julia Roberts' producing partner. Red Om Films is based at Revolution Studios East where Roberts and Schindler work in association with Revolution Studios partner Elaine Goldsmith-Thomas.

Over the past three years Revolution Studios East and Red Om Films have together developed an impressive slate of projects. Their debut film was the hit romantic comedy Maid in Manhattan starring Jennifer Lopez and Ralph Fiennes, which was released by Columbia Pictures in December 2002 and which has earned in excess of $200 million in world-wide gross receipts.

Schindler and Thomas' third feature, Little Black Book, recently completed production and is due for release in 2004. Little Black Book is a comedy about an aspiring newswoman who opens a Pandora's box when she uses her boyfriend's Palm Pilot to access his past. The film stars Brittany Murphy, Holly Hunter, Kathy Bates and Ron Livingston and was directed by Nick Hurran.

Next up for Red Om and Revolution East is "American Girl/Samantha" film for television. Production begins in February with WB TV on The WB's first made for TV movie. Based upon the best-selling "American Girls" line of dolls and books from Pleasant Company and Mattel, Samantha is the story of a nine-year-old orphan living with her grandmother in 1904 America and is the first in the potential telepic franchise. Marsha Norman (Night Mother) is writing the teleplay and Richard LaGravenese (Fisher King, Erin Brockovich) is executive producing with Goldsmith-Thomas and Schindler.

"Both Elaine and I feel committed to story, plot and dialogue. We have the utmost respect for writers and, therefore, try to give them the room they need to allow their projects to grow," says Schindler. "Our goal is simple," states Thomas. "We develop the scripts until we love them, until we see them so clearly in our heads that we are driven to find the right filmmakers and stars to bring the vision to life."

Previously, Schindler produced How Stella Got Her Groove Back starring Angela Bassett, Whoopi Goldberg and Taye Diggs, and Waiting to Exhale starring Whitney Houston, Angela Bassett, Loretta Devine, Lela Rochon and Wesley Snipes under the direction of Forest Whitaker. Both films were adapted from best selling novels by Terry McMillan.

Prior to joining Red Om Films, Schindler enjoyed a 10-year relationship with 20th Century Fox that began in 1990 when Joe Roth, then president of the studio, made an overall deal with her.

Schindler's filmmaking experience has been extensive and varied. She served as Vice President of Creative Affairs, East Coast, for Columbia Pictures under David Puttnam. She was also Associate Producer on Prelude to a Kiss starring Alec Baldwin and Meg Ryan.

Schindler began her film career as an assistant to Martin Scorsese with whom she worked on Raging Bull, The King of Comedy, The Last Temptation of Christ and The Color of Money. She served as associate producer on Scorsese's After Hours.

She lives in New York City with her husband and daughter.

PAUL SCHIFF (Producer) began his career as a documentary cameraman in New York City. He segued to directing for MTV, where he was on staff for four years during the groundbreaking early days of the cable channel. Schiff moved to feature films as an associate producer of Streets of Gold, beginning his longstanding collaboration with its director, now Revolution Studios founder and head, Joe Roth.

Schiff then spent a successful seven years based at Twentieth Century Fox, where he produced such films as My Cousin Vinny starring Joe Pesci and Marisa Tomei, The Vanishing starring Jeff Bridges and Kiefer Sutherland, PCU and Ghost in the Machine. Prior to his tenure at Fox, Schiff produced Coupe de Ville directed by Joe Roth, Renegades, Young Guns and its sequel Young Guns II at Morgan Creek Productions.

Schiff's most recent release was Maid in Manhattan, the hit romantic comedy starring Jennifer Lopez and Ralph Fiennes, released by Columbia Pictures. He also produced the critically acclaimed Rushmore starring Bill Murray and Jason Schwartzman directed by Wes Anderson, and served as head of production at Propaganda Films.

JOE ROTH (Executive Producer) formed Revolution Studios in May 2000. Revolution Studios is partnered with three of the premier media companies in the world - Sony Pictures Entertainment, Starz Encore Group and Fox Entertainment Group - as both investors and distributors.

In its first two years of operation, Revolution Studios released such hit films as America's Sweethearts, which Roth directed, Black Hawk Down, which won two Academy AwardsR, XXX, which earned more than $274 million worldwide, and Maid in Manhattan, which became Jennifer Lopez's highest grossing film. In 2003, Revolution Studios released the horror/thriller Darkness Falls and the recent comedy smash-hits Anger Management starring Adam Sandler and Jack Nicholson and Daddy Day Care starring Eddie Murphy. Simultaneous with the release of Mona Lisa Smile, Revolution Studios' has two other films in theaters, the live-action spectacular Peter Pan and The Missing starring Cate Blanchett and Tommy Lee Jones, directed by Ron Howard.

From August 1994 through January 2000, Roth ran Walt Disney Studios, first as Chairman of the Walt Disney Motion Pictures Group, then from April 1996, as Chairman of The Walt Disney Studios. He led the studio to worldwide market dominance over the five years with an industry-leading 18 films grossing over $100 million domestically, three of which - The Sixth Sense, Toy Story 2 and Armageddon -- grossing more than $200 million in the United States alone. Roth helped build Buena Vista International into the market leader, finishing first in market share five times in six years, the only company to gross over one billion dollars in each of those years. The studio's 1999 Best Picture nominees The Insider and The Sixth Sense led Disney to an industry-leading 17 Academy AwardR nominations.

From 1992 to 1994, Roth, with Roger Birnbaum, headed Caravan Pictures, which produced such hits as While You Were Sleeping, Angels in the Outfield and The Three Musketeers for Disney.

Before establishing Caravan Pictures, Roth served as Chairman of Twentieth Century Fox from July 1989 until November 1992. During his tenure at the studio, the company made such successful films as Home Alone, Home Alone 2: Lost in New York, Die Hard 2, Sleeping With The Enemy, Mrs. Doubtfire, My Cousin Vinny, White Men Can't Jump, Edward Scissorhands, The Commitments and The Last of the Mohicans.

Prior to Twentieth Century Fox, Roth was a highly successful independent producer/director, co-founding Morgan Creek Pictures, for which he produced such films as Young Guns, Dead Ringers, Major League and Bachelor Party. Roth directed both Streets of Gold and Revenge of the Nerds II for Twentieth Century Fox, and Coupe De Ville for Universal Pictures.

Equally noted for his diverse civic and charitable activities, Roth has received various awards such as the 1991 Variety Clubs Man of the Year award, the 1996 humanitarian award from the NCCJ, the 1997 American Museum of Moving Image award and was honored in 1998 by the APLA and the National Multiple Sclerosis Society. Roth is also an active supporter of the SIDS alliance.

Roth is a graduate school instructor on the faculty at UCLA's independent film and television program and has been coaching AYSO soccer for the past 10 years. A New York City native, Roth is a 1970 graduate of Boston University.

ANASTAS MICHOS (Director of Photography) received his first cinematography assignment from producer Jake Eberts on The Education of Little Tree. His next film was Man on the Moon directed by Milos Forman and starring Jim Carrey as the late comedian Andy Kaufman. He followed that with the independent feature The Big Kahuna starring Kevin Spacey and Danny DeVito and then served as cinematographer on Edward Norton's directorial debut Keeping the Faith starring Norton, Ben Stiller and Jenna Elfman.

Michos then photographed What's the Worst That Could Happen for director Sam Weisman, starring Martin Lawrence and Danny DeVito. His next film was Death to Smoochy starring Robin Williams and Edward Norton directed by DeVito. Michos again collaborated with DeVito on Duplex starring Ben Stiller and Drew Barrymore.

Michos began his career as a camera operator, and collaborated with the Academy AwardR-winning cinematographer Philippe Rousselot on such films as The People Vs. Larry Flynt, Sommersby, Flesh and Bone, Interview with the Vampire, Mary Reilly and Instinct.

JANE MUSKY (Production Designer) designed Revolution Studios' hit romantic comedy Maid in Manhattan directed by Wayne Wang and starring Jennifer Lopez and Ralph Fiennes. She also designed the City by the Sea starring Robert De Niro and Frances McDormand for director Michael Caton-Jones, and Gus Van Sant's Finding Forrester starring Sean Connery.

Musky was production designer on Ethan and Joel Coen's first film Blood Simple, as well as their next feature Raising Arizona. In 1987, she designed three features Young Guns, Illegally Yours and Patty Hearst directed by Paul Schrader.

Among Musky's other credits are Rob Reiner's When Harry Met Sally…, Ghost, Boomerang, Glengarry Glen Ross, Two Bits, City Hall, Alan J. Pakula's The Devil's Own, At First Sight and The Object of My Affection.

Musky's television credits include George C. Wolfe's "Fires in the Mirror" for American Playhouse, NBC-TV's "LBJ: The Early Years" and PBS' "The Little Sister" and "Under the Biltmore Clock."

MICK AUDSLEY (Film Editor) has worked as an editor on some of the most acclaimed dramas to come out of the United States and Great Britain in the past two decades. He previously collaborated with director Mike Newell on Soursweet as well as on the acclaimed Dance with a Stranger starring Miranda Richardson, Rupert Everett and Ian Holm.

Audsley's editing credits include such films for director Stephen Frears as High Fidelity starring John Cusack and Jack Black, The Van, adapted by Roddy Doyle from his novel, The Snapper starring Colm Meaney, Hero starring Dustin Hoffman, The Grifters starring Annette Bening, Anjelica Huston and John Cusack, Dangerous Liaisons starring Michelle Pfeiffer, John Malkovich and Glenn Close, Prick Up Your Ears starring Gary Oldman and Alfred Molina, My Beautiful Laundrette starring Daniel Day-Lewis, Sammy & Rosie Get Laid, Walter and June starring Ian McKellen, The Hit starring John Hurt, Terence Stamp and Tim Roth and the recent Dirty Pretty Things on which he was also second unit director.

Audsley also served as editor on Terry Gilliam's Twelve Monkeys starring Bruce Willis and Brad Pitt, Neil Jordan's Interview with the Vampire starring Tom Cruise and Brad Pitt, We're No Angels starring Robert De Niro and Sean Penn, John Madden's Captain Corelli's Mandolin starring Nicolas Cage and The Serpent's Kiss starring Ewan McGregor. Other credits include Comrades and My Way Home for director Bill Douglas. Audsley also served as an additional editor on Madden's OscarR-winning Shakespeare in Love starring Gwyneth Paltrow and Joseph Fiennes.

MICHAEL DENNISON (Costume Designer) graduated from the University of Houston with a degree in Fine Arts and immediately moved to New York where he got his first job at the Brooks Van Horn Costume Company. There, Dennison designed costume props for the Ringling Brothers and Barnum and Bailey Circus.

Dennison went on to work with the Twyla Tharp Dance Company and John Houseman's The Acting Company before making the switch to films in the early 1980s. Among the many films Dennison worked as a wardrobe supervisor or costumer include Cruising, Rollover, Grease 2, The World According to Garp, Sophie's Choice, Moscow on the Hudson, The Falcon and the Snowman, Jagged Edge, Heartburn, The Morning After, Beaches, Jacob's Ladder, Snow Falling on Cedars, What Women Want and Unfaithful. He was also a wardrobe consultant on Peter Weir's The Mosquito Coast.

Dennison served as costume designer on Oh, Heavenly Dog! and, more recently, was assistant costume designer on Paul Schrader's acclaimed Auto Focus. Upcoming for Dennison is The Chronicles of Riddick, which he co-designed with Ellen Mirojnick. The movie stars Vin Diesel and Dame Judy Dench.

RACHEL PORTMAN (Music by) is the first female composer to win an Academy AwardR, for Douglas McGrath's 1996 drama Emma. She received OscarR nominations for her scores for Lasse Hallstrom's The Cider House Rules and Chocolat.

Portman started composing on piano at the age of 13, and eventually gained a formal education in composition, orchestration and classical music at the University of Oxford. In 1988, she won the British Film Institute's Young Composer of the Year award, followed by the Carlton Television Award for Creative Originality for Women in Film. Her early career was marked by her consistent work for BBC films. She received Best Score nominations from the British Academy of Film and Television Arts for her scores to The Woman in Black and the BBC drama Oranges Are Not the Only Fruit. She was honored with a third nomination for her score to Where Angels Fear to Tread.

Portman's feature film credits include Jonathan Demme's The Trouble With Charlie, Robert Benton's The Human Stain, McGrath's Nicholas Nickleby, Robert Redford's The Legend of Bagger Vance, The Closer You Get, Ratcatcher, The Other Sister, Home Fries, Jonathan Demme's Beloved, Addicted to Love, Marvin's Room, Palookaville, The Adventures of Pinocchio, Smoke, To Wong Foo, Thanks for Everything, Julie Newmar, A Pyromaniac's Love Story, The Road to Wellville, Sirens, Only You, The War of the Buttons, Friends, Benny & Joon, The Joy Luck Club, Used People, Antonia and Jane, Mike Leigh's Life Is Sweet, and Experience Preferred ... But Not Essential.

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