Proposal

TOUCHSTONE PICTURES

Presents

MANDEVILLE FILMS

Production

ANNE FLETCHER

Film

THE PROPOSAL

Directed by . . . . . . . . . . . . . ANNE FLETCHER

Written by. . . . . . . . . . . . . PETER CHIARELLI

Produced by. . . . . . . . . . . DAVID HOBERMAN

TODD LIEBERMAN

Executive Producers . . . . . ALEX KURTZMAN

and ROBERTO ORCI

MARY MCLAGLEN

SANDRA BULLOCK

Director of

Photography . . . OLIVER STAPLETON, B.S.C.

Production Designer . . . . . . NELSON COATES

Edited

by . . . . PRISCILLA NEDD FRIENDLY, A.C.E.

Costume

Designer. . . . . CATHERINE MARIE THOMAS

Music by. . . . . . . . . . . . . . . . AARON ZIGMAN

Music Supervisor. . . . . . . . . . . BUCK DAMON

Casting by . . . . . . AMANDA MACKEY, C.S.A.

& CATHY SANDRICH GELFOND, C.S.A.

Unit Production Manager . MARY MCLAGLEN

First Assistant Director . . . . RICH T. SICKLER

Second

Assistant Director . . . ROSEMARY CREMONA

2nd Unit Director . . . . . . . RAYMOND PRADO

CAST

Margaret Tate . . . . . . . . . SANDRA BULLOCK

Andrew Paxton . . . . . . . . . RYAN REYNOLDS

Grace Paxton . . . . . . . MARY STEENBURGEN

Joe Paxton . . . . . . . . . . . . . CRAIG T.NELSON

Grandma Annie. . . . . . . . . . . . . BETTY WHITE

Mr. Gilbertson. . . . . . . . . . . . . DENIS O’HARE

Gertrude . . . . . . . . . . . . . . MALIN AKERMAN

Ramone . . . . . . . . . . . . . . . . . . OSCAR NUÑEZ

Bob Spaulding . . . . . . . . . . . . AASIF MANDVI

Chairman Bergen. . . . . . . . . MICHAEL NOURI

Chuck. . . . . . . . . . . . . . . . MICHAEL MOSLEY

Jim McKittrick . . . . . . . . . . . . . . DALE PLACE

Coffee Barista . . . . . . . . . . . . . . ALICIA HUNT

Immigration Clerk . . . . . . ALEXIS R. GARCIA

Colden Books

Receptionist. . . . . . . . . . . . KORTNEY ADAMS

Medivac Pilot. . . . . . . . . . . . CHRIS WHITNEY

Jordan . . . . . . . . . . . . JERRELL LEE WESLEY

Lead Counsel Malloy . . . . GREGG EDELMAN

Mrs. McKittrick. . . . . . . . . . . . . PHYLLIS KAY

Party Guest . . . . . . . . . . . . . . . . . KATE LACEY

Store Owner. . . . . . . . . . . . . . GENE FLEMING

Executive

Secretary . . . . . . . . . MARY LINDA RAPELYE

Jill . . . . . . . . . . . . . . . . . . . . ANNE FLETCHER

Guy in Office . . . . . . . . . . . . . . . . B JOHNSON

Stunt Coordinator . . . . . . . . MICHAEL MASSA

Margaret Stunt Double. . . . . . . . . . . ZOË BELL

Andrew Stunt Double . . . . MARK VANSELOW

Utility Stunt . . . . . . . . . . MICHAEL T.BRADY

. . . . . . . . . . . . . . . . . . . . ALEXANDER EDLIN

Pilot—Seaplane. . . . . . . . . . . . . . JOHN KELLY

Pilot—Sitka Skyways . . . . . . . . . . GREG RUPP

Marine Coordinator . . . . . RICOU BROWNING

Asst. Choreographer. . . . . . . ZACH WOODLEE

Eagle Claw Puppeteer. . . . . . . . VALEK SYKES

Production Supervisor . . . ADAM MCCARTHY

Art Director . . . . . . . . . . . . . SCOTT MEEHAN

Assistant Art Director . . . . . . . . DAVID UTLEY

Set Decorator . . . . . . . . . . . . . DENISE PIZZINI

Leadman. . . . . . . . . . . . . . . . . . MARK WOODS

Assistant Costume

Designer . . . . . . . . . . . . MICKEY CARLETON

Costume Supervisor . . . . . . . . JODI BALDWIN

CREDITS

Key Costumer . . . . . . . . . . LAURA DOWNING

Costumers . . . . . . . . . GHILAINE BOUADANA

MELODY HAINES

Seamstress . . . . . . . . . . . . . . GINA L. RHODES

Makeup

Dept. Head . . . . . . . . ANN LEE MASTERSON

Makeup Artist for

Ms. Bullock . . . . . . . . . PAMELA WESTMORE

Makeup Artist. . . . . . . . . . . . . . TRICIA HEINE

Hair Dept. Head. . . . . . . . . . . . . . . . MEDUSAH

Hair Stylist for

Ms. Bullock . . . . . . . . . . JANINE THOMPSON

Hair Stylist . . . . . . . . . . . . . . . . LIZ CECCHINI

Camera Operator/

Steadicam . . . . . . . . . . . . . . . JIM MCCONKEY

Camera Operator . . . . . . . . . . . . . DAVE KNOX

First Assistant Camera . . . . . . . CHRIS SILANO

GREG K. WIMER

Second Assistant Camera . . . . . . . LIZ HESLEP

TIMOTHY M. SWEENEY

Loader . . . . . . . . . . . . . . . . . . GRAHAM BURT

Script Supervisor. . . . . . . . . SUSANNA DAVID

Sound

Mixer . . . . . DAVID RB MACMILLAN, C.A.S.

Boom Operator. . . . . . . . . . PERRY DODGSON

Sound Utility. . . . . . . . KEVIN E. PATTERSON

Video Assist. . . . . . . . . . . . FRANK YARIO, JR.

2nd Unit Director

of Photography. . . . . . . . . . . . BARRY WILSON

Location Manager . . . . . . . . . . LUKE RAMSEY

Key Asst. Location Manager . . . . DAVE OZUG

Assistant Location Managers . . JOE PIASECKI

BENJAMIN THOMAS

Location Assistant. . . . . . . . . . . . JOHN EATON

NY Location Manager . . . BARBARA HELLER

VFX Editor . . . . . . . . . . . . . GREGG LONDON

Assistant Editor . . MORGAN GJOVIK-SMITH

Editorial Production

Assistants. . . . . . . . . . . . . . . ODIS MCKINNEY

WESLEY NISBETT

Post Production

Supervisor . . . . . . . . . . . JAYNE ARMSTRONG

Post Production

Coordinator . . . . . . . . . . . . . . CHRIS GAIMAN

Supervising

Sound Editor . . . . KAREN BAKER LANDERS

Re-Recording Mixers. . . . . . . . . . JON TAYLOR

CHRISTIAN P. MINKLER

Supervising ADR Editor . . . . . . CHRIS JARGO

Supervising

Foley Editor. . . . . CRAIG S. JAEGER, M.P.S.E.

Assistant

Sound Editors . . . . . . . . . PHILIP D. MORRILL

TONY R. NEGRETE

Sound Effects

Editors. . . CHRISTOPHER ASSELLS, M.P.S.E.

DANIEL HEGEMAN

PETER STAUBLI, M.P.S.E.

Dialogue

Editors . . . CHRISTOPHER W. HOGAN, M.P.S.E.

FREDERICK H. STAHLY, M.P.S.E.

Audio Engineering . . . . . . . DAVID M. YOUNG

ADR Mixer. . . . . . . . . . . . . . . . . . . DOC KANE

ADR Recordist . . . . JEANNETTE BROWNING

Foley Artists . . . . . . . . . . . JEFFREY WILHOIT

JAMES MORIANA

CATHERINE HARPER

CHRIS MORIANA

Foley Mixers . . . . . . . . . . . . . . . . BRETT VOSS

NERSES GEZALYAN

Re-Recording Mix Techs. . . . . . UNSUN SONG

BILL MEADOWS

Stage Engineers . . . . . . . . . . . . JACK SNYDER

DAVE BERGSTROM

DAVE TOURKOW

Post Production Sound Services Provided

by . . . . . . . . . UNIVERSAL STUDIOS SOUND

Loop Group. . . . . . . . . . . . . MARK SUSSMAN

PATTY MAJORCZAK-CONNOLLY

DYANA ORTELLI

MAGGIE BAIRD

JUAN POPE

JASON GRANT SMITH

JOEY NABER

DONNA LYNN LEAVY

DEAN WEIN

RICHARD EPCAR

PAULA PRICE

LISA ZOE ANDERSON

JOHN GIDCOMB

RANDALL MONTGOMERY

ANGELO VACCO

STUART PAAP

MIKE GOMEZ

KEITH ANTHONY

MARK CLAYMAN

JON BRUNO

DEVIKA PARIKH

SUSAN LESLIE

JILL REMEZ

COURTNEY PELDON

HEIDI BROOK MYERS

JESSICA GEE GEORGE

Gaffer . . . . . . . . . . . . . . . . . . MIKE G. MOYER

Best Boy Electric . . . . . . . JOSHUA DREYFUS

Key Grip . . . . . . . . . . . . . . C. ALAN RAWLINS

Best Boy Grip. . . . . . . . . . . . . RIKO SCHATKE

Dolly Grip . . . . . . . . . . . . . DARRYL HUMBER

Special Effects

Coordinator. . NATHANAEL BROTHERHOOD

Special Effects Foreman . . . JEFF NAPARSTEK

Production Coordinator . . . . . . . . KATE KELLY

Assistant Production

Coordinator. . . . . . . . . . . . . REBECCA LOCKE

Production Secretary. . . . . JANE FINN-FOLEY

Property Master. . . . . . . . . . . . . JANE GULICK

Assistant Property

Master. . . . . . . . . . . . MICHELLE SHERWOOD

Property Assistants . . . . RACHEL M. BURGIO

SARA MILLS-BROFFMAN

LISA NAGID

2nd 2nd Assistant

Director . . . . . . . . . . . . . MOLLIE STALLMAN

Production Assistants . . . . . . . . . DAVID AMES

JILLIAN CURRAN

AMBER DEGN

JENNIFER HAIGH

PATRICK HODGES

TIMOTHY P. LADUE

ROB LONG

CHRIS LOVE

MATTHEW RUTLER

Assistant to Ms. Fletcher . . . . KATIE POWELL

Assistant to

Mr. Hoberman . . . . . . . . . . KIM FERANDELLI

Local Assistant to

Mr. Hoberman . . . . . . . STEPHANIE NORTON

Assistant to

Mr. Lieberman. . . . . . . . REBECCA WINDSOR

Local Assistant to

Mr. Lieberman . . . . . . . . . JARED MARSHALL

Assistant to

Ms. McLaglen . . . . . . . LINDSEY SPAULDING

Assistants to Ms. Bullock . . . DORI KANCHER

DAMIAN “SHOWTIME” HOLTON

Security for Ms. Bullock . . PETER WIERETER

Assistant to

Mr. Reynolds. . . . . . . . . . . MEAGAN ROGERS

Set Designers. . . . . . . . . . GINA B. CRANHAM

DAREN JANES

Construction Coordinator . . DAVID ROTONDO

Construction Foreman. . . . . . . . . . . TOM SOLA

Foreman . . . . . . . . . . . . DAVID HENRY BUCK

Scenic Charge. . . . . . . . . . . . PAUL W. OLIVER

Production

Accountant . . . . . . . MICHAEL D. DE SANTIS

First Assistant

Accountant . . . . . . . . . . MICHELLE STEVENS

Key Second Assistant

Accountant . . . . . . . . . . . RENEE KITTERMAN

Assistant Accountants . . . . CAITLIN OSGOOD

TANIA LEVIN

Post Production

Accountant . . . . . . . . . . . . . MARNICE WOLFE

Unit Publicist. . . . . . . . . . . . . . SCOTT LEVINE

Still Photographer . . . KERRY HAYES, SMPSP

Transportation

Coordinators. . . . . . . . . . . . . BOBBY CARNES

MICHAEL SEAN RYAN

Transportation

Captain . . . . . . . . . . . VINCENT TROIANI, SR.

Transportation

Co-Captain. . . . . . . . . . . STEVEN DOCHERTY

Casting Associates . . . . . . . JANDIZ ESTRADA

BRIDGETTE GLOVER WHITE

Local Casting

& Extras . . . . . . . . . BOSTON CASTING, INC.

CREDITS

NY Extras

Casting. . . CENTRAL CASTING, NEW YORK

Animals Provided

by. . . . . . . . BIRDS & ANIMALS UNLIMITED

Animal Trainers . . . . . . . . . . . ESTHER KELLY

SUSAN HUMPHREY

TONY SUFFREDINI

Medic . . . . . . . . . . . . . . . . . KRISSY SCACCIA

Catering by . . . . . ANN & MARIO CATERING

Craft Service . . . . . . . . . . CHARLIE SCIMONE

Music Editor. . . . . . . . . . . . . . MELISSA MUIK

Score Recorded and

Mixed by. . . . . . . . . . . . . . . . . DENNIS SANDS

Score Recorded at . . SONY SCORING STAGE

Score Mixed at . . STUDIO SANTA BARBARA

Orchestrations by . . . . . . . . . . . . . . JERRY HEY

PATRICK KIRST

BRAD WARNAAR

AARON ZIGMAN

Electronic Programming . . . PAUL BUSHNELL

MATEO LABORIEL

JESSE VOCCIA

Orchestra Contractors . . . . . . . PETER ROTTER

and SANDY DECRESCENT

Music Preparation by. . . . . . STEVEN JULIANI

Main Title Designed by . . . . . . . . . . . . . . yU+co

Digital Intermediate & Opticals

by . . TECHNICOLOR DIGITAL INTERMEDIATES,

A TECHNICOLOR® COMPANY

Digital Film Colorist . . . . . . TRENT JOHNSON

Digital Intermediate Producer . . BOB PEISHEL

Digital

Intermediate Editor . . . . . . . MARK SAHAGUN

Digital Edit Assist. . . . . . . . . . . JENNIFER LEE

Digital Color Assistants . . . . . JADA BUDRICK

FRANK FIGUEROA

RON LEIDELMEIJER

Film Editorial . . . . . . . . . . . . . . SCOTT DROST

Negative

Cutter . . . . WALT DISNEY STUDIOS NEGATIVE CUTTING,

MARY BETH SMITH

Color Timer . . . . . . . . . . . . GEORGE CHAVEZ

Visual

Effects by. . . . . . . BRICKYARD FILMWORKS

VFX Producer/EP . . . . . . . . . BRIAN DREWES

VFX Supervisors. . . . . . . GEOFF MCAULIFFE

SEAN DEVEREAUX

Lead Compositor . . JAMIE FORTUNO-LAVIN

Compositors. . . ALEKSANDAR DJORDJEVIC

MARK SCOTT FRIEDMAN

DAVID PIOMBINO

MIKE BECKMAN

ERIC WILSON

DAN CAYER

CRAIG MATHIESON

ALEXANDER JACQUET

ALICIA AGUILERA

JIM GORMAN

JIMI SIMMONS

SEAN MCLEAN

SIMON HOLDEN

PETER BULLIS

MAURICIO MONROY

CORNELIA MAGAS

MARC RIENZO

RICH GRANDE

ROBIN HOBART

Texture Photography . . . . . . . . DAVE WALLER

CG Animation. . . . . . . . . . PASQUALE CROCE

CARL HARDERS

SAM KAYO

Rotoscope . . . . . . . . . . . . . . ANU LIIKKANEN

CHARLES LAPAGE

JEREMY BROWN

SEAN CARROLL

HENRIQUE GHERSI

NICK ZAGAMI

Match Moving . . . . . . . . . . . . . BRIAN MORSE

CHRISTOPHER KWIATKOWSKI

TIM CONWAY

Digital Production Manager. . . . . CHAU TONG

Production Coordinator. . VANESSA MACEDO

VFX Editor . . . . . . . . . . . . CHARLIE COFFOU

Matte Painter . . . . . . . . SHANNAN BURKLEY

Visual Effects Consultant . . . MARK STETSON

SONGS

“Find My Way”

Written by Dan Wilson, Gabe Dixon

Performed by The Gabe Dixon Band

Courtesy of Concord Music Group, Inc.

“I’ve Got You Under My Skin”

Written by Cole Porter

Performed by Michael Bublé

Courtesy of Warner Bros. Records Inc.

By arrangement with

Warner Music Group Film & TV Licensing

“Coolin’”

Written by Alex Wilson, Paul Booth

Courtesy of 5 Alarm Music

“So Danco Samba”

Written by Antonio Carlos Jobim,

Vinicius de Moraes

Performed by Luiz Bonfa

Courtesy of The Verve Music Group

Under license from Universal Music Enterprises

“Relax”

Written by Peter Gill, William Johnson,

Mark O’Toole

Performed by Frankie Goes To Hollywood

Courtesy of ZTT Records Ltd

“U Can’t Touch This”

Written by MC Hammer, Alonzo Miller,

Rick James, Stanley Kirk Burrell

Performed by MC Hammer

Courtesy of Capitol Records

Under license from

EMI Film & Television Music

“Cult of Personality”

Written by Will Calhoun, Corey Glover,

Vernon Reid, Muzzy Skillings

Performed by Living Colour

Courtesy of Megaforce Records

“Freedom”

Written by Matt Starr, Alex Grossi,

Anthony Focx, Kenny Kweens, Joe Leste

Performed by Beautiful Creatures

Courtesy of Sheridan Square Entertainment, Inc.

“It Takes Two”

Written by James Brown, Robert Ginyard

“Woosh Xhant Wuda.aat”

Music by Ed Littlefield (Kaagwaantaan Clan)

Lyrics by Anne Fletcher and Buck Damon

Tlingit translation provided by

Roby “Roberta” Littlefield and Ethel Makinen

(L’uknaxh adi Clan)

“Get Low”

Written by Deongelo Holmes, Eric Jackson,

Jonathan Smith

Performed by Lil Jon & The East Side Boyz

Ft. Ying Yang Twins

Courtesy of The Orchard

“Love Me Tenderly”

Written by Leonard Raymond Gehl Sr.

Performed by Johnny Lidell

Courtesy of Crucial Music Corporation

“Canon In D”

Written by Johann Pachelbel

Arranged by Dave Greendale

Courtesy of Freeplay Music LLC

“It Takes Two”

Written by James Brown, Robert Ginyard

Performed by Rob Base & DJ E-Z Rock

Courtesy of Profile Records, Inc. and

RCA/Jive Label Group, a division of

Sony Music Entertainment

by arrangement with Sony Music Licensing

Contains a sample of “Think About It”

Performed by Lyn Collins

Courtesy of Universal Records under license

from Universal Music Enterprises

American Humane monitored the animal action.

No animals were harmed.

(AHAD 01333)

CREDITS

Special Thanks:

THE COMMONWEALTH OF

MASSACHUSETTS

CHRIS-CRAFT

HOUGHTON MIFFLIN HARCOURT

PUBLISHING COMPANY

MIKE CHAMBERS

STEVE CURTIS, DYLAN QUIRT,

CHELSEA ENDRES, DAN FINNERTY

ESPN Enterprises, Inc.

©CORBIS

Color by Technicolor® NY

Domestic Prints by Deluxe®

International Prints by

Technicolor®

Camera Dollies by

Chapman/Leonard Studio Equipment, Inc.

MPAA # 45211

For the purposes of United Kingdom copyright,

Disney Enterprises, Inc. was the owner

of copyright in this film immediately after

it was made.

Distributed by

WALT DISNEY STUDIOS MOTION

PICTURES

THE PROPOSAL

Production Information

When high-powered New York book editor Margaret (SANDRA BULLOCK) faces

deportation to her native Canada, the

quick-thinking exec declares that she’s

actually engaged to her unsuspecting

put-upon assistant Andrew (RYAN

REYNOLDS), whom she’s tormented

for years. He agrees to participate in

the charade, but with a few conditions

of his own. The unlikely couple heads

to Alaska to meet his quirky family

(MARY STEENBURGEN, CRAIG T.

NELSON, BETTY WHITE) and the

always-in-control city girl finds

herself in one comedic fish-out-of-water situation after another. With an impromptu wedding

in the works and an immigration official on their tails, Margaret and Andrew reluctantly vow

to stick to the plan despite the precarious consequences.

Also starring in the summer comedy are MALIN AKERMAN (“27 Dresses”) as Gertrude,

the vivacious young woman Andrew left behind, Tony Award® winner DENIS O’HARE

(“Baby Mama,” “Michael Clayton”) as the determined immigration officer, and OSCAR

NUÑEZ (“The Office”) as a decidedly

unexotic exotic dancer.

Anne Fletcher (“Step Up,” “27

Dresses”) directs from an original

screenplay by Peter Chiarelli. David

Hoberman and Todd Lieberman of

Mandeville Films (“Beverly Hills

Chihuahua,” “Traitor”) produce.

Executive producers are Alex

Kurtzman, Roberto Orci, Mary

McLaglen and Sandra Bullock. Oliver

Stapleton (“The Cider House Rules,”

“The Waterhorse: Legend of the Deep”) is director of photography, Priscilla Nedd Friendly

(“27 Dresses,” “American Pie”) is editor, Nelson Coates (“Runaway Jury,” “Antwone Fisher”)

is production designer and Catherine Marie Thomas (“27 Dresses,” “A Prairie Home

Companion”) is costume designer.

Touchstone Pictures presents “THE PROPOSAL,” opening nationwide on June 19, 2009.

PRODUCTION INFORMATION

IT’S ALL ABOUT THE COMEDY

Filmmakers Find Lots to Laugh About in “The Proposal”

IT’S ALL ABOUT THE COMEDY

There was one element above all others that attracted director Anne Fletcher to “THE

PROPOSAL”—the comedy.

“I love comedy so much and it’s always been in my fiber,” says Fletcher. “I was in improv

and sketch comedy troops. Comedy

makes me the happiest. After directing

‘Step Up,’ my goal was to do a

comedy. But you can’t just jump into

it. You have to prove yourself a little

bit.”

Fletcher proved herself with 2008’s

romantic comedy “27 Dresses.” “I got

to exercise my comedy a bit. And then

this came along, ‘The Proposal,’ and it

had so much comedy in it,” says the

director. “Sandra Bullock is a female

comic genius. There really isn’t anybody on her level. I’ve been completely and utterly spoiled

by her professionalism, her talent, her mind, her sense of humor, her sense of being. And Ryan

Reynolds is one of a kind—Jack Lemmon and Chevy Chase combined.”

Producer Todd Lieberman was drawn to the film’s premise. “What I really responded to

was the concept of an older woman, younger man relationship. The dynamic between the two

characters is really funny,” says Lieberman. “There’s a guy assistant who’s been dreaming of

being in publishing his whole life. He moves to New York and starts working for this hideous

boss.”

Margaret Tate, a.k.a. the “hideous boss,” intrigued Fletcher. “Margaret starts off being a

hard-nosed business woman who only focuses on work and wants to get to the top, and that’s

really the only goal that she has in life,” says the director. “When you really dig deep into this

person, you realize that she’s got a lot of flaws. Margaret starts out really hard, but during the

course of the film, she becomes

herself again.”

Writer Peter Chiarelli sees Margaret

as a very competent executive. “But as

a woman she’s had to keep up this

front of control all of the time, so that

she’s never seen as weak,” says

Chiarelli. “It gets to her. She’s

sacrificed a lot to be this successful.

The closest relationship she has in her

life is with her assistant.

“I came up with the idea for the

film from working in Hollywood with these very successful executives and their assistants,”

continues Chiarelli. “They shared a kind of intimate relationship—though the bosses knew

absolutely nothing about their assistants. My priority was to always go for the comedy.”

So, says Chiarelli, he based the story around what would happen if one of those bosses had

to actually get real. Margaret Tate is that boss.

“Margaret was written the way they usually write the male roles, which are usually the

juiciest,” says Sandra Bullock, who plays Margaret. “They’re allowed to be complex,

unattractive, crabby, difficult, fun and

funny, which is not how female

characters are usually written.”

Co-star Ryan Reynolds agrees:

“Typically, comedies are male driven. I

love it when it’s the other way around.

Here, Sandy’s character is the

oppressor.”

But Reynolds, who plays Andrew

the assistant, says he enjoyed the idea

of the oppressor being taken out of her

comfort zone. “This woman, who is so

Type A, is being taken to the wilds of Alaska with her assistant. She has spent three years with

this guy but knows absolutely nothing about him, including where he’s from. It’s really fun

when she comes to this small community and becomes as much a fish out of water as a human

being can be.”

“You soon find out that the person you think is dominant really isn’t— Andrew is the one

in control,” says Bullock. “It even surprises Margaret. She’s relied on him so heavily over the

past years that without him, she can’t do her job—that’s why she doesn’t want to let him

progress in his career. The man that’s

capable of taming the shrew does not

have to carry the big stick or speak

loudly. He’s the one who knows

exactly why she’s the way she is.”

“I see Andrew as a really noble

guy,” says Chiarelli. “He could have

taken the easy way out and stayed in

Alaska and done what was expected of

him and work in the family business;

but instead he’s chosen to make his

own way. He’s not asking for favors

from anybody; in fact, he’s taking the toughest job because he knows it’s going to get him the

best experience.

“At the beginning of the movie, Margaret doesn’t know any of this about him,” continues

Chiarelli. “So for her, there’s a lot of discovery. She comes to realize that this is somebody

who’s made the tough decision to pull himself up by the bootstraps, which is similar to the way

that Margaret went about her career.”

“The film reminds me of the really well-constructed comedies that happened to be about a

relationship failing, working and failing again—and they don’t write ’em like this anymore,”

says Bullock, “From the way Anne Fletcher sets up the scene, Oliver Stapleton lights it and

the landscape is used in the comedy, you realize that we’re not making a light, superficial

IT’S ALL ABOUT THE COMEDY

CASTING CHEMISTRY

romantic comedy. I think screwball—rather than romantic—comedy is a better way to

describe this film.”

Fletcher’s direction and Chiarelli’s script find a deft balance between the film’s

sophisticated and physical comedy.

“Everybody on this film plays the

comedy straight,” says White. “They

don’t pounce, ‘Hey, this is a funny

line, did you get it?’ They just say it

like it’s real and that’s what makes it

funny.”

“It’s like ‘I Love Lucy,’” adds

Akerman. “The actors are not trying to

be funny, but it is really funny, witty

and sharp.”

The filmmakers were inspired by

some of the ageless comedies of the past. “It’s a movie that just clips along, which is what

those great ’40s, ’50s comedies with Cary Grant and Jack Lemmon did,” says producer

Hoberman. “While dialogue-heavy, they moved really fast. One of the things we wanted to do

was have Sandy and Ryan finish each other’s sentences. It’s a love-hate relationship that keeps

you going along for the ride.”

CASTING CHEMISTRY

Filmmakers Assemble a Perfect “Proposal”

Filmmakers tapped Sandra Bullock early on for the role of Margaret. “She’s really fun to

play, because she’s in all of us,” says Bullock. “Margaret doesn’t try and rectify any of the

wrongs. She doesn’t apologize. She doesn’t feel like she has to make the world like her. She

has a job to do, and she’s gonna get it done. And there’s a large part of me in that.”

“I feel really lucky that we got her,” says producer Todd Lieberman of Bullock. “She’s a

phenomenal actress and she can do

any role, but she’s so good and

naturally gifted at comedy. People love

her even when she’s playing someone

who’s as hard edged as the character

Margaret.”

Producer David Hoberman adds:

“Sandy gets to play a really fun

character—there’s a lot of physical

comedy in this movie, so she gets to do

everything her fans want to see. She’s

really smart and had really good

instincts about her character, the script and the comedy.”

Fletcher was equally impressed by Bullock. “She’s a movie star,” says the director. “She

comes to work, she knows why she’s there, she gets the job done. And her chemistry with Ryan

is bar none.”

Ryan Reynolds portrays the put-upon assistant who ultimately turns the tables on his boss.

And with the majority of his scenes opposite Bullock, chemistry was imperative.

“They have a rhythm, they have a friendship, they have a way of communicating with each

other—a sort of banter, a give and take,” says Hoberman of Bullock and Reynolds. “They

found a groove in these two characters that really came to life.”

“Sandy and I’ve been friends for years—it’s great working with your friend,” says

Reynolds. “My experience in a comedy is that you shoot the film and then halfway through

you start to understand what your chemistry is with your co-star and you wish you could go

back and re-shoot all that you’ve

already done. When you step on a set

the first day and you already have that

chemistry built in as Sandy and I did,

you never experience that.”

Lieberman says both actors have

“complete command of what it means

to be funny. We have scenes with the

camera on Ryan’s face. He doesn’t say

a word, but he expresses 100 different

funny things. It’s unbelievable.”

Supporting Bullock and Reynolds

is a stellar group of actors. “It’s a testament to the great script and our two strong leads that

we were able to put together such a great group of people,” says Lieberman.

Nearly stealing the show is Betty White as Andrew’s grandmother “Gammy” Annie. “She’s

turning 90 and has spent most of her life in Sitka, Alaska,” says Chiarelli of White’s character.

“She’s a tough woman who recognizes the toughness in Margaret, and she likes what she sees.

So even though on the surface she and Margaret share little, they actually have everything in

common.”

“Audiences are so in love with Betty White,” says Fletcher. “She is so comfortable on

screen—a television icon. She just has a quality about her that you love as a person and on

screen.”

“I’m so lucky to work all the time,” says White. “It’s been 60 years that I’ve been working.”

Oscar Nuñez steps in as Ramone, a

Sitka local who seems to have a

myriad of different professions,

including male stripper. “Oscar’s level

of commitment is outrageous,” says

Fletcher. “You can’t take your eyes off

of him and you fall madly in love with

him.”

Tony Award® winner Denis O’Hare

plays Gilbertson, the immigration

official who is determined to prove the

impromptu engagement a charade.

“We read lots and lots of Gilbertsons,” says Lieberman. “Denis was the one guy who really

got it. He gave a perfect blend of government officious and vulnerability so that you could

CASTING CHEMISTRY

laugh at the guy. The scenes in the INS building were great fun between him and Ryan and

Sandy.”

In an effort to convince Gilbertson that their engagement is real, Margaret and Andrew

travel to Sitka, Alaska to spend the

weekend with Andrew’s family.

“All families are screwed up,” says

Bullock. “I don’t care how good they

look on the outside, there’s always a

dynamic that is strained. Fathers and

sons will battle, as will mothers and

daughters, and this film is very much

about that. This family is so complex,

but so loving and open, that Margaret

is overwhelmed by it. The minute you

see these people on screen, you realize

that something’s going on here. They’ll fight it out, but they’ll still remain family.”

Filmmakers cast veteran actors Craig T. Nelson and Mary Steenburgen as Andrew’s

parents.

“Ryan said that as a kid he always knew that Craig would play his father in a movie

someday,” says Lieberman. “And he’s a perfect dad for Ryan Reynolds, in both size and

sensibility.”

For Bullock, “Mary Steenburgen can balance the drama with the comedy. With just the

smallest word she can tear up a scene or make you cry. Mary seems delicate, but she’s not.

Behind the fragility she’s so mischievous and so aware of what she’s doing. To be able to do

that in comedies, and make it real, is

very difficult.”

Fletcher turned to a familiar face

when it came to casting Gertrude, the

effervescent young woman Andrew

left behind when he went to New York.

Malin Akerman, who starred in

Fletcher’s “27 Dresses,” plays what

just may be a serious romantic threat

to Margaret.

“Gertrude has come to realize that

Andrew was the best thing that ever

happened to her,” says Akerman. “It’s one of those things—you let someone go and then you

realize it was a mistake. Now it’s hard watching him with this new woman.

“I’ve played a lot of crazy, wacky characters in the past,” continues Akerman, “so it’s nice

just to be a sweet, lovely kind of girl.”

Rounding out the cast is Aasif Mandvi as Bob Spaulding, Margaret’s contentious colleague,

and Michael Nouri and Gregg Edelman as Margaret’s employers who deliver the deportation

news.

THE DIRECTOR’S CHAIR

Anne Fletcher Takes the Lead

At the helm of “THE PROPOSAL” is Anne Fletcher, the former dancer and choreographer

whose first directorial effort was the 2006 hit “Step Up.” Fletcher solidified her reputation as

an inspired and confident director with the international box-office success “27 Dresses,”

starring Katherine Heigl, James Marsden, Ed Burns and “THE PROPOSAL’s” Malin

Akerman.

Known and appreciated by cast and

crew for her great spirit, irreverence

and the way she would literally dance

onto a set, Fletcher is as meticulous as

she is energetic. Fletcher sees her work

as a choreographer as preparing her

for her role as a director.

“Choreographers for film choreograph

for the camera, not the stage,” she

says. “We’re thinking about all the

different angles. I used to break down

the characters, read the whole script to

figure out why are these people dancing? Where do they come from and where are they going

that they have to dance? Does the dance further the story? So you’re kind of doing the leg work

that a director does. You’re understanding where the camera needs to go, what helps to make

the scene look dynamic or small. I think it helps having that eye and understanding that things

need to move to be interesting.”

“Anne’s energy is physical,” says veteran director of photography Oliver Stapleton. “Her

background is choreography and dance, so her intuition and sensibility are based on

something extremely earthy, which isn’t very common in directors. Most directors are very

intellectual people who tend to exist from the neck up while some others exist all in the heart.

I’ve never worked with a director who springboards from her physicality. Anne has a very

unique way of choreographing the actors, and I don’t just mean the physical movement of ‘you

walk from A to B,’ but rather having an incredibly clear sense of how a scene works.”

“Her energy is endless,” Bullock says. “But that’s only surpassed by how great she is at her

job as a director. It’s been a long time since I’ve worked with someone who was as thorough,

as thought-out and as good at her job as Anne is. I’m so happy to come to set, because I know

that if I do my work, she will have done it a thousand times better. She knows the ins and outs

of everyone’s role and doesn’t allow anyone to go too far. If you’re stuck, she knows exactly

what it takes to bring you out of it. As a director, she’s the real thing.”

GETTING DRESSED

Costume Designer Catherine Marie Thomas Works the Wardrobe

Margaret’s high-fashion, knock-out business attire is, says Bullock, “her armor—the

tighter, more severe, cinched and hardened, the better. She knows she looks good, but her

clothes are not primarily intended to make her look good. She’s used to having things

THE DIRECTOR’S CHAIR

GETTING DRESSED

constricted and strong so she can keep herself contained. If you take her out of that armor, she

unravels.”

Costume designer Catherine Marie (Cat) Thomas called on decades past to develop

Margaret’s wardrobe. “I was inspired

to do this very structured ’40s

silhouette because Margaret’s very

uptight and regimented, and Sandy

was thrilled,” says Thomas. “So our

departure point was the silhouette of

the ’40s, as worn by Katharine

Hepburn and Rosalind Russell.

Sandy’s got great legs so you can do a

pencil skirt up to the knee, but we

purposely made them longer so that

she would be more nipped in and

would have to alter the way she walked. She loves that. She is so physical. She didn’t have to

wear four-inch heels, either, but she said, ‘No, it’s great!’ because, as much pain as she may

have been in, it made her walk and stand differently.

“There was nothing that we could pull from a department store,” Thomas continues.

“Designing for Margaret was about building every piece of clothing for this powerful woman

who is very confined. Everything was about her power, yet had to be feminine at the same

time.”

Thomas particularly liked putting together Margaret’s wedding attire since the script

indicated Margaret would be wearing Gammy’s dress. “It’s a late ’20s early ’30s sort of biased-

gown look,” says Thomas. “It’s pretty unique and Sandy and I were excited about the dress

because it’s different than most wedding gowns.”

Ryan Reynolds’ character had two distinct looks, says Thomas. “Anne Fletcher and I talked

about how Andrew is that sort of

effortlessly sexy guy. Although his

family has money, he’s really trying to

prove himself, so at work his look is

very professional. But when he and

Margaret leave for their weekend he’s

totally prepared with jeans, T-shirt and

a jacket because, of course, he knows

that Sitka is very casual, very

comfortable. Margaret is in a dress and

high heels—there’s quite the contrast.”

Thomas had more of a challenge

dressing—or rather undressing—Oscar Nuñez’s Ramon, who does a scene as a male stripper.

“Anne had this sort of 1980s reference—a guy who used to strip in the late ’80s and never let

it go. So in addition to breakaway clothing, the little bowtie and the cuffs, we added his ’80s

Reeboks jazzercise shoes. Oh, and the knee pads. That was another nice touch.”

DISCOVERING ALASKA—IN MASSACHUSETTS

Filmmakers Take the Production to the Wilds of Massachusetts

Except for day of exteriors in New York City, “THE PROPOSAL” was shot almost entirely

in the state of Massachusetts. The filmmakers were pleased to find great locations along the

rocky shores north of Boston in the towns of Rockport, Manchester-by-the-Sea and

Gloucester, and on Cape Ann—all needing relatively minor adjustments to be transformed

into the small Alaskan town of Sitka.

“The script was written to take place in Sitka, because Pete, the writer, had spent a summer

there and knew the town pretty intimately,” says producer Lieberman. “I thought it would be

a great setting that we haven’t really seen before, especially in a comedy.”

While their Massachusetts locations were extraordinary, production designer Nelson

Coates still had his work cut out for him. “Anne and I were particular about making our Alaska

feel as if you were really there by making it evocative instead of trying to mimic it exactly,”

says Coates. “But to turn the town of Rockport into Sitka, we had to deal with almost 30

storefronts, their window dressing and signage; it was fairly extensive. It felt more like

working on a period movie where you have to cover so much to create a sense of place.”

One of the filmmakers’ greatest finds was the magnificent home along the coast in

Manchester-by-the-Sea that would

become the Paxton estate. Little was

required to dress the exterior of the

house except for the addition of First

Nation art, including totem poles, and

building an enclosure over a large

swimming pool that would become the

planned site for Margaret and

Andrew’s wedding.

“One of the things that is very

particular about that part of the world,

from British Columbia all the way into

the Panhandle of Alaska, is the First Nations tribes,” says Coates. “Early on, Anne and I talked

about incorporating their very specific paintings and carvings, especially because our Betty

White character has Tlingit heritage.”

But the interior of the house, built in the early 20th century and distinguished by a bright,

Early American decor, proved a challenge. Using the existing floor plan, Coates designed new

rooms of dark wood tones and stone walls with a fireplace that would be more evocative of

the Pacific Northwest.

“One of the things that makes this particular area of Massachusetts so similar to Alaska and

a great place to shoot is the rocky coast and the feeling of isolation that you get with some of

the houses,” says Coates. “Since almost three weeks of our filming takes place at the Paxton

house, we needed something that felt like it was on an island, and this house is on a peninsula,

so we can get that feel of the water. And because of the rocky nature of the coast, it really does

feel like it is in the Sitka area where a lot of the mountains are plunging right into the water.”

Filmmakers bridged the gap between the Massachusetts exterior and the real Sitka by traveling

to Alaska to capture the mountainous, tree-filled area on film.

DISCOVERING ALASKA

ABOUT THE CAST

SANDRA BULLOCK (Margaret Tate/Executive Producer) is

one of Hollywood’s most sought-after leading ladies. She will next

be seen on the big screen in “All About Steve,” a comedy which she

is starring in as well as producing for her production company,

Fortis Films. The film also stars Thomas Haden Church and Bradley

Cooper, and is being released in early September 2009. Sandra is

currently filming “Blindside,” where she will portray the matriarch

of a conservative suburban household—based on the true story of

Michael Oher.

Following acclaimed roles in several motion pictures, Bullock’s

breakthrough came in the 1994 runaway hit, “Speed.” Her next two features, “While You Were

Sleeping,” which earned her her first Golden Globe nomination, and “The Net,” were both

critical and popular successes. Her subsequent starring roles include the box-office smash

“Forces of Nature,” “Hope Floats,” which marked her feature film-producing debut; “Practical

Magic,” which she also co-produced for her production company Fortis Films; “Gun Shy” and

“Miss Congeniality,” for which she received her second Golden Globe nomination and was

also produced by Fortis Films. Other credits include the starring roles in “Speed 2: Cruise

Control,” “A Time to Kill,” “In Love and War,” “Two if by Sea,” “The Vanishing,” “Demolition

Man,” “Wrestling Ernest Hemingway,” “The Thing Called Love,” the voice of Miriam in the

animated film, “The Prince of Egypt,” “Divine Secrets of The Ya-Ya Sisterhood” for first-time

director Callie Khouri and the lead in the psychological thriller “Murder by Numbers,” which

she also executive produced. Adding to her list of box-office hits is “Two Weeks Notice,”

which she starred opposite Hugh Grant. The film, which she also produced, grossed over $200

million at the box office. She received critical acclaim for her role as Harper Lee in

“Infamous,” a film directed by Doug McGrath that chronicles Truman Capote’s life from 1959

through 1965. Her other recent films include the psychological thriller “Premonition,” “The

Lake House,” starring opposite Keanu Reeves, and “Crash,” an independent film directed by

Paul Haggis as well as “Miss Congeniality 2: Armed and Fabulous,” the follow-up to her 2000

hit film “Miss Congeniality” which she produced as well. Bullock made her debut as a

writer/director with the short film “Making Sandwiches,” in which she also starred with

Matthew McConaughey and which debuted at the 1997 Sundance Film Festival. Bullock

recently concluded her stint as the executive producer of the highly successful “The George

Lopez Show,” which aired on ABC for six seasons.

Bullock has received numerous awards and nominations for her work, including two

Blockbuster Entertainment Awards, four MTV Movie Awards, an American Comedy Award,

eight Teen Choice Awards, four People’s Choice Awards for Favorite Female Movie Star, a

Screen Actors Guild Award and two Golden Globe® nominations. Additionally, in 2001 and in

1996, Bullock was voted NATO/ShoWest “Female Star of the Year.”

RYAN REYNOLDS (Andrew Paxton) has emerged as one of

Hollywood’s most sought after leading men and was named one of

People Magazine’s “Sexiest Men” of 2008. He stars in the

upcoming film “Paperman,” a comedy that also stars Emma Stone,

Jeff Daniels and Lisa Kudrow, and was recently seen in

“Adventureland” opposite Kristen Stewart, a comedy that premiered

at the Sundance Film Festival in January to great reviews and was

released in March 2009.

Opposite an all-star cast including Hugh Jackman, Liev

Schreiber, Dominic Monaghan and Taylor Kitsch, Reynolds starred

in “X-Men Origins: Wolverine” in May 2009. His role as Deadpool, the wisecracking, cancer-

stricken mercenary, led to the recently revealed Deadpool spin-off for 20th Century Fox. In

addition, Reynolds stars in “Fireflies in the Garden,” opposite Julia Roberts, Carrie-Ann Moss

and Emily Watson, which premiered at the Berlin Film Festival, and opened in the U.S. in May

2009.

Reynolds starred in the film “Definitely, Maybe,” a romantic comedy that co-stars Rachel

Weisz, Isla Fisher, Abigail Breslin, Elizabeth Banks and Kevin Kline. The film was a critical

darling and fan favorite. Reynolds also starred in the complex drama “Chaos Theory,” costarring

Emily Mortimer, and was seen in writer/director John August’s “The Nines,” which

premiered at the 2007 Sundance Film Festival. The film, which also stars Hope Davis, has

received much critical acclaim. Following Sundance, “The Nines” opened in theaters in New

York, Los Angeles and Austin.

Reynolds’ other credits include director Joe Carnahan’s “Smokin’ Aces,” featuring Ray

Liotta, Jeremy Piven, Andy Garcia, Ben Affleck and Jason Bateman, as well as “The

Amityville Horror,” a remake of the classic cult film. “The Amityville Horror” opened #1 at

the box office and made $107 million worldwide.

Reynolds was memorable in the title role of Van in the cult classic “Van Wilder,” as well as

the romantic comedy “Just Friends.” For his co-starring role with Jessica Biel and Wesley

Snipes in “Blade Trinity,” Reynolds underwent an impressive physical transformation for his

role as the acerbic vampire, Hannibal King.

BETTY WHITE (Grandma Annie) began her career in radio

before moving into local television in Los Angeles at its very

beginning on the West Coast in 1950. After hosting a local television

show, she formed her own production company in partnership with

producer Don Fedderson and writer George Tibbles and produced

her first comedy series: “Life with Elizabeth,” for which she

received an Emmy® in 1952; “The Betty White Show,” a daily NBC

network talk/variety show; and a network situation comedy, “A Date

with the Angels.” She appeared frequently on major variety and

game shows, and was a recurring regular with Jack Paar (over 70

appearances), Merv Griffin and Johnny Carson (including many with the Mighty Carson Art

Players). She also subbed as host on all three shows. She was a regular on “Mama’s Family”

as sister Ellen, a role she created with the rest of the company on “The Carol Burnett Show.”

White’s first appearance on “The Mary Tyler Moore Show” in the show’s fourth season led

ABOUT THE CAST

to her becoming a recurring cast member. Her portrayal of Sue Ann Nivens, the Happy

Homemaker, brought two Emmys® for supporting actress in 1974-75 and 1975-76.

In 1970-71 she created, wrote and hosted her syndicated TV animal series, “The Pet Set.”

In 1976 she was awarded the Pacific Pioneers in Broadcasting “Golden Ike” award and the

Genii Award from American Women in Radio and TV. White received her fourth Emmy® for

best daytime game-show host for “Just Men.” Nominated seven times for best actress in a

comedy series for “The Golden Girls,” she won the Emmy the first season in 1985. She then

appeared in the spin-off “The Golden Palace” for one season. Her Emmy for best guest actress

in a comedy series on “The John Larroquette Show” brought her total Emmys to six. In 1997

she was nominated as guest actress for “Suddenly Susan.” The American Comedy Awards

gave her the Funniest Female Award in 1987 and the Lifetime Achievement Award in 1990. In

1995 she was inducted into the Television Academy’s Hall of Fame. Also in 2000 she received

the American Comedy Award for the funniest female guest appearance in a television series

for “Ally McBeal.” In 2002 she made recurring appearances on “That ’70s Show.”

White also has a recurring role on “Boston Legal” and on the daytime drama “The Bold

and the Beautiful.”

White has appeared in several movies for television: starring with Leslie Nielsen in

“Chance of a Lifetime,” “The Retrievers” for Animal Planet, “Stealing Christmas” with Tony

Danza and Lea Thompson and, in 2005 for the Hallmark Channel, a movie called “Annie’s

Point” with Richard Thomas and Amy Davidson.

Her endeavors on the big screen include “Hard Rain” with Morgan Freeman and Christian

Slater, “Dennis the Menace Strikes Again!” as Mrs. Wilson opposite Don Rickles, “Lake

Placid,” “The Story of Us,” and “Bringing Down the House” with Steve Martin.

She is the author of five books, including “Betty White’s Pet Love,” “Betty White in

Person” and “Here We Go Again: My Life in Television.” Two books were co-authored with

Tom Sullivan, including “The Leading Lady: Dinah’s Story” and “Together.” In February

2006, White was honored by the City of Los Angeles at the Los Angeles Zoo as “Ambassador

to the Animals” for her life-long work for animal welfare.

CRAIG T. NELSON (Joe Paxton) is an actor, writer, director

and producer. Recently, television audiences have seen him in a

three-episode arc on the small screen on CBS’s “CSI: NY” starring

as a powerful publishing magnate.

In 2004 audiences got to “hear” a new side of the man. He voiced

Bob Paar, or as he was known in his superhero days, Mr. Incredible,

in the Oscar®-winning “The Incredibles.” The film is a DVD

bestseller.

Nelson starred as Jack Mannion on CBS-TV’s “The District,” a

drama that was inspired by the experiences of real-life police crime

fighter Jack Maple. “The District” aired for four seasons, 2000-2004. Nelson also served as

co-executive producer and directed episodes.

In 1997, he completed his eighth and final season on “Coach,” starring as Hayden Fox. He

directed numerous episodes and received three Emmy® nominations: 1990, 1991 and 1992 for

Outstanding Lead Actor in a Comedy Series, which led to a win for the 1991-1992 season. He

has also been honored by the Hollywood Foreign Press Association with four Golden Globe®

nominations.

Upon completion of his successful series “Coach,” Nelson had a chance to vary his

projects, including making his Broadway debut as Nat Miller in Eugene O’Neill’s “Ah,

Wilderness!” at the Vivian Beaumont Theater/Lincoln Center, in the spring of 1998. The show

played to rave reviews during its limited run.

Nelson was born in Spokane, Washington, attended the University of Arizona and studied

at the Oxford Theater in Los Angeles. Beginning his career as a writer/performer on the

“Lohman and Barkley Show,” his talent as a writer garnered him a Los Angeles Emmy Award®

for the show. Nelson’s writing credits include “The Alan King Special” and “The Tim Conway

Show.”

Nelson guest starred on “My Name Is Earl” (four episodes), “The Mary Tyler Moore

Show” and “Private Benjamin,” and starred in ABC-TV’s critically acclaimed series “Call to

Glory,” for which he also directed its final episode. His television movies include Showtime’s

award-winning “Dirty Pictures,” “Take Me Home Again,” with Kirk Douglas, “Rage,” “Toast

of Manhattan,” “Alex: The Life of a Child,” CBS’s “The Switch” and “The Fire Next Time,”

and “The Josephine Baker Story.” Miniseries include “To Serve and Protect” and “Creature.”

He co-hosted with Paula Zahn the special, “The Ultimate Driving Challenge.”

Nelson formed Family Tree Productions to develop and produce motion picture and

television projects. A special project was “Ride with the Wind,” an ABC Movie of the Week.

The story revolves around a young boy and it is one of hope, discovery and recovery. It was

scripted by Nelson, who also served as executive producer under the banner of his Family Tree

Productions, in association with Hearst Entertainment.

Feature-film credits include: “Blades of Glory” with Will Ferrell; “The Family Stone” with

Sarah Jessica Parker and Diane Keaton; “The Skulls”; “All Over Again”; “Devil’s Advocate,”

in which he co-starred with Al Pacino and Keanu Reeves; “Ghosts of Mississippi” with

Whoopi Goldberg, directed by Rob Reiner; “I’m Not Rappaport,” co-starring Walter Matthau

and Ossie Davis; “Poltergeist I” and “Poltergeist II - The Other Side” (he contributed to the

screenplay); “Action Jackson”; “The Killing Fields”; “Silkwood”; and “The Osterman

Weekend.”

MALIN AKERMAN (Gertrude) is fast becoming one of the

industry’s busiest young actresses in Hollywood today. In March

2009, she co-starred as Laurie/Silk Spectre in Zack Snyder’s

“Watchmen,” which opened at No. 1 with more than $50 million.

Last year, she starred in the hit romantic comedy “27 Dresses,” with

Katherine Heigl, James Marsden and Edward Burns, under the

direction of Anne Fletcher. In 2009, she will star in the Peter

Billingsley-directed comedy “Couples Retreat,” with Vince Vaughn,

Jason Bateman and Jon Favreau.

In 2007, Akerman starred with Ben Stiller in the romantic

comedy “The Heartbreak Kid,” directed by the Farrelly brothers. Her other film credits

include the independent releases “Harold and Kumar Go to White Castle” and “The Brothers

Solomon.”

Born in Stockholm, Sweden, Akerman moved to Toronto with her family at the age of 2

and spent her youth in both Canada and Sweden. At age 5, she began modeling and acting in

ABOUT THE CAST

television commercials. When she was 17, she won the “Ford Supermodel of Canada” search

and began spending her summers modeling in Europe. While enjoying success as a model,

Akerman ultimately decided to attend college and to focus on her acting.

Soon after, she moved to Los Angeles and began landing roles in independent films, as well

as guest roles on television series. Her breakthrough came in 2005 on the HBO series “The

Comeback,” starring Lisa Kudrow. Akerman gained attention of both critics and audiences for

her work in the series regular role of Juno Millken on the show. In addition, she had a

memorable recurring role on the third season of the hit HBO series “Entourage.”

Akerman recently wrapped “The Bang Bang Club,” co-starring Ryan Philippe and Taylor

Kitsch, and directed by doc director Steven Silver in South Africa.

MARY STEENBURGEN (Grace Paxton) won an Academy

Award® for her role in “Melvin and Howard.” Recent credits include

“The Open Road,” starring Jeff Bridges and Justin Timberlake,

“Four Christmases,” starring Reese Witherspoon and Vince Vaughn,

and “Stepbrothers,” starring Will Farrell and John C. Reilly. She

appeared in “The Brave One,” directed by Neil Jordan and starring

Jodie Foster and Terrence Howard. In 2006, she starred opposite

Alan Rickman and Bill Pullman in “Nobel Son.”

She starred for two seasons on the Emmy®-nominated CBS series

“Joan of Arcadia.” In 2006, Steenburgen starred in the David

Mamet-directed play “Boston Marriage” at The Geffen Playhouse in Los Angeles. She was

also seen in the independent feature “Marilyn Hotchkiss’ Ballroom Dancing and Charm

School.” In 2003, she appeared in the CBS television film “It Must Be Love,” co-starring

husband Ted Danson. Steenburgen co-starred in “Elf,” alongside Will Farrell and James Caan.

She has appeared in two films for director John Sayles, “Sunshine State” and “Casa De Los

Babys.” In 2001 Steenburgen appeared alongside Kevin Kline in Irwin Winkler’s “Life as a

House,” which had its world premiere at the Toronto International Film Festival. She has

constantly redefined herself through challenging roles in films such as “Philadelphia,”

“Parenthood” and “What’s Eating Gilbert Grape.”

In 2002, Steenburgen starred with Danson in a CBS television miniseries entitled “Talking

to Heaven.” They also worked together in 1996 on the critically acclaimed NBC miniseries

“Gulliver’s Travels” and in the 1994 feature film “Pontiac Moon.”

Steenburgen starred with Jon Voight and F. Murray Abraham in Robert Halmi’s “Noah’s

Ark” for NBC and was also nominated for a Screen Actors Guild Award® for her role in

“About Sarah,” a two-hour CBS movie in which she played a developmentally disabled adult.

Steenburgen’s credits include “The Grass Harp,” “Back to the Future III,” “Time After Time,”

“A Midsummer Night’s Sex Comedy,” “Cross Creek,” “One Magic Christmas,” “Dead of

Winter” and “End of the Line,” in which she also served as executive producer.

Steenburgen’s stage credits include “The Beginning of August,” “Holiday,” “Candida” at

New York’s Roundabout Theater, and “Marvin’s Room” at the Tiffany Theater in Los Angeles.

In 1989, Steenburgen and fellow actress Alfre Woodard founded Artists for a Free South

Africa. In 1996 Steenburgen and Danson were presented with Liberty Hill Foundation’s

prestigious Upton Sinclair Award for their work in human rights and environmental causes.

Cuban-American funnyman OSCAR NUÑEZ (Ramone), a

staple on the hit show “The Office,” has quickly surfaced as one of

America’s favorite comedic actors. With his dry sense of humor and

plethora of acting skills, it did not take long for Nuñez to capture

role after role in TV shows such as “Mad TV,” “Malcolm in the

Middle,” “Reno 911,” “Arrested Development,” “Curb Your

Enthusiasm” and “24.” However, Nuñez is best known for his

exceptional improv work on NBC’s Golden Globe®-nominated, SAG

Award®-nominated, and Emmy Award®-winning hit TV series “The

Office.” Nuñez continues to star as “Oscar Martinez,” a frustrated

accountant, for the 5th season of “The Office” alongside Steve Carell, John Krasinski, and

Rainn Wilson. Homosexuality, timidity, and Cuban-American heritage make “Oscar

Martinez” a favorite target for Carell’s “Michael” inapt and off-hand comments, which

continue to be a driving story in the plotline. NBC’s “The Office” is an American adaptation

of the BBC series, written by Greg Daniels (“Saturday Night Live,” “King of the Hill,” and

“The Simpsons.”) This “mockumentary” office-set sitcom has won the 2007 and 2008 Screen

Actors Guild Award for Best Comedy Ensemble, a Daytime Emmy for Best Webisode and the

TV Land Award for Future Classic Series. The mockumentary format allows for more

improvisation and has become a showcase of Nuñez’s numerous talents.

Raised in Union City, New Jersey, Nuñez began his early career in New York City doing

local theatre, including his work with the Shock of the Funny Theatre Company and

successfully completing the esteemed Warner Brother’s Comedy Writer’s Program. He later

joined the world-renowned Groundlings’ Theatre Company that has advanced the careers of

stars such as Will Ferrell, Lisa Kudrow, Phil Hartman, and many other cast members of

Saturday Night Live.

Outside of the spotlight, Nuñez attended the prestigious Fashion Institute of Technology as

an artist, Parsons School of Design as a writer, and tried his hand as a dental technician after

graduating from the Magna Institute of Dental Technology. This versatile actor experimented

with various careers until 14 years ago, when he moved to Los Angeles. Nuñez now can be

seen on many popular networks including HBO, Showtime, Comedy Central, Fox, NBC, and

ABC. His feature-film credits include “The Italian Job,” “Reno 911: Miami” and “When Do

We Eat?”

Nuñez created, produced and starred in a television series on Comedy Central entitled

“Halfway Home.” The improvised series is about the daily exploits of a group of ex-cons

living together in a residential rehab facility. Nuñez also headlines Universal’s “Beethoven:

The Reel Story,” directed by prize-winning Mark Griffiths. Nuñez will appear alongside Eddie

Griffin and Joey Fatone.

Nuñez is fluent in Spanish and has mastered multiple dialects used for impersonations,

including British, Italian, French and Indian.

ABOUT THE CAST

AASIF MANDVI (Bob Spaulding) has had a successful career

that has spanned film, television and stage. Mandvi can currently be

seen as the Middle East correspondent on the Emmy® and Peabody

Award-winning “The Daily Show with Jon Stewart” news team.

Mandvi is currently in production on Paramount’s “The Last

Airbender,” from writer/director M. Night Shyamalan. Based on the

popular anime series “Avatar: The Last Airbender,” the film follows

the successor to a long line of Avatars who must put aside his

irresponsible ways and stop the Fire Nation from enslaving the

Water, Earth and Air nations. Mandvi will play Admiral Zhao,

leader of the Fire Nation. The film is set for release in 2010.

Mandvi has wrapped production on “7 to the Palace,” a heartwarming New York-style

tandoori comedy, which he co-wrote and stars in. Mandvi plays Samir, a talented cook who

dreams of being a great French chef, but when he is forced to abandon his dream and run his

father’s Indian restaurant in Jackson Heights, his life is forever changed.

In film, Mandvi last starred in DreamWorks’ “Ghost Town” with Greg Kinnear and Ricky

Gervais, and was seen in “Music and Lyrics” with Drew Barrymore and Hugh Grant. Other

film credits include “Pretty Bird,” “Spiderman 2,” “Freedomland,” “The Understudy,”

“Eavesdrop,” “The Siege,” “Analyze This,” “ABCD,” “American Chai,” “The War Within,”

“Sorry Haters” and the title role in “The Mystic Masseur.”

Mandvi was named one of Filmmaker Magazine’s “25 New Faces of Independent Film” in

2008. He also hosted the 2008 Gotham Independent Film Awards in New York.

Other television credits include a recurring role on the cult-hit “Jericho” as well as guest

appearances on “Sex and the City,” “Sleeper Cell,” “The Sopranos,” “The Bedford Diaries,”

“Oz,” “CSI,” “Law & Order” and “ER.”

Mandvi was the recipient of the 1999 Obie Award for his critically acclaimed one-man

show “Sakina’s Restaurant.” His other New York stage credits include the 2002 Broadway

revival of “Oklahoma!,” “Guantanamo: Honor Bound to Defend Freedom,”

“Homebody/Kabul,” “Suburbia,” “Trudy Blue” and “Speak Truth to Power.”

MICHAEL NOURI (Chairman Bergen) currently is filming

the ABC pilot “Empire State” and can be seen in the FX hit drama

“Damages” opposite Glenn Close. He also has a recurring role on

CBS’s long-running “NCIS.” Nouri had a major recurring role on

ABC’s popular show “Brothers and Sisters” and starred as Dr. Neil

Roberts on FOX’s smash hit “The OC.” He also appears in the

feature films “Invincible,” with Mark Wahlberg and Greg Kinnear,

and “Boynton Beach Club,” opposite Dyan Cannon and directed by

Susan Seidelman.

Nouri has enjoyed a long career spanning film, television and

theatre. His film work includes: “Flashdance,” “The Terminal,” “Last Holiday,” starring Queen

Latifah, Billy Crystal’s “61*,” “High Roller: The Stu Ungar Story,” with Michael Imperioli,

“Lovely & Amazing,” “Finding Forrester,” starring opposite Sean Connery, “Goodbye

Columbus,” “Da Vinci’s War,” “The Imagemaker,” “GoBots,” “Chameleon,” “Fatal Sky,”

“Total Exposure,” “Black Ice,” “Fortunes of War,” “To the Limit,” and “The Hidden,” for

which he won the Best Actor Award at the Avoriaz Film Festival.

Nouri has recently guest starred on “Without a Trace,” “CSI: NY,” “South Beach,”

“Enterprise,” “Cold Case,” “The Practice,” “The West Wing,” and “Law & Order,” “SVU,” and

“Criminal Intent.” He played the lead role of Lucky Luciano in the highly rated NBC series

“The Gangster Chronicles” and received an Emmy® nomination for “Search for Tomorrow.”

Nouri starred in the NBC series “Bay City Blues,” three series for CBS—“Love and War,”

“Downtown,” and “Beacon Hill”—and in the title role of the series “The Curse of Dracula.”

Additional television work includes “The Doris Duke Story,” “Rage of Angels,” opposite

Jaclyn Smith, “The Last Convertible,” “Contract on Cherry Street,” supporting Frank Sinatra,

“Shattered Dreams,” the title role in “Quiet Victory: The Charlie Wedemeyer Story,” “Between

Two Women,” “The Story Continues,” “Danielle Steele’s Changes,” “In the Arms of a Killer,”

“Psychic,” “Exclusive,” “The Sands of Time,” “Between Love and Honor,” and “Eyes of

Terror,” with Barbara Eden.

Nouri starred on Broadway opposite Julie Andrews in “Victor/Victoria” and in “Forty

Carats,” opposite Julie Harris. He recently starred in “Can Can” for the Encores series at City

Center and in the Goodspeed Theatre production of “Camille Claudel,” opposite Linda Eder.

He also toplined a seven-month national tour of “South Pacific.”

Nouri serves as ambassador to the Multiple Sclerosis Society and to the Seeds of Peace

charity.

ABOUT THE FILMMAKERS

ANNE FLETCHER (Director) was one of the film industry’s sought-after

choreographers when she was tapped to direct “Step Up.”The film and its sequel have grossed

more than $262 million worldwide. Fletcher served as executive producer on “Step Up 2,” and

will executive produce “Step Up 3D.” In January 2008, Fletcher released “27 Dresses” starring

Katherine Heigl, Ed Burns and James Marsden. The film, which grossed more than $160

million worldwide, established Fletcher as one of the most in-demand female directors

working today.

On Fletcher’s slate is “The Matadors,” which she will direct for Offspring Entertainment.

The movie follows two men who take their baseball fanaticism to another level when they

form an all-male cheerleading team.

She also served as associate producer on “The Wedding Planner” directed by Adam

Shankman.

Born in Detroit, Fletcher began dancing at age 12, was teaching at 13, and dancing

professionally at 15. She moved to Los Angeles at 18 to pursue a career in dance after

graduating from high school. She subsequently traveled all over the world, dancing in

industrials and appeared on such television shows as “The Tracy Ullman Show,” “The

Smothers Brothers” and the mini-series “War and Remembrance.”

After making a music video with Dan Aykroyd and Tom Hanks for “Dragnet,” she began

dancing in film, making her debut in “The Mask,” which was followed by “The Flintstones,” the

first two features of many as a dancer and then as assistant choreographer to Adam Shankman.

She choreographed two successful films for Disney, “Ice Princess” and “The Pacifier,” and

also worked as choreographer on “The 40-Year-Old Virgin.” She provided choreography for

“Along Came Polly” and “Scooby-Doo 2: Monsters Unleashed.” Her work can also be seen

ABOOUT THE FILMMAKERS

“The Longest Yard,” “Down with Love,” “Boogie Nights,” and “Bring It On.” Among her

television credits are “Six Feet Under,” “Judging Amy” and “Buffy the Vampire Slayer.”

DAVID HOBERMAN (Producer) is one of the leading producers in the entertainment

industry today, having made his mark on more than 100 movies. In 2002, after three years at

MGM, Hoberman re-formed Mandeville Films and Television at The Walt Disney Studios.

This year, Hoberman will release the thriller “Surrogates,” starring Bruce Willis.

In 2008, Hoberman released the popular family adventure film “Beverly Hills Chihuahua”

and international spy thriller “Traitor,” starring Don Cheadle. “Kill Point,” a TV series starring

John Leguizamo and Donnie Wahlberg, premiered in summer 2007 for Spike TV. In 2006,

Hoberman released the arctic adventure “Eight Below,” starring Paul Walker, and “The

Shaggy Dog,” starring Tim Allen.

In 2005, “Beauty Shop,” starring Queen Latifah was released. In 2003, Mandeville released

the box-office hits “Bringing Down the House,” “Raising Helen,” starring Kate Hudson, “The

Last Shot,” starring Matthew Broderick and Alec Baldwin, and “Walking Tall,” starring The

Rock at MGM.

The award-winning “Monk,” a one-hour series for USA Network, is currently shooting its

eighth and final season.

In 1999, while at MGM, Hoberman co-financed and produced “Anti-Trust,” “What’s the

Worst That Could Happen?,” and the critically-acclaimed “Bandits.” Prior to this, Hoberman

was the founder and president of Mandeville Films, where he produced “The Negotiator,” and

signed an exclusive five-year pact with The Walt Disney Studios. During this time, Hoberman

produced “George of the Jungle,” “I’ll Be Home for Christmas,” “Senseless,” “The Other

Sister,” “Mr. Wrong” and “The Sixth Man.”

Prior to forming Mandeville Films, Hoberman served as president of the Motion Picture

Group of Walt Disney Studios, where he was responsible for overseeing development and

production for all feature films for Walt Disney Pictures, Touchstone and Hollywood Pictures.

During Hoberman’s tenure, Disney was the No. 1 studio, “Pretty Woman” was the No. 1

picture and the studio released the No. 1 soundtrack of the year. Hoberman was also behind

the releasing of major blockbusters including “Who Framed Roger Rabbit,” “Father of the

Bride,” “What About Bob,” “Good Morning Vietnam,” “Dead Poets Society,” “Crimson Tide,”

“The Jungle Book,” “Ed Wood,” “Dangerous Minds,” “Ruthless People,” “Beaches,” “The

Rocketeer,” “The Doctor,” “Sister Act,” “Alive,” “What’s Love Got To Do With It,” “Cool

Runnings,” “Three Musketeers,” “Tin Men,” “Stakeout,” “When A Man Loves A Woman,”

“Cocktail,” and “Three Men and a Baby.” He broke through the Disney live-action ceiling with

“Honey, I Shrunk the Kids” and championed the first-ever stop-motion-animated full-length

feature, Tim Burton’s “The Nightmare Before Christmas.”

Today, Hoberman is also a professor with UCLA’s Graduate School in the Producers

Program. He’s been a member of the Board of the Starlight Starbright Foundation for more

than 10 years, is a member of the Board of the Anxiety Disorders Association of America, and

sat on the Board of the Los Angeles Free Clinic for six years. He is also a member of the

Academy of Motion Picture Arts & Sciences and the Academy of Television Arts & Sciences.

Hoberman began his career in the mailroom at ABC and quickly ascended in the

entertainment business, working for Norman Lear’s Tandem/T.A.T. in television and film. He

worked as a talent agent at ICM before joining Disney as a film executive in 1985.

TODD LIEBERMAN (Producer) oversees more than 30 film and television projects for

Mandeville’s ever-growing slate. He most recently produced “Surrogates,” directed by

Jonathan Mostow and starring Bruce Willis, which will be released on September 25, 2009,

through Disney’s Touchstone label. He also produced the Disney hit film “Beverly Hills

Chihuahua,” directed by Raja Gosnell and starring Piper Perabo and the voices of Drew

Barrymore, Andy Garcia and George Lopez; “Traitor,” starring Don Cheadle and Guy Pearce;

“The Lazarus Project,” starring Paul Walker; “Wild Hogs,” starring Tim Allen, John Travolta,

Martin Lawrence and William H. Macy and generating more than $250 million worldwide;

and Spike TV’s hit show “The Kill Point,” starring John Leguizamo and Donnie Wahlberg.

Lieberman also executive produced “The Shaggy Dog” with Tim Allen, Robert Downey Jr.

and Kristin Davis and directed by Brian Robbins, “Eight Below,” starring Paul Walker and

directed by Frank Marshall, and the independent political thriller “Five Fingers,” written by

Laurence Malkin and Chad Thumann, directed by Malkin and starring Laurence Fishburne

and Ryan Phillipe.

Lieberman executive produced “Beauty Shop,” starring Queen Latifah, Djimon Hounsou,

Kevin Bacon and Alicia Silverstone, and Jeff Nathanson’s directorial debut “The Last Shot,”

starring Matthew Broderick and Alec Baldwin. He co-produced “Bringing Down the House,”

starring Steve Martin and Queen Latifah, and “Raising Helen,” starring Kate Hudson and

directed by Garry Marshall.

Lieberman is currently producing “The Fighter,” starring Mark Wahlberg and Christian

Bale and directed by David O. Russell for Paramount Pictures.

Prior to joining Mandeville, Lieberman acted as senior vice president for international

finance and production company Hyde Park Entertainment, which produced and co-financed

such films as “Anti-Trust,” “Bandits” and, “Moonlight Mile.”

Lieberman established himself at international sales and distribution giant Summit

Entertainment, where he moved quickly up the ranks after pushing indie sensation “Memento”

into production and acquiring the Universal box-office smash “American Pie.”

In 2001, Lieberman was named one of the “35 under 35” people to watch in the business

by The Hollywood Reporter. He holds a B.A. from the University of Pennsylvania.

Longtime collaborators and creative visionaries ALEX KURTZMAN (Executive

Producer) and ROBERTO ORCI (Executive Producer) began their work together as

innovative storytellers in a Los Angeles-area high school. Separately penning original

adventure tales and making ambitious home movies, they soon joined forces and dreamed of

one day bringing their movies to a mass audience.

The summer of 2007 saw the realization of that dream with “Transformers,” a live-action

adaptation of the popular animated series that went on to gross over $700 million worldwide.

The pair recently produced, and wrote the sequel along with scribe Ehren Kruger. The film

opens on June 24, 2009.

Kurtzman and Orci recently released the highly-anticipated “Star Trek,” on May 8, 2009.

The pair has written their own fresh take on the classic show, and also executive-produced the

J.J. Abrams-directed film. The film has grossed more than $230 million worldwide, and a

sequel is in the works. Additionally, the novelization of the film is a New York Times best seller.

Kurtzman and Orci also created the new FOX drama “Fringe” with Abrams, which was

recently picked up for a second season. The show stars Anna Torv, Josh Jackson and John

ABOOUT THE FILMMAKERS

Noble, and is a breakout hit.

In addition to their writing projects, Kurtzman and Orci are producing a continually

growing slate of movies through their Kurtzman/Orci shingle at DreamWorks. Their first

picture, DJ Caruso’s “Eagle Eye,” opened on September 26, 2008, starring Shia LeBeouf and

Michelle Monaghan. The film has grossed more than $170 million worldwide.

They are producing “Cowboys and Aliens,” which they will also write; “Nightlife;” “Deep

Sea Cowboys”; and “Atlantis Rising.” They are also writing and producing “28th Amendment”

for Warner Bros.

Inspired by Spielbergian action-adventure films that emphasize story, Kurtzman and Orci

reunited after college to write for the popular television series “Hercules: The Legendary

Journeys” and “Xena: Warrior Princess,” where, at age 23, they quickly became head writers.

In 2003, Kurtzman and Orci were approached to write for Abrams’ wildly popular television

spy thriller “Alias,” and eventually ascended to be executive producers of the show. In 2006,

the duo re-teamed with Abrams to write the third installment of “Mission: Impossible,”

starring Tom Cruise as super-agent Ethan Hunt, which was embraced by critics for adding

depth and humanity to the series and grossed more than $397 million worldwide.

Prior to “Mission: Impossible III,” Kurtzman and Orci made a splash with the sci-fi thriller

“The Island,” their feature film debut helmed by Michael Bay. Late 2005 saw the release of

“The Legend of Zorro,” starring Catherine Zeta-Jones and Antonio Banderas.

Following the success of “Transformers” and their other endeavors, Kurtzman and Orci are

using their position in the entertainment industry to nurture other young writers and help them

find their individual voices through a unique deal with DreamWorks and Paramount, in which

the team is producing their own material as well as developing the projects of other writers.

MARY McLAGLEN (Executive Producer) reunites with star Sandra Bullock after

having worked with the actress in the same capacity on seven previous projects: “All About

Steve,” “The Lakehouse,” “Miss Congeniality 2: Armed and Fabulous,” “Two Weeks Notice,”

“Divine Secrets of the Ya-Ya Sisterhood,” “Practical Magic” and “Hope Floats.”

McLaglen, a third-generation veteran of the movie business, is the granddaughter of

Oscar®-winning character actor Victor McLaglen (“The Informer,” “The Quiet Man”) and the

daughter of director Andrew McLaglen (“McLintock,” “ Shenandoah,” “The Rare Breed”).

Her brother Josh McLaglen (“Titanic,” “What Lies Beneath,” “Constantine”) is among the

industry’s highly esteemed assistant directors.

She began her career as a production assistant on her father’s sets, moved up the ladder to

the rank of production coordinator (“Nomads,” “Runaway Train,” “Back to School”) and unit

production manager (“Jack’s Back,” “The Prince of Pennsylvania,” “My Cousin Vinnie”)

before producing her first film, “Cold Feet,” in 1988.

Since then, McLaglen has served as executive producer on “Dodgeball: A True Underdog

Story,” Mimi Leder’s “Pay It Forward” and Barry Levinson’s comedy “Envy,” and as a coproducer

on “One Fine Day,” “Sgt. Bilko,” “Moonlight and Valentino,” “The Client” and

“Sommersby.”

PETER CHIARELLI (Writer) earned a master’s degree from the Peter Stark producing

program at USC. When he graduated he began his film career at DreamWorks. During that

time, Chiarelli produced the short film “Terry Tate Office Linebacker,” which was developed

into one of the most popular Super Bowl commercials of all time. In 2001, he became an

executive at Red Wagon Entertainment, where he worked on the films “Memoirs of a Geisha,”

“Win a Date with Ted Hamilton” and “RV.” He later moved to MGM to work as a director of

development, where he supervised production of “The Pink Panther” and “The Amityville

Horror.”

In 2005, he moved to DreamWorks to run Kurtzman/Orci Productions, where he was most

recently co-producer on the company’s first production, “Eagle Eye.” In addition, he served as

executive producer on the 2008 Sundance film “The Mysteries of Pittsburgh.” “The Proposal”

is his second script.

NELSON COATES (Production Designer) recently designed “The Code,” a heist picture

with Morgan Freeman and Antonio Banderas in Sofia, Bulgaria, with Mimi Leder at the helm.

Prior to that, Nelson worked in Chicago designing the period drama, “The Express,” with

Dennis Quaid. “The Express” marked Coates’ sixth feature collaboration with director Gary

Fleder. Their previous collaborations include “Runaway Jury,” “Don’t Say a Word,” “Kiss the

Girls,” “Impostor” and Fleder’s feature directing debut, “Things to Do in Denver When You’re

Dead.” Prior to beginning their work on “The Express,” they created the pilot and first six

episodes of “October Road,” a one-hour drama for ABC Television.

Nelson designed the recent comedy “School for Scoundrels,” as well as the live-action

mermaid movie “Aquamarine” on Australia’s Gold Coast. Other feature design credits include

“Man of the House,” staring Tommy Lee Jones, and the television show “Jonny Zero.” He also

designed Denzel Washington’s directing debut, “Antwone Fisher,” named one of AFI’s

(American Film Institute) top 10 movies of 2002.

Coates has designed a wide variety of films from “Living Out Loud,” starring Holly Hunter

and Danny DeVito, to “Murder at 1600,” featuring Wesley Snipes. He designed Academy

Award®-winning actor Kevin Spacey’s directorial debut, “Albino Alligator,” “Frailty” for Bill

Paxton, as well as “Bastard Out of Carolina,” directed by Oscar® winner Anjelica Huston.

Additional credits include “Stir of Echoes,” “Disturbing Behavior,” “Blank Check,” “CB4,”

“Three of Hearts” and “Universal Soldier.”

His other television designs include the pilot/permanent sets of “John Doe” and the

miniseries “Stephen King’s The Stand,” which earned him an Emmy® nomination in

recognition of the 220 sets and locations he designed. His design work has been featured in

publications such as The New York Times, the Los Angeles Times and Entertainment Design

Magazine. Between movie projects, Nelson designs for the real world as the architect/interior

designer on unique residential and commercial projects.

An actor, singer and dancer with stage, TV and film credits, Coates has composed and

choreographed more than a dozen opening and closing numbers for the Albert Schweitzer

Awards in New York, including the year the Gorbachevs were honored. He has also earned the

distinction of performing for Presidents Bush, Reagan, Ford and Carter.

A magna cum laude communications graduate of Abilene Christian University in Texas,

Coates was named Outstanding Young Alumnus of the Year in 1996. He is a member of the

Academy of Motion Picture Arts and Sciences, the Academy of Television Arts and Sciences

and Cambridge Who’s Who in America.

ABOOUT THE FILMMAKERS

CATHERINE MARIE THOMAS (Costume Designer) has collaborated with many of

contemporary film’s most innovative directors, notably Quentin Tarantino (“Kill Bill” Vols. 1

& 2), Robert Altman (“A Prairie Home Companion”), Neil Jordan (“The Brave One”),

Richard Shepard (“The Matador”), Richard Linklater (Tape”), Ethan Hawke (“The Hottest

State,” “Chelsea Wall”), Edward Burns (“Purple Violets,” “The Groomsmen,” “Ash

Wednesday,” “Sidewalks of New York”) and most recently Anne Fletcher (“27 Dresses”) and

Michael Suscy (HBO’s “Grey Gardens”). A Hyde Park, Chicago, native and an alumna of

Chicago Academy for the Arts and Kansas City Art Institute, Thomas began her professional

career as a designer in the costume shop at the Juilliard School. Nominated for two prestigious

Costume Designers Guild Awards for feature film, Thomas is featured in Deborah Nadoolman

Landis’s book “A Century of Hollywood Costume” (Harper Collins, 2007).

OLIVER STAPLETON, B.S.C. (Director of Photography) has photographed a broad

spectrum of critically hailed, influential films. “The Cider House Rules” marked his first

collaboration with director Lasse Hallström, and currently they have shot five films together.

He has teamed with filmmaker Stephen Frears eight times, beginning with the seminal film

“My Beautiful Laundrette.” He followed this with Frears’ “Prick Up Your Ears,” “Sammy and

Rosie Get Laid,” “The Grifters,” “Hero,” “The Snapper” (TV), “The Van” and “The Hi-Lo

Country.”

Stapleton has also worked with director Michael Hoffman on four occasions, including the

Oscar®-winning epic “Restoration” and “Restless Natives,” which marked Stapleton’s feature

debut as a cinematographer. He worked with Julien Temple on the ’50s musical “Absolute

Beginners” and on the sci-fi comedy “Earth Girls Are Easy,” earning an Independent Spirit

Award nomination for the latter.

Other accomplished directors with whom Stapleton has collaborated include David Mamet

(“State and Main”), David Hare (“The Designated Mourner”) and Robert Altman (“Kansas

City”). “The Water Horse: Legend of the Deep,” directed by Jay Russell, marked his first

outing into the world of VFX.

Stapleton began his career shooting music videos and won an MTV Video Award for Best

Cinematography for his work with the band A-Ha on the video for “Take On Me.” He has

worked with David Bowie, the Rolling Stones, Eddie Grant, the Human League along with

many other famous bands in the period 1980 to 1985.

PRISCILLA NEDD FRIENDLY, A.C.E. (Editor) studied film editing at the American

Film Institute and began her career as an assistant editor in television before moving on to

feature films. Her big break came when she was hired by Academy Award®-winning editor

Peter Zinner to serve as the associate editor on Taylor Hackford’s Oscar®-nominated drama

“An Officer and a Gentleman.”

Through Hackford’s recommendation, Nedd Friendly gained her first solo editing

assignment on “Eddie and the Cruisers” a year later. She went on to edit such films as “The

Flamingo Kid,” for director Garry Marshall; Jerry Schatzberg’s “Street Smart”; David

Seltzer’s “Lucas”; “Tucker: The Man and His Dream,” for director Francis Ford Coppola;

“Pretty Woman,” which reunited her with Garry Marshall; Irwin Winkler’s “Guilty by

Suspicion”; and Michael Caton-Jones’ “Doc Hollywood.” Nedd Friendly later edited the hit

comedy “American Pie,” directed by Paul and Chris Weitz. She reteamed with the Weitz

brothers on “Down to Earth,” starring Chris Rock, then collaborated with director Rob Minkoff

on the films “Stuart Little 2” and “The Haunted Mansion.” She recently edited the hit comedy

sequel “Big Momma’s House 2” and the true-life drama “We Are Marshall” for director McG.

“The Proposal” reunites her with director Anne Fletcher, with whom she collaborated on the

2008 hit “27 Dresses.”

Nedd Friendly is a member of the Academy of Motion Picture Arts & Sciences and American

Cinema Editors. She has appeared as a guest speaker on film editing at USC, UCLA and AFI

and has been written up in several film periodicals.

Information contained within as of May 29, 2009.

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