Ellen Page, Sarah Jessica Parker and Dennis Quaid in Smart People

If Lawrence Wetherhold has a hard time relating to his students, he's even more bamboozled when it comes to fatherhood and family. To make matters even more complicated, he's just received another “surprise” visit from his slacker brother, Chuck, whom Lawrence makes a point of reminding everyone, especially Chuck, was adopted. The two couldn't be more different - where Lawrence is pompous, uptight and officiously responsible, Chuck is a laid back, pleasure-seeking, unabashed flake - and yet they must come to rely deeply on one another.

To bring out the humor and unexpected humanity in a grown man who lives his life like a child, Michael London immediately thought of Thomas Haden Church, with whom he had worked on Sideways in a serio-comic role that garnered Church an Academy Award® nomination. “I was hearing Thomas's voice in the role of Chuck the minute I began reading the script,” recalls London. “It turned out that Noam was equally excited and receptive to the idea.”

Church was lured in by the script. “I thought it was, well, very smart. I really liked the style and the story,” he says. “And I liked the way the character of Chuck evolved. He seems like this clueless, hapless bohemian, but then, as with Lawrence, you start to see the layers stripped off.”

The more he got to know Chuck, the more he began to see who he is and why this lackadaisical free spirit manages to spur changes in those around him. “What I like about Chuck is that he's got nothing to hide, there's no duplicity. He has a candor that I think the rest of the family are largely avoiding, and really needs,” Church explains.

Dennis Quaid notes that Church's performance struck close to the bone for him. “He reminded me a little of my own little brother, and just the way brothers are in general, the way they can get under your skin and annoy you - yet how much they also make you laugh,” he explains. “Thomas is very creative and improvisational - I'd love to work with him again on anything.”

Unexpectedly, Chuck forms the closest bond in the Wetherhold family with his unusual niece, Vanessa, a prim and proper Young Republican who uses her lashing wit to withering effect. Vanessa may be a stunning master of extra-curricular activities and high test scores but when it comes to making even a single friend, she's been a disheartening failure.

At once a desperately lonely, sheltered child and the whip-smart, world-weary head of her household, Vanessa turned out to be most challenging of all the roles to cast, sending the filmmakers off on a months-long search for the right young actress. “Vanessa is, for me, one of the significant chambers that pumps blood into the heart of this movie. The difficulty was in finding someone who had the spunk of a young girl who also possessing the soul of a 40 year old. That is a really complicated thing to pull off,” observes Noam Murro.

Early on Murro thought of one actress who he thought had the right stuff for the role: Ellen Page -- the young Nova Scotian who first came to the fore as a savvy teen who turns the tables on a pedophile in the indie drama Hard Candy and more recently has won hearts, accolades and awards for running away with the title role in Juno. But at first, Page was unavailable. Then, at the eleventh hour, her schedule shifted and she met with Murro. He knew instantly she was what he had been looking for all along. He recalls: “Our meeting took place in a Burger King at Newark Airport. I came in from Pittsburgh and Ellen flew in from Canada. I saw her small figure and frame walking towards me and I just knew in that instant that she was the genius I was looking for. I feel very blessed to have had this chance to work with her.”

Page had found the Wetherhold family fascinating in Mark Porirer's screenplay. “There's so much passive-aggressive bitterness and child's play in their interaction with each other. They have such a lapse in communication, and yet they all really want the same thing,” she says.

She also found a lot of empathy for what prickly, difficult Vanessa is going through. “She's in the middle of this whole role reversal with her father, where she's maintaining the household and doing the cooking, and all she does is clean and study and practice for her SAT's. There's no sense of normalcy or being a regular teenager in her life, which is what makes her such an arrogant and angry person,” she says. “I got where she's coming from completely. It's kind of heartbreaking, but I also believe she'll get through it.”

Vanessa is forced into unexpected moments of fun and relaxation by her hedonistic Uncle Chuck, which results in a perilous misunderstanding between them. Page especially loved getting the chance to work so closely with Thomas Haden Church in creating their unusual, and unusually honest, rapport. “Thomas is hilarious, extremely smart and has fantastic instincts,” she says, “and he was always trying new things.”

Church was perhaps even more impressed by his young co-star. “Ellen is so gifted it's hard to fully comprehend it,” says Church. “She has nuances to her performance that I think are very rare. I said to Dennis, `I think this must be what Leonardo DiCaprio was like as a teenager.'”

Meanwhile, for the role of Vanessa's older brother, James, who keeps his well-adjusted life of remarkable accomplishments a secret, Noam Murro knew right off the bat who he wanted to cast: rising young star Ashton Holmes, whom David Cronenberg had cast as Viggo Mortensen's son in A History of Violence. “When I saw `The History of Violence,' I loved the film and I loved Ashton. I couldn't see anyone else in this role,” says the director.

Holmes was excited to find that young James broke the mold; far from being the usual young male rebel, he is actually the one reasonably well-adjusted person in the Wetherhold family. “James is an intellectual but he doesn't lack the emotional core that his dad lacks,” Holmes observes. “I think his mom must have given him some of that emotional fiber that he definitely didn't get from his father.”

To navigate the tricky relationship between James and Lawrence, Holmes delved into long conversations with Dennis Quaid about the long-buried father-son bond between them. “Dennis envisioned Lawrence as someone who's just really touchy and bitchy all the time. He's very aloof as a dad and he isn't as involved in his kid's day-to-day life as a normal dad would be, but he still cares in his own way,” he says. “I was really impressed with Dennis' commitment to that character.”

Each of the actors' deep commitment added up to the essence of a real, complicated family of difficult but yearning individuals, notes Murro. “The key was that each of the cast really understood their characters,” he says, “and they understand that this is not one of those movies where there is a huge arc to each of them. What happens to the Wetherholds is what happens to a lot of us in real life - that is, we don't change in really big ways.”

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