- Notes provided by Summit Entertainment. -

PENELOPE
An Introduction...

In this modern day romantic tale, Penelope is about a young girl's inspiring journey, a mysterious family secret and the power of love. With all odds against her, in order for Penelope to break the family curse, she must find someone who loves her faithfully. The warm and funny adventure leads her to realize the most important life lesson, "I like myself the way I am."

Penelope Wilhern (Christina Ricci), born to wealthy socialites (Catherine O'Hara and Robert E. Grant), is afflicted by the Wilhern spell that can only be broken when she finds love. Hidden away in her family's estate, the lonely girl meets a string of suitors in her parent's futile attempt to break the curse. Each eligible bachelor is enamoured with Penelope and her sizable dowry ... until her curse is revealed.

Lemon (Peter Dinklage), a mischievous and eager tabloid reporter wants a photograph of the mysterious Penelope and hires Max (James McAvoy) to pose as a prospective suitor to get the shot. The handsome down-on-his luck gambler finds himself falling for Penelope, but not wanting to disappoint her or to expose his surreptitious ways, he decides to disappear.

Fed up by his latest betrayal and determined to live life on her own terms, Penelope breaks free from her family and ventures into the world alone. She finds adventure and Annie, her first friend (Reese Witherspoon) and becomes the person she was meant to be.

The film features an all-star cast that includes Christina Ricci (Monster, Prozac Nation), Academy Award-winner Reese Witherspoon (Walk the Line), Emmy Award-winner Catherine O'Hara (Lemony Snicket's A Series of Unfortunate Events, A Mighty Wind), Richard E. Grant (Bright Young Things, The Portrait of a Lady), James McAvoy (The Last King of Scotland), Peter Dinklage (The Station Agent, Elf) and Simon Woods (Pride and Prejudice, Elizabeth I). Also featured are some of the UK's premiere comedic talents, including Ronni Ancona (A Cock and Bull Story), Nick Frost (Shaun of the Dead, Kinky Boots), and Lenny Henry (Harry Potter and the Prisoner of Azkaban, Hope and Glory).

Penelope is an original screenplay from writer Leslie Caveny (Everybody Loves Raymond), and marks the feature film debut of director Mark Palansky whose previous work includes the award-winning short films Shutter and The Same. The film was produced by Stone Village Pictures' Scott Steindorff, Golden Globe-winner for his mini-series Empire Falls, and Type-A Films' Reese Witherspoon and Jennifer Simpson (Legally Blonde II: Red, White and Blonde), co-produced by Zephyr Films' Chris Curling and Philip Robertson(Decameron, Young Hannibal), and executive produced by Stone Village's Dylan Russell. International sales are being handled by Hyde Park Entertainment.

The Story

The Wilhern family has always been one of privilege. Their undisputed position in high society is no secret, with a long lineage of blue blood to prove it.

In the mid-nineteenth century, a witch placed a curse upon the Wilhern name as revenge against the family, after they denied a marriage between Ralph Wilhern and a common servant girl. As the witch proclaimed, the first born daughter to the Wilhern line shall be cursed with the face of a pig. The witch offers only a single remedy: not until daughter finds a suitor to love her until "till death do they part, will the curse be broken."

More than a century passed without a daughter to speak of and the curse was nearly forgotten. Then came Penelope (RICCI). Plagued with a face too hideous to love, Penelope seems destined to spend her life alone. Her parents go to great lengths to protect her from scrutiny; they fake her death and keep her hidden within the gates of their estate. Her overbearing mother (O'HARA) convinced she can break the curse, devises a plan to find Penelope a blue-blooded suitor willing to overlook her grotesque appearance. She goes so far as to implement a system of forcing her gentlemen callers to sign a non-disclosure agreement to protect her true identity, but nothing can keep this secret safe. As every other suitor runs screaming in horror, jumping through windows and fleeing the property, one manages to tell the world what he has seen.

Edward Vanderman (WOODS), the son of a wealthy businessman, desperately confesses everything to the police but winds up on the cover of a local tabloid, and is ridiculed for his outlandish claims.

However, it just so happens that a disgruntled reporter, Lemon (DINKLAGE), not only believes Vanderman's story but has waited twenty-five years to get the scoop on the Wilhern legend, and he agrees to help him clear his name. All they have to do is find a regular blue-blooded bachelor to hatch their scheme...only one problem, how do you find a blue blood short on cash?

Enter Max Campion (McAvoy), a charming young aristocrat and avid gambler, down on his luck. With each passing day, Max gains Penelope's confidence. Believing it is her last chance to find happiness, she unveils herself to him, giving him the opportunity he needs to cash in on his reward. The choice is his, but suddenly it doesn't seem so easy.

As Penelope searches for love where there seems to be none, she soon discovers that things are not always as they seem, and what she's been looking for all along, may be closer than she ever imagined.

The History Behind Penelope

"The idea was in my head for a long time" explains screenwriter Leslie Caveny. "I'd actually written a play called Love of a Pig, which wasn't about a pig, but about a man who was a pig and behaved like a pig, so lots of people started sending me all these pig things - stuffed pigs and books on everything to do with pigs".

"During that time, I heard a folk tale about a woman who was born into a rich family with a pig's face and her parents tried to marry her off by attaching this huge dowry. She never married and died lonely and alone and I thought it was such an amazing opportunity for a reverse Beauty and the Beast".

"The folk tale had a miserably unhappy ending, so I let it gel in my head until I found a way to re-work the gender switch. We've seen many fairytales where the woman loves the guy no matter what he looks like, so I wanted to create a story giving the woman the same treatment" says Caveny.

"I was a very insecure teenager" admits Caveny, "I spent much of my high school years hiding in the girl's bathroom feeling, like a pig, what with the acne and all of the angst. When you don't feel good about yourself, you say I feel like a pig".

"When you really think about it, it's amazing what insecurity can do to a young life. Hopefully everybody will relate somehow to what this feeling is, whether it's a pig's nose, acne, bad hair, fear of something or how you speak. I wanted to explore the idea of reclaiming your life and not letting those insecurities stop you getting on".

Caveny first started writing as a child. She moved to LA to become an actress after attending Boston University School of Arts where she studied playwriting with Derek Wallcott "I always planned on writing but it was going to be this thing on the side and then my career went 100% in that direction. I think writing saves my friendships because instead of venting to those close to me about all my angry issues in the world, I write it down and try to entertain with it".

Caveny first started penning Penelope around three years ago; the screenwriter explains how it finally came to fruition: "I'd been working in TV as a writer-for-hire. I was feeling really depressed and it was Christmas Eve. Somebody had given me a book on writing by Stephen King and there was a line in there talking about how writing isn't about making money, getting rich, getting girlfriends or boyfriends, it's about getting up, getting even, getting happy. It just blew my mind and something snapped in my head and I realized that's what writing was supposed to be for. So, I quit my jobs, forget the money, went broke but it didn't matter because writing something you care about is what really matters".

Because Caveny had been writing for TV, she was used to a very fast turnaround where you write and shoot two weeks later. The process for getting a feature film off the ground proved quite different. Her agent started sending the project to various Hollywood producers and Caveny had dozens of meetings and all of the responses were positive but the majority of them were wary of taking that brave step of making a movie that called for the lead actress to commit to wearing a pig's nose.

Things changed when Academy Award-winning actress Reese Witherspoon and Jennifer Simpson, her producing partner at Type A Films read Penelope. "They will be my heroes until the end of time" enthuses Caveny, "they loved it and said they were going to make it happen and they did".

"It's just a very magical story about a girl coming to terms with who she is as a person and I think it's just something that can touch everybody. Reese and I fell in love with it" explains Simpson

Debut feature film director Mark Palansky read Penelope when Caveny's agent first started sending the script out. Caveny and Palansky met up and spent eight hours talking about Penelope. "I was so moved by this young man's passion for this story -- he was so connected to this script and his total passion for it just blew my mind. I kind of knew that night he was going to be the one to direct it. But, I was a first time feature writer and he was a first time director and we thought that could be kind of tricky getting people to believe in us".

"Mark had done some great shorts a couple of years ago and when Reese and I originally got involved in this project we thought it was great to discover a first time director" explains Simpson. "He was someone who seemed to have his own vision of the movie and after meeting with him we really got his vision and understood it so we were willing to take the risk".

Caveny is forever in debt to Witherspoon and Simpson for their commitment and belief in her and Palansky, "Reese and Jennifer are so brave and wonderful. We all shared the same vision, we've worked very closely over the last three years refining it, but it finally worked because they `got it'. They've been simply amazing".

The script for Penelope was first brought to the attention of producer and Stone Village founder and president, Scott Steindorff by his executive producer Dylan Russell who had been passed the script by Jennifer Simpson via ICM who were helping to package and finance the project. Steindorff was equally captivated by Leslie Caveny's adult fairytale, "I read it on a flight from LA to New York and loved it immediately. As soon as I got off the plane, I made the call to say let's do it". Steindorff and Russell met with Witherspoon and Simpson and as the old saying goes, "the rest is history".

"Scott and I had never met Reese or Jen before but we found it really interesting because the dynamics of our companies are so similar" notes executive producer Dylan Russell. "We are both very literary and are attracted to book adaptations so our tastes are very similar and it really seemed a good match".

Steindorff had looked at various towns in the United States and Canada in which to shoot the movie, but it wasn't until he brought director Mark Palansky to London that they felt absolutely right about the choice of location. "We knew London was it" says Steindorff, "It has a fairytale quality and it's simply enchanting. It's perfect for Penelope. Plus the crews are so talented, so nice and so focussed. It's been a great experience -- apart from the cold weather! There was a moment when my toes were so cold I thought I had frost bite and so I immediately went into my trailer, started convulsing and was ready to call 911 but I thought, I'm going to brave this out! It's a little cold here but it's beautiful. We love London".

"It's the first film I've worked on in Britain," says Dylan Russell "I think the film crews here are masters. This is a small film compared to something like Harry Potter so I can imagine it only gets better with more budget. The film crews are true experts here in the UK".

The Look, Feel, Style and Locations

"I call this the anti-Barbie movie" declares producer Scott Steindorff, "today everyone's so concerned with how they look, it's interesting to develop a story where a young woman overcomes the prejudice about how she looks and proves her strength of character and eventually triumphs, finds herself and finds true love".

"The only way Penelope can break the curse is if she falls in love. The suitors come and go and eventually she falls in love and a boy falls in love with her, not for her money but for who she is. So, that's the real undertone of this piece. It's not what you look like, it's who you are. It's very timely, because there's so much emphasis on cosmetic surgery and all these things so I think it's very important for teenage girls to take a different look at life and what really matters, and for adults too" concludes Steindorff.

"Love conquers all in Penelope" says producer Jennifer Simpson. "This is about a woman coming to terms with who she is and what she looks like and feeling comfortable in her own skin".

As a child, executive producer Dylan Russell recalls his own love of the literary works of CS Lewis and The Chronicles of Narnia and Tolkien and he was particularly attracted to the European fairytale feel of those works. "Penelope has that feel too. As a kid I always wanted to read stories with that feeling that explored other worlds with that international feel".

"I'm typically drawn to magical stories" says Russell. To realize the true potential of film is to create a world you wouldn't be able to explore otherwise. I think something like Penelope fits right into that concept. I think we all like to find an imaginary place and live in it for a very short period of time. That's really the essence of filmmaking and of being entertained".

Director Mark Palansky had very clear ideas about the "look and feel" of The Wilhern family's ancestral home. It needed to be imposing, gothic and really give the audience a sense of the history within the fabric of the walls. "The house is supposed to be located in a city" explains Palansky, "but we looked all over London, particularly around Hampstead, but nothing was quite right, so eventually we decided on Foxwarren". Located just outside London, between Cobham and Weybridge in Surrey, Foxwarren is a gothic country pile, with a sweeping gravel driveway and huge arched windows. Palansky could smell the history in the place, so plumped for the location. Although the property features views of the rolling Surrey countryside, these will have to be removed by CGI in order for the movie's city-look to be maintained.

Location manager Pat Karam explains his brief and how he eventually came up with the key locations to fit the look, feel and style of Penelope: "It was originally written for a non-specific American city and the family's ancestral home, the Wilhern house, is a very un-English place. The house that Mark wanted therefore had to be very un-English and it was quite hard to find. There wasn't one house that fulfilled everything. The house that the audience will see on screen is a composite of three different locations".

"My brief was to find something Victorian with a gothic to feel. The red brick of Foxwarren is much exaggerated and has very geometric patterns. The one thing Mark did want was for it to be set in a very urban environment. We spent a huge amount of time looking around, but eventually we found Foxwarren but unfortunately it wasn't in an urban environment, so we're using computer generator imagery and will drop the house into the end of a street in Hackney in East London, when we're actually shooting at a house in the leafy Surrey countryside and Hall Barn just west of London in the Beaconsfield countryside features as the interior of the Wilhern home".

Other major locations Karam secured include the Cardinal Vaughan School in London's exclusive Holland Park, Blackfriars and Farmiloes, a listed historical building in the City of London and London's fashionable Primrose Hill, home to many of the hot names in film and music because of its relaxed village-like atmosphere, cute shops, pavement cafes and cool pubs and restaurants and close proximity to the hub of London. Primrose Hill is known for its 5th November Guy Fawkes celebrations and local residents had a January 2006 surprise when Penelope filmed night scenes on the hill itself which included a huge firework display.

Primrose Hill lends itself perfectly to the fairytale feel of the movie and that is largely due to the genius of French cinematographer Michel Amathieu, "I think London will be depicted in that fairytale way similar to the way Paris was in Amelie" notes Pam Karam. Amelie was so beautifully shot and it has that slightly unreal quality about it and I think that will come through in Penelope".

Penelope hasn't experience or existed in the outside world as her family has sheltered her because of the way she looks. As a result, she's grown up in a self-created environment -- her attic room, a place where her inner creativity has been allowed to express itself. Penelope's room has become an expression of her and how she imagines the outside world.
Production designer Amanda McArthur and her team created a feast for the senses with colour texture and detail on Pinewood Studio's E Stage and Penelope's attic was born. With lots of rich reds, surreal paintings, tiny details and a sense of Penelope's development from child to young woman, her whole environment reflects her and this is something director Palansky was passionate about getting right. Production designer McArthur and celebrated French cinematographer Michel Amathieu (Amelie) were both crucial to that

Penelope's costumes also reflect the rather eccentric upbringing she has had -- not only the sense of isolation from the outside world, but also her imagination and creativity in action. Emmy award-winner and BAFTA-nominee Jill Taylor is the woman responsible for the look and design of Penelope's costumes.

Producer Scott Steindorff notes that director Palansky's feel for the movie took it to a whole new level, "Mark has a real feel for it, he's done a fantastic job and visually he knows how to make it into a bigger story. He really found his rhythm and from the outset, knew exactly how he wanted to do it stylistically. A lot of people have compared him to Tim Burton, or Terry Gilliam, but I think he has his own voice. He has a distinctive style that he has brought that to the movie".

As with all fairytales, there is always a moral to the story and Penelope is no different. "There is a moral to the movie at the very end" explains screenwriter Leslie Caveny, "it's not the power of the curse, it's the power you give the curse. When the audience leaves the theatre after seeing Penelope I hope they'll leave with that Wow! feeling, a sense of freedom, a kind of lightness, a joy and a new sense of being open to who they are and who we all are".

"There are a lot of visual surprises throughout the movie" explains producer Scott Steindorff, "and a lot of twists and turns that make this a really interesting ride and I think it's going to attract a universal audience".

"There's a lot of comedy, a lot of heartbreak and I think they are real things that everyone can relate to" notes producer Jennifer Simpson. "The audience will have had a very magical ride. Penelope is a very beautiful, poignant story and the audience will be transported into this other world, yet it's a world they will relate to and as a girl, Penelope is someone they'll relate to. I think they'll find it uplifting and what's really magical is that it's about a woman who goes into the big bad world for the first time and sees the everyday things with a new spin, so it reminds us all to take time to stop and smell roses".

The Costumes

British Costume Designer Jill Taylor was initially briefed by director Mark Palansky on the look and style he wanted to achieve with the costumes for each of the characters, "When I met with Mark he had some great ideas and he had all this visual reference on his laptop that he wanted to incorporate into the look. We also worked in conjunction with the actors" explains Taylor, "I always like to get their input".

"When Christina came for her fitting we had shopped for her and she felt that some of the costumes weren't how she'd visualised Penelope so we got some shapes and ideas together and I went shopping again and bought a load of new stuff. I always value what the actor says, it's a case of give and take then hopefully they are happy on set and feel comfortable. That's my aim. They have to look right of course but they also need to be comfortable and happy".

"My brief from Mark about Penelope was that she's lived in her own little world all her life. She's had no outside influence and has never really been out of her room as she's been hidden away by her parents. We tried to put things together for her in a sort of quirky `other-worldly' way. That's very difficult to do because when you look around the shops, everything has been done to death. It's either retro or whatever you do has been done in some shape or form somewhere before".

"So, we took lots of ribbons, braid, buttons, brooches and cross-stitching and decorated pieces for her, so as to give the impression that she'd customized some of her clothes herself. Things have turned up in her room and she plays with them -- she's very inventive and quite eccentric and adds bits and puts things together in her own unique way. Mark wanted to incorporate his original art work for Penelope, so we had these quirky tights and shoes and things put together in a weird way. The other factor we had to take into account was Christina's size as she's a tiny lady. You have to be careful what you give her so you don't overwhelm her, so we followed the tights and the shoes but we kept them plainer in colour".

For the wedding dress that Christina Ricci wears, Palansky wanted something similar to the Chanel dress Nicole Kidman wore in the commercial that Baz Lurhman directed her in. "He wanted that kind of floaty feel to it when it moved. We couldn't find ostrich feathers because we were on quite a tight budget, so we found shredded chiffon in a shop in Berwick Street in London's Soho. That gave the desired effect of floating and I did him a drawing for Mark and that's how we arrived at the dress. Christina also quite liked the idea of a corset which I'd drawn, so we put that over the skirt".

The wedding scene was obviously quite a significant one for Taylor to design the costumes for. "The whole thing about this piece is that it could be set anytime, any place, anywhere, so we didn't want to make it too English" explains Taylor. "I naturally veer towards `Oh it's a wedding, mother of the bride should have a hat' but at American weddings, a lot of people don't wear hats". Catherine O'Hara plays Penelope's mother Jessica and wore an Armani jacket and top and Taylor and her team made the skirt that accompanied it. "It was a copy of a Vivienne Westwood skirt actually but it's just toned down".

One of the scenes that provided the greatest challenge was the Halloween party scene, "Because of a timing thing, my poor trusty assistant Charlotte and I were making Christina's Halloween outfit over night for the next day! Mark had had an idea and wanted something different but I always assumed it was a continuity outfit from a previous scene and a couple of days before we shot it he said she should be in something different. So I did a drawing for a coat and Charlotte and I were up most of the night making and then decorating it. Mark loved it and asked when we'd finished it and I said, five minutes before she put it on!"

The Prosthetic Pig's Snout

US-based prosthetics specialist Scott Stoddard is responsible for the entire design, look and feel of the prosthetic pig's snout worn by Christina Ricci in Penelope.

"The design process started with myself and Mark Palansky back in June 2005 when we started doing some drawings and it evolved from there. It's been a long process and we went through four different make up designs and we sculpted and tested them on Christina to work out which ones worked best for her and her character and her own mobility and for the film itself" explains Stoddard.

The daily routine during principal photography when Ricci was required to wear the pig's snout, involved Stoddard working with hair and make-up designer Liz Tagg who would handle the beauty make-up and hair. Applying the prosthetic snout took Stoddard just over an hour each time, at first it took an hour and forty-five minutes, but Stoddard refined the process. "Christina has been great about it, she's just let me get on do what I need to do and she often falls asleep and gets into a different zone while it's being applied".

Stoddard would have first call on Ricci and once she was in the chair, he would clean her down facially with an astringent and apply the silicone appliance that's impregnated between two layers of plastic cap material, "It's a baldy material that's sprayed into a mould, so like a sandwich, because silicone itself won't stick to skin unless it has something that's biting onto it" says Stoddard.

The prosthetic appliance took around half an hour just to anchor it down onto Ricci, "You have to concentrate on every square inch because there are certain areas that are so thin. Most people might think the nose ends in one place, but it actually goes half way across her face so it covers a wide area. I wanted to do it that way so that your eye wasn't going to go for the most obvious".

"With Christina's face there was really no place to hide an edge or any of the blending so it has to be seamless. It takes a long to get it absolutely right. Once the appliance was on and I'd painted it up to match her skin tone, Liz Tagg took over and started marrying everything we've done on her face into the rest of her face, so we got an overall porcelain palette and from there she brought some rosiness to her cheeks and made up her eyes and dealt with the extensions in her hair".

The key objective in the design was to retain as much of Christina as possible as she was cast for a specific reason. "She has such great features and we didn't want to hide them with a make-up that was too intrusive" explains Stoddard. "We wanted the make-up to marry her own looks and her own character".

"We started with a severe version and from that we started going backwards until we reached something that would be more acceptable for the audience to look at for a long period of time. You need to have the audience turned off by it a bit at first but be able to accept it throughout the film and get to love the character. It's a very thin line and you can't go too far. I think we struck a good balance". Stoddard and director Palansky have know each other for seven years, "He's one of those crazy workaholics, like myself" admits Stoddard, "he and I get along great and we call each other if we've seen something on TV or in a magazine and pass it back and forth. He was very influential on the process of creating the snout and was involved in every single step of what I did, changes I was going to make and he would have ideas and changes he would want to do. I would let him know the practicalities of what could and couldn't been done. He's really energetic and passionate and he wanted to be sure it looked absolutely right. Marks' a really creative guy and I had a lot of fun working with him".

New snouts were required each time Ricci was made up and Stoddard had the prosthetics manufactured in Los Angeles "We've gone through about twenty two or twenty four of them - each day is a brand new nose. "At the end of the day it's taken off and I keep it to be sure my colour schemes are exactly the same every single time I put them on".

"The noses only have a shelf life of six months, after that the silicone starts catalysing and softening and it eventually plasticizes out to nothing and becomes goo. After this movie most of them will be shredded up but we'll hold onto a few just in case Mark calls me up and says let's do a sequel - the curse has come back!"

Casting

"When we first sat down trying to figure out which actress we all envisioned as Penelope, Christina Ricci was our first choice, by far" says producer Jennifer Simpson. "She is such a beautiful girl and an amazing actress. We knew she would be bold enough to wear the prosthetic nose and her eyes are so expressive and so beautiful, we knew that people, would just fall in love with her in an instant and wouldn't be distracted by the nose. We sent her the script and she had read it immediately and was right on board from the beginning and has been completely courageous with this part".

"She has a vulnerability about her, so she's bringing a lot of life to this character" comments Scott Steindorff.

"There is probably no-one else but Christina Ricci who could pull this role off" observes Dylan Russell. "From her history and the roles she's played before, to all the magical qualities that she brings to this, as a person there is something very unique and special about her".

"It's quite a risk having the lead character in a film run around wearing a pig's snout, but it works because it's Christina Ricci wearing it" continues Russell. "She was up for it from the beginning. She really wanted to do it and the prosthetics process is a two hour process in the morning and an hour taking it off, so she spends a big part of her day in make up and you have to be up for that too. I think she absolutely amazing".

"Christina Ricci will be my hero forever. She's the bravest actress to step forward and do this. The day we had the make-up test and she put on the nose and I saw those big brown eyes, I went home and cried! She's so stunning and her face is so expressive and magical. It's a dream come true having her play Penelope. It's also very cool of Reese to play a cameo -- it's a beautiful bonus".

Academy Award-winning actress Reese Witherspoon is part of the producing team on Penelope and she also takes a cameo role in the movie. Her producing partner in Type A Films, Jennifer Simpson explains Witherspoon's role in the project, "For Reese it's about the material, about characters she can relate to and although her appearance is only a cameo, I think it's a very fun role to play Penelope's first real female friend and think that's a very important thing. She's someone who Penelope can look at and learn from because she is a totally different kind of women with so much energy and somebody she is attracted to and interested by. She basically opens Penelope's eyes and shows her the world".

"Taking the role just shows Reese's total dedication to the movie material. She's very passionate about the project" comments Scott Steindorff.

"Coming to the UK was our first exposure to Scottish actor James McAvoy and we were blown away, both in seeing a few of his films and meeting him, he just has this charm and charisma that is really perfect for the film. He's also able to do the American accent so perfectly and that's just a testament to his acting abilities" comments Dylan Russell. "We could have hired an American star or someone already well-established, but I don't think it would have worked quite the same. I think having someone who is really breaking out in their career involved in this film, is exactly what we wanted and needed. He's also a great match for Christina - they play off each other really well. What's interesting about the story is both of them are these grounded characters where everything around them is absurd and comedic and I think that kind of the essence of who both of them are as people as well".

Scott Steindorff echoes Russell's sentiments, "James is going to be a big star. He's really is. He plays the role with an American accent and he plays it perfectly. There's just been a great chemistry between him and Christina Ricci and we're very pleased with him and his performance".

Casting Peter Dinklage as Lemon was Mark Palansky and Jennifer Simpson's
idea. "We needed a really unique personality for Lemon" explains Dylan
Russell, "he's such a great character and is kind of the glue that holds this kind
of story together. He showed up and he's such an amazing actor
and he brought a whole other persona to the piece and made it his own character. You see him with the eye patch, and the suit, and the moustache - it's just perfect. I didn't know who that character really was until Peter showed up on set and that's when you realise he is Lemon. We were hugely fortunate to get him. Lenny Henry is someone else who adds to the great comedic cast. He's hilarious. We knew a little bit of him in the States and I think he just really rounds out that comedic cast".

"Lenny is an absolute presence and in his own right, so is Peter Dinklage. I think the most difficult part has been framing them in a shot - to have them side by side, really plays with the comedic aspect of this film. Immediately you have this comedic vibe and these great actors who are really funny together. Some of the funniest moments of this film have been off camera. It's a hilarious film on screen, but they are all such great comedians they just keep going even after the camera has stopped rolling" laughs Dylan Russell.

"We saw a lot of Ronnie Ancona's TV work in the States and she just adds to the piece particularly the way she and Catherine O Hara play off each other. We've been very fortunate coming into this and getting all these amazing UK actors. It's a whole new world and I think we'll want to hire UK actors in all of our films because there is a different school that they come from. Whether it's the theatrical training or just the unique environment of BBC TV, I think it allows them a little bit more freedom and a different way of approaching their acting" notes Russell.

"Catherine O'Hara was our first and only choice as the mother" admits Jennifer Simpson. She's such a great comedian and yet she is so sympathetic, and so emotional. She's a fabulous actress and it's an absolute blast having her and Richard E Grant together".

"Richard has a very distinctive, comic background that was important for this part and he is doing a fab job" says Steindorff. "The material attracted great talent so we're really pleased with the casting".

The Director's Cut
By Mark Palansky

"I got involved with the project, several years ago now. I'd done a short film that was a sort of fairytale and several people had seen that and liked it. I read the script for Penelope around that time, which was just before Type A, Reese Witherspoon and Jennifer Simpson's company, became involved in the project. They became involved and then they met with me and the rest is history".

"What initially excited me about the material was that it's a very strong central character, born into this world, different from everyone else and the interesting part of this script that separates it, I think from other films in a similar genre is that Penelope's character is very strong-willed and she doesn't let her affliction really burden her. It's everyone around her who is more affected by it and I think that's what the film's about. Obviously The Elephant Man is a different genre but it's a similar central character but his affliction disables him and he's not able to get on with life, whereas Penelope is passionate and excited by life. I liked the modern take on a classic fable".

"Casting was by far, in retrospect now, the best part of making this film for me. Taking on the role of a girl who's cursed with the face of a pig is not something that every actress is going to really stand up for because it's an extremely bold move for an actress to make. Even though it's an incredible role, it's not an easy role, it's not easy to go through the entire film that way and Christina is someone that just so embodies the character".

"When I first met with Reese and Jennifer about the directing job, there's a painter by the name of Mark Ryden who a lot of the film was inspired by. So, I brought these paintings with me and talked through the visuals of the film. Then five or six months later, Christina had read the script and was very interested and met with me and what was funny was that the painter had painted Christina several times and all his figures are loosely based on Christina Ricci. At the time, his work was just an inspiration for the film and then her becoming attached to it was really quite extraordinary".

Christina did such a phenomenal job with the character that I never could see it with anyone else. She's so expressive and so bold and her eyes are so powerful. Her eyes are by far her strongest asset as an actress because they say so much with her really saying very little and she's sort of a living doll in a way, in a special way".

"With regard to the other cast, Catherine O'Hara was someone I also wanted from the get go. She's able to bring sympathy to the character that isn't necessarily there and her sense of everything really is extraordinary. Richard E. Grant is obviously an English institution and I've been a fan of his work for a while and he climbed aboard really quite quickly. I think the script was something that brought a lot of people together because it's really a unique script and because it's not traditional in any way. It's not a romantic comedy and it's not really straightforward fairytale, it combines a lot of different elements and I think it's very striking. I think you kind of gravitate towards it".

"Susie Figgis our casting director was great with all her choices. She was a fan of James McAvoy from the very beginning. She'd pushed his work and had shown me some examples and it's interesting because at the beginning of the casting process you just get a headshot and what you first see isn't always representative of who the actor really is. Susie showed me this modern day version of Macbeth that was shot here in the UK and James played a head chef and there was this scene that she showed me. She said Mark you absolutely have to see this and he was just amazing. The scene funnily enough was him chopping a pig's head and he was so charismatic in that moment that it was really obvious he was so talented".

"I met with James and we didn't talk about Penelope at all, we talked about life philosophies and all sorts of things. That to me was much more like the character that he plays, Max or Johnny that's what really made me want him. James McAvoy's character had so much in common with the character. I think when you see this film, most of the leads have such extraordinary eyes and they're able to say so much with their eyes. There are scenes between James and Christina that are just really their eyes and that's it. They don't have to say anything to one another and to me those are the most powerful scenes in the film. Just those things. So, he was just fantastic, so serious and so dedicated and had such a strong work ethic. Those are all things that I enjoyed while working with him".

"When Reese was shooting with us, it was just after she'd won her Academy Award so everyone was very excited on set. As soon as she arrived everyone was congratulating her and it was wonderful to then have her be part of it at that time for her because she really energized everyone in the crew".

"I learned a lot and appreciated this whole process I've been through. I had such a clear vision about everything, about the look, the shot, the scene, the dialogue, the words, everything that was supposed to happen but what you can't predict is the actors, what they bring to it in the moment. I look back watching the film now and those moments in the film, the ones that were, that just happened, that were unpredictable, were the most amazing".

"One of the most memorable scenes to shoot was an incredibly important one where James and Christina's characters finally come together. James is physically backed up and slammed into an enormous glass cabinet on set and the whole thing shattered. It was a great moment and it was extremely loud and I was watching James' face - I could see the blood actually drain from it. The emotion was so strong on his face because it was real because he was really terrified and that was what his reaction was meant to be in the scene. I didn't yell cut and he carried on with the entire scene and I remember thinking, if he'd cut his leg, he'd probably have a couple of minutes before he actually passed out so I'd be able to get the take in! I joked with him about that afterwards. As soon as I yelled cut, you could see then he let the shock really hit him".

"The scenes between Peter Dinklage and Simon Woods as Lemon and Edward, were a blast because they were hysterical together and they had such a great rapport".

"The way Penelope has turned out is pretty close to my original vision. It's not set in London - it's not set in any place in particular, although it was originally set in New York, so my initial vision of it had to be consistent no matter where we filmed. We came to London and I've loved shooting here, it's a wonderful city. I wanted the city in the film to be its own fabled city. The whole look of the film is strikingly unique - we've brought together a French cinematographer, a production designer who is a New Zealander and a British costume designer and I wanted everyone to be thinking on different levels all through the same vision, coming from different places and I think that really shows in the end result. It's such a universal story, it's such a universal subject matter, it's clearly a fairy tale so all those things allow you the freedom as a director to create something new, to create something that feels fresh and it's more fun that way, it's more fun to be able to give everyone that freedom".

"As a location London's has so much history and so much wonderful architecture. It's got a fabled quality to it because of that history and architecture. We came to London for two reasons really, artistically and financially and it's just been perfect".

The prosthetics was a process that we started as soon as Christina Ricci became attached. A very, very good friend of mine, Scott Stoddard did all of the prosthetics. He's just an amazing artist, painter and sculptor and it was important for me to have someone who understood the human form, so it wasn't just about thinking specifically about a prosthetic and how you apply it, you have to think about an entire form. I wanted the pig's snout to look fleshy, but also it is a deformity and we were working in a fabled world and so it's a metaphor. You can look at any kind of physical deformity or emotional deformity and create a heightened reality so then it becomes the snout of a pig".

"If you really look at the way the pig's snout connects to the flesh and to the face, it looks absolutely natural. We wanted to show how folds evolve with life, so we had a little Penelope and her snout had fewer folds and less wrinkles. As soon as Christina was cast, we got her in the make-up chair and started working on that because it needed to come out of her, it needed to grown from her and she just looks amazing with it on - she really does".

"Having the lead actress in a prosthetic in a film that isn't a horror film is unusual - it's not shadowy, everything right there for you to see. Big, bright, bold colour. It's a very difficult thing for everyone to pull off because there's nowhere to hide it, it is what it is, it's on her face and that's why I really just wanted something would really express all those things but would really allow Christina Ricci to come through".

What's important to me is that it's seen as a proper fairy tale or as a proper fable. Those are stories in films that I grew up enjoying. Too often now, you see watered-down fairy tales that are much more romantic pieces. I think this has all the elements of a true fairy tale. I've set it in a modern world and I want people to enjoy that aspect of it and really believe it can exist. Penelope's character is so strong-willed, so fascinating and so wonderful, despite her affliction, that's the main thing that really people should come away with. No matter who you are, no matter what you have, no matter how you look, you can really be who you want to be and do what you want to do in the world".

The Cast on Their Characters

Christina Ricci on playing Penelope

"The script was sent to me about a year ago and I read and really loved it. I thought it was great and I loved that it was a fairytale. It had a very slightly skewed sense of humour to it and then I met with Reese and Jennifer Simpson and just thought it sounded wonderful. I saw Mark's short film and then I met with him and thought that visually what he was going to bring to the story was really interesting".

"I was sent drawings of the pig's nose, along with the script so I had an idea of what it would look like and we tried several versions of the pig nose. The first one was really hideous and pretty shocking - I always visualised it as being more of a cute little pig's nose and that's what we eventually ended up with".

"The character I play has been kept indoors her whole life to avoid the tabloid journalists. Her parents pretended that she dies when she was a baby so she's been kept in the house for twenty-five years. Penelope is very creative and has found ways to decorate her world and her room is this gorgeous, really fantastic playroom. She is very idealistic and very naive for her age because she hasn't ever been out in the world. Basically all she just wants is very simple - to have a life like everyone else".

"I suppose you could make the comparisons between us. I've been working as an actress since I was a child. I've never felt famous and don't remember much of a life before I was an actress, so to me this is my life. When there is nothing to compare it too, you don't really notice the difference".

"I really love London. I've always had a good time working here and I have certain people I work with over and over and bring them onto different movies. I really really like it. I'm very comfortable in this city because I've been here so often".

"Mark is great as a director. He is very personable and he's got an incredible vision but at the same time he's not removed any way. He is fun and really incredibly creative and very specific about what he wants".

"I first saw James McAvoy in The Chronicles of Narnia and I loved him in that. I just want to hug him. He's been great to work with and he's incredibly talented".

"I've known Reese for quite a while actually, just from being in the business for so long and she's been in it for as long as I have".

"The scenes I've loved are the ones where I got to work with Catherine O'Hara and Richard E Grant. I love it. They are just so brilliant and so much fun to be around on set. I've been such a fan of Catherine O'Hara's for so long. I feel like I've learned so much just by watching her. She also does the best drunk impression I've ever seen and she taught us how to do it! She's so much fun and a comic genius".

"I think the worst day was the wedding scene - that was a tough day and it was absolutely freezing cold and we were outside all day".

James McAvoy on playing Max

"I play Max Campion and he fits in, as the love interest. He's a little unconventional and also he's probably a bit of a reprobate, he's a gambling addict and he's probably an addict of all the things that go along with gambling as well, that we don't know about because this probably isn't an R rated movie. He is just as trapped as Penelope is by his social disfigurement, which is, his addictions and they kind of help each other love themselves a little bit more".

"When I read the script, I liked the fact that was commenting in a roundabout way on the cult of celebrity and the interest and hysteria in celebrities. It's all blown out of proportion and we are too concerned with image and people's looks and this film directly comments on that. It has a brilliant, heightened, fairytale fable kind of style which I love".

"I knew Christina was attached early on and I knew Reese Witherspoon was going to be producing and taking a cameo and on top of that knowing Catherine O'Hara was going to be in it was huge for me, because she's one of the funniest actresses out there. Richard E Grant is amazing, I was so excited to hear Peter Dinklage was in it too -- he was so good in The Station Agent, so when I found that on top of Christina and Reese I've got all these other amazing actors to work with, its very good company to be in".

"To prepare for this role I had to learn to play enough piano so that I could at least give the director and the director of photography and the editor enough to play with in order to convince them that Max is a jazz musician".

"I've certainly never played someone so depressed - he's kind of written like the American anti-hero. He's a kind of Tom Waits, hobo hero who is actually completely untrustworthy, yet you still find some redeeming qualities in him, you still love him".

"For me, I think the most enjoyable scene we've done so far is probably when I played every instrument in the jazz quartet, in one song and we just kept the cameras rolling for about five minutes for every take and I would go from double bass to drums to keyboard to sax to guitar back to double bass. The whole point of the scene is that I'm absolutely awful and that was great to play - it's the only time I've ever had to be convincingly bad as an actor".

"Mark Palansky the director is a young guy, but he's hugely mature for his years. He's got a really good grasp on things. He understands his role as a storyteller brilliantly and not just as a visual realizer, which I think a lot of director miss that vital point. He knows how to martial his assets, he really works his crew and his actors to maximum effect and gets the most out of them. I think he is perfect for this film. I love the script but it could have been really schmaltzy -- it could have turned out as a horrible pink fairytale, but Mark wouldn't wear pink, he'd wear purple and he's just made it edgier".

Peter Dinklage on playing Lemon

"I play Lemon who is a reporter for a tabloid newspaper. He's after the big story on Penelope and has been for most of his life. He's got to the point of obsession to prove the truth about her and that's basically what drives him as a character".

"I got the script and the offer at the same time. I judge my decisions after reading the script and I really liked it. I also heard who else was involved and talked to Mark Palansky and I just got a really good feel for it. So you've got to trust your own instincts about stuff like that".

"I think Lemon needs to get the story to pay the bills, but he does go through a moral crisis and he questions what he is doing which is important to the story and for me as an actor. It's been really good fun to play".

"I've worked with a lot of first time directors before, and it varies, but what Mark Palansky has is huge enthusiasm and energy and that's really infectious. He really wants to get the best work out of everyone and he is excited to be at work. Sometimes, especially with people who have been doing it for a while, they lose that enthusiasm, spark and spirit, that's why it's so great to work with Mark. He really loves actors, which you don't get all the time in film, he asks for opinions on things and it's a really good collaboration, and the crew are really enjoying working with him as well".

"Christina Ricci is an amazing woman. I was looking at the picture of her yesterday with the prosthetic nose on and it was quite lovely. For some reason, I think it's her natural beauty shining through. She is a wonderful actress and she's an actress who always makes great choices with her work. She has made some real quality films and that's a sign of her intelligence".

"Having Catherine O'Hara in the movie is just amazing -- I've had such a crush on her for the longest time! The films she has done with Christopher Guest are just great; she's just incredible and so funny".

"I think what people will take from the movie is, just be happy with who you are. I just hope it brings a nice pleasant smile to people's faces. I think it's one those films where people will still be giggling with a warm feeling afterwards".

Richard E Grant on playing Franklin Wilhern

"I'd met Reese Witherspoon before when I worked with her husband Ryan Phillippe on Gosford Park five years ago. I knew she was one of the producers and was playing a cameo and I'd admired both her and Christina Ricci for a long time. I'd seen Catherine O'Hara in all the Christopher Guest movies and I thought she was so brilliantly funny, so the chance to play her husband was irresistible. In every scene I'm either put upon or obliterated by my wife and Catherine plays it so wittily and she's so generous and such a firecracker of a person, I couldn't ask for better really. The script proved to be original and different, so the combination of all those things made it very attractive to do".

"The particular challenge for me on this is speaking with an American accent. I think everyone thinks they can do one but it's just getting over the self- consciousness of speaking in an American accent because the director is American and my wife in the story is Canadian/American so and Christina Ricci is American, that's the biggest challenge but there is a dialogue coach to help me get around that".

"Mark Palansky our director is pretty young, but he is so self confident, self- possessed, calm and easy going, he gives the impression that he's been doing it for a long time and knows exactly what he wants. I've recently written and directed my own film for the first time so I know what kind of pressure that's like and I'm awe struck by the fact that he was so casual about everything".

"I think this film is a moral fable about self-image and the pressure on teenage girls to be a certain shape and have a certain look and if you don't fit into that you pay a terribly price or you have to have a nose job or surgery. All of those pressures that are on the very young today. It's also about following your own nose and your own instinct".

Ronnie Ancona on playing Wanda

"I play Wanda who is Penelope's matchmaker. Penelope has been cursed and as a consequence of that they need to find a potential suitor because the belief is that when a suitor asks her to marry him that the curse will be broken and as nobody seems to be willing to take this responsibility on, she has a full-time match maker, who has spent years gathering together suitors for her".

"When I received the script I loved it and I thought it was a beautifully written, very funny and it's unusual to find such a good comedy script that was so poignant at the same time but not schmaltzy. It just hit all the buttons and Susie Figgis the casting director very kindly got me in to meet the director and I went in for a couple of meetings and they agreed to take me on".

"We have a fantastic cast here and it's such an honour to work with them. Especially for me, it's been a great honour to work with Catherine O'Hara, who I'm a huge fan of. It's very special and exciting for me to work with the Queen of improvisation".

"I play Wanda with an American accent; it's quite a standard American accent. She's quite a vicious and quite a business-like character, but she does have a soul. She's quite beaten down because she's just spent years trying to match Penelope to the right guy. It's been a constant battle, so I think there's a world-weariness in her voice that comes through. I've done a lot of American character work before, we do have a fantastic dialogue coach called Jill McCulloch who is always on set and she's a huge help".

Simon Woods on playing Edward

"I play Edward Vanderman. He's the kind of bad prince in this story. It's an adult fairytale and I'm the baddie".

"Edward is a very rich, aristocratic, blue-blooded young man who has to marry Penelope in order to break the curse of the piggy nose. It's a very serious part. It's been a challenge. I play the bad-boy suitor to Penelope and then she falls in love with the nice guy.

"I was in New York for the US premiere of Pride and Prejudice when I got a call from my agent saying `You're going to hate me, you've got to come home and audition for something'. So, I flew back, met Mark and the casting director before Christmas and then I heard just after Christmas that I had the role".

"I'm the same age as Christina and I've been watching her in films for the last fifteen years so it's very exciting to be doing this with her. She's funny and lovely and brilliant and she's very patient because she has to have the nose applied every morning and she sits there meditating while people are sticking things onto her face for two hours".

"Mark Palansky is holding it all together brilliantly. He gives really good direction and has made a funny, moving film. It could have turned out almost cartoon-like, but he has given some kind of heart and humanity to these characters. It's a rather touching, human story. It's really a story about acceptance and about self-fulfilment and self confidence and the ability to be happy with yourself and to learn to love yourself. It also has a darker undercurrent to the humour and people are quite offensive to each other within the story. It's a sweet story with a mean streak running through it. I think it has a clear message about self-belief really".