AFI Catalog of Feature Films
Movie Detail
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Director: Alexander Payne (Dir)
Release Date:   22 Oct 2004
Premiere Information:   Toronto Film Festival premiere: 13 Sep 2004; New York Film Festival premiere: 17 Sep 2004
Production Date:   29 Sep--6 Dec 2003
Duration (in mins):   124
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Cast:   Paul Giamatti (Miles [Raymond])  
    Thomas Haden Church (Jack)  
    Virginia Madsen (Maya)  
    Sandra Oh (Stephanie)  
    Marylouise Burke (Miles's mother [Phyllis])  
    Jessica Hecht (Victoria)  
    Missy Doty (Cammi)  
    MC Gainey (Cammi's husband)  
    Alysia Reiner (Christine Erganian)  
    Shaké Toukhmanian (Mrs. Erganian)  
    Duke Moosekian (Mike Erganian)  
    Robert Covarrubias (Miles's building manager)  
    Patrick Gallagher (Gary the bartender)  
    Stephanie Faracy (Stephanie's mother [Carol])  
    Joe Marinelli (Frass Canyon pourer)  
    Chris Burroughs (Chris at Sanford)  
    Toni Howard (Evelyn Berman-Silverman)  
    Rev. Fr. Khoren Babouchian (Armenian priest)  
    Lee Brooks (Ken Cortland)  
    Peter Dennis (Leslie Brough)  
    Alison Herson (Foxen Winery pourer)  
    Phil Reeves (Vactioning Dr. Walt Hendricks)  
    Rob Trow (Obnoxious golfer)  
    Lacey Rae (Los Olivos waitress)  
    Cesar "Cheeser" Ramos (Barista)  
    Daniel Rogers (Reciting eighth grader)  
    Natalie Carter (Siena)  
    Simon Kassis (Mini-mart owner)  
    Sevag Kendirjian (Armenian deacon)  
    Jaren Coler (Acoustic guitarist)  
  Voice actors: W. K. Stratton    
    Wendy Hoffmann    
    Richard Jannone    
    Kate Carlin    
    Sally Brooks    
    Anya Marina    
    Rachel Crane    
    Nicholas Guest    
    Al Rodrigo    
    Paul Pape    

Summary: Miles Raymond, an ardent oenophile, eighth-grade school teacher and aspiring novelist, has arranged a tour of the Santa Barbara wine country with his old college roommate Jack to savor Jack’s last week of freedom before forsaking bachelorhood for the sanctity of marriage. Realizing that he is running late, Miles, who lives in San Diego, telephones Jack in Los Angeles and tells him that he is “just out the door,” but then indulges in hours of preparation. In Los Angeles, when Miles arrives to pick up Jack at the opulent house owned by the parents of his Armenian fiancée, Christine Erganian, he nearly becomes apoplectic upon learning that Jack has told the Erganians that his novel has been accepted for publication. As they drive off in Miles’s old Saab, Miles, who has been clinically depressed since his divorce from his wife Victoria two years earlier, continues to fume about Jack’s premature announcement of his success when in fact, Miles is anxiously awaiting word from his agent. Jack, whose career as an actor peaked eleven years earlier when he played a soap opera doctor and now finds himself faced with the prospect of working for his future father-in-law, is eager to savor every last moment of his freedom, and so opens the warm bottle of rare sparkling wine that Miles has been saving for the trip. As they approach Oxnard, Miles makes an unscheduled stop to wish his mother happy birthday, scribbling her birthday card as he walks from his car to her house. Dressed in a dowdy bathrobe, Miles’s mother Phyllis beams over her son’s unexpected visit and insists they stay for dinner. When Phyllis buoyantly announces that she has phoned Miles’s sister and arranged for a family brunch at a hotel the next day, Miles sullenly excuses himself from the table. Going to his mother’s bedroom, he peels several $100 bills from her secret stash, then notices the framed photos of his family and ex-wife on her dresser. Early the next morning, as Phyllis snoozes on the couch, Miles awakens Jack and hustles him out of the house. When they stop at a coffee shop, Jack flirts with the waitress and decides that, as a gift to Miles, his best man, he is going to “get him laid.” As they approach Santa Barbara county, Miles stops at a winery and is appalled when Jack chews gum as Miles tries to coach him on the fine art of wine tasting. After checking into their hotel, they dine at a restaurant where Jack sizes up Maya, an attractive waitress. Although Miles, a frequent customer of the restaurant, tells Jack that Maya is married, Jack assures Miles that she is attracted to him. At the end of the evening, when Maya stops at the restaurant bar for a drink, Miles screws up the courage to ask her to join them, and Jack brags that Miles’s novel is about to be published. When Maya expresses interest, Miles announces that he is going back to the hotel to sleep, earning Jack’s contempt. The next morning over breakfast Jack, fed up with Miles’s negative attitude, declares he is "going to get laid," offending Miles, who imagined an idyllic week tasting wine and playing golf with his old friend. At another tasting room, Jack ogles Stephanie, the saucy wine pourer, and asks if she knows Maya. Chagrined, Miles walks out to his car and soon after, a smiling Jack comes out carrying three cases of wine and informs Jack that he has set up a double date with Stephanie and the divorced Maya for that night. While stopping along the roadside, Miles rhapsodizes about Victoria’s extraordinary wine palate. When Jack shatters Miles’s reverie by disclosing that Victoria has remarried and plans on attending his wedding, Miles petulantly grabs a bottle of wine and slugs it down as Jack chases him through the fields. That evening, as they approach the restaurant where they are to meet Maya and Stephanie, Jack admonishes Miles “not to be a downer,” and Miles warns that if anyone orders a bottle of merlot, he is leaving. Using the excuse of Miles’s book deal, Jack orders intemperate amounts of wine. Becoming progressively drunker, Miles excuses himself from the table and calls Victoria from a pay phone. After a quarrelsome conversation, he returns to the table and Jack guesses that he “drank and dialed.” When Stephanie invites them all back to her house, Jack ecstatically hands Miles a condom. While Stephanie and Jack retire to a night of passion in the bedroom, Maya and Miles discuss wine, and Miles reveals that the prize in his collection is a bottle of 1961 Cheval Blanc that he is saving for a special occasion. Miles is impressed when Maya remarks that “anytime you open a bottle of Cheval Blanc it is a special occasion.” When Maya asks Miles about his fondness for pinot noir wines, he replies that they are thin-skinned and temperamental and require constant care and attention. Miles begins to feel a rapport with Maya when she defines wine as a living thing that continues to evolve until it peaks, then begins an inevitable decline. Later, as they drive off in their separate cars, Miles to his hotel and Maya to her apartment, Miles gives her the 750 page manuscript of his novel that she has requested to read. The next morning, Jack bursts into their hotel room, crowing about Stephanie’s sexual animalism, and informs Miles that he is spending the day with her. Later that afternoon, Jack joins Miles at the hotel bar and confides that he is thinking of putting the wedding on “hold.” When Jack begins fantasizing about moving to Santa Barbara and opening a vineyard, Miles regards him with disbelief. After Jack heads out with Stephanie, her mother Carol and daughter Siena, Miles settles in with his antidepressants, wine and a porn magazine. The next day, Miles, who has not heard from his agent, tells Jack he is a fraud and that his life is “behind him.” Jack then tries to reassure Miles that his book will be published and that Maya is romantically interested in him. At sunset, the foursome picnic in the grass and afterward, Miles follows Maya to her apartment where they make love. As they ramble around town the next day, Maya suggests that Miles stay through the weekend to attend a wine dinner. When Miles replies without thinking that they have to be back in Los Angeles by Friday for Jack’s rehearsal dinner, Maya realizes that he has been deceiving her and denounces him. Chastened, Miles returns to his hotel room and declares that he wants to go home. To lift Miles’s spirits, Jack takes him to a large commercial winery that peddles tee shirts and hats alongside their wines. Finding the courage to phone his agent, Miles learns that his book has been rejected. Devastated in both love and work, Miles starts to pop pills and swill wine, finally gulping down the entire bucket in which people have spit out their unwanted wine. When Miles and Jack return to their hotel, Stephanie, who is waiting for them in the parking lot, slams Jack with her motorcycle helmet, breaking his nose. Later, while waiting for Jack in the hospital, Miles phones Maya and confesses to her answering machine that his novel has been rejected. On the last night of their adventure, Miles and Jack eat at a restaurant where Jack flirts with their chubby waitress Cammi and arranges to go home with her. Later, the slumbering Miles is awakened by a pounding on his hotel room door. Upon opening the door, Miles sees Jack standing in the nude, ranting that Cammi’s husband came home in the middle of their tryst and that he was forced to flee, leaving his clothes and wallet behind. Because his wedding rings are in the wallet, Jack cajoles Miles into driving to Cammi’s house to retrieve the wallet. When Miles sneaks into Cammi’s bedroom, however, he finds her gleefully engaged in sex with her husband, who excitedly calls her a whore and “bad girl.” Snatching the wallet, Miles is chased from the house by Cammi’s corpulent, naked husband, whom he narrowly avoids by jumping into the car and speeding off. When they stop at a gas station on the road back to Los Angeles, Jack begs Miles to let him drive, and Miles reluctantly consents. Jack then deliberately crashes the car into a tree, intending to use the car accident as an excuse for his broken nose. Deciding that the car is not damaged enough, Jack places a cement brick on the gas peddle and sends the driverless car plunging into a ditch. At Jack’s wedding the next day, Miles encounters Victoria and her husband Ken. Upon discovering that Victoria is pregnant, Miles, shattered, deserts the wedding party and heads home for San Diego where he downs the bottle of Cheval Blanc with burgers at a hamburger stand. Some time later, Miles returns home from teaching school and finds that Maya has left a message on his answering machine. In the message, Maya thanks him for his letter and says that she found his book beautiful and painful and urges him to keep writing. With Maya’s words running through his head, Miles drives to her apartment and knocks on her door.

Production Company: Fox Searchlight Pictures (A News Corporation Company)
  Michael London Productions  
  Sideways Productions, Inc.  
Distribution Company: Fox Searchlight Pictures (A News Corporation Company)
Director: Alexander Payne (Dir)
  George Parra (1st asst dir)
  Nick Satriano (2d asst dir)
  Susan Walter (2d 2d asst dir)
Producer: Michael London (Prod)
  George Parra (Co-prod)
Writer: Alexander Payne (Scr)
  Jim Taylor (Scr)
Photography: Phedon Papamichael (Dir of photog)
  Jennifer Lane (2d unit dir of photog)
  Paul G. Sanchez (Cam op)
  Maurice K. McGuire (Addl cam op)
  Bob Hall (1st asst cam)
  Paul Theriault (Addl 1st asst cam)
  Phil Shanahan (2d asst cam)
  Dan Squires (Addl 2d asst cam)
  Jacqueline J. Nivens (Addl 2d asst cam)
  Daniel McFadden (Loader)
  Alexandra Lucka (Addl cam loader)
  Rafael Sanchez (Chief lighting tech)
  Jarek Gorczycki (Best boy elec)
  Ray Garcia (Key grip)
  Donis Rhoden (Best boy grip)
  Antonio Garrido (Dolly grip)
  David Ariniello (Company grip)
  T. Daniel Scaringi (Company grip)
  Douglas L. Wall (Company grip)
  Mark Wojciechowski (Company grip)
  Lee Auerbach (Lamp op)
  Alex J. Castillo (Lamp op)
  Steve Colgrove (Lamp op)
  Jeffrey M. Hall (Lamp op)
  Patrick R. Hoeschen (Lamp op)
  Merie Weismiller Wallace (Unit still photog)
  Rodger Meilink (Rigging gaffer)
  Sean M. Higgins (Best boy rigging elec)
  Kevin Barrera (Rigging elec)
  Blake Pike (Rigging key grip)
  Tony Sommo (Best boy rigging grip)
  Jack Korbel (Rigging grip)
  Chapman/Leonard Studio Equipment, Inc. (Cam cranes and dollies)
  J. L. Fisher, Inc. (Cam dollies provided by)
  Panavision Remote Systems (Super Technocrane provided by)
  The Shotmaker Company (Cam car)
  Tari Segal (Cam intern)
  Paul Murphey (24 frame playback operator)
Art Direction: Jane Ann Stewart (Prod des)
  Timothy "TK" Kirkpatrick (Art dir)
  Masako Masuda (Asst art dir)
  Kathleen Walker (Art dept coord)
  Gerasimos Christoforatos (Art dept prod asst)
  Gabriel Mann (Art dept prod asst)
  Jon Reynolds (Art dept prod asst)
Film Editor: Kevin Tent (Film ed)
  Alexis Seymour (1st asst ed)
  Laura Rindner (Asst ed)
  David Berman (Apprentice ed)
  Gary Burritt (Negative cutter)
  Lee Tucker (Preview eng)
Set Decoration: Barbara Haberecht (Set dec)
  Lisa Fischer (Set dec)
  Jeffrey M. O'Brien (Prop master)
  Derrick Hinman (Asst prop master)
  Denise M. Ciarcia (2d asst prop master)
  Mark Woods (Set dec leadman)
  Cynthia Rebman (On set dresser)
  Kristen McCarron (Set dec buyer)
  Mike Diersing (Const coord)
  Jennifer Hamilton (Prop prod asst)
  Leah Ferrarini (Set dresser)
  Mark "Travis" Little (Set dresser)
  Joanie Meyer (Set dresser)
  Tristan Oliver (Set dresser)
  Nils Thyrring (Set dresser)
  Coco Harrison (Set dec prod asst)
  Brent T. Regan (Gen const foreman)
  Richard Eckols (Foreman)
  Scott E. Handt (Foreman)
  Jeff Shewbert (Propmaker)
  Kevin Diersing (Propmaker)
  Vlad Pelinovschi (Toolman)
  Willie Haspel (Labor foreman)
  Anne Hyvarinen (Lead paint foreman)
  Marco Gilson (Painter)
  Karen Greene (Painter)
  Anthony Gaudio (Standby painter)
  Michael P. Walsh (Signwriter)
  Jeff Brown (Greens foreman)
  Frank McEldowney (Greens coord)
Costumes: Wendy Chuck (Cost des)
  Lori Stilson (Cost supv)
  Jeannine Bourdaghs (Cost)
  Susan Strubel (Set cost)
  Erin Lenk (Set cost)
Music: Rolfe Kent (Mus comp)
  Dondi Bastone (Mus supv)
  Richard Ford (Mus ed)
  Tony Blondal (Orch and score coord)
  Stephen Coleman (Programming)
  Nick South (Programming)
  Stephen Coleman (Cond)
  Dan Savant (Musician's contractor)
  Eric Stonerook (Mus copying)
  Greg Townley (Scoring mixer)
  Tom Hardisty (Mix asst)
  Christine Sirois (Rec asst)
  Seth Waldmann (Rec asst)
  Kevin Szymanski (Rec asst)
  Jason Ruder (Asst mus ed)
  Oliver Hug (Asst mus ed)
  The Sideways Jazz Orchestra: Ron Feuer (Piano)
  Roger Burn (Vibes)
  Dan Higgins (Saxes)
  Dan Savant (Trumpet)
  Pedro Eustache (Flutes)
  Will Kennedy (Drums)
  Paul Morin (Bass)
  Alex Acuña (Percussion)
  Luis Conte (Percussion)
  Ricardo "Tiki" Pasillas (Percussion)
  Rolfe Kent (Melodica, guitar)
  Additional musicians: Brian Scanlon (Saxes)
  Justo Almario (Flutes)
  Tom Ranier (Piano)
  Kenny Wild (Bass)
  Dave Carpenter (Bass)
  Nick Vincent (Drums)
  Danny Greco (Percussion)
  Gary Foster (Saxes/Flutes)
  Bob Summers (Trumpet)
  Heghine "Helen" Harboyan (Wedding vocalist)
  Gohar Toranyan (Wedding organist)
Sound: Frank Gaeta (Sd des and supv)
  Patrick Cyccone (Re-rec mixer)
  Tony Lamberti (Re-rec mixer)
  Jose Antonio Garcia (Sd mixer)
  Jonathan Fuh (Boom op)
  Steven Klinghoffer (Utility sd)
  David Bach (ADR/Dial supv)
  Russell Farmarco (Dial ed)
  Rob Getty (Dial ed)
  Patrick Giraudi (Dial ed)
  Derek Vanderhorst (Sd eff ed)
  James Aldridge (Sd eff ed)
  Carlos Gutierrez (Sd eff ed)
  John Stewart (Foley ed)
  Catherine Harper (Foley artist)
  Chris Oryama (Foley artist)
  Randy Singer (Foley mixer)
  Dennis Twitty (Asst sd ed)
  Paul Hackner (Asst sd ed)
  Luis Galdames (Asst sd ed)
  Ron Bedrosian (ADR mixer)
  Weldon Brown (ADR mixer)
  Colin McClellan (ADR mixer)
  Shayna Brown (ADR mixer)
  Julio Carmona (ADR rec)
  Daryl Lathrop (ADR rec)
  Edgar Caissie (ADR rec)
  Christopher Sidor (Rec)
  Matt Colleran (Rec)
  Bill Ritter (Stage eng)
  Jim Albert (Stage eng)
  Sound for Film (Post prod sd)
  TODD-AO Hollywood (Re-rec at)
  O'Henry Studios (Score rec in Hollywood, CA at)
  Conway Studios (Score rec in Hollywood, CA at)
  Signet Sound (Score mixed at)
  TODD-AO Hollywood & Radford (ADR stage)
  Deluxe Sound Toronto (ADR stage)
  Tequila Mockingbird Austin (ADR stage)
  Paramount Studios (Foley stage)
Special Effects: Terry Frazee (Spec eff coord)
  Right Lobe Design Group (Main title des)
  Custom Film Effects (Digital opticals & End titles)
  Flash Film Works (Digital visual effects)
  Donald L. Frazee (Spec eff asst coord)
  Kai Shelton (Spec eff tech)
Make Up: Jeanne Van Phue (Dept. head makeup artist)
  Pamela Phillips (Asst makeup artist)
  Bridget M. Cook (Key hair stylist)
  Nicole Frank (Asst hair stylist)
Production Misc: John Jackson (Casting)
  Ellen Parks (Casting, New York)
  Jessie Salka (Casting asst)
  Smith & Webster-Davis Casting (Extras casting, Los Angeles)
  The Reel Team (Voice casting)
  Ginger Sledge (Unit prod mgr)
  Steve Barnett (Post prod supv)
  Benjamin "Jami" Philbrick (Post prod asst)
  Yvonne Yaconelli (Prod supv)
  Rebecca Robertson-Szwaja (Scr supv)
  Maral Djerejian (Armenian liaison and coord)
  Erin Ferguson (Asst prod coord)
  Kris Olson (Asst prod coord)
  Bonnie Barabas (Clearance coord)
  C. Ransom Walrod (Marine coord)
  Tracy Boyd (Factotum)
  Gary Edelman (Transportation coord)
  Charlie Ramirez (Transportation capt)
  Jeremy Alter (Loc mgr)
  John Latenser V (Loc mgr)
  Kyle "Snappy" Oliver (Asst loc mgr)
  Anton Pardoe (Asst loc mgr)
  Albie Salsich (Asst loc mgr)
  Kendra Liedle (Key loc asst)
  Josh Mann (Loc asst)
  Mike Hood (Loc intern)
  Kahlah Macedo (Loc intern)
  Jessica Szejin (Loc intern)
  Marsha L. Swinton (Prod accountant)
  Sherri Goldman (1st asst accountant)
  Jennifer Van Hoven (2d asst accountant)
  Trish Vengoechea (Payroll accountant)
  Kiim Bodner (Post accountant)
  Chris Stark (Post accountant)
  Arron Pawlowicz (Accounting clerk)
  Evan Endicott (Asst to Mr. Payne)
  Rachel Anne Fleischer (Asst to Mr. Payne)
  Khristina Kravas (Asst. to Mr. London)
  Anne Elise Schmidt (Intern to Mr. London)
  Rebecca Whitesell LaFond (Asst to Mr. Parra)
  Brad Iwanaga (Wine consultant)
  Nick Fitzgerald (Set prod asst)
  Phil DeSanti (Set prod asst)
  Julie A. Elder (Set prod asst)
  Candela Figueira (Set prod asst)
  Brian Beery (Set prod asst)
  Daniela De Carlo (Addl set prod asst)
  Simon Ferrer (Addl set prod asst)
  Brian A. Hoffman (Office prod asst)
  Jennifer Mosley (Office prod asst)
  Yasemin Kasim (Office prod asst)
  Paul Cavanaugh (Prod office intern)
  Eddie Michaels & Associates/Erik Bright (Unit pub)
  Meti Kusari (Craft service)
  Tony's Food Service (Caterer)
  Miguel Perez (Cook asst)
  David Westenberg (Cook asst)
  Keri Littledeer (On set medic)
  Donna Lee Killins (Const medic)
  Michael Hird (Const medic)
  Bill Isaacson (Insert car driver)
  Jim Hartz (Studio teacher)
  Linda Stanley (Studio teacher)
  Tom Ajar (Projectionist)
Stand In: Tom Elliott (Stunt coord)
  Steve Holladay (Stunts)
  Gary K. Price (Stunts)
  Mark Stefanich (Stunts)
Color Personnel: Mato (Col timer)
MPAA Rating: R
Country: United States
Language: English

Music: “Thursday Night at Pasquale’s,” written and performed by Astrid Cowan, courtesy of Astron Records; “Umbrella Indoors” and “One Year After,” written and performed by Uli Lenz, courtesy of Arkadia Entertainment Corp. by arrangement with Position Music; “Face to Face,” written by Stephen Lang, Jamie Dunlap and Scott Nickoley, performed by Molly Pasutti, courtesy of Marc Ferrari/Mastersource; “Symbiosis,” written by Claus Ogermann, performed by Bill Evans, courtesy of Verve Records under license from Universal Music Enterprises; “New Haven Comet,” written by Dean Wareham, Sean Eden, Lee Wall and Britta Phillips, performed by Luna, courtesy of Jetset Records by arrangement with Ocean Park Music Group; “Sleeping Pill,” written by Dean Wareham, Sean Eden, Justin Harwood and Stanley Demeski, performed by Luna, courtesy of Elektra Entertainment Group by arrangement with Warner Strategic Marketing; “Faded Away,” written by Jamie Dunlap, Lisa Furr and Scott Nickoley, performed by Lisa Furr, courtesy of Marc Ferrari/Mastersource; “Recuerdos de la Alhambra,” written by Francisco Tarrega, arranged and performed by Jaren Coler; “The Honky Tonk Wine,” written and performed by Carl Sonny Leyland, courtesy of High Tone Records, by arrangement with Ocean Park Music Group; “Snortin’ Whiskey,” written by Pat Thrall and Pat Travers, performed by Pat Travers, courtesy of Universal Records under license from Universal Music Enterprises; “Nayya Ee Mez,” traditional, performed by Gomidas Vartabed Komitas.
Songs: "Fearless Love," written by Dillon O'Brian, performed by Bonnie Raitt, courtesy of Capitol Records under license from EMI Film & Television Music; "Two Tickets to Paradise," written and performed by Eddie Money, courtesy of Omnibus Records & Tapes, a division of Music Sales Corp.; "Sad Songs," words and music by David Allen Klingenberger and Edward M. Rudolph, performed by Deke Dickerson, courtesy of Songs of D.K.
Composer: Astrid Cowan
  Stanley Demeski
  Jamie Dunlap
  Sean Eden
  Lisa Furr
  Justin Harwood
  David Allen Klingenberger
  Stephen Lang
  Uli Lenz
  Carl Sonny Leyland
  Eddie Money
  Scott Nickoley
  Dillon O'Brian
  Claus Ogermann
  Britta Phillips
  Edward M. Rudolph
  Francisco Tarrega
  Paul Thrall
  Pat Travers
  Lee Wall
  Dean Wareham
Source Text: Based on the novel Sideways by Rex Pickett (New York, 2004).
Authors: Rex Pickett

Copyright Claimant Copyright Date Copyright Number
Twentieth Century Fox Film Corporation 2/11/2004 dd/mm/yyyy PA0001242519

PCA NO: 40894
Physical Properties: Sd: Dolby in selected theatres
  col: Color and Processing by Fotokem
  Lenses/Prints: Filmed with Panavision Cameras and Lenses; Deluxe; Kodak Film Stock

Genre: Comedy-drama
Sub-Genre: Road
Subjects (Major): Actors and actresses
  Depression, Mental
  Wine and winemaking
Subjects (Minor): Armenian Americans
  Automobile accidents
  Buellton (CA)
  Mothers and sons
  San Diego (CA)
  Santa Barbara (CA)
  Solvang (CA)

Note: The film opens with a black screen over which is heard the sound of someone pounding at a door. As “Miles” utters an obscenity, the opening credits begin to roll. Closing onscreen credits note that footage from the following film and television shows were used in Sideways : Grapes of Wrath (see above), Hell’s Battlefield: The Battle of the Bulge , Codename: Kids Next Door , MTV’s “The Grind” , golf footage from the Golf Channel, and Marketplace . Excerpts from John Knowles’ 1959 novel A Separate Peace were read in Miles’s classroom.
       According to an Oct 2004 article in Premiere , author Rex Pickett asked producer Michael London to read Pickett’s unpublished novel titled Two Guys on Wine and give him his honest opinion of the work. Because London liked the material, Pickett passed the novel to his former agent, Jess Taylor, who was working at Endeavor Agency, which was also Alexander Payne’s agency. In Jan 1999, Taylor pitched the novel to Payne’s agent, and it was added to a pile of manuscripts for Payne to read. After Taylor left Endeavor in May 1999, London introduced Pickett to Brian Lipson, the agent who had replaced Taylor at Endeavor. After reading the novel, Lipson agreed to represent Pickett. Although both Lipson and Pickett had assumed that Payne was not interested in the project, Payne’s assistant brought the novel to the director’s attention. After reading the novel on a flight to Edinburgh in Sep 1999, Payne decided to film it after competing About Schmidt (see above). In fact, in About Schmidt , as “Warren Schmidt” drives into Kansas on his road trip, he passes a film theater marquee advertising Sideways .
       In Nov 1999, according to a DV news item, Artisan Entertainment paid $2,500,000 for the screen rights to Pickett’s novel, Payne’s services as director and writer and London’s fee as a producer. Under the agreement, Artisan pledged to greenlight the production as long as the film budget was less than $10,000,000. However, Artisan was experiencing financial difficulties, and by the time Payne finished About Schmidt , the company had gone bankrupt.
       According to a Dec 2003 LAT article, after their deal with Artisan fell apart, Payne and London decided to invest their own money to option the screen rights and develop the screenplay (with Payne’s writing partner Jim Taylor) before approaching other studios to finance distribution and production costs. Payne made the following changes to the novel: in the novel, Miles is an unemployed writer, not a school teacher, “Jack’s” fiancée is not Armenian and Miles lives in Santa Monica, not in Ocean Beach, which is near San Diego. In a 30 Dec 2004 LAT article, Payne’s production designer, Jane Ann Stewart, explained that they decided to put Miles’s apartment in Ocean Beach because most of the residents there are surfers or young adults who have just graduated from college, “so if you’re still there in your 40s, that’s something right there.” Within the film, the exact location of Miles's San Diego apartment is never specified.
       Payne, who insisted upon maintaining creative independence on the project, wanted actors who would “bring the most comedy and pathos to the parts," which created problems for several of the studios, which wanted “famous actors." The 2003 LAT article went on to say that although Nicolas Cage, Brad Pitt, George Clooney, Edward Norton and John Cusack expressed an interest in appearing in the film, Payne decided to cast Paul Giamatti and Thomas Haden Church. At a 15 Dec 2004 AFI Master seminar, Payne stated that Sideways was the first project in which he did not need movie stars to obtain financing. A Jul 2003 HR news item listed the four companies that bid on the film: Universal Pictures, Fox Searchlight, Paramount Pictures and DreamWorks. Although Universal had the first right of negotiation, the company could not come to terms with Payne on budget or cast. Payne then signed a deal with Fox Searchlight, which gave him an $18,000,000 budget ceiling.
       Filming began on 29 Sep 2003 in California’s Santa Ynez Valley, where Pickett set his novel and spent a lot of his time. Shooting was done at the Hitching Post restaurant, Sanford Winery, AJ Spurs, Days Inn Buellton and Clubhouse Sports Bar, all in Buellton; at the Fess Parker Winery in Los Olivos; the Kalrya Winery in Santa Ynez; the Los Olivos Café & Wine Merchant in Los Olivos and at the Solvang Restaurant, Ostrich Land and River Course at the Alisal Guest Ranch, all in Solvang. The 30 Dec 2004 LAT article added that “only one sound stage set was built for the film, the rest were created on location, in the apartments or houses shown in the exterior shots.” A 9 Dec 2004 LAT news item noted that the picture created a tourism boom in the Santa Ynez Valley.
       The film is divided into a series of days, starting with Saturday, the day that Miles and Jack begin their trip, and ending with the following Saturday, the day of Jack’s wedding. The name of the days, rendered in white lettering against a black screen, precedes each of the segments except for Thursday, the day after “Maya” and Miles make love. That sequence is introduced by the word Thursday superimposed upon the early morning light. In an Oct 2004 HR news item, Rolfe Kent, the film’s composer, stated that Payne disliked the use of “surround soundtracks” that are prevalent in modern films, preferring a more sparing use of sound (a preference reiterated by Payne in the AFI seminar.) Consequently, Kent wrote a score for the film that was played by an eight piece jazz orchestra and recorded on a mixing deck from the 1950s. Sideways was the first film that Payne, a native of Omaha, Nebraska, directed that is not set in Nebraska. Kent, film editor Kevin Tent, and Stewart all worked with Payne and his writing partner Taylor on their previous three films: Citizen Ruth , Election and About Schmidt . Art director "TK" Kirkpatrick and costume designer Wendy Chuck both worked with Payne on two of his previous films. Sandra Oh, who plays the character of “Stephanie,” is Payne’s wife.
       Onscreen credits list “Lulu” as the “Editorial cat.” According to Tent, Lulu was an abandoned cat that Payne found on the side of the road who subsequently spent a lot of time in the editing room. Among the organizations thanked by the producers for their assistance are: The Sanford, Kalyra, Foxen, Firestone, Andrew Murray and Fess Parker wineries, the last of which stood in for the Frass Winery. As acknowledged by some of the people involved in the film’s production, the definition of “frass” is bug excrement, which is a euphemism for how Miles feels about the wine they produce. Chris Burroughs, who plays the wine pourer at Sanford, actually works as the wine pourer at the winery.
       According to Var box office charts, Sideways went on to gross over $71,000,000 in North America, making it Fox Searchlight Pictures' biggest grossing film to date. In addition to being selected as one of AFI’s top ten films of the year, Sideways received an Academy Award for Best Adapted Screenplay (Payne and Jim Taylor) and received four other nominations: Best Picture, Best Director (Alexander Payne), Best Actress in a Supporting Role (Virginia Madsen) and Best Actor in a Supporting Role (Thomas Haden Church). The film won Golden Globe awards in the categories of Best Motion Picture--Musical or Comedy and Best Screenplay (Alexander Payne and Jim Taylor), and was nominated for Golden Globes in the categories of Best Performance by an Actor in a Motion Picture--Musical or Comedy (Paul Giamatti); Best Performance by an Actor in a Supporting Role (Thomas Haden Church); Best Performance by an Actress in a Supporting Role (Virginia Madsen) and Best Original Score (Rolfe Kent). Sideways was nominated for a Darryl F. Zanuck award for Best Picture by the Producers Guild of America, Payne was nominated as Best Director by the Directors Guild of America and Payne and Taylor received the Best Adapted Screenplay award from the Writers Guild of America. Giamatti, Church and Madsen all were nominated for Outstanding Performance by the Screen Actors Guild, which awarded the film's cast its ensemble award for Outstanding Performance.
       The film also received the following Independent Spirit Awards: Best Director (Payne); Best Screenplay (Payne, Taylor); Best Feature (Michael London); Best Male Lead (Giamatti); Best Supporting Male (Church); Best Supporting Female (Madsen). Sideways won the following National Board of Review awards: Best Screenplay-Adapted (Payne) and Best Supporting Actor (Church). The Broadcast Film Critics Association awarded the film Best Picture, Best Actor, Best Supporting Actor, Best Supporting Actress, Best Acting Ensemble and Best Writer. Sideways was named Best Picture by the New York Film Critics and the Los Angeles Film Critics and was included in many of the top ten films of 2004 lists, including that of the Los Angeles Times and the New York Times

Bibliographic Sources:   Date   Page
Daily Variety   30 Sep 1999.   
Daily Variety   22 Nov 1999   p. 1, 13.
Daily Variety   14 Sep 2004.   
Daily Variety   14 Oct 2004.   
Daily Variety   12 Nov 2004   p. 39.
Daily Variety   26 Oct 2004.   
Los Angeles Business Journal   11 Oct 2004.   
Hollywood Reporter   22 Nov 1999.   
Hollywood Reporter   7 Oct 2003.   
Hollywood Reporter   2 Jul 2003   p. 1, 17.
Hollywood Reporter   12 Sep 2004.   
Hollywood Reporter   13 Sep 2004   p. 1, 22.
Hollywood Reporter   6 Oct 2004.   
Los Angeles Times   16 Dec 2003   Calendar, p. 1, 10-11.
Los Angeles Times   12 Oct 2004.   
Los Angeles Times   22 Oct 2004   Calendar.
Los Angeles Times   9 Dec 2004   Calendar.
Los Angeles Times   30 Dec 2004   Home, p. 1, 6.
New York Times   16 Oct 2004.   
People Magazine   1 Nov 2004.   
Premiere   Oct 2004   pp. 46-52.
Variety   13 Sep 2004.   
The Write News   14 Nov 2003.   

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