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From Script to Screen: What Are the Odds?
Freeman. De Niro. Douglas. Kline.

For the first time in their legendary careers, this collective of Oscar winners, with crowning achievements from unforgettable performances, has come together in a comedy packed with laughs, wit and a heart-rending perspective on friendship.

"They could have sent me the phone book and I would have taken the part," quips Morgan Freeman (who plays Archie). "You see (Last Vegas) was a shot at doing a nice one with the icons of my life...a terrific draw. It is an interesting realization that we've been weaving in and out of each other's lives and (working together) never came to pass."

"In a way," adds Robert De Niro (who plays Paddy), "it's not like you're working with a stranger. We all have had a certain kind of connection over the years, of being aware of each other's work, and that helps in certain ways, ways that I can't even articulate now."

Michael Douglas (who plays Billy), on working with his co-stars: "When you get four guys from the 'Flatbush area' who start improvising, it's very funny. Everybody has their own style. I was interested to see how that was going to work out. It turned out a great group of mixed styles that complimented each other perfectly."

Kevin Kline (who plays Sam) relished the opportunity to work with his co-stars: "To work with actors whose work you have admired for years was exciting. The better the actor you're working with, the better you're going to be." Kline also jumped at the chance to be involved with a script that explored friendship.

"I liked the way the script dealt with their friendship, not only the virtues and benefits but also the requirements and cost of friendship. They support each other unconditionally but they also remind one another if they've gone astray. That sometimes requires real courage."

"I believe this story is a funny and touching one," remarks Producer Laurence Mark, "and Dan Fogelman is an extraordinary writer who can skillfully convey both funny and touching with a singular voice. Each of these characters that Dan has created goes on a journey that is sometimes even more poignant than comic -- and much of the comedy comes from the journey being real and relatable."

Fogelman wrote Last Vegas about six years ago.

"I've always loved buddy comedies and started thinking...what if a bachelor party trip rejuvenated four lifelong friends and became this elixir that starts making them regain their respective sparks? That was the impetus. It really started locking in when I wrote the scene early in the film when Billy, Sam, and Archie get on the phone together," Fogelman recalls. "I think there are relationships between groups of friends that never change. As young men, we find our 'pack' and find our role in the pack. Even when we get much older and have families, when the pack reunites we tend to pick up the old habits, behaviors, and roles. And so, I thought it would be fun to explore that, to watch what happens when a group of older men get back together and start re-claiming some of the roles that they had as much younger men."

Before Fogelman wrote the script, he went to Vegas for research. "I'd gone to many bachelor parties there but I never had the strange experience of going to Vegas by myself... wandering around the casinos, eating dinner alone at 5 p.m., gambling, looking like a strange guy walking around with a notepad writing down all the crazy shit he sees."

He made the trip not long after his mother died. "Before that, I'd spent some time in Los Angeles mourning and -- frankly -- being really depressed," he says. "At a certain point I said to myself: I better go write my next film. So I got in my car and went to Las Vegas for 'research.' Hand to God, I barely lost a hand of blackjack the entire two weeks. I've never had a gambling run like that... and I thought either a) my mom had something to do with it or b) it was an auspicious start to Last Vegas. Either way: I walked out of Vegas up about $17K with an outline for the film that would eventually become Last Vegas."

Producer Amy Baer, a former executive turned producer, says she wanted to do a movie for baby boomers since she worked on Sony Pictures' Something's Gotta Give (2003). "I had seen a trend of these films that were really successful for an audience that was overlooked," she notes.

"About that time, Dan Fogelman showed up with this story and I was completely besotted. Not only was it funny, it had an emotional, grounded reality that an adult audience could relate to. It's about four guys reconnecting and remembering why they've been such close friends their whole lives and who they are in their lives. And it doesn't pander to them or the age group."

Director Jon Turteltaub soon came aboard the project. For Turteltaub as well, the story of Last Vegas was about exploring the emotional depths of an adult comedy.

"You can make a funny movie that's not about anything. You can make a drama that has no fun, spirit and comedy," Turteltaub says. "Neither is worthwhile without the other. Unless the movie had both, I was going to be very disappointed. Unless these characters are real, their troubles are real, and their pains are real, then the jokes don't work and it all feels really superficial. This encompassed both."

"You need comedy to earn the drama."

Baer agrees: "If it went too far in one direction, it would either be too maudlin or would feel almost farcical and then wouldn't ring true for the intended audience. It had to feel real and deal with real emotional, psychological issues that the baby boomer generation experiences. This is a generation that won't go quietly into that good night. They're going to be the first generation that is still jumping out of airplanes when they're 85 and getting married for the third time when they're 70."

"I've always struggled with the notion of acting your age," says Turteltaub. "The truth is, there's a time when you have to grow up and certain behaviors are kind of pathetic if you hang onto them. On the other hand, there are things we should never give up and there are joys and behaviors we should cling to forever. The key to real maturity comes in knowing the difference...which is the hard part."

When we first meet the characters, Sam (Kline) is in Florida lost in too early retirement, Archie (Freeman) is going stir crazy living with his overly protective son in New Jersey, and Paddy (De Niro) is mourning the loss of his wife in his Brooklyn apartment. Jarred out of their misery by a surprise phone call from Billy (Douglas), a rich Malibu lawyer who finally popped the question to his girlfriend, they decide to reunite in Vegas. And so a bachelor party is born.

But once the 'Flatbush Four' arrive in town it becomes clear this is NOT the Vegas of their youth.

"In a comedy, sometimes it's hard to define who the antagonist is...often there is no antagonist. In this case," Turteltaub says, "the antagonist really is Vegas. These four guys come here thinking it's going be one thing but Vegas has changed a lot since they were younger. Big. Loud. Fun. Young. That is Vegas now. Vegas remade itself into a young person's city. These guys get here and they are truly fish out of the desert, no less. And when you have a fish out of water, you want to see that fish be intrepid and resourceful, to push through and make it. It's not because they've changed, it's because they changed the things around them."

"Much of the fun of this movie comes from these four guys who remember Vegas from ages ago and are somewhat flummoxed by what they discover on this return trip," echoes Mark. "Eventually they realize that they can do it up in their own ways -- and they proceed to conquer the town all over again."

Douglas believes all the characters are relatable regardless of age. "My character Billy is the charming, cavalier guy who never grew up. He's a successful attorney who has been having a pretty good time his entire life and never bothered to get married. He's at the funeral of his senior partner and that death becomes his wakeup call," relays Douglas. "Mortality just kicked in and he decides to spring the question on his girlfriend. He had his heart broken when these guys were young. He's been a little gun shy ever since, never wanting to really commit."

While Billy is the guy who never wanted to fully grow up, Paddy doesn't wish to leave the house. De Niro describes Paddy as a retired man who is "in a funk, upset and won't leave his apartment. He refuses. He's kind of a grumpy guy. And then his friends trick him into going to Vegas for Billy (with whom he has a beef)."

Archie, for one, isn't about to let Paddy miss an opportunity that could change all of their lives -- particularly his. Freeman explains: "My character Archie is retired, living in New Jersey with his son, daughter-in-law and granddaughter. He's had a stroke so his son becomes overbearing and doesn't let him do anything for fear of bringing on another stroke. His kids start taking over his life, as many do when they think they can govern their parents and tell them what to do. At some point you resist. You do what you have to do. You do what any self-respecting parent does. So when this chance for an adventure surfaces, Archie does what he has to do. He sneaks out."

"For the first time in many years, Archie is liberated," says Mark. "He relishes his newfound freedom and ultimately decides to make the best out of every single moment in Las Vegas."

Lady luck is riding with him as Archie hits a phenomenal winning streak at blackjack. He turns those wins into the best wedding gift he, Paddy and Sam can give to Billy for all the generosity Billy has shown them over the years.

And then there's Sam.

Living in a Florida retirement community, Sam retired prematurely to appease his wife. Kline says Sam discovers how happily married he truly is through the Vegas experience.

"He has retired prematurely from his job. He's bored. He thinks he needs an infusion of fun, a rejuvenation, a rekindling of his old friendships."

"His marriage seems to have lost a good deal of its spark," says Mark. "His wife gives him permission to go wild; he comes to realize how much his marriage actually means to him and how deeply he values his relationship with his wife."

As Turteltaub notes, it isn't just the male characters in the film who are relatable. Enter Diana, a singer the foursome meets when they arrive in Vegas, played by Oscar winner Mary Steenburgen (she won an Academy Award for Best Supporting Actress in 1981 for Melvin and Howard).

"There is something honest in Diana," observes Turteltaub. "She's a woman who freely tells you her age; freely tells you her misery. She says, 'I'm divorced. I'm by myself. I'm bored. But I'm singing and I'm loving my life.'"

Steenburgen describes her character further: "Diana is this tax attorney from Atlanta who finds herself alone after a bad marriage and raising a daughter on her own, who is now grown and has moved out. She asks herself, 'Okay, what are you going to do with the rest of your life?' And then she remembers the dream she had when she was younger. Maybe she's not the greatest singer, but good enough to be in this little Vegas lounge where nobody really listens to her but she can still sing her heart out."

"It's strange to start things new as you get older, but it's also something that has been a part of who I am," adds Steenburgen. "I'm a very late bloomer in the music department (Steenburgen is also a singer/songwriter). I do think there are second, third, fourth, fifth, sixth acts in life. There are as many acts as you are brave enough to say yes to."

Diana is drawn to Paddy and a conflicted Billy. With Paddy, "she senses his loneliness and that he may be on the verge of deciding whether or not to stick with life or just give up. She likes him, encourages him," says Steenburgen. With Billy, "she realizes a.) He's getting married to a 30-year-old so that would be a little discouraging and b.) He's probably a diehard bachelor at heart and doesn't really want to even be married or settle down. In spite of all of that, of every good sensible reason not to like someone, she likes him anyway."

"We certainly did not have a sign up that said Oscar Winners Only while we were casting this film," notes Mark, "but it just so happened that we ended up with five Academy Award- winning actors in the lead roles."

It was Fogelman's script, the chance to work together, and Turteltaub that drew the name cast to this modest budget film.

"If this movie was just silly and funny," observes Turteltaub, "I wouldn't need this cast. We could have cast silly funny. It needed the depth that these actors bring. This movie has a lot of different things going on. This is a movie about friendship, about love, and about it being never too late to live, at any age."

Mark notes that each actor perfectly fit his respective role:

"Michael is the perfect Billy. Dapper, vibrant -- and willing to show vulnerability. Michael also happens to be a fine producer and so tends to be a very reliable team leader. In other words, good to have on any set."

"Robert De Niro was our first choice for Paddy because he does comedy brilliantly and also always has incredible emotional depth. Paddy needed to go to some deep places."

"Morgan captures Archie's generous, real and touching spirit so warmly," says Mark, "And watching him cut loose in a variety of ways -- including on the dance floor -- is one of the absolute joys of the movie."

"For the role of Sam, we needed an actor who could offer up a certain amount of emotional gravitas and who also has real physical comedy chops," adds Mark. "Kevin Kline has it all and can make literally anything funny if given the chance."

And Diana? "Diana was the hardest to cast because it is such a specific character who has to do so many things," says Turteltaub. "How she responds to these men is going to inform the audience as to who these men are. What she brings out of them tells us more about them. You need an actress who can bring stuff out. Coax, honestly. Mary Steenburgen is that welcoming, inviting woman that makes men want to share. There's nothing off putting. There's nothing too intimidating. There's something always inviting about her. We needed a woman who has that commanding presence, who is vulnerable enough that she can bring out some emotion in them, but can also play a real sexy love triangle with these two guys. And she has to sing. We all know a lot of people say, 'Yeah, no really I can sing', and they can't sing. Mary can sing."

"Not only can she sing," adds Mark, "she also has a publishing contract with Universal -- she writes her own songs, one of which we used in the movie." Steenburgen wrote a jazz song for the film with Jeremy Spillman and Jared Crump, which she performs on screen, called "A Cup of Trouble."

For Steenburgen, acting with Douglas (Billy) is like "playing with silk, he's like silk, you know? There's something so old school that kind of makes me think about Sinatra and Fred Astaire and all of those guys. It's just effortless, beautiful and you believe him."

With De Niro (Paddy)? "Well, my first day's work, my first scene was to hold a cup of coffee and sit on a park bench, the whole time talking to Bobby De Niro. If you look closely, you'll probably see my hand shaking. But what I instantly saw when I was looking in his eyes, acting with him is, 'Okay. That's why you're Bobby De Niro. I get why you're you.' You are so immediately, deeply into this scene, because he's so deeply there. There's nowhere to go but let the truth (of the scene with him) wash over you. Because that's all he does is tell the truth. It's great."

Kline (Sam) "is like a character that walked straight out of Dickens. I love Kevin Kline. A true actor. He loves it." As for Freeman (Archie), "trouble waiting to happen. Adorable. He makes things more amazing just by being there. Constantly singing on the set."

For Steenburgen and her co-stars, she says "You know what's great about being an actor at this age? You're not stupid enough to just be sitting there wondering what's your next job or whatever crap we were worrying about when we were in our 20s, 30s or 40s. We are sitting here, going, 'damn, I'm blessed to be here. This is fun. And I'm just going to drink it in... this amazing group of people.' That's what you're thinking at this age. And that's what's so freakin' great about it."

Fogelman would have never bet the odds on the talent that would come to fill these characters' shoes: "We did a table read in Las Vegas a few days before the film started. I remember walking into that room and seeing the name cards on the table: Michael Douglas, Robert De Niro, Morgan Freeman, Kevin Kline, Mary Steenburgen, Jon Turteltaub, the producers, and myself. It was a bizarre experience. I felt like I was going to throw up for a solid three hours."

"These actors needed to have a genuine rapport and camaraderie with one another in order to convey their lifelong friendship," says Mark, "and with these acting pros, they were best friends and old friends after about two hours together on the set."

Turteltaub was thrilled with the cast that came on board, even if there was one drawback: "The biggest challenge for me was getting over my own fear of how I was the least awesome person on this set!"

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