Very few comedy movies see all of their humor come straight off the page. Sure, a good script can both tell a great story and be hysterical, but unless a director is a real stickler, it’s normal for the acting talent to experiment with improv, sometimes not only making the dialogue funnier but also fleshing out the character a bit more. This past summer I had the opportunity to witness this first hand on the set of Ron Howard’s The Dilemma.

Back in August, I was flown to Chicago where I and a small group of other film journalists were treated to a day not only watching the production in action, but speaking with the director and stars Vince Vaughn, Kevin James, and Jennifer Connelly. Deep into production – in fact, there was only one week left in production – we settled in to watch some of the most popular comedic actors working today do what they do best.

In the film, Vaughn and James play Ronny Valentine and Nick Backman, owners of the B&V Auto Garage and sitting on the verge of a major deal that would make their dreams come true. But there’s a problem: while at a local arboretum, Ronny witnesses Nick’s wife, Geneva, played by Winona Ryder, cheating on him with another man, played by Channing Tatum). Ronny then, of course, is left with an incredibly hard decision to make – does he tell his friend about Geneva’s infidelity or does he remain silent? He begins asking anyone he can for advice about what he should do, all while doing his best to keep it from Nick while he makes his decision.

Sitting in the mock auto garage, I was privy to two consecutive scenes, the first a heart to heart conversation between Ronny and Nick; the second the entrance of Ryder and Connelly, the latter actress playing girlfriend to Vaughn’s character. Check out a spoiler-free rundown of the two scenes below.

Sitting on either end of a black leather couch in their place of business, Nick apologizes to his best for being so absent lately, but seems completely unfazed by Ronny’s appearance. On the right side of Ronny’s face is a horrific rash that simply looks all-too painful. Though Nick is caught up in the deal and waiting for a call, he has allotted eight minutes in his schedule for the two to sit down and talk. Ronny says that he’s been thinking of proposing to his girlfriend, Beth, but hasn’t yet. Instead he’s waiting for the right place to do it, but feels like he’s sabotaging himself. Finally Nick takes notice of Ronny’s skin condition, which Ronny chalks up to “adult on-set allergies,” saying that it’s a one-time thing. Trying to move the conversation, Ronny insists that they should be talking about their business deal and stay away from any personal stuff – obviously trying to avoid any possible conversation about Geneva.

The next scene we watched them shoot, after the actors to a break to speak with us, featured Geneva and Beth entering the auto garage. “What a sexy, sexy car,” Geneva remarks. “If only it were fuel efficient!” Beth continues. Embracing their significant others, the women tell the men that they are going to take them out to dinner. Both Nick and Ronny say that they are too busy, but the women say that they’re only busy because they’re burnt out. Beth assures them that it isn’t a celebration dinner, as they have yet to close the deal, but rather a “pre-celebration.” The scene ends with Geneva walking over to Ronny and saying “What’s wrong with your face?”

As alluded to in my opening paragraph, the most fascinating thing to watch on set was the evolution of dialogue in the scenes, particularly in the first. Viewing multiple takes, it was obvious that the first go-round was from the script verbatim, but as they kept going and going, Vaughn and James made it their own. The core of the dialogue stayed the same – they still had to get from point A to point B – the little details would change from take to take, particularly when Vaughn described the symptoms of his outbreak. Easily the most interesting aspect of it, however? With every take the scene got funnier and funnier, causing James to bust out laughing multiple times.

On the other side of that, I also walked away admiring the filmmaking and acting process even more. To understand my point, try this little experiment: walk into your bedroom and sit down on your bed. Say out loud “I hope I don’t have nightmares tonight” and get under the covers. Then get up, make up your bed, walk out of the room and do that 20 more times. How long does it take before your brain to go into auto-pilot or you simple get bored? While comedy may seem fast-paced and witty on screen, it seems to require a great deal of discipline, making yourself give 100% every time, even in the face of extreme repetition.

On paper the scene performed by Vaughn and James was humorous, but it’s what they were able to morph the material into that was so impressive. The performers never let themselves fall asleep at the wheel and were in the zone for every take, bringing everything they had and trying to make the movie as funny as they could. Hopefully all of that effort and focus will come through in the final product.

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