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UNIVERSAL PICTURES Presents In Association With RELATIVITY MEDIA JULIA ROBERTS CLIVE OWEN

TOM WILKINSON and PAUL GIAMATTI Executive Producer RYAN KAVANAUGH Produced by JENNIFER FOX KERRY ORENT LAURA BICKFORD Written and Directed by TONY GILROY

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CAST Ray Koval . . . . . . . . . . . . . . . . . . . . . . . . . . CLIVE OWEN Claire Stenwick . . . . . . . . . . . . . . . . . . . JULIA ROBERTS Howard Tully . . . . . . . . . . . . . . . . . . . . TOM WILKINSON Richard Garsik . . . . . . . . . . . . . . . . . . . . PAUL GIAMATTI Garsik's Aid . . . . . . . . . . . . . . . . . . . . . . . . . . . DAN DAILY Tully's Assistant . . . . . . . . . . . . . LISA ROBERTS GILLAN Turtleneck . . . . . . . . . . . . . . . . . . . . . . DAVID SHUMBRIS Dale Raimes . . . . . . . . . . . . . . . . . . . . . . . RICK WORTHY Boris Fetyov . . . . . . . . . . . . . . . . . . . . . . . OLEG STEFAN Duke Monahan . . . . . . . . . . . . . . . . . . . . DENIS O'HARE Pam Frales . . . . . . . . . . . . . . . . . KATHLEEN CHALFANT Dinesh Patel . . . . . . . . . . . . . . . . . . . . . . . KHAN BAYKAL Jeff Bauer . . . . . . . . . . . . . . . . . . . . . . . TOM MCCARTHY Ned Guston . . . . . . . . . . . . . . . . . . . . . . WAYNE DUVALL Hotel Manager . . . . . . . . . . . . . . . . . FABRIZIO BRIENZA Italian Chambermaid . . . . . . . . . . . . . . . . LUCIA GRILLO Barbara Bofferd . . . . . . . . . . . . . . . . . CARRIE PRESTON Bartender . . . . . . . . . . . . . . . . . . . . . . CONAN MCCARTY Realtor . . . . . . . . . . . . . . . . . . . . . . . . . KIRBY MITCHELL Ronny Partiz . . . . . . . . . . . . . . CHRISTOPHER DENHAM Mr. Security . . . . . . . . . . . . . . . . . CHRISTOPHER MANN Counter Sloth . . . . . . . . . . . . . . . . . . . SETH KIRSCHNER Physec . . . . . . . . . . . . . . . . . . . . . . . . . . . . . KARL BURY HAPPY ANDERSON San Diego Equikroms . . . . . . . . . . . . . . JAMES CRONIN ESTHER PRINGLE MARY ANNE PREVOST Tully's Makeup Girl . . . . . . . . . . . . ANNABEL SEYMOUR Swiss Chemist . . . . . . . . . . . . . . . . . . SANDY HAMILTON Big Swiss Suit . . . . . . . . . . . . . . . . . . ULRICH THOMSEN Swiss Female Executive . . . . . . . . . . . . . HELEN ELSWIT B & R Employee . . . . . . . . . . . . . . . . SAMANTHA STARK Stunt Coordinator . . . . . . . . . . . . . . . . . . . JERY HEWITT Stunts . . . . . . . . . . . . . . . . . . . . . . . . . DANNY AIELLO III ROY ANDERSON BOBBY BECKLES PAUL BUCOSSI PETER BUCOSSI NORMAN DOUGLASS STEPHANIE FINOCHIO TIM GALLIN GENE HARRISON DONALD HEWITT, SR. DONALD JOHN HEWITT JENNIFER LAMB IAN MCLAUGHLIN JANET PAPARAZZO JOHN RONEY MIKE RUSSO

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KEITH SIGLINGER JAY SPADARO Helicopter Pilots . . . . . . . . . . . . . . . . . . . . . AL CERULLO MARK CICCONE CREW Written and Directed by . . . . . . . . . . . . . . . TONY GILROY Produced by . . . . . . . . . . . . . . . . . . . . . . . JENNIFER FOX KERRY ORENT LAURA BICKFORD Executive Producer . . . . . . . . . . . . . . RYAN KAVANAUGH Director of Photography . . . . . . . . ROBERT ELSWIT, ASC Production Designer . . . . . . . . . . . . . KEVIN THOMPSON Editor . . . . . . . . . . . . . . . . . . . . . . . . . JOHN GILROY, ACE Costume Designer . . . . . . . . . . . . . . . . ALBERT WOLSKY Co-Producers . . . . . . . . . . . . . . CHRISTOPHER GOODE JOHN GILROY Music by . . . . . . . . . . . . . . . JAMES NEWTON HOWARD Casting by . . . . . . . . . . . . . . . . . . . ELLEN CHENOWETH Unit Production Manager . . . . . CHRISTOPHER GOODE First Assistant Director . . . . . . . . . . STEPHEN APICELLA Second Assistant Director . . . . . . . . . . . . MICHAEL PITT Music Supervisor . . . . . . . . . . . . . . . . . . . . BRIAN ROSS Music Editor . . . . . . . . . . . . . . . . . . . . . . . . . NIC RATNER Art Director . . . . . . . . . . . . . . . . . . . . STEPHEN CARTER Assistant Art Directors . . . . . . . . . . . . . . . . DEB JENSEN DAVID STEIN KEVIN RAPER Set Decorator . . . . . . . . . . . . . . . GEORGE DETITTA, JR. Assistant Set Decorator . . . . . . . . . . . . CHRISSY MAYER Leadman . . . . . . . . . . . . . . . . . . . . . . . . . JERRY DETITTA Property Master . . . . . . . . . . . . . . . . . SANDY HAMILTON Assistant Property Masters . . . . . . . . . . . . KRIS MORAN SUSAN PITOCCHI Camera/Steadicam Operator . . . . . . SCOTT SAKAMOTO 1st Assistant Camera . . . . . . . . . . . . . . . . BARRY IDOINE 2nd Assistant Camera . . . . . . . . . . . HOLLIS MEMINGER 1st Assistant B Camera . . . . . . . . . GREGOR TAVENNER 2nd Assistant B Camera . . . . . . . . . . . . . . BEKA VENEZIA Loader . . . . . . . . . . . . . . . . . . . . . . . . . . TIMOTHY ROSS Production Sound Mixer . . . . . . . . . MICHAEL BAROSKY Boom Operator . . . . . . . . . . . . . . . . . . . LINDA MURPHY Cableman . . . . . . . . . . . . . . . . . . . . . . . . . . . . J.J. SABAT Gaffer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ANDY DAY Best Boy . . . . . . . . . . . . . . . . . . . . . . . RALPH CROWLEY Lamp Operators . . . . . . . . . . . . . . . . MICHAEL HUNOLD PETER RUSSELL CHRIS LOMBARDOZZI Genny Operator . . . . . . . . . . . . . . . . JAMIE GALLAGHER Key Rigging Gaffer . . . . . . . . . . . . . . CHARLES GRUBBS

Best Boy Rigging Electric . . . . . . . . . . . . . . . . MIKE LEO Rigging Electric . . . . . . . . . . . . . . . . . . . . JOHN WOODS Key Grip . . . . . . . . . . . . . . . . . . . CHARLIE MARROQUIN Best Boy Grip . . . . . . . . . . . . . . . . . . JOE ABBATECOLA Dolly Grips . . . . . . . . . . . . . . . . . . . . . . . . . JEFF KUNKEL ANDY SWEENEY Grips . . . . . . . . . . . . . . . . . . . . . . . . . JAMES HERDEGEN SEAN O'BRIEN NICK HAINES STILES JOHN DAVIDSON Key Rigging Grip . . . . . . . . . . . . . . . . . CRAIG VACCARO Best Boy Rigging Grips . . . . . . . . . . . . . NICK VACCARO CHRIS VACCARO Special Effects Coordinators . . . . . . . . . . . . JEFF BRINK EDDIE DROGHAN Assistant Costume Designer . . CHRISTOPHER PETERSON Costume Supervisors . . . . . . . . . . . . . . . . MJ MCGRATH TOM STOKES Costumers . . . . . . . . . . . . . . . . . . . CARMIA MARSHALL ENNIFER MOORE Ms. Roberts' Costumer . . . . . . . . . . . FRANCISCA VEGA Costume Assistants . . . . . . . . . . . . MACKENZIE FALLON LOUIS GROPMAN Key Makeup Artist . . . . . . . . . . . . . . . . CHRIS BINGHAM Makeup Artist . . . . . . . . . . . . . . . . . . . . . LESLIE FULLER Ms. Roberts' Makeup . . . . . . . . . . . . . . . RICHARD DEAN Mr. Owen's Hair & Makeup . . . . . . . . DORKA NIERADZIK Key Hairstylist . . . . . . . . . . . . . . . . . . . . . KERRIE SMITH Hairstylist . . . . . . . . . . . . . . . . . . . . . . . . . . LIZZ SCALICE Ms. Roberts' Hair . . . . . . . . . . . . . . . . LYNDELL QUIYOU Script Supervisor . . . . . . . . . . . . . . . . . MARY CYBULSKI Location Manager . . . . . . . . . . . . . . . . . . . . ROB STRIEM Assistant Location Managers . . . . . . . . EVAN GABRIELE HILARY SMITH Location Assistants . . . . . . . . . . . . . . GRACE DOHERTY SCOTT WARING LINDSEY MAGEE Location Coordinator . . . . . . . . . . . . VICTORIA CARTER Location Scouts . . . . . . . . . . . . . . . . ZORAN BLAZEVAIC MATT FLANDERS JANET HENRY KIP MYERS Production Accountant . . . . . . . . . . . . THOMAS BIANCO 1st Assistant Accountant . . . . . . . . . . . . JAMES HINTON 2nd Assistant Accountants . . . . . . . . . . . . . . . . . . . . . . . . . MELANIE LOPES LUMELLEAU NIKO GODFREY Payroll Accountant . . . . . . . . . . . . . . SALLY DOUGLASS Post Production Accountant MONICA PEREZ GELBMAN Production Supervisor . . . . . . . . . . . IGOR SRUBSHCHIK Post Production Supervisor . . . . . . . CHARLENE OLSON

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Production Coordinator . . . . . . . . . . . . . . . . . . . . . . . . . . . MEREDITH MILLS-CAVALLUZZO Assistant Production Coordinator . . . . . . . JASON DEAN Production Secretary . . . . . . . . . JOSHUA CHAPLINSKY Production Office Assistants . . . . . . . . . . RYAN WILSON CHRISTOPHER RODRIGUEZ ALLISON RUDNICK Script Coordinator/Clearances . . . . . . . . . KARLA NAPPI Accounting Clerks . . . . . . . . . . HUNTER SCHLESINGER NICK BOMMER Travel Coordinator . . . . . . . . . . . . . . . . CARRIE ARNOLD 2nd 2nd Assistant Director . . . . . . . . . . . . . MATT POWER 2nd Leadman . . . . . . . . . . . . . . . . . . . . . . . . KEVIN BRINK Set Dressers . . . . . . . . . . . . . . . . . . . . . . . . . . TIM JOLIAT JOHANNA RUHE MIKE GALVIN CLIFF KLATT On-Set Dresser . . . . . . . . ADAM GOODNOFF-CERNESE Shop Set Dresser . . . . . . . . . . . . . . . . . . . . CAT CROSBY Art Department Coordinator . . . . . . . . . LEANN MURPHY Art Department Assistants . . . . . . . . . . . . . . . ERIC DEAN BRENDAN FERRER Product Placement . . . . . . . . . . . . . . . . WENDY COHEN Casting Assistant . . . . . . . . . . . . . AMELIA RASCHE, CSA Extras Casting . . . . . . . . . . . . . . BARBARA MCNAMARA Unit Publicist . . . . . . . . . . . . . . . . . . . . . AMY JOHNSON Still Photographer . . . . . . . . . . . . . . . ANDY SCHWARTZ Assistant to Tony Gilroy . . . . . . . . . . . ADRIENNE PICOU Assistants to Jennifer Fox . . . . . . . . . . . . . MOLLY EGAN EMMA FLETCHER Assistant to Kerry Orent . . . . . . . . . . CHARLIE KESSLER Assistant to Clive Owen . . . . . . . . . OORLAGH GEORGE Production Set Assistants . . . . . . MELISSA MUGAVERO GARY DE JESUS BRENDAN LYNCH BRUNO MICHELS ANGELA CUTRONE LOREN SKLAR JASON BOOTH AUGUST HAUSMAN Construction Coordinator . . . . . . . . . MICHAEL HERLIHY Construction Foreman . . . . . . . . . MICHAEL CURRY, JR. Key Carpenter . . . . . . . . . . . . . . . . . . . . MALCOLM REID Asset Representative . . . . . . . . . . . . . . . EMILY DAMICO Transportation Captain . . . . . . . . . . . . . . . RALPH VOLPE Transportation Co-Captain . . . . . . . . . . . SONNY VOLPE Caterer . . . . . . . . . . . . . . . . . . . TRIBE ROAD CATERING Craft Service . . . . . . . . . . . . . . . . . PETER MARSCHARK Security . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . S.I.S.S. 1st Assistant Editor . . . . . . . . . . . . . . AARON MARSHALL Assistant Editor . . . . . . . . . . . . JAMES W. HARRISON III

Apprentice Editor . . . . . . . . . . . . . . . . . . . . . KAT SPIESS Supervising Sound Editor . . . . . . . . . . . WARREN SHAW Re-Recording Mixers . . . . . . . . . . MICHAEL BARRY, CAS WARREN SHAW Re-Recorded at . . . . . . . . . . . . . . . . . . . . . . SOUND ONE First Assistant Sound Editor . . . . STEPHEN SCHWARTZ Dialogue Editor . . . . . . . . . . . . . . . . . . . . DAN KORINTUS Foley Editor . . . . . . . . . . . . . . . . . . . WILLIAM SWEENEY Sound Editors . . . . . . . . . . . . . . . . . . . STUART STANLEY TONY MARTINEZ ADR Voice Casting . . . . . . . . . . BARBARA HARRIS (L.A.) DANN FINK (NY) Sound Assistant . . . . . . . . . . . . . . . . . . . . . . ALLEN LAU Foley Mixer . . . . . . . . . . . . . . . . . . . NERSES GEZALYAN Foley Artists . . . . . . . . . . . . . . . . . . . . . JAMES MORIANA JEFFREY WILHOIT ADR Mixers . . . . . . . . . . . . . . . THOMAS J. O'CONNELL DAVID BOULTON BOBBY JOHANSON Re-Recordist . . . . . . . . . . . . . . . . . . . . . . . ERIC HIRSCH Executive in Charge of Music for Universal Pictures . . . . . KATHY NELSON Music Assistant Editor . . . . . . . . . . . . MICK GORMALEY Score Synth Programmers . . STUART MICHAEL THOMAS CHRIS P. BACON Orchestrators . . . . . . . . . . . . . . . . . . . . . PETE ANTHONY JEFF ATMAJIAN BRAD DECHTER Orchestra Conducted by . . . . . . . . . . . . PETE ANTHONY Auricle Control Systems . . . . . . . . . . . RICHARD GRANT Orchestra Contractors . . . . . . . . . SANDY DECRESCENT PETER ROTTER Music Librarian . . . . . . . . . . . . . . . . . . . MARK GRAHAM Music Preparation . . . . . JOANN KANE MUSIC SERVICE Score Recorded & Mixed by . . . . . . . ALAN MEYERSON Additional Recording by . . . . . . . . . . . . . . . ED CHERNEY Scoring Coordinator . . . . . . . . . . . . . . . PAMELA SOLLIE Score Recorded at . . . CONWAY RECORDING STUDIOS SONY SCORING STAGE Score Mixed at . . JAMES NEWTON HOWARD STUDIOS Guitars . . . . . . . . . . . . . . . . . . . . . . . . . . SERGIO ASSAD ODAIR ASSAD Additional Guitars . . . . . . . . . . . . . . . GEORGE DOERING Bandoneon . . . . . . . . . . . . . . . . . . MARCELO NISINMAN Main & End Titles . . . . . . . . . . . . . . . SCARLET LETTERS Digital Intermediate . . . . . . . . . . . . . . . . . . . . . . . . EFILM Digital Film Colorist . . . . . . . . . . . . . . STEVEN J. SCOTT Digital Intermediate Producer . . . . . CHRISTIAN PREJZA Negative Management . . . . . . . . . . . MARY BETH SMITH Editing Facility . . . . . . . . . . . . . . . . MEGA PLAYGROUND Color Timer . . . . . . . . . . . . . . . . . . . . . . TERRY HAGGAR

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Dailies Advisor . . . . . . . . . . . . . . . . . . . . JOEY VIOLANTE Camera Dollies by . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CHAPMAN/LEONARD STUDIO EQUIPMENT, INC. Bahamas Crew Production Supervisor . . . . . . . . . . . . . ALEXIS ARNOLD Production Coordinator . . . . . . . . . . . . KAREN WACKER Assistant Production Coordinator . . . . KANDIS LONGAN Production Office Assistant . . . . . . . . ERIKA ROBINSON Assistant Accountant . . . . . . . . . . . . . . . . JR CRAIGMILE Electric . . . . . . . . . . . . . . . . . . . . . . . . . . . . JULIAN LORD WINSTON NEWTON Grips . . . . . . . . . . . . . . . . . . . . . . . . RAMON SAUNDERS MARK FORD Locations . . . . . . . . . . . . . . . . . . . . . MARTINA CARROLL Transportation . . . . . . . . . . . . . . . STEVEN SYMMONNET Rome Crew Production Services in Italy Provided by STUDIO URANIA Co-Producer . . . . . . . . . . . . . . . . . . CONCHITA AIROLDI Production Manager . . . . . . . . . . . . . . . PATRIZIA MASSA Unit Manager . . . . . . . . . . . . . . . . . . . . ANDREA ALUNNI Production Coordinator . . . . . . . . . LARA DALL'ANTONIA Assistant Production Coordinator . SARA LOUISE BLISS Production Office Assistants . . . . . . . ROCCO VOLPATTI CATERINA BRIZZOLARA First Assistant Director . . . . . . . . . . . . . . . LUCA LACHIN Second Assistant Director . . . . . . . . FRANCO BASAGLIA Accountant . . . . . . . . . . . . . . . . . . LUCIANO TARTAGLIA Assistant Accountant . . . . . . . . . . . . . . . . . ANNA ORIETI Payroll Accountant . . . . . . . . . . . ANNAMARIA BERARDI Art Director . . . . . . . . . . . . . . . . . . . . . . TAMARA MARINI Assistant Art Director . . . . . . . . . . . . SAVERIO SAMMALI Stand-by Painter . . . . . . . . . . . . . . . . . CRISTINA CECILI Crowd Marshall . . . . . . . . . . . . . . . ANTONIO SPOLETINI 2nd Assistant B Camera . . . . . . . . . . . . . MARCO MAGGI Casting . . . . . . . . . . . . . . . . . . . . . . . . FLAMINIA LIZZANI Costume Supervisor . . . . . . . . . . . . . . . . SONU MISHRA Assistant Costume Supervisor . . . . FULVIA ROVERSELLI Gaffer . . . . . . . . . . . . . . . . . . . . FRANCESCO ZACCARIA Best Boy . . . . . . . . . . . . . . . . . . . . . . . . . . LUCA MARTIS Electricians . . . . . . . . . . . . . . . . . . . . . . . . LUCA SARDINI CARLO QUATTRONE Key Grip . . . . . . . . . . . . . . . . . . . . . . . . TOMMASO MELE Best Boy . . . . . . . . . . . . . . . . . GIAMPAOLO MAJORANA Grips . . . . . . . . . . . . . . . . . . . . . . . . . SERGIO GABRIELLI GIORGIO PEZZOTTI FRANCESCO POSTIGLIONE

Location Manager . . . . . . . . . . . . . . . . . . ERIK PAOLETTI Assistant Location Manager . . LEONARDO DE ANGELIS Makeup . . . . . . . . . . . . . . . . . . . . . . MARIO MICHISANTI Hair Dresser . . . . . . . . . . . . . . . MASSIMILANO DURANTI Set Decoration Leadman . . . . . . . . . ROBERTO BENETTI Stand-by Props . . . . . . . . . FRANCESCO POSTIGLIONE Transportation Coordinator . . . . . . . . . . . ALEX WAYAFFE Assistant Transportation Coordinator . . . . . . . . . . . . . . . . STEFANIA MONETTI Visual Effects by . . . . . . . . . . . . . . . . . . . . . . . . . ASYLUM Visual Effects Supervisor . . . . . . . . . . . . . . MITCH DRAIN Visual Effects Producer . . . . . . . . . . . ANDREW FOSTER Flame Artist . . . . . . . . . . . . . . . . . . . . . . . . . . . . TIM BIRD Digital 3-D Artist . . . . . . . . . . . . . YUICHIRO YAMASHITA 2-D Paint Artist . . . . . . . . . . . . . . . . . . . . . CHRIS OLIVAS Visual Effects by . HAMMERHEAD PRODUCTIONS, INC. Visual Effects Supervisor . . . . . . . . MICHAEL KENNEDY Visual Effects Producer . . . . . . . . . . . LYNN M. GEPHART Compositors . . . . . . . . . . . . . . . . . GILBERT GONZALES ALIZA CORSON CHAMEIDES Rotoscope Artist . . . . . . . . . . . . . . . . . . SHIRA MANDEL Visual Effects by . . . . . . . . . . HANDMADE DIGITAL, INC. Visual Effects Supervisor . . . . . . . . . . . . . . ALAN E. BELL Compositing Supervisor . . . . . . . . . . . . . LEE RODERICK Compositors . . . . . . . . . . . . . . . . . . . . . . BRYAN TAYLOR LINDSEY FRY Match Mover . . . . . . . . . . . . . . . . . . . . . JOSH JOHNSON Visual Effects by . . . . . . . . . . . . . BRAINSTORM DIGITAL Visual Effects Producers . . . . . RICHARD FRIEDLANDER GLENN ALLEN Visual Effects Supervisor . . . . . . . . ERIC J. ROBERTSON CG Supervisor . . . . . . . . . . . . . . . . . . . . . . JUSTIN BALL Lead Compositor . . . . . . . . . . . . . . CHRIS WESSELMAN SOUNDTRACK ON VARÈSE SARABANDE "BEING BAD" Written and Performed by Bitter:Sweet Courtesy of Quango Music Group, Inc. "BRICK HOUSE" Written by Lionel Richie, Ronald Lapread, Walter Orange, Milan Williams, Thomas McClary, William King Performed by The Morans "BESAME SMOOCHO" Written by Daniel May Performed by Daniel May Courtesy of Marc Ferrari/MasterSource "SICILIA" Written and Performed by John Skehan

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"FARRUCA" Written by Agustin Castellon Campos Performed by Grisha Goryachev Courtesy of VGo Recordings "SOLEARES" Written by Joaquin Turina Performed by Norbert Kraft Courtesy of Naxos By arrangement with Source/Q "HOLOGRAPHIC UNIVERSE" Written by Rob Garza, Eric Hilton Performed by Thievery Corporation Courtesy of ESL Music "DANCE HALL DAYS" Written by Darren Costin, Nick Feldman, Jack Hues Performed by Wang Chung Courtesy of Spirit Music Group "SWAMPBLOOD" Written by J.D. Wilkes Performed by Th' Legendary Shack Shakers Courtesy of Yep Roc Records By arrangement with Ocean Park Music Group In Association with MEDIENPRODUKTION POSEIDON FILMGESELLSCHAFT mbH & CO. KG "Arc" and "Cycladic G" sculpture courtesy of Kevin Kelly. Used with permission. Artwork courtesy of Melissa Brown Interiors. Willy Heeks "Affirming Flame" 1988 courtesy of the Artist and Elizabeth Leach Gallery. New York Post courtesy of NYP Holdings, Inc. New York Daily News courtesy of New York Daily News, L.P . The NYPD (mark) name, logos and insignia are trademarks of the City of New York and are used with the City's permission. Stock photography courtesy of Corbis Images. Stock photography courtesy of Getty Images. Stock footage courtesy of Artbeats.

Stock footage courtesy of Thought Equity Motion. Selected wardrobe for Clive Owen by Georgio Armani. College baseball footage courtesy of Collegiate Images, LLC. SPECIAL THANKS TO New York State Governor's Office for Motion Picture & Television Development The City of New York Mayor's Office of Film, Theatre and Broadcasting Michael R. Bloomberg, Mayor and Katherine L. Oliver, Commissioner NYPD Movie & TV Unit MTA Metro North Port Authority of New York and New Jersey Sol Kerzner and Kerzner International One & Only, Royal Mirage, Dubai One & Only, Ocean Club, Paradise Island Atlantis, Paradise Island, The Bahamas Jerry Inzerillo, Michele Wiltshire, Donna Lowery, Quinton Brennen, Ian Sweeting, Anne Iverson The Seagram Building and RFR Realty LLC Viking Range Corporation JetBlue Airlines Continental Airlines American Airlines THIS MOTION PICTURE IS PROTECTED UNDER THE LAWS OF THE UNITED STATES AND OTHER COUNTRIES. UNAUTHORIZED DUPLICATION, DISTRIBUTION OR EXHIBITION MAY RESULT IN CIVIL LIABILITY AND CRIMINAL PROSECUTION. THE CHARACTERS AND EVENTS DEPICTED IN THIS PHOTOPLAY ARE FICTITIOUS. ANY SIMILARITY TO ACTUAL PERSONS, LIVING OR DEAD, IS PURELY COINCIDENTAL.

NO. 45010

MOTION PICTURE ASSOCIATION OF AMERICA

COPYRIGHT © 2009 UNIVERSAL STUDIOS and MEDIENPRODUKTION POSEIDON FILMGESELLSCHAFT MBH & CO. KG All Rights Reserved. ANIMATED UNIVERSAL STUDIOS LOGO © 1997 UNIVERSAL STUDIOS Universal Studios is the author of this motion picture for purposes of the Berne Convention and all national laws giving effect thereto.

Color by TECHNICOLOR

Credits as of February 27, 2009.

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Former MI6 agent Ray Koval (CLIVE OWEN) and ex-CIA officer Claire Stenwick (JULIA ROBERTS) are spies-turned-corporate operatives in the midst of a clandestine love affair.

CLAIRE If I told you that I loved you, would it make any difference? RAY If you told me, or if I believed you?

Oscar® winner JULIA ROBERTS (Charlie Wilson's War, Ocean's Eleven, Closer) and CLIVE OWEN (Inside Man, Sin City, Closer) join one another in the romantic caper Duplicity, from writer/director TONY GILROY (seven-time Oscar®nominated Michael Clayton).

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Roberts and Owen star as spies-turned-corporate operatives in the midst of a clandestine love affair. When they find themselves on either side of an all-out corporate war, they discover the toughest part of the job is deciding how much to trust the one you love.

JULIA ROBERTS as Claire Stenwick.

CIA officer Claire Stenwick (Roberts) and MI6 agent Ray Koval (Owen) have left the world of government intelligence behind for a scheme to cash in on a highly profitable cold war raging between two rival multinational corporations. Their mission? Secure for themselves the formula to a product that will bring a fortune to the company that patents it first. For their employers--industry titan Howard Tully (TOM WILKINSON, Michael Clayton, television's John Adams) and buccaneer CEO Dick Garsik (PAUL GIAMATTI, Sideways, television's John Adams)-- nothing is out of bounds. When the stakes rise, no one knows who is playing whom, and the trickiest part for Claire and Ray becomes how they play each other. As they each try to stay one double-cross ahead, two career loners find their plan endangered by the only thing they can't cheat their way out of: love. Duplicity reunites Gilroy with key members of the behind-the-scenes team from Michael Clayton-- including Academy Award®-winning director of photography ROBERT ELSWIT (There Will Be Blood, Syriana); production designer KEVIN THOMPSON (Birth, Stranger Than Fiction); editor and co-producer JOHN GILROY (Pride and

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Glory, Narc); and celebrated composer JAMES NEWTON HOWARD (The Dark Knight, Defiance). The costume designer is legendary two-time A c a d e my Awa r d ® w i n n e r ALBERT WOLSKY (Bugsy, All That Jazz). JENNIFER FOX (Michael Clayton, Syriana) and KERRY ORENT (Michael Clayton, Definitely, Maybe) return to produce the film, and they are joined by LAURA BICKFORD (Che, Traff ic). Relativity Media's RYAN KAVANAUGH (The Bank Job, Charlie Wilson's War) serves as executive producer.

ABOUT THE PRODUCTION

Secrets and Lies:

Duplicity is Imagined

After he helmed his critically acclaimed 2007 directorial debut, Michael Clayton, writer/director Tony Gilroy decided to return to the arena of corporate dirty tricks...but this time with an eye toward romance. He created a story filled with twists and turns, using the backdrop of a cutthroat race between rival titans vying to be the first to bring a miracle product to market. The heart of the story, however, is the emotional warfare between a pair of romantically challenged, strong-willed lovers who happen to be on either side of the corporate battle...or so it seems. The idea for Duplicity started with Gilroy's fascination with the intricacies of industrial espionage. His years of research as the architect of the screen-

plays in the blockbuster Bourne franchise had introduced him to many people in the intelligence community, and he had noticed that many of them had recently gone into the private sector. Gilroy crafted a nimble script set in this world that combined elements of the screwball comedy with the plot reversals of a classic caper. Of his research and inspiration for the story's setting, he shares, "The statistics of corporate theft are somewhere between $50 and $100 billion every year. There isn't a major corporation on the planet that doesn't have a competitive intelligence department with some form of either defensive or offensive intelligence gathering, which are basically spy units." The filmmaker designed a cold war between two giant corporations in which the spies are actually trying to dupe their employers. He constructed an intricate web of deceit between the rival magnates, and he inserted agents into the mix whose love is as high stakes as the scheme itself. This star-crossed pair is ex-CIA agent Claire Stenwick and former MI6 operative Ray Koval. Gilroy underscores that their personal entanglements are complicating their jobs, and the constant deceit makes it hard to know where they stand with one another. He says, "They never tell the truth. Everybody's gaming everybody; everything is constantly not what it seems." We meet Claire and Ray through a series of flashbacks that track their relationship--beginning with their first encounter in Dubai in 2003 and taking us through the plotting of their big heist in Manhattan of today. When he imagined the couple, one curious question kept coming to the filmmaker's mind: "How do scorpions make love?" Of the idea, Gilroy elaborates: "I wondered what happens if

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two people fall in love who are both professional liars. It's really hard for them; who else is there for them? They're their own species." The first time they meet, then-MI6 operative Ray is simply a mark for CIA agent Claire. She seduces him at a consulate party in Dubai, drugs him and then ransacks his room to steal Egyptian Air Defense codes. Elaborates Gilroy's production partner, producer Jennifer Fox, of the setup: "Claire leaves Ray with this smile on his face. He's both completely taken with this woman and incredibly frustrated. He needs to find her. They meet again in Rome, have a lost weekend and decide to work together and leave their jobs with the CIA and MI6 and go private...to cash in and have one big giant score that will allow them to be together." Gilroy adds, "After Dubai, they don't see each other for a long time, and they reconnect under very unusual circumstances. The whole movie is about the two of them deciding whether they're really in love, whether they can trust each other and whether they're going to get rich in the middle of this corporate espionage war." Gilroy also created Howard Tully (head of Burkett & Randle) and Dick Garsik (head of Omnikrom), two

CLIVE OWEN as Ray Koval.

Tortoises and Hares:

Casting the Caper

When he created his main characters for Duplicity, Gilroy imagined the two lovers as unable to be honest about anything, especially their feelings. He needed to find performers who were be(L to R) Buccaneer CEO Dick Garsik (PAUL GIAMATTI) and industry titan Howard Tully (TOM WILKINSON) face off. lievable as spy rivals and giants among the pharmaceutical world whose ambi- romantically complicated. Julia Roberts and Clive Owen were the perfect pairing. Roberts was asked to tion and hatred for one another is matched only by come onto the project and play Claire Stenwick, Burkett their egos. He says, "This feud between Tully and & Randle's assistant director of counterintelligence Garsik is the engine for everything that happens in (secretly reporting to Omnikrom). Owen was brought the story. It's a cold war set on Park Avenue between on as Ray Koval, an ex-MI6 agent who now serves as two huge, giant corporations instead of two counClaire's contact officer (i.e., handler) at Omnikrom. tries...but fought just as bitterly and with just as About their on-screen pairing, Fox notes, much complexity." "Duplicity is reminiscent of a certain kind of glamour For Duplicity to be plausible, Gilroy knew the from films of the past, and so it was terrific to have stakes for the characters had to be as high as they such glamorous movie stars at the center. Julia and would be in an actual cold war. That meant imagining Clive have the kind of chemistry that no costume a race to patent a drug so hotly in demand that it design, production design or location can provide." would tip the market for any patent holder and render Though he's written for and directed a who's who of competitors impotent. The filmmaker elaborates: "We Hollywood talent, Gilroy admits casting Academy needed something everybody was chasing, in which Award® winner Roberts as his leading lady made him a the stakes were really high--the holy grail of everybit nervous. "You get past your first, `Oh, this is Julia thing financially." Roberts and I'm working with her,'" he laughs. "You Producer Fox agreed with his instincts. "One of Tony's great strengths is creating characters who are watch her working, and it's effortless. She's such a veteran and so smart about what the camera means to her." strong, dynamic and smart," she notes. "I think he's Roberts has spent the past several years raising done that here with Claire and Ray. Audiences will young children and starring in successful ensemble have fun with the film and enjoy puzzling out the pieces. Duplicity marks her much-anticipated return as story. In the same way that the characters are conning lead in a film. The actor was fascinated by Claire and the one another, Tony is playing a con game with us, and fact that she was so romantically lost while so laserthe surprises don't let up until the last moment."

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focused on her mission in work. She looked forward to once again working with her Closer co-star, Clive Owen, for the caper. She explains her motivation for agreeing to the part: "Clive had first asked me to be in this movie, and then Tony had written me a letter when he sent me the script. I was really flattered to be asked to play Claire, because she's not altogether likeable or trustworthy. But when all is said and done, she wears her heart on her sleeve in a way that was quite interesting to me. I thought it was great to play somebody who is a little more convoluted than your normal on-screen woman." Roberts' part in Duplicity marked an interesting deviation from other roles in her body of work. In Gilroy's script, Claire and Ray have brief romantic interludes in multiple cities across multiple time zones. For Roberts, playing a jet-setting superspy was an intense experience as the crew crafted scenes set in various locales from Rome and Dubai to Cleveland and Zurich. Indeed, she felt as if she and Owen were acting in "little bubbles...little capsules that we performed within." Fortunately, her longtime friend was along for the wild ride. "Clive is the ultimate leading man," she compliments. "He's great in this part, and I love when he plays like he's at a loss. His earnest qualities are so truthful, and I loved acting with him...every minute of it. He comes in really prepared and is able to enjoy the process. We have that same goal: to do a great job and to have such a good time." From this season's The International to such thrillers as Inside

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Man and The Bourne Identity, some of Clive Owen's most notable roles have delved into suspense and theft. He came to Duplicity through the friendship of another one of Julia Roberts' leading men, George Clooney. Clooney introduced Owen to his Michael Clayton director and recommended him for the role of Ray Koval. "I'd written for Clive in the first Bourne movie, but I hadn't met him," says Gilroy. "I'd been watching his work and thought he was just amazing. When George introduced us, I went right away for him for the film." After reading the screenplay, the man whom Fox describes as full of "Cary Grant charm and charisma" was eager to work on the project. "I finished the last page of the script and grabbed the phone and called my agent and said, `This is the one. This is the script,'" remembers Owen. "I had a very huge, strong, instinctive response. I thought the writing was brilliant and was very keen to get involved." Working with Roberts again was a carrot for Owen, as was being directed by the man who envisioned the source material. "One of the huge attractions for me to do this film was to get the opportunity to say this kind of dialogue with Julia. It's so well written that, in some ways, you don't

Claire and Ray play the game.

Garsik assesses his enemy.

have to make that many decisions as an actor. You have to sit in it like a very comfortable car and just drive it, because the rhythms are all there. It's a joy when you've got that kind of language to play with, and to play it with someone like Julia, who is fantastic with this type of material." On partnering with Gilroy, Owen commends: "He writes brilliant dialogue. It trips along, and it's got great rhythm. It feels natural. Within three pages of reading this script, I was excited by the dialogue and couldn't wait to go to work. It's all there in front of you, and it's very clear what's required. The advantage of a writer/director is that he's on set and can explain his initial impulses when he wrote the script. That's a very nice thing for an actor. "At the end of the day, it's funny, it's witty, it's very buoyant and it's unusual," he continues. "It's a guy and woman who are in love, but they argue a lot and they mistrust each other--as well as being crazy about each other--and that lends to a really entertaining experience for the audience." Duplicity opens with Claire's and Ray's employers racing toward one another on a rain-soaked airplane tarmac--preparing to beat the hell out of each other. To play Howard Tully, the Zen (yet vindictive) head of industrial giant Burkett & Randle, the production cast

Tom Wilkinson. The veteran British performer, whose work with Gilroy on Michael Clayton earned him an Oscar® nomination, was matched with fellow John Adams co-star Paul Giamatti, who was brought aboard to play Omnikrom's übervengeful CEO Dick Garsik. The two, fresh off Golden Globe wins for the celebrated HBO miniseries event, brought to life what Fox calls "the tortoise and the hare" methods of ruling their empires. Says Gilroy of Wilkinson: "Tom just makes life so easy. We told him about the opening fight scene, in which he would have to participate in a choreographed fight with Paul, and he was happy to do it. From the moment that he says, `Yes,' if you're the director and writer, you can immediately relax." To prepare for his role, Giamatti was asked by his director to watch Stanley Kubrick's 1964 masterpiece, the nihilistic comedy Dr. Strangelove. Gilroy felt Giamatti could inform his character by seeing how George C. Scott played the unflappable General "Buck" Turgidson. Says Gilroy, "The reference I gave Paul was that he has to be a winner in this thing all the way through. I wanted his character to have that same confidence that George C. Scott had." When it came time to play the megalomaniac Dick Garsik, Giamatti erased all the compassion he had fostered for and delivered in his portrayal of John Adams. He describes his experience on set: "Playing a corporate guy is like playing a king in a Shakespearean play: you're master of everything. I have to switch into the mind-set of not caring about anybody around me and believe they're just going to do whatever I tell them to do."

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Of his experience with the filmmakers, he notes: "Tony's got a great visual sense, and he works very well with Robert Elswit, the cinematographer. He's incredibly prepared and thinking way ahead, which is all things that you would think any director would do, but they don't necessarily. You feel completely safe that this guy knows exactly what he wants, and you still have a lot of freedom to play around in it." Rounding out the cast stationed alongside Julia Roberts and Tom Wilkinson at Burkett & Randle's counterintelligence bureau are Michael Clayton's TOM M C CARTHY as Claire's fellow agent Jeff Bauer, a man Gilroy writes is "torn between the desire to seduce and destroy," and Claire and Jeff 's supervisor, Pride and Glory's WAYNE DUVALL as former marine/cop/FBI agent Ned Guston. True Blood's CARRIE PRESTON rejoins her My Best Friend's Wedding co-star to play the firm's naïve travel department executive Barbara Bofferd, while Charlie Wilson's War's CHRISTOPHER DENHAM appears as strung-out genius/inventor Ronny Partiz, who can easily be found blowing hundreds of thousands each week at a baccarat table in the Bahamas. Assisting Clive Owen and Paul Giamatti at Omnikrom's secret guerilla espionage facility are Milk's DENIS O'HARE as ace project leader Duke Monahan; The Good Shepherd's OLEG STEFAN as the firm's thuggish Boris Fetyov; Battlestar Galactica's RICK WORTHY as Omnikrom muscle Dale Raimes; Kinsey's KATHLEEN CHALFANT as brilliant Jane-of-all-trades Pam

Frales; KHAN BAYKAL as computer genius Dinesh Patel; and DAN DAILY as Garsik's long-suffering aide.

Global Shoot: Rehearsal, Design and Locations

Rehearsal

So his co-stars would be able to nail the tempo of their rat-a-tat dialogue, prior to shooting Gilroy spent a week rehearsing scenes with Roberts and Owen. "You're prospecting all the time and desperate for things to happen that are not planned," he says. "It's happened here. The chemistry between Clive and Julia is really strong, and it's smart." Roberts welcomed the extra week to prepare for the film and slip into, as Gilroy phrases, "the wardrobe of her character." She also appreciated the luxury of time to rehearse for a role, versus jumping right into it. Both Roberts and Owen respected that Claire and Ray have prepared for this heist for years and were determined to have every look, nuance and minute detail in place. They will do anything not to risk losing $40 million. Indeed, it would take every minute of rehearsal time for

Tully plays his hand.

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Design

It was important to Gilroy for the competing companies to have a distinct look and feel. Burkett & Randle was designed to present an identity that was very clean and stark, because its counterintelligence agency was underground, dark and buzzing with activity and high-tech spy systems; it was built to feel like a clinical bunker. In contrast, the Omnikrom unit was more a collage of texture, pattern, layers and transparencies. Says production designer Kevin Thompson of the steps he took with the filmmakers: "You start with very basic, rudimentary ideas, like Burkett & Randle is going to be white and minimal, and their theme color is going to be blue. The Omnikrom team is going to be the red team, and they are going to be much more hightech with layers of texture and grays and no white or blue at all. Oddly enough, Burkett & Randle's logo ended up being blue, and Omnikrom's logo was red." Thompson has a high regard for Gilroy's aesthetics. "Tony's extremely visual and very specific in what he likes: clean lines, restful compositions and fairly masculine designs," he says. "Because he's a writer, he can articulate what he likes visually; it's a real asset to the designer."

Claire and Ray have a chance meeting.

the actors to prepare to deliver Gilroy's lines just as rapid-fire as they were written. To put him in the mind-set of the control freak Garsik, Giamatti was sent to an Upper East Side men's barbershop for a taste of the pampered life one would expect a mogul to enjoy. Explains Jennifer Fox: "Paul is so down-to-earth, not the guy who would be doing this on his own. We wanted him to get the manicure and have a shave in one of those old-fashioned men's clubs--to have that pristine, corporate feeling." The opening sequence of the film has our two CEOs racing toward one another. Wilkinson was game to rehearse the fight in a dance studio with Giamatti. To set the stage, Tully and Garsik have disembarked from their private jets, have left their entourages behind and launch into a playground brawl. To prepare for this scene--ultimately shot in an airline hangar in Upstate New York--the two men grappled around comically on wrestling mats. Recalls Fox, "We planned every move with a stunt coordinator, and we used padding on the ground. There's this moment when Tom picks up Paul, and he's in the air, then lands on the ground. Their fists are flying; it's out of control and fantastic."

Shooting on Location

Burkett & Randle and Omnikrom are both headquartered in Gilroy's hometown of New York City, while the film's flashbacks take us into Claire and Ray's secret rendezvous cities--from, chronologically, Dubai, Rome and London to Miami, Cleveland and Zurich. Principal photography for Duplicity began in

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Manhattan, then the company moved to the Atlantis Resort in the Bahamas for one week of shooting. It spent the final week of production in Rome, where Claire and Ray first fell in love and began, as Gilroy puts it, "stealing little moments." Thompson had the enviable job of creating sets in some of the most famous buildings and locations in the world. About the decision to shoot in Manhattan, Thompson offers, "It was always important to have real New York streets and classic New York locations, but not shoot them in a traditional Hollywood way." One of the earliest scenes in the film shot in Grand Central Station, which was filmed at the pedestrian level for a greater sense of urgency. Several iconic New York buildings were used for interior and exterior shots of the rival company's offices. For example, the roofs of the MetLife Building and Rockefeller Center were used to capture establishing shots of the Big Apple. DP Elswit and his team were especially pleased to be among the first filmmakers to lens the city with the new Panavision G-Series lenses. "Grand Central was important, as was the big shopping scene in Lord & Taylor where Clive finally catches up with Julia," Thompson says. "Being on Fifth Avenue in midtown, Central Park, the Chase Manhattan Bank Building, the top floor of the Citicorp Building, Lever House, the Seagram Building... these are the most beautiful, classic pieces of architecture we have in the city, and we shot in them." One of the more challenging locations to secure was space in the Seagram Building. The production intended it to

serve as the power center for the head of Burkett & Randle. Producer Kerry Orent explains: "The Seagram's location allowed Tony to position Howard Tully's office at the center of the Midtown Manhattan canyon of corporate and financial power. The location gave Tony the opportunity to present Tully's office within a certain distance to his archrival's Omnikrom building. At the time of filming, it was very difficult to find empty office space in midtown, especially in famous architectural icons like Seagram's. After months of searching, Kevin Thompson found a rare, empty space in that building. With Tony's support, Kevin transformed an unfinished space that had wires hanging down and Sheetrock falling over into a perfectly designed office for Tully." Filming Ray's pursuit of Claire through Grand Central Station made the Seagram Building prep look like a walk through Central Park. Shares Orent of the experience of coordinating with everyone from the Metro North Transit Authority to NYPD: "At Grand Central, we had less than five hours to shoot a complicated scene with hundreds of extras...before thousands of Grand Central commuters started arriving. We were required to start at 4 a.m. on a Sunday morning. It was the only window of time that Metro North could allow

Ray exasperates the weary Claire.

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Additionally, New York served as a wealth of unexpected locations for our jet-setting spies. The interior of the hotels in London, Rome and Dubai were shot in the city, with establishing shots of those locales accomplished by second units. The crew moved on to the Atlantis Paradise Island resort in the Bahamas, where it filmed three of the script's locations in one spot. In addition to the Atlantis scenes in which our spies seek answers from a very drunk Ronny Partiz at the baccarat table, the resort's Ocean Club doubled for other script locales. This includes the Miami bungalow scene in which Ray and Claire agree she'll work for Omnikrom (at the counterintelligence desk for Burkett & Randle)...as well as the pool scene at the American Consulate in Dubai (where our lovers first meet). Fortunately for the writer/ director, the casino in which he ended up shooting was the exact location he'd written about. Rome was the final stop in the production shoot. In this city, Claire and Ray reconnect--in a flashback sequence--three years after they first met in Dubai. The advance team spent months looking for ideal spots in which to lens, according to Orent. He recalls: "The locations that Tony selected in Rome were based on a long process of scouting and working with the Italian government to get the proper approvals to film in the old part of the city. One of our principal locations for filming was the plaza adjacent to the Pantheon. It is the perfect setting for the sequence where Clive discovers Julia walking across the plaza. It took a long time to secure this location. We were not sure that we would get a permit to film in the plaza because it is such a big tourist attraction. Our Italian production team spent months working with the government authorities to get approval to shoot there." Gilroy felt these exteriors needed to represent the classic, romantic places he fell in love with during his visits to the region. Designer Thompson elaborates: "We scouted at the Piazza Navona and the Pantheon, and we went into the Jewish ghetto. We wanted a romantic

The spies reconnect in Rome.

us to have some control of the vast space. By 9 a.m., we hurried to complete the sequence. We couldn't stop the trains from coming or tell travelers that they couldn't pass through the station. "It was a lot of planning for weeks in advance," Orent continues, "but with a lot of cooperation and Tony's willingness to work with our limitations, he designed an amazing shot that starts on the clock in Grand Central Station and comes down to reveal Clive discovering Julia."

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setting that started big and then goes through the alleyways and into a more intimate piazza, the Piazza Margana--the classic old section of the town. Tony loves it and fantasized about making a movie there, so it was where Clive and Julia had to have their scene." Though the crew shot extensively in Rome, the flashback scene in Claire and Ray's grand Roman hotel suite was filmed at the James A. and Florence Vanderbilt Sloan Burden mansion in New York--now home to the all-girls school called the Convent of the Sacred Heart. The ballroom and anteroom of the mansion provided details reminiscent of the hotel suites that Thompson and Orent had scouted in Rome. Fortunately, the production accommodated the extensive on-location shooting required to give Duplicity its depth and accuracy. Gilroy says of being able to shoot in Rome: "While you're writing the script locations, you just write `Rome: exterior Pantheon,' and you're praying to God you're going stay on the job until they go to shoot that scene."

Dressing for War:

The Costumes

A two-time Academy Award®-winning costume designer, Albert Wolsky was charged with dressing the leads and setting a visual tone for the characters through their wardrobe. "Contemporary films are much harder than any period f ilms for many reasons," he explains. "My job is really about storytelling, with the adjunct being the costumes. In other days, it was easier to tell who a person was, what class they were and where they were coming from. But today, it's totally eclectic. You can't tell who's rich, who's poor; I can't even t e l l w h o 's w e l l dressed anymore." Since her unforgettable walk down Rodeo Drive in Pretty Woman, Roberts has shown remarkable sophistication in style. Her longtime collaborator on such films as The Pelican Brief, Runaway Bride and Charlie

Wilson's War, Wolsky designed the look of a gorgeous and brilliant spy who takes no prisoners. Wolsky describes how he achieved the classic, look Gilroy and the producers desired for the leads: "Tony wanted the film to be glamorous and sexy, and yet, we couldn't have Julia Roberts walking around in strapless evening dresses. We had to find a way to do that whole look, which is really about not getting caught doing it. In Julia's case, it was all very slick and formfitting. I felt from the beginning she should wear extremely high heels, which she didn't mind. It gave her another stance, and it's sexy." Wolsky believes that the first time the audience sees the characters is the most crucial time for clothing to be perfect. As he designs, he asks the questions of "What do you see first? Who are these people?" He notes, "Julia is totally corporate, and she's a very black figure in the beginning. Clive is in this suit, shirt and tie--immaculate and in gray tones. The beginning of the film is full of grays and blacks. Tom Wilkinson is in black, and his whole world is in gray." Choosing the right color palette involved many conversations between Gilroy and Wolsky, as well as coordination with production designer Thompson on the color scheme he imagined for the rival companies. Thompson says, "When you discuss color in the frame and the controlled use of color, Albert and I were coordinated with what the characters were wearing, what the walls looked like and how we could help each other. We discussed eliminating color from particular scenes, or making them lusher. The scenes have a real discipline to them." The colors and costumes (such as Owen's impeccably tailored Armani suits) depended not only on location, but the time period of a particular scene--whether it was told in flashback or in present day. Explains Wolsky: "During one of the flashbacks, when Claire and Ray meet in Rome, I wanted color. Then we go forward to this presentday world, which has more grays, blacks and

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The lovers find themselves in Zurich.

whites. Dubai, which is also a flashback scene, has a lot of color: lights, tans and beiges and summer. The story gave me a lot of control." **** Universal Pictures Presents--In Association With Relativity Media--Julia Roberts, Clive Owen in Duplicity, starring Tom Wilkinson and Paul Giamatti. The music is by James Newton Howard; the music supervisor is Brian Ross. The casting is by Ellen Chenoweth, and the costume designer is Albert Wolsky. The co-producers are Christopher Goode and John Gilroy, and Duplicity's editor is John Gilroy, ACE. The production designer is Kevin Thompson, and the director of photography is Robert Elswit, ASC. The film's executive producer is Ryan Kavanaugh, and the producers are Jennifer Fox, Kerry Orent and Laura Bickford. Duplicity is written and directed by Tony Gilroy. © 2008 Universal Studios. www.duplicitymovie.net

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ABOUT THE CAST

JULIA ROBERTS (Claire Stenwick) and her Duplicity co-star, Clive Owen, previously appeared together in Closer, directed by Mike Nichols. An Academy Award® winner for Erin Brockovich, Roberts has appeared in many of Hollywood's most successful films, worked with the industry's most esteemed directors, and her films have grossed more than $2.5 billion worldwide. She first came to the attention of audiences with her critically acclaimed role in Mystic Pizza. Then, with Steel Magnolias, she received her first Academy Award® nomination. Her next film, Pretty Woman, was the top-grossing film of 1990 and brought Roberts her second Academy Award® nomination. Her memorable performance in that film was followed by a series of notable films including Flatliners, Sleeping with the Enemy, Dying Young, The Pelican Brief and Something to Talk About Roberts also starred with Liam Neeson in Neil Jordan's Michael Collins, and in Woody Allen's romantic musical comedy Everyone Says I Love You. In 1997, she starred in the box-office smash My Best Friend's Wedding, directed by P.J. Hogan, and the Richard Donner-directed thriller Conspiracy Theory, co-starring Mel Gibson. Roberts starred opposite Susan Sarandon and Ed Harris in the Chris Columbus film Stepmom. In 1999, she starred in two box-office hits: Notting Hill, co-starring Hugh Grant and directed by Roger Michell; and Runaway Bride, in which she reteamed with her Pretty Woman co-star Richard Gere and director Garry Marshall Since 2000's Erin Brockovich, she has appeared in Mona Lisa Smile and America's Sweethearts, both

from Revolution Studios. She has starred in three films by director Steven Soderbergh: Ocean's Eleven, Ocean's Twelve and Full Frontal. She also appeared with her Ocean's co-star Brad Pitt in The Mexican, directed by Gore Verbinski, and starred in Confessions of a Dangerous Mind, the directorial debut of her Ocean's co-star George Clooney. She has worked with director Mike Nichols on both Closer and Charlie Wilson's War. Roberts recently provided the voice of Charlotte in the animated film Charlotte's Web and made her Broadway debut in Richard Greenberg's Three Days of Rain. Academy Award® nominee and Golden Globe Award winner CLIVE OWEN (Ray Koval) has taken the big screen by storm, making quite a name for himself in the U.K., the United States and around the world. It was in 2005 that he proved himself a big-screen star by winning a Golden Globe Award and picking up an Academy Award® nomination for his role as Larry in Mike Nichols' Closer. The British actor first came onto the scene in several British and American telefilms. In 1991, he starred in his first big hit, the U.K. television series Chancer. He then went on to prove himself to American audiences co-starring with Catherine ZetaJones in Jack Gold's CBS telefilm adaptation of "The Return of the Native." More recently, he starred as detective Ross Tanner in the BBC telefilm Second Sight, which aired on PBS's Mystery! Owen's other U.K. telefilm credits also include Andrew Grieve's Lorna Doone, Andy Wilson's An Evening with Gary Lineker, Diarmuid Lawrence's The Echo and David Blair's Split Second.

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Owen's early feature films truly outline his versatility as an actor. He made his film debut in Beeban Kidron's Vroom in 1988, in which he restores a classic American car to take off on the road with costar David Thewlis. In 1991, he went on to play a brother who acts upon his incestuous feelings in Stephen Poliakoff 's Close My Eyes. In 1997, he continued to play complex characters when he starred as a reckless homosexual in corrupt pre-war Germany, who finds unconditional love while in a Nazi war camp in Sean Mathias' Bent. In 2001 and 2002 respectively, he went on to star in Joel Hershman's offbeat British comedy Greenfingers, and Robert Altman's star-studded Gosford Park. Owen's next films only added to his already brilliant and diverse choice of film credits. He chose Beyond Borders, a romantic war drama co-starring Angelina Jolie; Mike Hodges' thriller I'll Sleep When I'm Dead; the action war drama King Arthur; and Sin City, which co-starred Bruce Willis, Benicio Del Toro, Rosario Dawson and Jessica Alba. Owen was seen in fall 2005 in Derailed, opposite Jennifer Aniston, and went on to star in Spike Lee's Inside Man, opposite Denzel Washington and Jodie Foster. In 2006, Owen starred in Alfonso Cuarón's action-packed film Children of Men, opposite Julianne Moore and Michael Caine. The film was critically acclaimed, as well as Owen's performance. He next starred in Michael Davis' suspense Shoot 'Em Up, in which he starred opposite Paul Giamatti, and in Elizabeth: The Golden Age, in which he portrayed Sir Walter Raleigh, the love interest opposite Cate Blanchett, who reprised her role as Queen Elizabeth. Currently, he stars in The International as an Interpol agent, opposite Naomi Watts. Owen recently completed filming The Boys Are Back in Town in Australia. Owen is also an acclaimed stage actor. His stage work includes portraying Romeo at the Young Vic Theatre; starring in Sean Mathias' staging of Noël

Coward's Design for Living; and playing the lead role in Patrick Marber's original production of Closer at the Royal National Theatre in 1997. In fall 2001, he starred in London in Laurence Boswell's staging of Peter Nichols' A Day in the Death of Joe Egg. Owen also starred as the driver in the series of BMW Internet short features entitled The Hire, each directed by John Frankenheimer, Ang Lee, Wong Kar Wai, Guy Ritchie and Alejandro González Iñárritu. TOM WILKINSON (Howard Tully) is an award-winning actor of stage and screen. Wilkinson received an Academy Award® nomination for Best Performance by an Actor in a Supporting Role for Tony Gilroy's Academy Award®nominated Michael Clayton. He received an Academy Award® nomination for Best Actor in a Leading Role for his unforgettable performance in Todd Field's acclaimed drama In the Bedroom, opposite Sissy Spacek. Wilkinson also received a BAFTA Award nomination, won an Independent Spirit Award, a Sundance Film Festival Special Jury Prize and a New York Film Critics Circle Award for the role. Prior to that, Wilkinson won a BAFTA Award for his role in the 1997 British and international box-office sensation The Full Monty, and garnered another BAFTA Award nomination the following year for his performance in the Oscar®-winning Best Picture Shakespeare in Love. He received Emmy and Golden Globe Award nominations for his courageous performance in HBO's 2003 film Normal, opposite Jessica Lange. Wilkinson most recently won an Emmy Award and a Golden Globe Award for Supporting Actor for the HBO miniseries John Adams, in which he portrayed Benjamin Franklin.

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Wilkinson recently starred in the indie romantic comedy Dedication, with Billy Crudup and Mandy Moore; Woody Allen's Cassandra's Dream, with Colin Farrell and Ewan McGregor; Guy Ritchie's London-set crime caper RocknRolla, with Gerard Butler; and Bryan Singer's World War II-set drama Valkyrie, with Tom Cruise. His previous film credits include Christopher Nolan's Batman Begins; Eternal Sunshine of the Spotless Mind, with Kate Winslet and Jim Carrey; The Last Kiss, starring Zach Braff; Stage Beauty, with Billy Crudup; Wilde; The Governess; Ang Lee's Sense and Sensibility; Smilla's Sense of Snow; Gillian Armstrong's Oscar and Lucinda; Ride With the Devil; The Importance of Being Earnest; Girl With a Pearl Earring, starring Scarlett Johansson and Colin Firth; Roland Emmerich's The Patriot; A Good Woman; Ripley Under Ground; The Exorcism of Emily Rose; and Separate Lies, with Emily Watson and Rupert Everett. An accomplished stage actor, Wilkinson has played the role of John Proctor in The Crucible at the Royal National Theatre; the title role in King Lear at the Royal Court Theatre; the role of Dr. Stockmann in the award-winning West End production of Enemy of the People, with Vanessa Redgrave; a London Critics' Circle Theatre Award-winning performance in Ghosts; and David Hare's production of My Zinc Bed, with Julia Ormond. On the British small screen, Wilkinson received BAFTA Television Award nominations for his roles in Cold Enough for Snow and the award-winning BBC miniseries Martin Chuzzlewit. His other notable television credits include such long-form projects as the HBO movie The Gathering Storm and the BBC telefilm Measure for Measure, to name only a few.

Since beginning his career at Seattle's Annex Theater in 1989, PAUL GIAMATTI (Richard Garsik) has continued to work in theatre, film and television for almost 20 years. Most recently, he played John Adams in the HBO miniseries of the same name (opposite Laura Linney, Tom Wilkinson, David Morse and Stephen Dillane), for which he won an Emmy Award, a Golden Globe Award and a Screen Actors Guild Award. Numerous film roles include Ron Howard's Cinderella Man, for which he received Academy Award® and Golden Globe Award nominations; Sideways, for which he won an Independent Spirit Award and a New York Film Critics Circle Award and received a Golden Globe Award nomination; American Splendor, for which he received an Independent Spirit Award nomination for Best Actor and won a National Board of Review Award; Shoot 'Em Up; The Illusionist; Man on the Moon; The Hawk Is Dying; and Planet of the Apes. On stage, Giamatti received a Drama Desk nomination for Best Supporting Actor as Jimmy Tomorrow in Kevin Spacey's Broadway revival of The Iceman Cometh. Other Broadway credits include The Three Sisters, directed by Scott Elliott; Racing Demon, directed by Richard Eyre; and Arcadia, directed by Trevor Nunn. He was also seen offBroadway in Simon McBurney's production of Bertolt Brecht's The Resistible Rise of Arturo Ui, with Al Pacino. For television, Giamatti appeared in The Pentagon Papers, with James Spader; HBO's Winchell, opposite Stanley Tucci; and Jane Anderson's If These Walls Could Talk 2. Upcoming projects include Andrés Baiz's Babylon (starring Anthony Mackie) and The Last

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Station, the story of the last days of Russian writer Leo Tolstoy, co-starring Christopher Plummer, Helen Mirren and James McAvoy. Giamatti is a founding partner at the New Yorkbased production company Touchy Feely Films, which produced Paul Schneider's directorial debut, Pretty Bird (Sundance Dramatic Competition 2008), and Cold Souls, written and directed by Sophie Barthes (Sundance Dramatic Competition 2009). Projects in development at Touchy Feely Films include an adaptation of Peter Abrahams' "Oblivion" (with Chris Zalla, director of Padre Nuestro, which won the Grand Jury Prize at the Sundance Film Festival in 2007); Xmas, by OBIE Award-winning playwright Melissa James Gibson; The Cloud Room, by Rob Devor and Charles Mudede (Zoo); a feature about James Hogue, who attended Princeton under an assumed identity (subject of Jesse Moss' documentary Con Man); and Bubba Nosferatu, a sequel to Don Coscarelli's cult classic Bubba Ho-Tep. Giamatti is a graduate of the Yale School of Drama.

ABOUT THE FILMMAKERS

TONY GILROY (Written and Directed by) made his feature film directorial debut with the Oscar®nominated Michael Clayton, for which he was nominated for both an Academy Award® for Best Director and a Directors Guild Award. An acclaimed screenwriter, Gilroy spent seven years working on the trilogy of Bourne films: The Bourne Identity, The Bourne Supremacy and The Bourne Ultimatum. Gilroy has also written three screenplays for director Taylor Hackford: Dolores Claiborne, based on the novel by Stephen King and starring Kathy Bates and Jennifer Jason Leigh; The Devil's Advocate, starring Keanu Reeves, Al Pacino and Charlize Theron; and Proof of Life, starring Russell Crowe and Meg Ryan, which Gilroy also executive produced. In addition, Gilroy co-wrote the screenplay for Universal Pictures' upcoming film State of Play, starring Russell Crowe, based on the BBC miniseries of the same title. Gilroy's additional writing credits include Michael Bay's blockbuster Armageddon, starring Bruce Willis, Ben Affleck, Liv Tyler and Billy Bob Thornton; Michael Apted's Extreme Measures, starring Gene Hackman, Hugh Grant and Sarah Jessica Parker; The Cutting Edge, starring D.B. Sweeney and Moira Kelly; and the television movie For Better and for Worse, starring Patrick Dempsey and Kelly Lynch. Raised in upstate New York, Gilroy is the son of Pulitzer Prize-winning playwright and filmmaker Frank D. Gilroy. His brother Dan Gilroy is a screenwriter, and his brother John Gilroy is a film editor who also worked on Michael Clayton and Duplicity. JENNIFER FOX (Produced by) received an Academy Award® nomination for producing writer

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Tony Gilroy's directing debut, Michael Clayton, which starred George Clooney, Sydney Pollack, Tilda Swinton and Tom Wilkinson. The film received seven Oscar® nominations, including Best Picture, Best Director, Best Original Screenplay, Best Actor, Best Supporting Actor and Best Supporting Actress, which Swinton won. Fox most recently produced The Informant, directed by Steven Soderbergh and starring Matt Damon. Fox served as president of Steven Soderbergh and George Clooney's production company, Section Eight, from 2001 to 2007. She ran the day-to-day operations of Section Eight and produced Stephen Gaghan's Syriana, for which George Clooney won the Academy Award® for Best Supporting Actor. Under the banner, Fox also executive produced the Clooney-directed political drama Good Night, and Good Luck., which received six Academy Award® nominations, including Best Picture; Richard Linklater's A Scanner Darkly, starring Keanu Reeves, Robert Downey, Jr., Woody Harrelson and Winona Ryder; Pu-239, which premiered at the 2006 Toronto International Film Festival; Rob Reiner's Rumor Has It..., starring Jennifer Aniston, Kevin Costner, Shirley MacLaine and Mark Ruffalo; The Jacket, directed by John Maybury, starring Adrien Brody and Keira Knightley; and Criminal, directed by Gregory Jacobs and starring John C. Reilly, Diego Luna and Maggie Gyllenhaal. During Fox's tenure, Section Eight also produced Ocean's Eleven, Welcome to Collinwood, Full Frontal, Far From Heaven, Insomnia, Confessions of a Dangerous Mind, Ocean's Twelve, The Good German and Ocean's Thirteen. Prior to Section Eight, Fox was vice president of production at Universal Pictures, where she worked on several films, including Steven Soderbergh's Erin Brockovich. KERRY ORENT (Produced by) produced the Academy Award®-winning Michael Clayton, starring George Clooney and directed by Tony Gilroy. The film was nominated for Best Motion Picture of the

Year (a nomination Orent shared with Sydney Pollack and Jennifer Fox), and Tilda Swinton won an Academy Award® for Best Supporting Actress. Other nominations for the film include Best Director (Tony Gilroy), Best Original Screenplay (Tony Gilroy), Best Actor (George Clooney), Best Supporting Actor (Tom Wilkinson) and Best Original Score (James Newton Howard). Orent's film credits as executive producer include Definitely, Maybe, starring Ryan Reynolds, Rachel Weisz, Abigail Breslin and Kevin Kline; Kate & Leopold, starring Meg Ryan and Hugh Jackman, under the direction of James Mangold; Rounders, starring Matt Damon and Edward Norton; Jonathan Glazer's Birth, starring Nicole Kidman; and Fred Schepisi's It Runs in the Family, starring Michael Douglas and Kirk Douglas. Additionally, Orent was a producer on James Gray's crime thriller The Yards, starring Mark Wahlberg, Joaquin Phoenix and Charlize Theron. Orent also co-produced James Mangold's Cop Land, starring Sylvester Stallone, Robert De Niro, Harvey Keitel and Ray Liotta; David O. Russell's hilarious comedy Flirting With Disaster, starring Ben Stiller, Patricia Arquette, Alan Alda and Lily Tomlin; James Gray's feature directorial debut Little Odessa, starring Tim Roth and Edward Furlong; John Duigan's The Journey of August King; and Philip Haas' The Music of Chance. Since 2002, Orent has served as executive producer on FX's hit firefighter drama Rescue Me, starring Denis Leary. In 2005, the show was honored by the Producers Guild of America with a Visionary Award, which acknowledges producers whose work demonstrates a unique or uplifting quality. Orent's other television producing credits include the 2001-2002 ABC series The Job, starring Denis Leary. Earlier in his career, Orent served as postproduction supervisor on films such as The Pelican Brief, Reversal of Fortune, Peggy Sue Got Married and The Cotton Club.

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LAURA BICKFORD (Produced by) is an Academy Award®-nominated producer of the critically acclaimed film Traffic, which was her first collaboration with Steven Soderbergh and Benicio Del Toro. Soderbergh received the Best Director Academy Award® for the film, while Del Toro was honored with an Oscar® for Best Supporting Actor. In addition, the film earned four out of the five Oscars® for which it was nominated. One of the film industry's leading producers, with numerous studio and independent projects in development, Bickford recently collaborated again with Soderbergh and Del Toro, producing the two-part epic Che, which is garnering award acclaim internationally, including a nomination for the Palme d'Or and a win for Best Actor for Del Toro at the Cannes Film Festival, as well as the Spanish Academy Goya Best Actor Award for Del Toro. For two years following Traffic, Laura Bickford Productions was based at Universal Studios where, among other projects, she developed Duplicity with Tony Gilroy. Laura Bickford Productions merged with River Road Entertainment for two years, during which time they financed the multiaward-winning film Brokeback Mountain; Fur: An Imaginary Portrait of Diane Arbus, starring Nicole Kidman; and Robert Altman's last film, A Prairie Home Companion, with Meryl Streep heading a stellar ensemble cast that included Lily Tomlin, Kevin Kline, Tommy Lee Jones, Virginia Madsen, Lindsay Lohan and John C. Reilly, among others. She also served as executive producer on Chicago 10, a documentary by Brett Morgen and Graydon Carter. Bickford made her producing debut in 1995 with Citizen X for HBO Pictures. Based on the true story of Russian serial killer Andrei Chikatilo, the film was written and directed by Chris Gerolmo and starred Stephen Rea, Donald Sutherland and Max von Sydow. Citizen X received a CableACE Award for Best Movie or Miniseries and earned multiple Emmy

and Golden Globe award nominations. For his performance, Sutherland won Emmy and Golden Globe awards. After studying filmmaking and various subjects with a liberal arts concentration, Bickford earned a bachelor of arts degree from Sarah Lawrence College. She then began work as a production manager on political commercials in New York City. Shortly thereafter, she moved to London, where she lived for five years. While there, Bickford produced music videos (more than 50 in the United States and Europe) and developed feature films for Luc Roeg and Jeremy Thomas' Vivid Productions. After returning to the U.S., Bickford settled in Los Angeles, where she produced Playing God with Beacon Pictures. Directed by Andy Wilson and starring David Duchovny, Timothy Hutton and Angelina Jolie, the film was released by Touchstone Pictures in 1997. Also in 1997, Bickford produced Bongwater, starring Luke Wilson, Jack Black and Brittany Murphy. RYAN KAVANAUGH (Executive Producer) is a principal of Relativity Media, LLC, a financing, consulting and production company that structures slate financing for both major studios and independent production entities. Kavanaugh, along with his Relativity partner, Lynwood Spinks, creates business and financial structures for a number of studios, production companies and producers, and has introduced more than $3.2 billion of capital to such structures. Clients and deals include Marvel, Atmosphere Entertainment MM and French distributor/sales agent Exception Wild Bunch, among others. Kavanaugh recently created a unique financing package, Gun Hill Road, LLC, which provides discrete and separate funds for both Sony Pictures Entertainment and Universal Pictures, marking the first time two studios have received funds from the

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same funding source and providing production funding for a total of 22 films in various stages of production and release. He facilitated a $528-million multipicture co-financing arrangement for Warner Bros. Pictures, as well as a $525-million financing deal for Marvel Enterprises, and structured and raised a 120-million euro acquisition, production and distribution fund for Exception Wild Bunch S.A., the French distribution and sales company founded by former StudioCanal management. Through its partnership with Virtual Studios, Relativity finances two to three pictures per month. Kavanaugh recently arranged the financing for and will be executive producer of Conquistador, to be directed by Cannes and Sundance award winner Andrucha Waddington and star Emmy- and threetime-Golden Globe-nominated actor Antonio Banderas; Morgan's Summit, written and to be directed by Academy Award® winner Tom Schulman; and The Great Pretender, starring Emmy- and Golden Globe-nominated actor Ewan McGregor. In addition, Kavanaugh arranged the financing to bring Top Cow Productions' Witchblade to the big screen, with production beginning last year on two feature films to be shot back-to-back. The films are based on the bestselling action-fantasy comic book, which also earned a loyal following as a TNT television series. Kavanaugh also arranged the financing for and was executive producer of two films for Mark Canton's Atmosphere Entertainment MM: Full of It and George A. Romero's Land of the Dead. Recently, he has executive produced films including The Tale of Despereaux, Death Race, 21, The Bank Job, Charlie Wilson's War, 3:10 to Yuma, Gridiron Gang, I Now Pronounce You Chuck & Larry and The Kingdom. Prior to his work with Relativity, Kavanaugh started a venture capital company at the age of 22, and during that time he raised and invested more than $400 million in equity for a number of venture and private-equity transactions.

ROBERT ELSWIT, ASC (Director of Photography) won an Academy Award® for his work on Paul Thomas Anderson's There Will Be Blood and was honored in 2006 with an Academy Award® nomination for his work on George Clooney's Good Night, and Good Luck. For the latter film, he won an Independent Spirit Award, a Boston Society of Film Critics Award and a Los Angeles Film Critics Association Award for Best Cinematography. He also received a nomination for Outstanding Achievement in Cinematography from the American Society of Cinematographers. Elswit has worked with numerous acclaimed directors, including Stephen Gaghan on Syriana; Paul Thomas Anderson on Punch-Drunk Love, Magnolia, Boogie Nights and Hard Eight; David Mamet on Heist; Don Roos on Bounce; Curtis Hanson on The River Wild, The Hand That Rocks the Cradle and Bad Influence; and Stephen Gyllenhaal on A Dangerous Woman, Waterland, Paris Trout and A Killing in a Small Town. His other film credits include Paul Weitz's American Dreamz; Gary Fleder's Runaway Jury and Impostor; Roger Spottiswoode's Tomorrow Never Dies; Boys; The Pallbearer; Mike Newell's Amazing Grace and Chuck; Desert Hearts; and Rob Reiner's The Sure Thing. KEVIN THOMPSON (Production Designer) served as production designer on Tony Gilroy's Oscar®-nominated Michael Clayton, starring George Clooney. For his work on the film, the Art Directors Guild nominated Thompson for Excellence in Production Design for a Feature Film. Thompson also designed Marc Forster's acclaimed fantasy-drama Stranger Than Fiction, starring Will Ferrell, Emma Thompson, Maggie Gyllenhaal, Queen Latifah and Dustin Hoffman. He previously collaborated with Forster on the 2005 thriller Stay, starring Ewan McGregor and Naomi Watts.

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Thompson's other film credits include the sleeper hit Igby Goes Down, starring Kieran Culkin, Claire Danes and Jeff Goldblum; Bart Freundlich's Trust the Man and World Traveler; Birth, starring Nicole Kidman; The Yards, starring Mark Wahlberg and Joaquin Phoenix; 54, starring Ryan Phillippe and Salma Hayek; Down to You, starring Julia Stiles and Freddie Prinze Jr.; Kicked in the Head, with Kevin Corrigan and Linda Fiorentino; James Toback's Two Girls and a Guy, with Heather Graham and Robert Downey Jr.; Cindy Sherman's Office Killer; Ismail Merchant's The Proprietor; Larry Clark's controversial film Kids; Little Odessa, with Tim Roth and Vanessa Redgrave; Party Girl, starring Parker Posey; and David O. Russell's Flirting With Disaster. Prior to his work in feature films, Thompson began his career as an architect and went on to design sets for short films, commercials, theater and music videos. His short film credits include Spike Jonze's Dog Boy, Tom Kalin's Urban Legends and Tamara Jenkins' Family Remains. JOHN GILROY, ACE (Editor/Co-Producer) has edited many features over the past decade and a half. Duplicity marks his second collaboration with his brother Tony Gilroy, the first being Michael Clayton, which was nominated for seven Academy Awards®, including Best Picture. John Gilroy received a BAFTA and an ACE Award nomination for his work on that film. Gilroy has also worked with writer/director Gavin O'Connor, most recently editing his film Pride and Glory, starring Edward Norton, Colin Farrell and Jon Voight. Prior to that, he edited Miracle, starring Kurt Russell, and Tumbleweeds, for which Janet McTeer won a Golden Globe Award and was nominated for an Academy Award® for Best Actress. He has also worked several times with director Joe Carnahan, editing Narc, starring Ray Liotta and Jason Patric, and Ticker, a short film starring Clive Owen and

Don Cheadle in BMW Films'The Hire short film series. Gilroy won a Clio Award for his work on the latter. His other editing credits include Trust the Man, starring Julianne Moore, David Duchovny, Maggie Gyllenhaal and Billy Crudup; First Born, starring Elisabeth Shue; Suspect Zero, starring Aaron Eckhart, Carrie-Anne Moss and Ben Kingsley; Shadow Magic, starring Jared Harris and Yu Xia; and Billy Madison, starring Adam Sandler. After graduating from Dartmouth College, Gilroy came up through the editing ranks in the '80s working as an assistant editor on numerous features, including two by Francis Ford Coppola: Peggy Sue Got Married and Gardens of Stone. His first editing credit was The Luckiest Man in the World, written and directed by his father, Frank D. Gilroy. ALBERT WOLSKY (Costume Designer) has twice won an Academy Award® for All That Jazz and Bugsy. In a career that encompasses more than 70 films, Wolsky also received Academy Award® nominations for Sophie's Choice, Toys, The Journey of Natty Gann, Across the Universe and Revolutionary Road. His recent work includes Charlie Wilson's War, Ask the Dust, Jarhead, The Manchurian Candidate, Road to Perdition, Maid in Manhattan, Runaway Bride, Galaxy Quest, You've Got Mail, Red Corner, Lucky Numbers, The Jackal and The Grass Harp. Wolsky's first project with filmmaker Paul Mazursky, Harry and Tonto, led to a prolific, 11-film relationship, including Next Stop, Greenwich Village; An Unmarried Woman; Moscow on the Hudson; Down and Out in Beverly Hills; and Enemies: A Love Story. Wolsky first worked with Bob Fosse on Lenny, starring Dustin Hoffman, later designing the costumes for Fosse's All That Jazz and Star 80, Fosse's last film. Wolsky's other credits include Grease, Manhattan, The Pelican Brief, The Heart Is a Lonely Hunter, Little Murders, The Jazz Singer, The Falcon and the Snowman and Crimes of the Heart.

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Born in Paris, Wolsky immigrated to the United States at age 10. He lived in New York City, graduated from The City College of New York and began his career in New York theater, receiving his first solo Broadway design credit for the play Generation, starring Henry Fonda. Other stage credits include Sly Fox, starring George C. Scott; The Sunshine Boys; Joseph Papp's production of Hamlet in Central Park; and Tennessee Williams' 27 Wagons Full of Cotton, starring Meryl Streep. The Costume Designers Guild honored Wolsky with a Career Achievement Award, the first bestowed by the guild. Wolsky served for four terms on the board of governors of the Academy of Motion Picture Arts and Sciences. JAMES NEWTON HOWARD (Music by) is one of the most versatile and respected composers currently working in films. To date, Howard has received eight Oscar® nominations, including six for Best Original Score for his work on Michael Clayton, The Village, The Fugitive, The Prince of Tides, My Best Friend's Wedding and most recently, for Edward Zwick's Defiance, a symphonic score which features violin solos by Joshua Bell. He was also nominated for Best Original Song for the films Junior and One Fine Day. Howard, along with Hans Zimmer, recently won the Grammy Award for the score for The Dark Knight. He has also received Grammy Award nominations for music from Blood Diamond, Dinosaur, Signs and the song from One Fine Day. In addition, he won an Emmy Award for the theme to the Andre Braugher series Gideon's Crossing, and received two additional Emmy nominations for the themes to the longrunning Warner Bros. series ER and the Ving Rhames series Men. Howard has also been nominated four times for Golden Globe Awards for his massive orchestral score for Peter Jackson's blockbuster remake of King Kong; for the songs from Junior and

One Fine Day; and most recently, for his provocative symphonic score for Defiance. He received the 2008 World Soundtrack Award for Film Composer of the Year for his work on the films Charlie Wilson's War, Michael Clayton and I Am Legend. His score for Blood Diamond received the Soundtrack of the Year Award from the Classical BRIT Awards in 2008. Howard, who has been honored with ASCAP's prestigious Henry Mancini Award for Lifetime Achievement, now has more than 100 films to his credit. Among them are all of M. Night Shyamalan's films (The Sixth Sense, Unbreakable, Signs, The Village, Lady in the Water and The Happening), five films for director Lawrence Kasdan (Grand Canyon, Wyatt Earp, French Kiss, Mumford and Dreamcatcher), four Julia Roberts comedies (Pretty Woman, Runaway Bride, My Best Friend's Wedding and America's Sweethearts) and three animated films for Walt Disney Studios (Dinosaur, Treasure Planet and Atlantis: The Lost Empire). His other wide-ranging credits include The Great Debaters (with Peter Golub), Batman Begins, Collateral, Snow Falling on Cedars, Outbreak, Hidalgo, Peter Pan, Falling Down, Primal Fear, Glengarry Glen Ross, Waterworld, The Devil's Advocate and Dave, among others. Howard's success reflects the experiences of a rich musical past. Inspired by his grandmother, a classical violinist who played in the Pittsburgh Symphony in the '30s and '40s, he began his studies on the piano at age four. After studying at the Music Academy of the West, in Santa Barbara, and at the USC Thornton School of Music, as a piano major, he completed his formal education with orchestration study under legendary arranger Marty Paich. Though his training was classical, he maintained an interest in rock and pop music, and it was his early work in the pop arena that allowed him to hone his talents as a musician, arranger, songwriter and

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producer. He racked up a string of collaborations in the studio with some of pop's biggest names, including Barbra Streisand; Earth, Wind & Fire; Bob Seger; Rod Stewart; Toto; Glenn Frey; Diana Ross; Carly Simon; Olivia Newton-John; Randy Newman; Rickie Lee Jones; Cher; and Chaka Khan. In 1975, he joined pop superstar Elton John's band on the road and in the studio. Howard left the band in 1976 to do more record production. He would rejoin the band in 1980 for another tour and again in 1986 to conduct the Melbourne Symphony Orchestra for John's "Live in Australia" tour, which later became a platinumselling album. When he was offered his first film in 1985, he never looked back. As a change of pace, Howard reunited with Elton John for a multicity tour in the summer of 2004, which included sold-out concerts at the Royal Albert Hall in London and Radio City Music Hall in New York. Howard most recently scored P.J. Hogan's Confessions of a Shopaholic. In February 2009, Howard had his first concert piece, entitled "I Would Plant a Tree," performed by the Pacific Symphony as part of their American Composers Festival. --duplicity--

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