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Meet Trixie Zurbo, a one-of-a-kind blue-collar gumshoe. An unlikely combination of film noir and screwball comedy, "Trixie" follows the title character as she does battle with both local toughs and the English language (she has a way with words that would do Yogi Berra proud). Trixie is an innocent who learns-as she tracks down a dissolute killer and navigates the seamy underside of a small resort town-to remain true to her own heart and her best instincts.

Trixie (Emily Watson), who has been working in dead-end jobs all her life, has just backed into her first real detective case-a political murder mystery involving Senator Drummond Avery (Nick Nolte). "Trixie's been working at odd jobs, guarding low-grade department stores," says director Alan Rudolph. "She knows there's more for her. Circumstance and fate play a hand and she's put in a situation where she is aware enough to respond to the circumstances that happen."

"Trixie," Alan Rudolph's seventeenth film, marks new territory for the director best known for such acclaimed films as "Afterglow," "Mrs. Parker and the Vicious Circle," "The Moderns," and "Choose Me." "Trixie" could very well become the first of his films to break out of the art house, due to its unusual combination of comedy and mystery. And, typical for Rudolph, the film boasts an impressive cast of some of the best actors working today.

Rudolph, known as an actor's director, believes in giving his actors the space to develop their characters. "How can you work with people like Nathan Lane, Nick Nolte, Dermot Mulroney and Emily Watson and tell them how to act?" he asks. "What I try to do is protect the actor and inspire the actors to use my ideas in any way they may like and to be free to bring the things that they want to bring."

"His first priority is the actor, and if he trusts that you are playing the character, then that's all that he's worried about," says Emily Watson. "He allows the evolution of the character to happen," says Nick Nolte. "And we work on smaller budgets, so we have tremendous freedom." "Alan makes you feel very protected and you don't feel any kind of pressure," says Nathan Lane. "It's about being spontaneous and have a good time as well. He loves to incorporate your ideas as you're working."

Rudolph's affinity for collaborating with his actors goes beyond shooting. Everyone watches dailies, too. "He not only encourages, but practically forces you to go to dailies," says Dermot Mulroney. The director's dailies sessions are a kind of party where Rudolph experiments with various kinds of music on a CD player to each scene. "Because of my early formative years with Robert Altman, respect for the actors is foremost," explains Rudolph.

Altman, who is the producer on "Trixie" says, "Alan and I are very close. I've produced several of his other films, and 'Trixie' is a project we've talked about for a long time."

Two of "Trixie"'s most predominant themes are language and truth. Rudolph believes there is a prophetic undercurrent to the title character's (ab)use of the English language. "She's one of those people who thinks in a much more articulate way than she can speak. She malaprops, but some of them tell more truth than if she articulated them in the grammatically correct way. Here's someone that's looking for the truth, but can't describe it. Therefore, she never lies. She'll malaprop her way through life, but by the end of the film, she's aware of something in a deeper way."

"Trixie has a very pure intention and really feels strongly about what she's saying. But somewhere there are crossed wires," says Watson. Nathan Lane says, "At a certain point when you start to listen to what she says, it does sort of make sense. It's not unlike Desi Arnaz in 'I Love Lucy.' You kind of know what he meant, even though he might have gotten the term mixed up."

Senator Avery's dialogue on the other hand is grammatically correct-the majority of his lines are pulled from real-life political speeches. And yet it all comes out as lies and double-talk. Watson says that Nolte's character "is speaking absolute rubbish from beginning to end, but his is all real rubbish: all quotes from politicians. So, it's actually closer to the truth than we think."

The emphasis on language and miscommunication in "Trixie" is best exemplified in a ten-minute all-dialogue scene between Trixie and Senator Avery-two characters who express themselves in completely opposite ways. "It's two people sitting at a table talking and miscommunicating entirely," says Rudolph. "And as a result, they're actually connecting in allusive ways that they both understand."

Nolte found this scene to be the most challenging in the film. "That's the longest dialogue scene I've ever done. It was quite a challenge. But it was fun because the writing just flowed." Watson says it was "the most fun going head-to-head with Nick. It was acting heaven."

Emily Watson is best known for her work in heart-wrenching international fare including "Breaking the Waves" and "Hillary and Jackie." However, in this offbeat comedy, she not only does a perfect working-class Chicago accent, but she is the star and carries the film.

Rudolph explains what attracted him to casting Watson. "Emily Watson is one of the best actors in the world-certainly tied for first. And because she's only been acting in film for a handful of years, she has almost no mannerisms, no palpable acting technique that you've seen repeated. She responds to every scene, and virtually every line of dialogue, as if it was brand new."

"The first thing that attracted me to the role was that it made me laugh, and I haven't been having many laughs in my work. I've been playing highly strung, emotional babes for two years and I wanted a break from that. I wanted to do something funny," says Watson. Brittany Murphy says Watson was something of an acting mentor for her on set. "She taught me so many things. She's just real as dirt itself. Realer. Realer than dirt." Altman says "Emily is magic. I think the audience is going to go ape for her. Her performance is staggering."

Producer Robert Altman describes the process of casting "Trixie" as "like building a building. You start with your first element. And that is going to attract other elements. The minute we had Emily Watson, suddenly we had Nick Nolte." "The best casting involves the best actors," says Rudolph. And the seven main cast members of "Trixie" are undeniably some of the best actors working in cinema today.

Emily Watson describes her quirky character with affection. "Trixie Zurbo is not very clever in the usual sense of the word, but she kind of has an emotional intelligence which burns through the bullshit. She muddles up her words a lot, can't speak straight, and can't really walk a straight line."

Nick Nolte, who plays the smooth talking Senator Drummond Avery, says he didn't want to play a politician at first. "But when I started to explore with Alan the possibility of making everything Drummond Avery says a political quote, that presented quite a challenge and made it really interesting."

Dermot Mulroney, whom Rudolph describes as having "the looks of Belmondo and the moves of Paul Newman," joins the cast as Dex Lang, a smooth ladies' man with a secret. Mulroney describes his character Dex Lang as "this really strange guy. I don't think there's been a character quite like this before. He has some extraordinary qualities, among which is, as referenced by other characters, the size of a certain body part. So that's pretty easy to play, I just need a little imagination."

Nathan Lane, who describes "Trixie" as a movie where people are not what they seem, plays Kirk Stans, "a nightclub impressionist. He has a shady past, but has wound up working in Crescents Cove Casino. He still enjoys getting up in front of people; he's a survivor."

Finally, Brittany Murphy, the youngest member of the cast at 21 says "Ruby Pearli is a fantastic little glamourpuss. And she's a very wise soul. As I was reading the script, this character tended to slowly creep off the page and into my fingers and up my arm and into my heart. I had to do it."

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Rudolph describes "Trixie" as "a murder mystery about larceny, love and language. It's got a highly original central character, Trixie, and a brand new spin on familiar supporting characters. It's not built out of old movie parts, but instead gives a future to some of the traditional mystery characters. There are suspects everywhere. But instead of being gangsters, they're building contractors, business men, politicians. And our main character must swim through this sea of sharks."

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