The idea of a contemporary retelling of Othello set in the arena of competitive high-school basketball was that of screenwriter Brad Kaaya. The only black male in an all white high school, Kaaya identified with the heroic figure of Othello for many reasons. Like many teenagers, Brad Kaaya loved to play basketball - and chose to set the conflict of O on a basketball court rather than a battlefield. The male characters in O are warriors on the court, and Odin is the fiercest and most heroic of them all. In a school and town where basketball is paramount, Odin James is king. This modern adaptation widens its focus to examine the complex lives of a group of teenage basketball stars and their entourage, as well as issues of interracial dating, substance abuse (in particular steroids and cocaine) and school violence.

After developing the screenplay at the Sundance Institute Writers Lab, Kaaya sent the script to director Tim Blake Nelson, who received it while acting on location in Australia in Terence Malick's Thin Red Line, The (1998). An Obie Award-winning playwright and director of the film EYE OF GOD (1997), Nelson was initially not interested in yet another teenage adaptation of Shakespeare's work. "I thought there were probably too many teenage Shakespeare adaptations floating on the movie screens, so I resisted even reading the script," says Nelson. "But once I read it, it really stuck with me. " Nelson felt Kaaya had modernized Shakespeare's play beautifully, "while infusing it with every bit of passion and human frailty that exists in the original. " He agreed to direct.

Nelson and Kaaya worked for a solid year revising the original screenplay. They sent off the script to producers Eric Gitter and Dan Fried, who immediately fell in love with the script. "We're both fans of teen Genre films, but we felt that the audience had matured a bit," says Fried. "So many teen films are horror films and comedies, a little bit exploitative but fun. We thought it was time to stop pandering to that audience and give them a film that had some meat on the bones, some real substance. "

After reading the script, the producers watched Nelson's earlier film EYE OF GOD (1997) and were "blown away by it," says Gitter. "We flew to New York to meet Tim, and had this terrific Italian dinner," he adds. "We knew instantly that this was a project for us after reading the script and meeting with Tim. It was like magic. "

The director and producers began a search for the perfect location for the film. They came close to filming in Toronto for economic reasons, but the decision was made to film entirely on location in Charleston, South Carolina, where history and race relations have a unique resonance. This tragic story of a contemporary interracial couple is set against the backdrop of ante-bellum architecture and old oak trees draped with Spanish moss.

"We had collected photographs from film commissions from two dozen cities in the U. S. and Canada," says producer Eric Gitter. "Then we narrowed it down to two-Toronto and Charleston. " Fred adds: "Toronto is economically the most reasonable place to shoot, but in the middle of the night, after we had already made the decision and told everybody we were going there, I woke up in a sweat and called Eric and Said, 'I just don't think we can go to Toronto. ' In order to make a more beautiful film, we had to come here. It's just an incredible place. "

"Charleston gives the story a specific and pointed setting, " says Tim Blake Nelson. "Place Odin on a distinctly ante-bellum campus, in a crisp school uniform, among the similarly dressed scions of former slave-owning families, and the rhetorical value is immeasurable. "

The production team then put together an ensemble cast that includes some of Hollywood's finest young actors. Director Tim Blake Nelson refers to the cast as an "Astonishing, talented group of good people who possess a level of poise and professionalism well beyond their years. " Each and every actor was chosen by Nelson as part of a carefully crafted ensemble.

Nelson put the actors through a rigorous audition process, with the exception of Mekhi Phifer, who he cast in the role of Odin. "I met Mekhi for lunch, spent an hour and a half with him. I watched Soul Food (1997). There was just no doubt, no doubt. He was the person. "

Josh Hartnett was cast as Hugo, a role based on Iago, one of Shakespeare's most fascinating and villainous characters. "Josh is James Dean," says producer Fried. "Walks like a movie star, talks like a movie star - he's just Warren Beatty, he's Steve McQueen. And he brings so much to this role. He is able to pull off a diabolical character and still make him seem charming. "

For Desi, Nelson cast Julia Stiles, who is no stranger to the work of Shakespeare, having appeared in 10 Things I Hate About You (1999) and Hamlet (1990). "She's such a bright, composed, elegant human being," he says.

Martin Sheen was cast in the role of Coach Duke Goulding, the man who wields power at the school because of the importance of sports. "There's a whole history with Martin Sheen and Tim Nelson that is so cool," says Gitter. "Tim was in Terence Malick's Thin Red Line, The (1998), and Martin had starred in Malick's Badlands (1974). It was a long shot for us to get Martin, but I think he and Terry Malick had a soulful conversation about Tim and his directing abilities and Martin was given a lot of confidence in Tim. "

"One of the things about having Martin here, above and beyond the fact that he's an incredible actor, is that he has such an effect on everybody here," adds Fried. "These young actors get to see a pro like him work, and he's got more energy than any human I think I've ever come into contact with. He's always got a smile on his face, he's always got time for everybody. "

The actors, in turn, are full of praise for their director. According to Julia Stiles, "Tim studied acting at Juillard, and he's an actor so it's really great to work with him as a director. He knows what actors need to make a scene work. He knows how to talk to you so that you don't feel confined at all, you don't feel inhibited. So it's a really open place for you to flourish. "

"We have a director who loves the material, and loves the actors and that makes it a thousand times more interesting to come to work," says Hartnett. "It's like you're working in an auto factory, you work for Chrysler and you're putting bolts on a wheel and right next to you is Lee Iacocca. Tim understands what the work is, so it's not hollow at all. "

Nelson took great care to explain the significance of setting Othello in a modern-day high school by examining the contemporary themes which draw the audience into the story - guns in high school, interracial relationships, teen sex, racism, the parent-child relationship. He felt these themes must be seen exclusively in the context of O's main theme: the relentless efforts of one boy (Hugo) to tear down the life of someone he envies.

"The sort of violence and level of passion that the characters in Othello experience leads finally to murder and self-destruction," says Nelson. "But these problems are faced today by teenagers. There are high-school shootings. They don't just happen in urban areas. We wanted to make a film that's true and coherent with what's going on in our society. "

"Tim showed us some news footage from shootings that had taken place in high school," says Elden Henson, who plays Roger, Hugo's rich foil. "In this story, there is murder, and it is going on with the youth of today, which is pretty scary. So I think it needs to be shown, but in this script it's not glorified, it's sad, and I hope people will walk away from it thinking twice before going that route. " Nelson's aim was "to make the violence of the movie very jarring and realistic, and not at all glorified like the way you see violence in horror movies and things like that," says Julia Stiles. Ultimately, Nelson believes that "the film is startlingly real, and, in the end, devastating. "

The basketball sequences in the film function as much more than just exciting sports events. Kaaya and Nelson use these scenes to explore much about the characters and their interrelationships. "In general, the basketball court should be the place where Odin, Hugo, and Michael, are in most command of their bodies and their world," says Nelson. "These are boys with drive, stamina, and competitiveness of men. "

"These basketball scenes are almost like war," says Phifer, "and this town is a town that is totally about the basketball team and in this school the coach has more power than the dean because he has this great basketball team. I think a lot of people are into sports and are going to be able to relate to that. "

To ensure the authenticity and intensity of the basketball scenes, a grueling two-week basketball camp was held for the actors before principal photography began. These morning workouts were coached by Dwayne Grace, a former legendary player for the College of Charleston.

"We went through three-hour training sessions every day for two weeks to get the guys mentally prepared for this type of role," says Grace. "When you have a basketball team and you're teaching them how to play and run your plays, it's so different from choreography. Even though the actors don't make all their shots, I need them to be in the same place every time. And unity is a major factor in any team. We wanted to be treated the same, everybody to work just as hard as the next guy. So we had to treat the main actors the same as the extras. "

Nelson felt it was extremely important for his ensemble to go back to Shakespeare and explore the original roles. "I trained as an actor, and for the lack of a better way of putting it, if you can do the classics, particularly Shakespeare, you can do anything," he says. "To come together around any Shakespeare text as a company, and to work on it together and apply some of the rules one learns as an actor, is enormously valuable. This author was an actor who wrote for actors. " Each afternoon the cast rehearsed Othello, with each actor playing the respective part from which their own character was derived. They all feel these rehearsals were invaluable to their individual and collective performances in O.

"Because of the intensity of the way Shakespeare wrote dialogue, there is so much added emotion," says Rain Phoenix. "Having rehearsed from the original added so much depth to the characters. "

Once on location, the actors bonded together, living in a dorm-like setting which added to the reality of the shoot. Julia Stiles comments: "It's great that we're in South Carolina because we were taken out of our home environments and forced to spend time with one another. We've gotten to know each other better and feel more comfortable working together. " Since the characters are friends who live together in a boarding school, the way the actors bonded off-set is very important for the texture of the story.

As Mekhi Phifer puts it: "There is a lot of camaraderie on this set. You know, nobody just leaves after they get their close-up. We all stay and stick it out for each other. And I think that's one thing that's going to come across on the screen very well - we're all in sync with each other, and it's a great feeling. "

The current popularity of films based on Shakespeare's play speaks to the fundamental brilliance and timeless quality of these stories. "A lot of people are intimidated by the language of the work, but underneath it there are some really powerful storied and great characters which teenagers can relate to themselves," says Stiles. "Shakespeare also writes really great parts for women, which is ironic because they didn't even have female actors then. " Josh Hartnett adds: "Shakespeare wrote such great human stories, about love, about jealousy, about the basest emotions possible, and that's interesting and always will be. "

Finally, the filmmakers and cast wrestled with the ultimate question: Why does Hugo destroy those around him? Nelson and Hartnett tried to explore the character in a different way. "It's always more interesting to see things unfolding because you want to watch a character discover where they're going much as the audience is doing," says Nelson. "Josh and I have taken the stance that Hugo is discovering this as he goes along. To play Iago or Hugo as this master manipulator and only that, to assume that he's got it all mapped out beforehand, is the least interesting way to approach the situation. "

"I think Hugo's feelings for Odin are very pure," says Hartnett. "When you start out with extreme love for someone, or respect, and then it turns bad, it turns real bad. Hugo is a master of being in a situation and being outside of it at the same time, being able to convince himself that he believes what he's saying and at the same time knowing that he's really trying to get somebody. "

"Iago loves Othello deeply, but the play proposes that envy can eclipse that. Iago at the end never explains why he did it," Nelson continues. "This is an Elizabethan play, and here we have a playwright who is proposing that there is a level of evil which is human, and which defies explanation. There is a kernel of evil in all of us which you cannot explain, and which will not be explained. "