Starring: Jack Nicholson, Helen Hunt, Greg Kinnear, Cuba Gooding Jr., Skeet Ulrich and Shirley Knight

Directed by: James L. Brooks

As Good As It Gets is the story of the unlikely bond that forms between three New Yorkers who don't appear to have anything in common except the location of their apartments and the restaurants they frequent. Jack Nicholson stars as Melvin, an obsessive-compulsive, embittered romance novelist, who is secretly in love with Carol (Helen Hunt), a cafe server and single mom. Greg Kinnear rounds out the trio as Melvin's gay neighbor, an artist whose career and life hang in the balance after a violent crime. Their fates ultimately intertwine because of a dog named Verdell. 136 min.

Director/writer/producer James L. Brooks is a three-time Academy Award В® -winner and thirteen-time Emmy Award-winner who has distinguished himself as the writer/director/producer of "Terms of Endearment" and "Broadcast News", and as the producer or executive producer of such films as "Say Anything," "Big," "Bottle Rocket" and writer of "Starting Over." He was the writer/producer of such innovative television programs as "Taxi," "The Mary Tyler Moore Show," "Lou Grant," "The Simpsons" and "The Tracey Ullman Show." Brooks most recently produced, with Richard Sakai, Laurence Mark and Cameron Crowe, the hit romantic comedy from TriStar Pictures, "Jerry Maguire."

Brooks first came across Mark Andrus' script a few years ago. "It was sent to me as a director, but I was working on another project at the time."

Screenwriter Mark Andrus had previously penned Columbia Pictures' 1991 film "Late for Dinner," which starred Peter Berg and Marcia Gay Harden. "My first thought was that I liked it enormously, and I wanted to produce it," says Brooks. "Mark is a tremendously gifted writer."

Brooks, who began his career as a writer, wanted to incorporate his vision of the story into Andrus' script. "I started to try and write some of what I wanted the movie to be about. It ended up being a year of writing for me."

Brooks was particularly attracted by the unconventional tone of the story, "The tone was completely up for grabs; I'd never seen anything like it."

To portray the extremely complicated character of Melvin Udall, Brooks called upon his former collaborator Jack Nicholson. Nicholson, whose distinguished body of work includes some of the most successful and highly acclaimed films of all time, won his second Academy Award for his performance as the womanizing astronaut Garrett Breedlove in Brooks' "Terms of Endearment." Nicholson won his first Oscar for "One Flew Over the Cuckoo's Nest" and earned nominations for his performances in the films "A Few Good Men," "Prizzi's Honor," "Reds," "Ironweed," "Chinatown," "The Last Detail," "Five Easy Pieces" and "Easy Rider." Among his recent credits are "The Crossing Guard," "Wolf," "Hoffa," "Batman," "Mars Attacks!" and "Blood and Wine".

"I think this is one of the toughest characters Jack has had to play," said Brooks. "There's something wrong with Melvin, but the nature of what is wrong with him is that he spends his life disguising what's wrong with him."

At the core of Melvin's personality is an obsessive-compulsive disorder. "It was a big decision to make it a clinical illness," explains Brooks. "It's an illness that most of us can relate to. We all get obsessed, and we are all compulsive about certain things - just not clinically so."

Melvin's disorder manifests itself in ways which are all at once infuriating, comic and tragic - from the plastic utensils he carries to avoid germs, to his fear of stepping on cracks in the sidewalk. "Jack brings the foolhardy to try playing this character. He and Melvin have a vulnerability in common," the director observes.

Carol Connelly is strangely patient with Melvin's antisocial behavior. A waitress at Melvin's neighborhood cafe, she is the only one who knows how to put him in his place.

"Carol's in her late thirties, and she has a son who has chronic, life-threatening asthma. She's worked for a long time in this very nice cafe in Manhattan," says Hunt of the character she portrays. "She meets this man who comes in every day at 11 o'clock, and they develop a very one-of-a-kind relationship."

Helen Hunt most recently starred in the runaway summer blockbuster "Twister,"' but is also well known for her role on TV's "Mad About You," for which she has won two Emmy Awards and three Golden Globe Awards. Her nearly two dozen feature film credits include "Mr. Saturday Night," "Bob Roberts" and "The Waterdance."

Hunt had been a great fan of the story even before director James L. Brooks had become attached. "It's my favorite story that I've read in years. It's hard to talk about it without sounding grand."

"Helen came in to read, and that was it," Brooks recalls. "She is such a total actress that there are moments when I don't think there's anyone else who could have done it."

In order to fit in with the film's fall start date, Hunt had to juggle her shooting days with the "Mad About You" production schedule, working through the show's winter hiatus. On the unlikely bond that forms between Melvin and Carol, Hunt notes, "Like any relationship, they are, as Jim puts it, a 'lightning rod' for each other. He impacts her over and over again in one way or another, without meaning to. She finds herself caring for him in a very deep way long before she knows it."

Greg Kinnear plays Simon Nye, a gay artist who finds himself at a crossroads in his career. Kinnear most recently starred in the comedies "Dear God" and "A Smile Like Yours," after making his screen debut opposite Harrison Ford and Julia Ormond in "Sabrina." The former host of "Later with Greg Kinnear," he first came to prominence as the host of E! Entertainment Television's popular "Talk Soup" program.

"Simon's being gay is not a huge issue in terms of the story, but it really makes for a more contentious relationship than already exists between him and his eccentric neighbor. Melvin doesn't get along with people too much to begin with, and the fact that his neighbor is an artist is the first wave of discontent. The fact that he's a gay artist pretty much sets their relationship on a collision course." Due to a series of events, this unlikely trio finds themselves embarking on a journey together - both literally and figuratively.

"What starts out as three people who seemingly have nothing in common as they head out on this strange odyssey, by the end of the film you'll find they have more in common than you might have guessed," observes Kinnear.

Rounding out the supporting cast are Cuba Gooding, Jr. as Simon's art dealer, Frank Sachs, Shirley Knight as Carol's supportive mother, Beverly, and 7-year-old Jesse James as Carol's son, Spencer. Skeet Ulrich plays Vincent, a downtown street hustler who sets into motion a chain of events that ultimately brings Melvin, Carol and Simon together. Gooding recently won an Academy Award for his performance in "Jerry Maguire," which Brooks produced.

According to Gooding, Frank Sachs is something of an aberration. "Until I took this role and started doing research, I had no idea there weren't any African-American contemporary art dealers. Frank is in a very foreign environment and has to adapt immediately to any situation."

Veteran actress Shirley Knight portrays Carol's mother Beverly, a widow who has taken in her single-parent daughter. Knight describes Beverly as "a middle class Irish-Catholic living in Brooklyn. She's a good mother and a good grandmother, very strong, but fun-loving, too."

As the street hustler Vincent, actor Skeet Ulrich adds another credit to his list of recent roles including, "Scream," "Boys" and "Touch." "It's interesting how this guy kind of weaves his way into Simon's life without intending to. He's just hanging out on a street corner, gets picked up to go strip at a party and suddenly he's hired as a model," Ulrich explains.

Efforts to define "As Good As It Gets" in neat, concise terms appears to elude both the cast and the director. At the heart of the story, says Brooks, is a romantic comedy. "Boy does meet a girl," the director explains, but then he cautions, "It defies any conventional way of telling what the story is."

Brook's cast had complete confidence that he would see them through the subtleties of the story. "Jim is a brilliant director," enthuses Hunt. "He just plugs into what's true and then figures out how to manage the details." The actress had only compliments for her co-star as well. "I think that Jack is a prince. He and I seem to work in the same way. There's a nuts and bolts way of understanding the work."

Ulrich observes, "Jim lets your idiosyncrasies out, which is rare in a director. It's fun to have those quirky little moments - all the weird thoughts and looks. But he is constantly trying to figure out something else about it. As tiring as it can be for an actor, it doesn't get any better than this." Gooding adds, "Jim is really a brilliant actor as well. When you have to do a scene a hundred times, you need a director who knows how to give you different choices. He is such a student of life, he's always thinking about what one character would say to another, and he can take their different points of view in every situation."

"There are so many different issues dealt with and so many different relationships, that to try to sum it up in a nice, simple way is just about impossible," Kinnear observes.

"I can't imagine another part coming along that I would want to do as badly as this one," says Hunt. "If you've got to put it in a slot, it's a romantic comedy. But it's also a lot of other things, as are a lot of Jim's movies, which is why they're so tremendous."

"There are very dark things that happen in this picture, and yet I believe in it as a comedy." Brooks states simply, "I'd die if it wasn't real."