For producer Charles Gordon, "The Girl Next Door" is the one that got away.

"I saw 'The Girl Next Door' very recently because some friends' children said it was on cable. To be honest, I get sick when I see it," said Gordon, a Hollywood veteran who also produced blockbuster hits such as "Die Hard" and "Field of Dreams." "Minimum, we should have done the business 'American Pie' did, which was huge and had sequels."

Released on Easter weekend in 2004, "The Girl Next Door" did not do "American Pie" business. Director Luke Greenfield's film finished in 10th place overall at the box office, behind movies such as "Johnson Family Vacation," "The Whole Ten Yards" and "Ella Enchanted." (Mel Gibson's "The Passion of the Christ," in its seventh week, took the top spot.)

But a decade later, and following what seemed like constant airings on cable television, "The Girl Next Door" is a diamond in the rough people remember with some level of familiarity and fondness. (When friends and colleagues were told about this feature, the most common response was some variation on, "I love that movie!") The underrated comedy, about a high school senior who falls in love with the porn star next door, featured a cast of now stars (Emile Hirsch, Paul Dano, Olivia Wilde, Elisha Cuthbert) doing some of their earliest work. It's practically tailor-made for this era of nostalgia: "Eight Actors You Totally Forgot Were In 'The Girl Next Door'" is a viral post that should probably have 2,000 Facebook shares by now.

To celebrate its 10th anniversary, HuffPost Entertainment spoke to Greenfield, Gordon and others involved in "The Girl Next Door" about the film's rich backstory, which includes everyone from Katie Holmes and Brad Pitt to Steven Spielberg and Adam Sandler. Ahead, the filmmakers' remembrances about what went into the making of this cult classic. SUBSCRIBE AND FOLLOW Get the top stories emailed every day. Newsletters may offer personalized content or advertisements. Privacy Policy Newsletter Please enter a valid email address Thank you for signing up! You should receive an email to confirm your subscription shortly. There was a problem processing your signup; please try again later Twitter

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"Always Leave Them Wanting More"

Charles Gordon and Luke Greenfield at the premiere of "The Girl Next Door"

Luke Greenfield was doing data entry for Disney Interactive in the late 1990s, "broke and starving," in his words, and waiting for the chance to make good on his childhood dream of becoming a director. The dream just didn't include Tom Green.

"Peter Cramer, an executive with New Regency, saw my short film and wanted me to direct this Tom Green movie called 'Freddy Got Fingered,'" Greenfield said. The director was 27 years old at the time, and his short, "The Right Hook," had just begun to gain traction in Hollywood. "Tom Green was huge," Greenfield remembered about the era, "but I wasn't very interested."

Fortunately for Greenfield, Cramer still was: The executive, who now works at Universal, helped Greenfield find an agent -- "Peter is responsible for beginning my whole career," Greenfield said -- and then told him about another project set up at New Regency: "The Girl Next Door."

"They had at the time, the premise. They had a screenplay, but not one word was the same as the movie that got made," Greenfield said of the script, which was written by David Wagner and Brent Goldberg. "Not to come off pompous or arrogant or judgmental, but it was a different film. It was very tawdry, a teen sex comedy. It was just nothing like what I wanted to do. But the premise, of a kid falling in love with a porn star who moves in next door and is trying to escape her past, really excited me on a number of levels."

Greenfield, who had turned 28 by this time, discussed his vision of "The Girl Next Door" with Gordon and producer Marc Sternberg. He wanted to make a movie that recalled Paul Brickman's "Risky Business" or Jonathan Demme's "Something Wild," two films that had a huge impact on him as a teenager.

"His pitch was exactly that," Gordon said. "It was more of a teen comedy, and Luke came in and said that he wanted to make a new 'Risky Business,' which was one of my favorite movies. How could you say no to that?"

Gordon, as it turned out, did not. But then he had to wait for Tom Rothman, the head of Fox at the time, to watch Greenfield's short before getting an official go-ahead for the project. It was in that short interim period when Greenfield took a meeting with Adam Sandler to discuss directing "The Animal," a high-concept comedy starring Rob Schneider as a man who starts acting like various animals after receiving a bunch of life-saving organ transplants.

"I said, 'Luke, if you go, you're going to do the movie,'" Gordon recalled. "They weren't going to let him leave without agreeing to do the movie."

Despite protestations from Greenfield to the contrary, Gordon was right: Greenfield met with Sandler and Schneider, and accepted the job soon after.

"It really broke Chuck Gordon's heart, because he had taken a chance on this 28-year-old and I went off to make 'The Animal,'" Greenfield said. "But I had to. I had to eat! Here I was being offered a movie. At that time in my life, I was eating pasta."

As luck would have it, Gordon not only understood Greenfield's decision, but decided to wait for the director before moving forward with "The Girl Next Door." "That's how much we wanted him," Gordon said. "Other people wanted to do it, and I said, 'No, I have a feeling about this guy.'"

"Some Serious Shit"

Elisha Cuthbert and Emile Hirsch in a scene from "The Girl Next Door."

"The Animal" was released on June 1, 2001 and earned $84 million worldwide. It also taught Greenfield some valuable lessons, not about filmmaking, but about the politics of making a studio film. "'The Girl Next Door' was a beautiful experience because I was so tortured on 'The Animal,'" Greenfield said.

With his first feature in the rear-view mirror, he began working on the script for "The Girl Next Door" with two writers: first with Chris McKenna, and then with Stuart Blumberg. "It was the one script that I went and directed where we worked on it for so long and really felt extremely passionate about every piece of it," Greenfield said, noting that by the time cameras were ready to roll on "The Girl Next Door" in January of 2003, everything he wanted the film to be had already been decided.

"I knew every music cue, I knew exactly how it was going to be edited, I knew exactly how I was going to shoot it. I knew the costumes and locations. It was all personal," Greenfield said. "Even though I never dated a porn star or had those extraordinary situations, it was all based on my real life and my high school experience in Westport, Connecticut. I made everything Westport, even though it's supposed to be Westport, California."

"The guy was a complete beast on set -- neurotically focused," star Emile Hirsch wrote in an email. "Luke was so driven that I wouldn't be surprised if he only really could sleep a couple of nights per week. But that's the kind of intensity and really caring attitude that I think made the difference. The movie was his everything."

Greenfield's personal connection to the material aside, neither he nor Chris McKenna are credited as writers on "The Girl Next Door." Wagner and Goldberg are listed as the screenwriters (they also have a story credit), as is Blumberg, who contributed a rewrite.

"Chris McKenna had the greatest ideas ever, and most of the ideas in 'The Girl Next Door' are his," Greenfield said. "Chris and I spent about a year writing the screenplay. It was a little bit different in tone and it had a different ending, but the movie that actually came out of that -- the final movie -- was one of the earlier drafts that Chris and I had written together."

According to Greenfield, despite the fact that he and McKenna "changed the entire movie," the Writers Guild of America ruled, through an arbitration process and subsequent appeal, that neither one of them should receive an official writing credit.

"In fact, the Writers Guild credit arbitration process determined that Luke and I, as co-writers, wrote a majority of the movie," McKenna, who is a producer on "Community," said in an email. "Unfortunately, due to a WGA rule at the time, because Luke was also the movie's director, we had to have written a supermajority in order to receive any credit. Not to take anything away from the contributions of the credited writers, but it was a perfect example of the WGA's imperfect credit-award procedures. Thankfully, in 2010, guild members deemed the supermajority rule unfair and voted overwhelmingly to abolish it."

In a phone interview, Wagner praised the work Greenfield did as director of "The Girl Next Door," but said he sided with the WGA decision on the script's attribution.

"I think they got it right," Wagner said. "It went through the arbitration process. You get three anonymous arbiters who are members of the guild to determine credit. It's based on dramatic construction, character relationships, original and different scenes, some dialogue. You needed a two out of three majority, I believe, to get the decision. We went through that and we won -- we received shared credit with Stuart Blumberg. Whether [Greenfield and McKenna] made it better or just different, the studio green lit the movie and I'm grateful for that. It's something that helped our career, and the movie is fun. I'm proud of it."

"I directed the movie, so at least I got credit, but Chris really got screwed," Greenfield said of the WGA decision. "He really did. He never got his name on it."

Not Greenfield from trying to get McKenna's name affiliated with the film in some official capacity. Greenfield attempted to reveal his friend's involvement with the project on the director's commentary track that was recorded for the DVD release. Greenfield said he was forced to re-record the audio, however, after saying outright that McKenna was a writer on "The Girl Next Door."

"When you listen to the director's commentary, it begins with me saying, 'I was censored with my first attempt at recording this, but I just wanted to tell everyone that Chris McKenna is a very good friend of mine and he was an enormous help on this movie,'" Greenfield said. "That was the only thing I was allowed to say. I was not allowed to say he was a writer or that he creatively did most of the work."

"Man, There Is Some Talent Here"

Timothy Olyphant, Emile Hirsch and Luke Greenfield on the set of "The Girl Next Door"

While Greenfield had a firm grasp on what he wanted "The Girl Next Door" to say, casting was a different matter entirely. He saw dozens of actors and actresses in an effort to cast the lead roles.

"Even to this day, I'm just finishing my fourth film, and I continue to run into actors who I worship who tell me they auditioned for 'The Girl Next Door,'" Greenfield said. "It's just so crazy. Katherine Heigl, Chris Evans. Who knows? It's a long list of all the actors who were young and had not come up yet."

The extensive search was, in part, born out of the director's desire to find fresh faces for the film's key roles, including Matthew Kidman, the part that would eventually go to Hirsch.

"We were looking for a real kid," Greenfield said of the Kidman role. "We were not looking for a movie star."

Greenfield became aware of Hirsch after Mali Finn, the film's casting director (who died in 2007), snuck him a video of the 17-year-old's audition for Gus Van Sant's movie "Elephant."

"Mali’s way of casting was not reading, but bringing in these kids and just talking to them," Greenfield said. "She secretly showed me a confidential video tape of her and Emile Hirsch talking about his life. I know this sounds pretentious or cheesy, and I don't mean to come off like that, but there was something about his eyes that was so telling. There was such an honesty to this kid. I became obsessed with him. He wasn't even acting. He was sitting on the floor, talking about how he writes rap songs and his high school experience and girls. I immediately said, 'That's the kid. That's the fucking kid.' Mali looked at me and said, 'You're never going to get him. This kid wants to be Marlon Brando.'"

At first, Finn was right: Hirsch's representatives rejected Greenfield's script immediately. ("I'm sure he hadn't read it," Greenfield said.) Undeterred, and with a suggestion from Edward Norton, Greenfield made a personal plea to his future leading man.

"Stuart Blumberg's best friend in life is Edward Norton," Greenfield said. "He had never heard of Emile Hirsch at the time, but I remember him saying, 'Tell Emile the story about how I got 'Primal Fear.' It's this whole story about how Stephen Dorff was offered the role, but there was some kind of issue and then newcomer Ed Norton, who was so hungry and wanted to prove himself, got Oscar nominated on his first role."

In an email, Hirsch stated that he didn't recall Greenfield's note nor that he had initially passed on the role. "Funny," he wrote, "maybe it's just time."

But regardless of the circumstances, both Hirsch and Greenfield did remember a meeting the pair had at Jerry's Deli in Westwood, California.

"I walked him through the movie, and I talked about the music and my own experiences and the real life things I wanted to capture," Greenfield said. "Emile just looked at me and said, 'All right, I'm in.'"

While Matthew was a role Greenfield felt could create a star, the director had pegged Kelly -- the film's antagonist -- as a part that could become enhanced with a star.

"Originally, it's so funny, we had written that part for Brad Pitt," Greenfield said with a laugh. "We were so naive. I remember meeting with Brad Pitt's people and it was never going to happen."

After Pitt passed, another big name was considered. "I think he cast Matt Dillon or something," Timothy Olyphant, who wound up with the part, said in a phone interview. "I don't know what happened there. Then they came back and offered it to me. I enjoyed the part, I was free at the time, so I said sure."

As McKenna recalled, Olyphant inhabited Kelly's tricky balance of mischief and menace with aplomb.

"From the beginning, Luke and I wanted Kelly to be a charmingly sinister character, a psychotic older brother who could make you laugh one second, and fear for your life in the next," McKenna wrote in an email. "Olyphant delivered better than we ever could have dreamed."

Other roles filled in from there. Paul Dano, who was 17 at the time, was cast as Matthew's timid friend, Klitz. Chris Marquette scored the brash role of Eli, Matthew's other best buddy. Olivia Wilde was initially a casting intern for "The Girl Next Door" before Greenfield hired her to play one of the school's popular girls for a handful of scenes. "Olivia was so real," Greenfield said. "She read for the part, and we were like, fuck it, let's throw her in there."

The cast was in place, then, with one exception: the studio was angling to have Katie Holmes play the girl next door.

"I had not been watching 'Dawson's Creek' and I didn't really know her, but I had started to work with her and read with her at my house," Greenfield said. "Both of us just knew it was not working. Not for any reason. I just don't think her heart was in it, and I think it was more that we were put together by agents and the studio."

Meanwhile, the entire time Greenfield was trying to make it work with Holmes, Elisha Cuthbert was pushing for the role. The "24" star had done a table read with Greenfield soon after her work in "Old School."

"She was so hungry. I remember meeting her and she had done so much preparation. She had all these pictures of different looks that Danielle would have. She was 20 years old at the time. She was talking about the character and she had such maturity," Greenfield said. "She gave it her all. I think she really helped the rest of the cast, too. She tied the room together, to quote 'The Big Lebowski.'"

"Always Know If The Juice Is Worth The Squeeze"

Elisha Cuthbert, Luke Greenfield, Emile Hirsch and Timothy Olyphant at the premiere of "The Girl Next Door"

With the support of New Regency and his producers, Greenfield was left relatively unbothered during the production process. As the director remembers, the lack of restrictions were also been helped by some unfounded studio expectations.

"I'll be honest with you, they were expecting something the realm of 'American Pie,'" Greenfield said. "I didn't know how to explain to them that it was going to be a lot more real and a lot more edgy and a lot more volatile and unpredictable. I kept saying that, and I don't think they understood it until they saw my director's cut."

Greenfield's director's cut was met with mixed reactions from executives because of its adult content and dangerous situations. "When they got to scenes such as Timothy Olyphant beating the shit out of Emile Hirsch and bloodying his face, I remember one of the studio people saying, 'Okay, this is fucking not 'American Pie,'" Greenfield said.

Test audiences were more forgiving and enthusiastic. "We were really lucky. We tested the director's cut, and it tested enormously high," Greenfield said. "So high, in fact, that hardly any changes were made."

After that success, New Regency and Fox became bullish on "The Girl Next Door," screening it all over Hollywood months before its release. "Arnon Milchon [the head of New Regency] and Tom Rothman, they were literally telling me it was a guaranteed hit," Greenfield remembered. "The movie was going to make so much money that it was going to be Arnon's next 'Pretty Woman.' It was going to hit every demographic. Everyone was talking such an enormous game."

Then it came time to market the film.

"Our movie, there was such a challenge, because we're at 20th Century Fox, which at the time was a very conservative studio," Greenfield said. "The idea that they had to go out there and sell an R-rated movie about teenagers and about a kid falling in love with a porn star? They tried. They spent money. They didn't know how to do it. I got in there and I was trying to cut trailers too. We had worked with some of the best trailer editors. In the end, what's really funny is that -- everyone knows this, no one is at fault -- the marketing destroyed the movie."

While the "American Pie" franchise and "There's Something About Mary" had proved there was an audience for R-rated comedies, the genre was still in its nascent stages in 2004. This was an era before Judd Apatow and "The Hangover" movies, and the trailers for "The Girl Next Door" seemed to exist on some weird middle ground: neither risqué enough to promote the film's scandalous content, nor typical enough to connect with an audience that grew up with "She's All That" and "Can't Hardly Wait."

"Two weeks prior to coming out, we were tracking that the people who wanted to see the movie were 14 year old girls," Greenfield said. "The young males, 18 to 30, wanted nothing to do with the film. They thought it looked cheesy and stupid. Never in a million years were they going to see it."

They didn't: "The Girl Next Door" earned just over $6 million during its opening weekend. The film left theaters on June 27, 2004, 80 days after its debut, with just $14.5 million in total North American ticket sales.

"I cannot say I was not disappointed when the movie came out. It was a big marketing challenge and they couldn't reach that audience," Greenfield said. "Of course everyone wants a big hit -- especially nowadays. Nowadays, I feel like if a movie makes money, that's the success. It doesn't seem like it's about whether the movie is great or not, it's always about the opening weekend box office. Which is a shame. You look at a movie like 'Election.' To me, that movie is absolute perfection, and it bombed beyond belief. Movies like 'True Romance.' These movies bombed, but they're some of the best movies ever made."

"The film's release was really kind of a bummer," Hirsch wrote about his disappointment with the response. "I think there had been some high hopes from several camps. But on DVD it found a new life and a big audience, and many, many people have seen it since."

One of those people, in fact, was Steven Spielberg, who was so fond of Greenfield's film that he watched it twice.

"He really loved the filmmaking of 'The Girl Next Door,'" Greenfield said of Spielberg. "He really appreciated all the things that we worked so hard to do in that film."

Greenfield had a history with Spielberg: When he was a teenager in Connecticut, Greenfield's mother sent Spielberg a letter on behalf of her son. In a twist right out of a Hollywood screenplay, Spielberg not only received the note, but wrote Greenfield back. "He told me all this stuff about how to reach audiences and where the magic of storytelling is," Greenfield recalled. "I was 16 when I got that letter."

Sixteen years later, the two filmmakers met in person to discuss Greenfield's second feature.

"It was the ultimate praise coming from my ultimate idol," Greenfield said about Spielberg's stamp of approval for the work he did in "The Girl Next Door." "It was incredible."

"I'll Never Forget The Girl Next Door"

Chris Marquette, Paul Dano, Luke Greenfield and Emile Hirsch

"'The Girl Next Door,' looking back, was one of the best experiences of my life, let alone my career," Greenfield said. "I just finished a movie for Fox called 'Let's Be Cops,' and it was also a great experience, but nowhere near did I have the freedom I did for 'Girl Next Door.'"

"Let's Be Cops" is Greenfield's fourth film, and Gordon expects many more in his future.

"Luke has something that I think is the main ingredient to be a big director in this business -- especially a comedy director: He knows what's funny," Gordon said. The producer said he still plays Greenfield's original short film for young directors to show them how to become better filmmakers. "I would make another movie with Luke in a second."

While the director and producer of "The Girl Next Door" have remained successful in the ensuing decade, it is the film's cast members who have gone on to even greater fame and fortune. Olyphant and Cuthbert shined, respectively, on the television series "Justified" and "Happy Endings." Wilde, too, worked on television -- including a memorable stint on "The O.C." -- before becoming one of Hollywood's most high-profile lead actresses. Dano locked down numerous prestige roles in Oscar-nominated films such as "Little Miss Sunshine," "There Will Be Blood" and "12 Years A Slave." Hirsch, meanwhile, starred in "Lords of Dogtown" and "Alpha Dog" before his breakout performance in Sean Penn's adaptation of "Into the Wild."

Ten years later, though, and Hirsch, now 29, still has fond memories of "The Girl Next Door," the first and only studio comedy he's made in his career.