The next person to be cast was John Frazier, in the role of Stan Locke, the main character's best friend. Even though he was sick with over 100 degree temperature, John turned out to audition, and landed the part with his read. John says, "I had a strange feeling when reading the breakdown that I wanted to do the movie. I didn't know much, but I knew it was a part I could play. After the audition, I knew why I made myself go."

Joe Scott adds, "Stan is the kind of best friend that we all wish we had. Intensely loyal, fun to be around, always trying to put a smile on your face, but understanding your pain. I got that feeling from John, he just seemed like the kind of guy I would want to hang around with - and I was right."

Lucy, the next door neighbor who teaches the main character about himself - and brings him back to normalcy - was the next character cast. Joe Scott anticipated having a problem casting this role because of its very specific needs. The character needed to be believable as a 15 year old or an 18 year old, but have an old soul. She also needed to be gorgeous.

Scott found his Lucy in Eryn Brooke. "Eryn has that blonde bombshell look that's required of the part, and even though she's decidedly older than 15, she has a very young look and attitude that fit the part well."

The last character to be cast was Valerie, the ex-girlfriend. This posed the biggest challenge to Scott because of the challenge of the role. "Valerie was, I thought, by far the most difficult character to pull off," says Joe Scott. "You have to hate this girl. She is immensely flawed. But by the end of the film, you may not like her, but you have to sympathize with her. This is s very difficult thing to pull off, and I was very picky about casting this role."

Scott finally cast Lizzie Lander in the role. On top of being beautiful and giving a great read, she had a look that Scott felt fit the part. "Lizzie has very deep, almost feline eyes that are hard to read. It always looks like there's something else going on behind what her face is showing you, which plays very well into Valerie."

On her own casting, Lander says, "I think I knew I wanted to be a part of this from the beginning. I think it's just the way Joe talked about it, the excitement in his voice, I just knew it was something worth doing."

This left only one character to cast, the main character, Rick Noonson. Although the part was based on himself, Joe Scott had reservations about playing the part himself because of the already heavy load he would be shouldering as director and producer of the film. In the end, however, he decided that it would be easier to play the part himself than to schedule around and direct another actor. Scott says, "I just figured that, hey, I know the script, I know what's needed of the character, and being that I'm pulling from personal experience, who knows, I might even do a good job."

So, as Scott secured time at the beach house and the date for production neared, the newly formed cast began rehearsals. This proved to be a priceless experience as not only the cast became a cohesive unit, but their dedication to memorizing their lines would pay off later in production. It also gave the cast members a chance to add their own ideas to the film.

As the shooting date neared, another large obstacle threatened the movie. A potential investor backed out. Although it was low budget, the film still needed money in order to happen. And without this investor, it would mean Scott would have to fund the film himself, in which case he would not be able to pay the cast. In one of the last rehearsals, Joe Scott broke the news. "The option became either we went down and do the film on a shoestring, everybody getting paid on the back end, or put off the filming until I had the money, which would have meant the next spring at the earliest, a delay of at least 5 or 6 months."

When presented with this option, to Scott's surprise, the cast unanimously voted not to wait. Their leap of faith would later pay off. But before they could leave for Galveston, they were thrown yet another curve ball. At the last rehearsal before production, Scott was asked what he was going to do about the hurricane.

As they were preparing to leave for Galveston, a category 4 hurricane named Isadore was looming in the Gulf of Mexico, its final destination unknown. They were scheduled to arrive on a Tuesday, and the forecasters predicted it would be Wednesday before landfall could be estimated. With only days before production was set to start, another tough decision had to be made.

"I finally came to the decision that I'd worked too hard for too long to step down at that moment. I figured that the worst thing that would happen is the hurricane would head our way and we would have to just shoot footage for a trailer and at least I'd come out with that. So, we went for it," says Scott.

As luck would have it, the hurricane turned away from Galveston at the last minute and touched land in Louisiana, so production went on as scheduled. Vincent Wrenn, the director of photography, arrived from Los Angeles and Elliott Jackson, the location sound recorder, rounded out the crew consisting of makeup artist Linda Hamblin, production manager Tony Estrada, and production assistant Jana McGill.

It wasn't as much staging a set as it was moving in, as the entire cast and crew lived in the house for the duration of shooting. Everyone claimed a room and a bed, but when a scene was set in that room, the room was cleared and the scene shot. It was not unusual to find cast members sleeping or running lines in a room full of equipment.

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