For screenwriter David Hubbard, the idea for "Noel" presented itself while the writer was living in New York City.  "I lived in New York for about eight years, and it's one of those places that takes on an incredibly festive atmosphere during the holidays.  But at the same time, there are also so many people who are outside the swirl of the holidays.  They're disenfranchised, and I wanted to tell a story for them…the people who are trying to connect with each other, and about the miracles that bring them together." 
As he began to write, he gathered a collection of characters whose circumstances were very different, yet they all seemed to compliment the other.  "Alone, I knew these each of these stories weren't enough for an entire movie, but they began to mesh, and I found that they started to gravitate towards each other."
Hubbard's script caught the attention of producer Howard Rosenman, who at the time, was producing another Christmas-themed movie, "Family Man," starring Nicholas Cage. "It touched me so deeply," says Rosenman of the screenplay.  "It's about forgiveness and faith and second chances.  In the course of my career, I've made mistakes and have been lucky enough to have been given a second, and third chance, so I could identify with the characters.  It was also about being alone on the holidays and having that feeling of alienation, and ultimately creating a family for the holidays.  I always felt that 'Family Man' was a more middle-of-the-road movie, and that this was an edgier version.  It appealed to me that we were exploring characters who weren't typically mainstream New Yorkers, and showing that even miracles can happen to them."
The script also found its way to Chazz Palminteri, who was looking for his first feature film to direct.  When he read "Noel," he knew it was the material he had been searching for. 
"I've always believed in the spiritual side of life, and about how people can really make a difference in their lives if they're willing to believe and have faith in themselves and even sometimes trust the supernatural," says the director.  "I also firmly believe there are angels around us, and there are things that guide us through life.  That everything happens for a reason.  These three stories intrigued me.  David's script blended them so perfectly, and they were presented in such a way that I don't remember ever seeing before.  This is not a traditional holiday film.  It has some very dark moments, but what makes it interesting to me is in any film where you show the light, you must show the darkness.  I was excited about the prospect of making this film."
"I met with Chazz in New York," recalls Rosenman, "and he started telling me stories about redemption and forgiveness and salvation that occurred to him personally, and I knew immediately that he was the guy to direct this movie.  We spent four hours together.  As I left his car, he honked, rolled down the window and said, "Howard, we're making this movie."  He shook my hand, and from that moment I never wavered in my faith in Chazz."
"When I read the script, I saw a movie with a great deal of spirituality, love and forgiveness.  It was about the kind of things that I want to see in the world in which I live," adds producer Al Corley.  "In our first meetings with Chazz, it was clear that he saw the same thing.  He understood the characters as an actor, so he's been incredible with tracking and shaping these different stories that converge at the end of the film, and has been even more effective with the actors.  It's easy for him to talk to them and help define their performances.  As a director, he's very open.  He listens to everyone's input, and at the end, he wants the best idea to serve the movie.  There's no ego driving him."
The script also proved to be the determining factor in attracting a major cast to the project.  Susan Sarandon, Penélope Cruz, Paul Walker and Alan Arkin all jumped at the opportunity to be a part of the film.  Walker, who has starred in box-office hits such as "The Fast and the Furious" and its sequel, was especially eager to don the uniform of New York City Police Officer Mike Riley.  "I've always wanted to do a Christmas movie and by pure chance, I was available for the amount of time it would take to make this film," says the actor.  "This story made me laugh, and cry and I think it has the potential to turn into one of those classic Christmas films that people want to revisit year after year."
"I felt when I read it, that it makes you want to be a better person," says Penélope Cruz of the script.  "It reminds you of the so many amazing things that are worthy of fighting for, even when you're going through a major crisis like the characters in the movie."
"There were wonderful surprises in my character," explains Alan Arkin of his decision to join the cast of "Noel."  "Every few pages there was another layer that was revealed.  There are so many elements to him.  He's funny, confusing, outrageous and finally, I think, kind of a tragic figure.  He unpeels like an onion, and not in an enormous amount of screentime.  He's a great challenge to an actor.  I also love ensemble work, and the kind of interweaving stories that this piece has.  All of them are very touching, very moving and slightly magical, which I also love.  It's a small film in terms of its physical scope, but very big in terms of its emotional scope.  I tend to prefer those kind of movies."
Not only did the script attract a stellar cast, but it was also responsible for bringing top-notch talent behind the camera as well.  Director of Photography Russell Carpenter, who won the Academy Award for his work on "Titanic" and was also the cinematographer on such blockbusters as "True Lies," "Charlie's Angels" and "Charlie's Angels: Full Throttle" immediately committed to the project after reading it. 
"I loved the message the script sent," says Carpenter. "Even though I'm associated with the large 'spectacle'-type films, for me the real spectacle happens what goes on in an actor's face in a close-up.  Although I enjoy working on the big budget action films, the opportunity to light a great actor's face, and then sit back and watch a great performance is a much more satisfactory experience.  I knew I would get that from the cast Chazz and the producers had assembled."

FILMING NOEL
Principal photography on "Noel" began on November 10, 2003 with the historic city of Montreal doubling for the environs of Manhattan. 
Palminteri, a diehard New Yorker, was initially hesitant about the location.  "I am a New York guy, and to be honest, in the beginning I was skeptical about it.  I wasn't sure it would look like the city, but when we went to scout locations, I began to see the similarities and possibilities.  We found more than enough streets and neighborhoods that really served us well.  What was also great was that we didn't have to put up with the tremendous traffic and extra heavy congestion that takes over the New York streets between Thanksgiving and Christmas, when we were filming.  The location turned out to be heaven sent."
What also turned out to be heaven sent was snow, and lots of it.  Over the course of just two weeks of shooting, Montreal found itself in the midst of three separate blizzards that deposited over 24 inches of snow on the streets. 
"When we started shooting," recalls producer Bart Rosenblatt, "we were ready to produce a certain amount of snow for the sidewalks, which was planned before we started production.  What ultimately happened was we got in the business of snow removal to keep the continuity.  The film takes place in the space of 24 hours and we had to make sure each exterior had the same amount of snow."
For Palminteri, his acting background served him in good stead in his first feature film directorial assignment.  "I was lucky enough to have a world-class cinematographer to help me with the technical side of the filming, so I was free to delve even deeper with the actors.  I think they trust that because of my experience as an actor, I know the roads they're trying to find and we have a shorthand between us as actors.  I never want them to have a false beat." 
The cast all agreed that Palminteri did exactly as he promised.  "He understands our fears very well having gone through them himself," says Cruz.  "He's always been there, never left us alone.  When I'm acting, I want someone to be directing me, and Chazz has helped me in every scene we've shot."
"There are times," adds Walker, "when you feel you need a little encouragement, want a pat on the back, or maybe even be pointed in a different direction, and Chazz does all of that.  He also challenges me, and doesn't let me get too comfortable, which is important if you're doing a scene seven or eight times.  He keeps it fresh."
Although born and bred in Southern California, Walker relished the task of portraying one of New York's Finest.  "I grew up surrounded by police officers and firemen.  The mentalities are the same wherever you go.  They come off as a little cocksure, but that's kind of an edge a lot of them have to put on.  When you really get to know them and talk to them, you find a lot of these guys are really humble, but they put on that edge because people look to them for help and they don't want an icon who's cowering, or appears timid.  I think on the East Coast there's a certain kind of attitude, a certain way people carry themselves."
Walker looked to his director and co-stars for further inspiration of the New York attitude.  "Being on the set with Chazz definitely helps because he's as East Coast as it gets.  Then, working with Sonny Marinelli also gave me the benefit of his New York background.  I watched the way he and Chazz interacted with each other.  The pat on the back, the way they talk with their hands, their mannerisms.  Just paying attention to them was an enormous help."
For the director, the cast exceeded his already high expectations.  "Susan Sarandon is one of the most brilliant actors in the business, and I can say that with even more conviction having now directed her.  The great thing about Susan is with this type of material, there's a danger of being overly sentimental, and she just strips all that away, and instead of falling into that trap, brings such strength and color to the character."
"When I saw Penélope and Paul working, I thought 'could there be two more beautiful people that could be together?'  She brought a freshness and sexiness to the role that was just mesmerizing.  As for Paul, I had seen his earlier movies, and I felt he had a talent that had not yet been tapped.  I'm excited to say he has brought so much to the table and scored on every note."
The director also considered himself fortunate to have a seasoned veteran like Alan Arkin in the role of Artie.  "Alan had to walk a very fine line with that character.  It's a funny part, a dramatic part and a sad part.  If it goes too far one way, it becomes a caricature, and you're laughing for the wrong reasons.  If it's too far on the other side, it becomes melodramatic.  Alan made it real.  He truly is a comic genius, and he could be edgy, funny, sardonic, nasty and real all in the same take."
Palminteri also had high praise for newcomer Marcus Thomas.  "People are going to see him in a big way in this film.  Marcus is a very talented actor who has a natural ability to be liked, even when playing a character like Jules, who could easily go the other way.  The joy of making independent films is that you're able to give a chance to an actor that they wouldn't ordinarily get from a studio until much later in his career.  Marcus proved he deserved that chance."
Palminteri had the occasion to direct himself as well, as he makes a cameo appearance in "Noel" as an unsavory character sought out by Jules.  "I've directed myself on stage, but it was a lot different than in the movies.  Luckily it was a small part, so it was only one day.  The great thing about directing yourself is that nobody can tell you what to do.  I enjoyed that a lot."
After seven weeks of shooting, "Noel" wrapped principal photography on a most fitting date--Christmas Eve.
For the cast and filmmakers, the experience proved to be an extraordinary one, and they all hope the results will more than surpass their expectations.
"When the actors started to breathe life into the characters, they became so much more than ink on a piece of paper," says Al Corley.  "It became much more relatable and a lot more accessible thank I had thought.  The humanistic face these actors brought to the roles allayed my original concerns that some of the material was too dark.  I found myself crying as I watched scenes I had thought were not as dramatic when I read the screenplay.  It was much more emotional than I thought it would be."
"When I was reading the script," says director Palminteri, "I was really excited about doing it, but until I started to see the dailies, I didn't realize how special it was."
At its heart, "Noel" is a movie about miracles, and everyone connected with the film firmly believes that they do exist.
"For me the biggest miracle is that we exist in this strange world with such beautiful things surrounding us, and so many unanswered questions," offers Penélope Cruz.  Paul Walker recounts his brush with the unexplained.  "When my brother was two years old, he drowned.  He was pronounced dead for over a minute, and he came back to life.  We experienced that miracle as a family, and it's been with me my whole life."
"I've been party to several miracles in my life," says Alan Arkin.  "It's hard not to believe in them.  To me, a miracle is a law of nature operating just past our understanding at that particular moment in time."
"What I hope," concludes Palminteri, "is that our film will ultimately make people feel good about themselves, make them think about things they should say to their loved ones that are here now, and that are gone.  It is a movie about miracles.  In this day and age, I think we all need a miracle."

CHAZZ PALMINTERI (Director) is best known for his performance in "A Bronx Tale," a script he wrote and performed on stage in Los Angeles.  When he moved the show to New York, it played for four sold-out months and earned him nominations from the New York Outer Critics Circle for both acting and writing.  While in New York, he adapted the show as a screenplay that was chosen by Robert DeNiro for his directorial debut, with Palminteri as the star.  His second play, "Faithful," won him the Los Angeles Dramalogue Award for acting.
As an actor, Palminteri was nominated for an Academy Award for his portrayal of a gangster with an unexpected flair for drama in Woody Allen's "Bullets Over Broadway."  He also won the Independent Spirit Award for Best Supporting Actor as well as Screen Actors Guild and American Comedy Award nominations.  His other film acting credits include "Faithful" (which he also adapted from his play), "The Usual Suspects," "Jade," "The Perez Family," "Mulholland Falls," "Diabolique," "Analyze This" and most recently "Down To Earth" with Chris Rock and Eugene Levy.
On television, Palminteri portrayed Mob Boss Paul Castellano in TNT's "Boss of Bosses," and in the cable film "Excellent Cadavers," he starred as famed Sicilian prosecutor Giovanni Falcone, who pursued the Mafia, and was ultimately assassinated.  Palminteri's first foray as a director came on an episode of the critically acclaimed cable series "Oz."
In 1996, Palminteri received the Leadership in Entertainment Award from the Coalition of Italo-American Association, Inc. and was honored by President Clinton with a Special Achievement Award for the Performing Arts from the National Italian American Foundation in Washington D.C.  In addition, Palminteri was recently named the National Spokesperson for the Cooley's Anemia Foundation, leading the fight against Thalassemia.

Prior to "Noel," DAVID HUBBARD (Screenwriter) also wrote the screenplay to the drama "Delivering Milo," which starred Albert Finney and Bridget Fonda.