With the cast assembled, "Three To Tango" began an unusually long and exceptionally creative rehearsal and workshop process. Director Santostefano encouraged each of the stars to help to create and define their own characters.

"I enjoy a collaborative process and I like the actors to improvise with the material. I wanted to get this started so we could have a locked script as early as possible," explains Santostefano. "I was lucky to have actors who were very active in the development of their characters. I think my improv process helped them find and truly own their roles, as well as create some very intimate chemistry."

For Newmyer and Silver, veteran producers of highly successful features, "Three To Tango" was most unusual in the length and breadth of the rehearsal process. "Certainly, more so than any other picture we've produced, 'Tango' was largely a result of the rehearsal process," recalls Newmyer, "which gave rise to revisions based on suggestions from the actors and from Damon that ended up in the shooting script."

On the first day of rehearsal, Matthew Perry arrived with extensive notes about Oscar. "When I was first offered this movie, I started to analyze the character and came up with a list of suggestions I wanted to pitch to Damon," explains Perry. "What resulted was the creation of a history for Oscar. It's really a testament to Damon as a director that he not only entertained all of my suggestions, but that he constantly encouraged me to explore, play and work with the part. We carried this on through the entire shoot, which was just great fun. Together we really redefined Oscar from his childhood on up."

During rehearsals, Campbell shaped her characterization of Amy: "I wanted to give her a quirkiness, not to let her just be the 'straight man' throughout the film. I gave her habits that are very comical but also provided her with an added intensity. It was tricky to balance the Amy who needs to be independent with the Amy who needs to be loved."

Perry says, "When Neve and I first got together, she had all these terrific ideas that were just right on the money. She's going to surprise a lot of people who haven't thought of her as being funny. She is very funny, and has great timing. She is one of those rare people that can play drama and comedy equally well."

When Dylan McDermott joined the rehearsals, he brought with him a secret. McDermott, starring in the powerful series "The Practice," is known more for his hard-hitting dramatic roles than his comedic ones. "Dylan's like, Mr. Handsome Drama Guy," says Perry. "Who knew he was funny too? All of a sudden we discover that he is absolutely hysterical."

McDermott, eager to have fun during his summer break from the on-screen turmoil of his weekly series, attacked the role with relish: "Anytime I approach a role I try to put my own stamp on it. I was very lucky that Damon gave me the freedom to have a lot of fun with the part. This was the first time that I could bring my own sense of humor to a role and that inspired me to work at making Charles as idiosyncratic, weird and funny as possible. I fashioned this man into a complete control freak; he's compulsive, obsessive. This guy doesn't stop at constantly taking supplements of every form; he even has to clean his hands after touching just about anything. Even in the most dire of moments he'll still stop everything for his Handi-wipes."

Santostefano notes: "Dylan has a wicked and dry sense of humor and he brought much of these qualities to the character of Charles. It's hard to put in words just how funny Dylan is, but through his humor he really manages to bring this bigger-than-life character sharply into focus and make him believable, lovable and always interesting on the screen."

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