In this scene Ally and Britney both end up visiting their school's guidance councilor, Mr. Vickers. He obviously isn't really used to students actually coming to see him.

The role of Mr. Vickers is played, to great comic effect, by KLBJ morning host, Texas Monthly contributor and all-around local legend Dale Dudley. Dale and his partner Bob Fonseca of the "Dudley and Bob" show were instrumental in assisting our production's early PR.


Britney -- Michelle Fairbanks
Ally -- Maria Jane Jones
Mr. Vickers -- Dale Dudley
Echo -- Clayton Smith


In June of 2001 my brothers Tim, Jon and I started production on this teen-comedy-scifi feature. It was one of the first ever feature length narratives shot on the, then still very new, Sony HDW-F900 CineAlta (HDCAM). We got it "in-the-can" for about $165,000 and then raised an additional $65,000 or so which mostly went towards building a Mac-based Cinewave-HD system to handle the uncompressed online editorial, as well as a couple render servers.

In total it took nearly two years to finish the film spread over about three years time. Tim had a complete rough cut by early Fall of 2001 but it would be another six to eight months trying to get the money for editorial (HD solutions were few and very expensive) and then we had to finish post production while working "day jobs" on more blockbusters at VFX facilities.

When we shot this, we already had loads of experience working on blockbuster films but were pretty crazy for choosing something like this as a first feature. We had a large cast, mostly very young and several complex locations. We staged a football game and a disco dance + fight in a still-operational cowboy bar, as an example. But it was fun, being crazy, and our investors just didn't want anything to do with horror or sex. A little horror film like our 2nd feature, SICK BOY, would have been a lot smarter.

Anyone familiar with classic anime from the 1980s will likely recognize the basic inspiration for our central characters in this one. We never hid the fact that we took several cues from PROJECT A-KO and made sure to include subtle and not-so-subtle references to this film...if you can imagine that story set in a contemporary small Texas town and minus the whole cross-dressing alien invasion thing.

The day of our wrap party the F900 we used was shipped off to James Cameron for use in his Titanic expedition documentary, just to illustrate how rare these cameras were at the time.

JP Lipa, who'd recently graduated from NYU, shot XTRACURRICULAR and I provided some B-Cam and 2nd Unit filler here and there, as well as 100 or so VFX shots. I modeled, lit and composited the big mech seen here but a friend of Tim's provided its animation.

Xtracurricular features a completely original score by Jason Grace, with additional music from Aimee Walden and John Courte.

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