Boys have never been of any interest to Ally, an extraordinary athlete, or Brittney, a gifted genius. Chris, an attractive and charming transfer student, changes everything. Ally and Brittney both want him and will stop at nothing to get him. For the first time in their lives these best friends will go head to head for the same prize. No one is prepared for just how far these exceptional girls are willing to go. Xtracurricular combines the conventional teen comedy with equal parts action and science fiction and adds a hint of anime to create a uniquely entertaining film experience. Mischief, mayhem and robots large and small run amok in this whimsical tale of teen angst.

In the winter of 2000 Tim Cunningham took a break from his up-and-coming career in visual effects, packed his bags and left Hollywood. He returned home, to Austin, Texas with a head full of stories and the dream of independent filmmaking.
He and his brother Sean, also an effects professional, had been brainstorming script ideas and experimenting with digital video for years. Tim was going to try and get money to make one of their ideas a reality. Enter brother Jon, the eager entrepreneur. With Jon's talent in sales their chances of funding increased dramatically. Tim put a business plan together, complete with several story ideas and he and Jon started pitching. The initial story that was to be Xtracurricular differed greatly from what is Xtracurricular today. The initial inspiration, however, was the same. Sean and Tim were Japanese animation, or anime enthusiasts and had been so since childhood, before understanding a place like Japan even existed. One anime in particular, Project: A-Ko, was a favorite of their's. Project: A-Ko is a high-spirited mixture of comedy, action and sci-fi about a group of futuristic schoolgirls. Sean and Tim concocted a story with all male leads, still set in high school, but not in the future. Knowing a hypothetical indie budget would be tight they needed to base the story in a practical time and place. The first version was still a teen comedy though much darker than A-Ko, something kin to an angsty teen film of the '80s called Heathers. Tim, Jon and Sean's enthusiasm and the out there nature of their stories interested potential investors. Teen films were hot but the conservative nature of the region created resistance to funding a horror film, regardless of its "sure thing" return on investment potential, and their straight-up action story seemed risky without big stars and bigger budgets. All roads lead to Xtracurricular but nobody would close. The dark and violent nature of the film made the money people nervous and wanting the tone watered down. Sean and Tim went to work on the "problem", trying to keep their initial story intact. They weren't pleased with its evolution no matter how much they tried. This was the late winter of 2001 and it was back to the drawing boards. "Hey, how about we change them back to girls?" they wondered. Would that make the story more workable? Sean and Tim were also big fans of Buffy the Vampire Slayer so making a movie with cute girls running around destroying things sounded just fine by them. Eventually they worked back to something a little closer to Project: A-Ko, retaining a few sci-fi elements and lightening the humor but set it in a small Texas town, letting the story evolve from there. This time their pitch got a bite and a thumbs up from the fourteen year old daughter of a potential investor. And just like that, Xtracurricular was greenlit. This was February of 2001 and cameras would roll in just a few short months on June 18. There was much work to be done. The next several months were fast paced and hectic but everything seemed to click together. Tim feverishly worked the script, phoning Sean in LA for story meetings while designing the look of the characters through wardrobe selections. Sean spec'ed out their post-production, editorial and camera concerns, finishing his effects responsibilities on another film and Jon started making deals. The deals Jon made, on locations, on clothes, food, choreography and freebies went a long way towards making their minor budget stretch like a rubber band, putting much needed production value on the screen. From a technical standpoint, Xtracurricular was in the bag. Tim and Jon auditioned and cast the film while Sean researched cameras and post techniques to maximize the look of prosumer digital video. Tim met with a young and talented NYU grad named Jay P. Lipa who would light like he was shooting film in any case. DV had become the "new 16mm" for indie filmmaking. The budget of Xtracurricular, coupled with its ambitious visual effects requirements, meant DV was the best choice. Or was it? A tenacious sales rep for a HiDef vendor out of Dallas thought the filmmakers could do better. Two weeks before the shoot he pricematched an HD rental package against the purchase of the pro DV camera Sean was about to buy. Xtracurricular made the jump to HD. It would mean re-thinking post production entirely but the upside in production value and image quality, not to mention bragging rights, was undeniable. Tim, Jon and Sean prepared as best they could. The books and folklore of indie productions past had them bracing for catastrophic failure almost from the beginning. In contrast to what they had read their month long shoot came off almost blessed. Relatively speaking, complications were very minor. The filmmakers, after a long day on the set, often looked at one another in amazement. "It's not supposed to go this way...it can't be this easy," they would say. Their resolve would be tested, to be sure, but not for months to come. Less than twenty-four hours after the martini shot, Dallas Night Club, the last major location for the Xtracurricular shoot, hosted its wrap party. The cast and crew drank, danced, laughed and cried. From here the filmmakers took a short break before diving into the offline or "rough cut" of Xtracurricular. That's when everything fell apart. Budgets never stretch as far as a producer might think. That's true if you're Joe Schmoe or Mr. Bigshot of Paramount Pictures. Sean, Jon and Tim were out of money. This is often the case with independent films. Filmmakers do everything they can to get the movie "in the can", figuring out how to finish it later. In this case all of the editorial and post production monies were rolled back into production because of a deal made in June for free HiDef editorial access. Now it was almost September and the company roster had changed. Their deal went lost in the shuffle. The filmmakers huddled up, drew up a game plan and finishing budget while hurrying the rough edit, adding stand-in visual effects to wow the executive producers and judge the flow of the picture. They cut several rough trailers and sent off press releases. They did everything they could think of to keep the ball rolling, keep their dream alive, and they agreed to give up even more ownership in the film for the chance to finish it and for a partnership in many more grand ideas. Xtracurricular was just the beginning. Their enthusiasm was intoxicating. It almost worked. In less than twenty-four hours after a verbal agreement was struck ensuring the completion of Xtracurricular and budgets for at least two more pictures, less than twelve hours after shaking hands with a broker of premium Austin office space, the party ended. The investors blinked. "Finish it as best you can," Jon was told, "let us know if you find more financing." Then, about a week later, America watched as two jet planes brought down the symbols of American financial power in New York City.
	Sean and Tim had only slept a few hours. Their days began around noon and ended near dawn. It had been yet another long night of editing, effects design and wondering how they were going to finish their movie.
The news that roused them from bed didn't make sense but like everyone else in the world they watched the news in shock and awe. The coming months would not be kind to them and their search for money to finish something as trivial as a teen-action-comedy-scifi starring nobody anybody had ever heard of. Halloween came and went. Sean moved the last of his belongings out of his apartment in LA, committing himself to seeing the film through. His TRW and German sports car would count themselves as casualties of war. Then, Thanksgiving came and went. Christmas came and went. The New Year came and went. Tim and Sean tried many established routes for finishing funds but nothing panned out. Depression set in. Their only joy during this period of searching would be the discovery of a brilliant young composer named Jason Grace thanks to their sister and nephews. Finally, in the early summer of 2002 their funds arrived thanks to a renewed commitment from their original investment team and Jon's salesmanship. Xtracurricular was back on track but the road ahead was far from smooth. To secure the extra funding needed to build a HiDef non-linear editing system, as well as equipment and software to speed the completion of visual effects, the filmmakers signed over even more ownership in the film than they'd ever been willing. A second, grudging condition imposed by the investors stipulated that a lien be placed against their mother's home as a guarantee on the funds. Papers were signed. Money changed hands. Equipment was purchased. Still, the money never goes as far as anyone thinks. As with the initial shooting budget the filmmakers were barred from taking a salary of any kind. They had never feined independent wealth with their executive producers but they agreed. At least they would know that as much of the tiny budget as possible would go on screen. Aside from a few expenses, Jon, Sean and Tim had to figure their own living out along the way. Family provided as much as they could, and more, and then more on top of that. When unexpected problems occurred and the budget was dry once more the filmmakers rethought their situation yet again. The edit of the film continued to evolve and improve. New ideas were tested. Through worry and stress Tim kept tightening. The many visual effects in Xtracurricular became a mostly singlehanded chore for Sean. Choice worked hand-in-hand with circumstance to create their workloads. It could be said they were more than a little megalomaniacal on a good day but success or failure was a responsibility they placed and kept squarely on their own shoulders. With little more of the film to sign away, Sean and Tim moved back to LA in November of 2002, back to old lives, back to the visual effects industry and the only way they knew how to self-finance the completion of Xtracurricular. Readjusting to a place and means that was at one time their second nature proved more difficult than either Tim or Sean had expected. Completion continued to drag along. Distraction, depression, stress and a general fish-out-of-water feeling left them less than productive for many months. Hardware that ran 24/7 and had been treked some 1300 miles began to fail. Steps had to be taken and goals needed to be set. Their first milestone would be a proper cast-n-crew screening. Only one theatre in the world would do. That summer Xtracurricular went back to Austin and screened at The Alamo Drafthouse. The filmmakers payed for the screening themselves. The event came off well. Now it was finally time to get complete strangers to take an interest in seeing it. To be continued...