Felicity Huffman live from Wonderland's red carpet

Felicity's co-stars, Bill Pullman, Patricia Clarkson and Campbell Scott were also on hand as SheKnows hit the red carpet at the Writers Guild Theater to get the story from Huffman, Fanning and their writer-director Daniel Barnz.

What's Phoebe's story?

Phoebe in Wonderland revolves around the real and imagined world of a nine-year-old girl struggling to follow the rules, while her parents are facing their own battle in trying to help her.

"I wanted to tell a story about a child who is different and comes to learn something about the strength you can get from being different," says Daniel Barnz. He created Elle Fanning's character Phoebe, a little girl who lands a role in the school production of Alice in Wonderland. Fanning's character may be too 'different' to make it to the dress rehearsal.

"Phoebe has such a creative mind and unique personality," marvels young Fanning -- real life little sister of Dakota Fanning. "She has such a unique spirit that I feel like no one else could ever have, yet other people are like her. She has things that you can relate to, and then some things that are just hers."

As Phoebe wilts under the pressure to do as expected, the lines between reality and Wonderland begin to blur, thrusting the central character into sometimes frightening adventures.

"Daniel combines fantasy and reality in a way that isn't jarring or alienating to one or the other," Huffman raves "It instead makes both of them more poignant and wonderful. He's a poet, but he also tells a whopping good tale."

As for what makes this young girl so different and what exactly is going on in this film, cast and crew have remained quite cryptic, but Barnz did clarify things a tiny bit.

"We see her imaginary life," he previews. "Phoebe steps out into her backyard and it's become Wonderland, with Wonderland characters in it. It's a product of her mind that she has created...but it would be terrible of me to tell you if Wonderland is real or not!"

Phoebe's pinnacle

Having been involved with Phoebe since the script came flying at her seven years ago, Huffman found her character changed over the years leading up to productions.

"Daniel threw it over the fence, because he's my neighbor, and I read it," Huffman recalls. "It takes me a long time to read a script, but I read this one in one sitting. I got wrapped up in the story and felt it's one that should be told.

"Then, people said, 'The films going!' a few times, but there's many a slip between the cup and the lip, as they say. You wait till they give you a start date and that's when you reread it, and I loved the changes."

Perhaps that's because most of them related to her character.

"The roles of the parents changed over the course of it, because I became a parent, so I could bring a greater understanding to those roles," Barnz explains. "I was also very inspired by Felicity and conversations we've had about parenting. She talks very publicly and candidly about those joys and challenges of parenting. I was inspired by her voice and the need for that voice in creating that character."

No actress is upset to learn her role has grown in size, but Huffman was thrilled to find hers had grown in depth.

"Hillary is Phoebe's mother and exists in that intellectual world of academics, intellectuals, writers," Huffman relates. "Publish or die is their creed. It wasn't something I was familiar with, but that's where Hillary lives. She happens to have writers block and, this I can certainly relate to, is struggling with how to be a good mother that her daughters can rely on."

Hillary struggles, but like many of us, doesn't quite make it.

"She's not perfect," Huffman says. "Hillary has a lot of flaws and is sometimes a little unlikeable, but is always understandable. There were a lot of things that were challenging and difficult about this part, but the funnest part was working with Elle and Pill Pullman."

Fanning the flames

While one can only expect great performances from the likes of Huffman, Pullman and Clarkson, Phoebe in Wonderland centers squarely on the shoulders of the nine-year-old in the title.

"Retroactively, I should have been more nervous about that," Barnz admits. "The truth of the matter is, from the moment Elle's face appeared on screen, we knew we were saved. She delivered time and again. The girl did not give a bad take! It's true.

"The other thing about Elle is you really wish her well as a person, because she's a good soul. Her parents keep her grounded, appreciative, grateful for opportunities; and I know, as a parent, how difficult it is to raise children in Hollywood. They're doing a magnificent job and you see the results not only in who she is, but in the kind of performances she can deliver."

Fanning, who also recently starred in The Curious Case of Benjamin Button with Brad Pitt, shrugs off the pressure of being the center peg.

"I woke up in the morning and was like, 'Oh, I get to go to set!' I was so excited," she maintains. "Daniel, Felicity, Patty and Bill were all so much fun to work with. I got to meet so many new people. It felt like a big, big family."

Perhaps it's just something in the blood – we all know how well big sister has done in the biz!

"We don't really talk about movie stuff at home," Fanning shrugs. "It's more about sisterly stuff. I like singing, dancing, sketching and we draw together. It's fun."

Felicity and Phoebe

Barnz is already working on his next project, Beastly, based on the supernatural teen novel of the same title, but he isn't ready to let go of his friends from Phoebe in Wonderland.

"It's been such a long road – and such a magical one," he says of making the film. "It was totally a labor of love and it's amazing we've become so close to all of the cast members. I want to cast them all in everything I do: I want to write movies just for them! 'Phoebe in Wonderland II?"

We'll have to catch the first one before we weigh in on that idea! Phoebe in Wonderland is playing in selected cities, with listing available at http://phoebeinwonderland.com.

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