Now the team had some thinking to do. How would they create one cohesive film from four different stories that range from a light romance in Greece to a devastating loss of a terminally ill friend? ''I believe we made the right choices, but we made decisions every step of the way with this movie that could have been catastrophic pitfalls we wouldn't have been able to recover from.''

The biggest risk was eschewing big stars like Hilary Duff and Lindsay Lohan for smaller ones like Tamblyn (Joan of Arcadia), Bledel (Gilmore Girls), Ferrera — who'd won critical acclaim but hardly a following for Real Women Have Curves — and Lively, who walked into her audition with a decent head shot but zero credits to her name. ''There were four great parts, and the studio knew it could be the Ocean's Eleven of teenage girls,'' says producer Denise Di Novi, who specializes in estro-fare like Practical Magic and What a Girl Wants. ''But they were smart in letting us choose the best people for the parts rather than tailoring the parts to the newest, hottest names.'' It was never an issue, says Broderick Johnson, co-president of Alcon Entertainment, which cofinanced a majority of the film's $25 million budget with Warner Bros. ''I didn't see this as a popcorn book, so why should it be a popcorn movie?''

Kwapis too was thinking more American Graffiti than A Cinderella Story. ''Most films for young women are fantasies, particularly romantic fantasies. It seems like there's a way to tell a story about the difficulties they all encounter that isn't sugarcoated and at the same time isn't [like 2003's edgy drama] thirteen.'' Adds Tamblyn: ''As far as teenage girl roles go, it's either really cheesy and fluorescent or incredibly dramatic and dark, where young females are painted out to be self-mutilating, pathetic, poor things. This was different.''

The director made an effort to avoid those extremes by encouraging his stars to ignore the cameras as much as possible. ''I tried to create an atmosphere where it felt like we were eavesdropping on a friendship,'' says Kwapis. ''Occasionally, a producer would tell me they couldn't hear a line, and I would say, 'It doesn't matter.' I love constant overlapping. I love the cacophony of voices. I love that there are private jokes in my movie that I have no idea what they are. It's more important to have the feeling of friendship.'' By all accounts, it worked. ''It's rare to get four girls together — actresses, no less — and have absolutely no competition,'' Tamblyn says. Bledel concurs: ''It doesn't always click when you try to force bonding, but this was one of the funnest times I've ever had.'' Fun enough, in fact, that all four girls have signed on to do sequels 2 and 3, should the studio decide to make them. ''I'm already starting to outline,'' says Kwapis, who's hoping to shoot both back-to-back next summer. ''The characters go in unexpected directions, and I would hate to think of them going there without me.''