Known for his prickly-guy comic persona, Ben Stiller wasn't shopping for a big-budget family flick. But he loved the idea of playing a security guard at New York City's American Museum of Natural History who discovers, through his three geezer co-workers (Dick Van Dyke, Mickey Rooney, and Bill Cobbs), that after hours, exhibits come alive — including a T. rex skeleton, teeny diorama people, and the Teddy Roosevelt dummy (Robin Williams). ''I grew up on [Manhattan's] West Side,'' says Stiller. ''I felt a connection with that museum. There's a line in the script about cutting school to go there. That's reality — I used to do that, because it's a magical place.''
When Stephen Sommers (the Mummy pictures) fell out as director, the studio realigned with Shawn Levy (The Pink Panther). His toughest job, aside from tricky CG effects: balancing snark and sentiment. ''There is a dark comic heart that beats loudly in Ben,'' says Levy. ''But he's come to work on this movie with a willingness to be unironic and openhearted. Even when he doesn't go there naturally, he's been trusting of me to lead him there.''
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