With 10 Emmy nominations and two Oscar-caliber stars in the lead roles  (Susan Sarandon won for "Dead Man Walking," Ralph Fiennes was nominated for "The English Patient" and "Schindler's List"), "Bernard and Doris" looks like an artsy prestige project as pricey as the life story it tells: tobacco heiress Doris Duke.

But it was produced, initially at least, for less than a million dollars thanks to the tenacity and inspiration of its Emmy-nominated director-producer Bob Balaban and two other producers who consider showbiz a family affair: the Kassen brothers. Mark and Adam Kassen struggled for years to get the project made and then sold it to HBO Films President Colin Callender, who took "Bernard and Doris" through one more round of creative development before it reached its final, Emmy-worthy stage.

In this podcast chat, Mark Kassen tells us the tale of that journey. CLICK HERE to download the MP3 file and listen. (NOTE: You may need to hold down your computer's control key while clicking.)

"My brother and I had been working with Bob Balaban on some other TV projects and he said that there was this thing he always wanted to do — this 'Bernard and Doris' piece," Mark recalls. "At the time there was talk of it being done at Warner Independent for like 10 million bucks, but that was never going to happen. It's not a big blockbuster movie."

The Kassen brothers had a production company with partners Kevin Spacey and Dana Brunetti, who aimed "to make a handful of independent movies for under a million bucks and most of which were under a half a million bucks," Mark adds. "This was somewhere in between. We went to Jonathan Cavendish, who had been developing the script in London, and said, 'We think we can do this movie this other way with Bob directing, if you let us rework the script a bit and you give us the rights for nothing.'

"As Jonathan tells us, 'I looked at these two crazy young American kids who looked like they just graduated college maybe and said they've got to be out of their minds. And then they kept talking till I just gave it to them.'

"Bob was friends with Susan [Sarandon]. They worked together on 'The Exonerated' and they thought that this is something they really wanted to do."

Cavendish stayed on as an executive producer, but Hugh Costello took over the script, retooling it to become a smaller, more intimate film. The team signed up Ralph Fiennes next and then the rest of cast and crew, who believed in the project strongly enough that everybody took reduced pay plus points in the pic.

"We shot the film in 21 days," Mark says. "We didn't have trailers. They stayed in rooms in the mansion where we shot it on Long Island — the Westbury Gardens, which gave us the mansion for very little money plus a point in the movie."

The Kassens edited the footage in-house, then, "We looked at the film and thought we really had something special, but we didn't think that distributing it to theaters would be the best way to go. So we showed it to a handful of people."

One of them was HBO's Callender.

"Colin saw it and said, 'I love what you have and there's more to be done with this. If you come with us, basically, I will guide you to make this gem into something really, really special.' He gave us more resources to flush it out a bit and make it a little larger, but not much. What HBO does is they allow your film to be what it is if it works for their world and then gives you material to stoke that."

What made the movie special from the start was the set-up of its controversial story. In the past when the tale of the last days of Doris Duke were dramatized, it was presented as the ultimate real-life mystery: Did the butler do it?

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