VALENTINE - ABOUT THE PRODUCTION

Though producer Dylan Sellers was intrigued by the juxtaposition of love and murder in the tale, he was most drawn to the characters in the film. "I am not interested in a cast of teens whose only focus is on what is happening on the screen and on who might die next," he says. "I wanted to have a story about real characters with real lives."

Director Jamie Blanks, who leapt onto the horror scene with the hit URBAN LEGEND, agrees. "Each of these young women is a distinct, interesting character," says Blanks.

For David Boreanaz, the opportunity to bring more humor into a character was a challenge the actor relished. "One of the most appealing aspects of the role for me was being able to sit down with Jamie and share my thoughts and opinions on the story," says Boreanaz. "That allowed me to feel free with the character I wanted to create with Adam. He's a very charming person and there are a lot of comedic elements to his character. There was also a lot of humor that was really fun to do."

"Since some of these people are going to die, we hope the audience will actually care about them," says Denise Richards.

Though VALENTINE is based on the best selling novel Valentine by Tom Savage, the filmmakers were committed to telling a unique story for the screen. The filmmakers even explored the idea of putting different characters being behind the Cherub's mask.

When director Jamie Blanks joined the production, his passion for the horror/thriller genre became a valuable asset. "This is what I love and as long as there is an audience for these movies, I want to make them," says Blanks. "Fans of the genre should know this film is being made by one of their own."

After viewing John Carpenter's chiller THE FOG at the tender age of 11, Blanks knew he wanted to make horror films. By the time he started his professional career, he had seen hundreds of death scenes, but with VALENTINE the director notes, "I think we've come up with a few really, really interesting ones. The stuff you don't show is always more terrifying. You've got to give the audience just enough information so that they can put it together for themselves. I think if you suggest it effectively, it's far more grisly than anything a special effects guy can show you."

Blanks feels no compunction about staging nasty deaths for the film's host of beautiful leads. "It just goes with the territory," he notes with a wry smile. "In real life, I'm opposed to violence but this is a movie - a very scary movie."

On set, many conversations ended with the words, "Excuse me, I have to go and die now."

"The way Jamie shoots and tells the story, you'll either get it or you won't, and you think you have it, but at the end this film is going to surprise a lot of people," says Boreanaz

The filmmakers took care in drawing their female characters. Kate's decency, Lily's free spirit, Paige's daring and Dorothy's insecurity are reflected in their apartments, their jobs and their clothing. Each is a true individual, although all are linked by their shared experiences in childhood, by continued concern for each other and - eventually - by the threat they all face.

"We have been very lucky in pulling together a cast that really works for this project and with one another," says executive producer Grant Rosenberg. "Marley Shelton is just wonderful as Kate. She really has an ability to deal with both the humor of the situation, when called for, the sheer terror of the situation. Denise Richards as Paige brings to it not only her sense of humor but also an incredible screen presence and sexiness which is a dream come true for the Page character. And Jessica Capshaw as Dorothy brings a real maturity and intelligence to the role. Jessica Cauffiel, who plays Lily, really lights up the screen. We got very, very lucky with our cast."

"Valentine" unfolds against a series of vivid backgrounds - from Kate's apartment with its roof deck to funky nightclubs, trendy galleries, and elegant restaurants.

Dizzying images of love and hate at Max's avant-garde art show in which reality and imagery are interchangeable provide a provocative backdrop for terror. What begins as an evening of fun becomes frightening, then terrifying, as the women are separated and masked killer - disguised as a "Cherub" - seeks his special valentine.

The art show features a spectacular display of lovers' images - from sweet to erotic - arranged in a complex maze of back-lit pillars and boxes. More than 1,000 individual images were shot, then edited, cropped and enlarged to produce the 300-plus that make up Max Ives's "Blind Date" show.

A Valentine's Day party in Dorothy's grand family mansion becomes another setting for terror. Amid an overblown explosion of pink - hearts, balloons, streamers and flowers - the women begin to catch glimpses of their tormentor's now-trademark Cherub mask. VALENTINE sets its most frightening moments against a background of charm, wealth and beauty," says production designer Steven Geagham. "Death seems more shocking somehow when it visits such luxurious surroundings."

The setting for the Valentine's Day party - Dorothy's family home - is a real mansion in Vancouver, B.C. It was built at the height of Roaring '20s and no expense was spared. The basic architecture is Spanish but the interior is decorated, in several styles, all executed with Baroque excess.

"It is pretty over the top to start with," says Geagham. "We just put a more gilding on the lily."

The gilding includes thousands of red, pink and white balloons arranged in columns and arches (creating the necessity of adding a balloon technician to the film crew). Hundreds of yards of pink tulle swath the walls. Garlands of tulle and roses weave through wrought iron star railings and drape the mantels. Gilded cherubs appear everywhere - pinned to walls, perched over fireplaces and hanging from chandeliers. The ballroom resembles a Victorian wedding cake turned inside out.

Then there is that hot tub in its huge, opulent spa room. Constructed in a dreary sound stage, this Moorish-themed set features tropical plants, a terra cotta floor, pink and green marble walls, stained glass ceiling panels, and niches filled with Oriental cushions and Italian statuary. The adjoining, cream marble bathroom is the height of glamour. It is the size of many bachelor apartments and would look perfectly appropriate on the pages of a glossy interior-decorating magazine. It is, one might say, a bathroom to die for.