Ben Kingsley, Tea Leoniand Luke Wilson are set to star in the mob comedy You Kill Me for Code Entertainment, Kingsley's BiPolar Productions, Carol BaumInc, and Mike Marcus' Echo Lake Productions.

John Dahl will direct the project and shooting is expected to start before the end of themonth in Winnipeg, Canada.

Kingsley, who memorably played gangster Don Logan in 2000's Sexy Beast, plays an alcoholic hitman sent to the West Coast to dry out. Wilson plays histwelve-step sponsor and Leoni is a relative of one of the assassin's hits.Dennis Farina, Philip Baker Hall, Bill Pullman and Marcus Thomas also star.

Los Angeles-based Code Entertainment is financing the project, which is co-written byChristopher Markus and Stephen McFeely.

Code's Al Corley, Bart Rosenblatt and Eugene Musso are producing with Baum, Marcus, and Zvi Howard Rosenman. Leoni and Jonathan Dana serve as executive producers.

"To imagine John Dahl, in his element, orchestrating these remarkable actors in a story loadedwith such humour and pathos, is a thrilling ride for Code," Corley said.

Hal Sadoff, who heads up ICM's Independent Film Group, brought the project to Code and is representing US rights with Endeavor Independent's Graham Taylor. CapitolFilms will launch international sales at Cannes.

Kingsley is represented by ICM and ICM, London. Leoni is represented by UTA and Jimmy Millerand Paul Nelson of Mosaic Media Group, and Wilson is handled by CAAand attorney Bob Wallerstein of Hirsch, Wallerstein, Hayum, Matlof& Fishman LLP.

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