Emily Watson has joinedRenee Zellweger and Ewan McGregor in the high-powered cast of Chris Noonan's MissPotter, the biopic of UK children'sauthor Beatrix Potter which is scheduled to start shooting in the UK and theIsle Of Man in March.

Watson will play Millie, thesister of McGregor's character, Norman Warne, Potter's publisher and lover.

The film, which marksNoonan's first feature since his Oscar-nominated work on Babe in 1995, is beingproduced by Phoenix Pictures alongside David Kirschner Productions. SummitEntertainment is handling international sales; no domestic distributor is yetattached, although Momentum is releasing the film in the UK.

Producers on the film areMike Medavoy, Arnie Messer and David Thwaites of Phoenix with Kirschner andCorey Sienega of David Kirschner Productions. Zellweger is executive producing.

The film, scripted byRichard Maltby Jr, is a drama about Potter's struggle for independence inchauvinistic Victorian England which will feature some computer-generatedelements to illustrate the characters Potter created such as Peter Rabbit andMrs Tiggywinkle.

Phoenix has a busy year,with Steve Zaillian's All The King's Men, Marcus Nispel's Pathfinderand David Fincher's Zodiac setfor release later in the year, while Kirschner is also producer on CuriousGeorge for Universal and TheMartian Child for New Line.

Watson, who has two Oscarnominations under her belt, most recently appeared in Separate Lies, TheProposition, Wah-Wah and TimBurton's Corpse Bride. She has alsobeen cast in Peter Weir's Shantaramwith Johnny Depp which should shoot this year.