The Grand is an improv poker comedy in the tradition of mockumentaries like Spinal Tap, Best in Show and Waiting For Guffman. Taken from more of an outline rather than a finished script, the impressive cast of improv comedy talents includes Woody Harrelson, David Cross, Denis Farina, Chris Parnell, Cheryl Hines, Ray Romano, Richard Kind and a ton of great cameos. The story focuses around a Vegas poker tournament that culminates in a final game which was completely unscripted. The actors played an actual game to determine the real winner as well as the winner within the movie.

Considering the unscripted nature of The Grand, it might come as a bit of a surprise that the writer/director is actually one of Hollywood's biggest screenwriters. Zak Penn's writing credits include Last Action Hero, Inspector Gadget, X-Men 2 and 3, Elektra, Fantastic Four and the upcoming Incredible Hulk and Avengers movies.

ReelzChannel.com had the chance to hang with Penn recently at Hollywood Renaissance Hotel to discuss The Grand as well as his work on some pretty major upcoming projects including The Incredible Hulk, The Avengers and a potential Young X-Men project.

JEFF OTTO, REELZCHANNEL.COM: What made poker the right setting for an improv movie?

ZACK PENN: I like playing poker a lot. I don't watch all that much on TV, but I do like playing it. For a movie like this, you need an over-arching plot that you can kind of hang the characters on. You need stakes that don't need to be constantly reiterated by the characters because it's improv. You need something that lends itself to an ensemble; something that attracts unusual characters. All of those things work with poker. A lot of it is, can you come up with a bunch of interesting characters that are based in that world? And the answer was, yes we could, so that made it a good setting... And it's also that the sub-culture itself is very interesting.

JO: The poker fascination is a phenomenon that seems to keep going. Do you see it as something that will ultimately fade out?

ZP: You know, I don't really know. When we started planning this, people were saying poker's got about a year left and then it will die out. I don't think that's realistic. That's like saying tennis is going to die out. It might happen, but it's a pretty serious and versatile game and it lends itself to television and people like watching it and people love playing it. So I think it will stick around... I love to play it. It's a great game.

JO: Tell me about the characters for Werner Herzog and Bret Ratner because I thought those were unexpectedly hilarious.

ZP: Thank you. For Werner, that was one I planned right from the get go. As soon as I got out of Loch Ness, I was like 'Werner's going to be in my next movie...' For Werner, that was something we came up with very quickly. He's the German, he has to kill an animal to get energy... There's something about Werner playing off this intensity that he has and the intensity of his image that's just fun. Writing for Werner is a blast. I have his voice down, I know it in my head. I could write dialogue for him if I needed to but you don't need to -- he'll do it himself... I love the idea of taking photos of Werner from his crazy adventures and turning them into the adventures of this other character. I would say that was one of the earliest ideas I had and its really never changed.

The Bret Ratner thing... I invited a bunch of people who I thought would look like poker players. There's something about Bret... He has kind of a poker player's demeanor. He's a fast talker and he's charismatic and he's got a big smile. He'll be really positive and upbeat, but at the same time you can tell he's working on his own stuff. He's working the angles. And the whole idea of sob story, I don't know where that came from. I was under the gun to come up with something for him. You know, it's always funny to make jokes about people dying. There's nothing funnier than complete tragedy...

JO: Ben Affleck was going to star at one point. How far did this go with that version?

ZP: Not for long, just a couple of months and then it fell apart, which is what always happens... The financing falls apart or whatever. At one point he went off to direct Gone Baby Gone, but you know, he was in it for a while and then when it didn't happen quickly enough he moved on. But it's fairly common.

JO: Chris Parnell was the least-experienced poker player in the group. Was that tricky especially as you shot the live game in the end?

ZP: Chris is a very smart guy and he had studied it. He was always nervous about it and I [told him] 'Don't worry, you're going to look good' compared to everyone else. He was a little intimidated because the other players were better players than him, but he really picked it up by the end. He knew what he was doing by the end.

JO: You wrote Incredible Hulk which is now shot and presumably near the end of editing.

ZP: It's shot [and] I think it's still editing.

JO: How much change was there from your draft to the polish that Edward Norton did?

ZP: I don't know. I haven't actually seen the movie yet. He came in about eight weeks before they started production so I'd imagine a lot of it is pretty similar but I'm sure some of it has changed. But I should probably wait until I've actually seen the thing to tell you.

JO: From the initial concept how much was said about differentiating this from the Ang Lee version of The Hulk?

ZP: First of all, there's only a couple of guys at Marvel and they like Ang Lee. They didn't have a bad experience with him. Look, I've worked on a lot of movies with them and they would have told me. Everyone has tremendous fondness for him. They think it just didn't quite work.

I think there's a different version of the movie that they thought could exist that's kind of grittier, more fugitive-y, if that word could be created for this. The TV show did a great job of adapting the idea of The Hulk and the lonely man theme and everything else that all of us remember from it. That's what they wanted from me and that's what I tried to give them -- put Banner on the run, put him in South America trying to hide out from the authorities. I'd read Damon Lindelof's issues of The Hulk which I thought were very good and helpful. I thought the whole idea of grounding it a little more in Banner's struggle to come to grips with his problem. There are parts in the first Hulk movie where it seems to be more about the fight with his dad than about the fight with his own demons. And that, to me, is the part that I missed.

JO: Were there specific Hulk comics you used as reference points?

ZP: Yes. The big one that was influential to me was the Bruce Jones' -- and I get in trouble for this -- Mr. Blue, Mr. Green stuff, which I guess people weren't happy with the way that run ended... So every time you bring it up with fans, they're like, "Oh, I don't like that one." But if you read the first ten or fifteen issues of that, it was really, really compelling. And I thought it was great, this idea of this guy on the run and he's communicating with someone who's trying to help him find a cure. I believe that's probably still in the movie, that's still a big part of it -- it's like the TV series combined with the scope.

One thing about the TV series is, because of the way the Hulk looked, the scope was very limited, and you want to kind of regain that scope of the comic book to make Hulk an international menace, not just a guy who looks strong.

JO: What's the current status on Avengers?

ZP: You know, I have to catch up to speed with Marvel on it, but the agreement was we would pick up on it once the characters were established -- we would try to do a movie with all of them in it. I think we just have to wait until those movies come out. It would be silly to start writing that script until we see the reaction to Iron Man and The Hulk. The theoretical idea was to adapt some version of The Ultimates for the screen because I thought that was brilliant in terms of the way it translated The Avengers and made it something that exists in the real world the way most of the Marvel comic movies do -- that appealed to me.

JO: You had mentioned doing it in similar fashion to Beowulf?

ZP: Well, whatever the next iteration is. When they get the facial stuff a little bit better, it's a possibility.

JO: Beowulf was better than say, Final Fantasy, but it still doesn't feel ready to me.

ZP: I agree. It's not quite there. But I think The Avengers is a down the road proposition. We'll have to wait until some other stuff has been settled before it happens...

JO: So if Hulk and Iron Man are both big hits, do you think you'll get the call on Avengers pretty quickly?

ZP: I'm not sure because if they're too successful than they might want to do sequels before they do an Avengers movie. You never know. It could play out a million different ways... But I do have a deal in place to do it so, it's there, it's just a question of when it will happen.

JO: What's the status on X-Men and Young X-Men?

ZP: Well, I have to talk to Fox. I literally haven't spoken to anyone in months because of the strike. I'm supposed to write this Young X-Men movie -- the idea was for me to write and direct it but, I think again, it's going to have to wait until Wolverine comes out before they figure out what they're going to do next. One of the things you don't want to do is you don't want to get stuck spending all your time writing projects that might not happen. I'd rather work on something that I know is going to happen [soon rather] than something that is three or four years down the line. Why not just wait and see what happens...

JO: Do you know whether Fox is planning to focus future entries in the series on specific characters like Wolverine or on new characters like Young X-Men rather than another sequel to the first three movies?

ZP: I don't know and I don't think they know yet. If they do, they haven't told me yet. But I love that universe. If my television show goes, I'm probably going to be busy for a while. And if not, I'm probably going to be looking for something to direct.

JO: Improv again?

ZP: I'm going to combine it and do an improv superhero movie. (Laughs) No, I don't know. I haven't really given it that much thought.

I am writing a pretty big project for Fox that I pitched -- an original idea of mine that's a pretty big movie. Not a superhero movie. It's kind of a departure for me, but I think it's going to be pretty exciting and hopefully they'll announce it soon.