Steven Spielberg pulls all the stops to fill his new movie "Noises Off" with the largest all-star cast to be found in a Hollywood movie in recent memory.

The cast includes Carol Burnett, Michael Caine, Denholm Elliott, Julie Hagerty, Annie Potts, Christopher Reeve and John Ritter under the direction of Peter Bogdanovich.Based on Michael Frayn's hit play, the film begins shooting May 20 at Walt Disney Studios.