Hughes) Brianna and Brittany McConnell as Lexi (Voiced by Lexi Thomas) Gabrielle and Megan Robbins as Carrie Bobbins (Voiced by Aaron Spann & Scarlett Pomers) Jacob and Zachary Handy as Ducy (Voiced by Seth Adkins) Griffen and Connor Legget as Basil (Voiced by Scotty Leavenworth) Amanda & Caitlin Fein as Teddie (Voiced by Ashli Adams) Production Director Bob Clark becmae involved with the film in 1994 when he ran into Jon Voight at a play who told Clark of a script his production company, jointly owned by Steven Paul, Crystal Sky Pictures had acquired that centered around intelligent babies. Clark took the script from Voight and expressed to him and Paul that he did not think the premises would work. However Clark changed his mind when Voight and Paul showed him a one minute proof of concept film about they had done with some babies sitting around a table in a management meeting like they were executives with their mouths morphed to appear as if they were talking. The script Clark read was a much more fanciful fairy tale concept involving babies in a family discovering a hole that leads them to Baby World, inhabited by infants with only a few adults around. Clark eventually rewrote, jettisoning that plot completely in favor of the corporate intrigue angle desiring to go with a more realistic presentation of the concept. Adult actors were tested for the babies' voices, but this idea was quickly rejected with the produces opting for child voice overs. The film's concept was conceived by producer Steven Paul, who was inspired by a moment in his life when he saw two babies communicating together at a Barneys New York. David Saunders, the then-president of Sony's Triumph Films, wasn't sure that the film could work until he saw the movie Babe, which had similar use of mouth morphing. The studio held auditions for babies in about six cities. Triplet actors Miles, Leo, and Gerry Fitzgerald were almost three when they were cast in the dual role of Wilt and Sly. Jim Wagner, the film's baby wrangler, noted that the actors "still looked like babies. And with triplets, you can work longer hours than you can with twins." The film was shot for 50 days, wrapping in March 1997. The film faced numerous delays. It was originally planned to be released around Christmas 1997. Due to the incomplete visual effects, the