Catherine Keener turned her car into a dressing room, then suffered the unease of seeing a pair of her own pajamas in the movie's poster.

David Hyde Pierce had to discuss his thinning hair with an unseen actor whose echoing voice floated out of a men's room stall.

It was all part of a few days' work with Steven Soderbergh on "Full Frontal," the director's return to austere filmmaking after such projects as "Ocean's Eleven," "Erin Brockovich" and "Traffic," which earned him the best-director Academy Award.

Soderbergh shot most of "Full Frontal" on a cheap digital-video camera, using existing light and real locations, providing no trailers for his actors and requiring them to drive themselves to work and handle their own wardrobe, makeup and hair style.

Back-end deals

Roberts, Keener, Pierce and co-stars Blair Underwood, David Duchovny, Mary McCormack, Enrico Colantoni and Nicky Katt worked for bottom-level actors' union wages, with back-end deals that mean more money depending on how well the film does at theaters.

The result was a big-name picture shot in 18 days, a breakneck pace by Hollywood standards, and costing a bit less than $2 million, compared to $80 million for "Ocean's Eleven."

"A lot of it was just a reaction to coming off 'Ocean's Eleven' and wanting to have a very different experience," Soderbergh says during an interview accompanied by Roberts, Keener and other co-stars at the L'Ermitage Hotel, where much of "Full Frontal" was shot. "Because that was such a physically large undertaking, I just wanted to go and do something small."

Soderbergh's first film, "sex, lies and videotape," was made on a tiny budget, and his absurdist comedy "Schizopolis" was shot for a few hundred thousand dollars.

Grainy, dark, overexposed

The images in "Full Frontal" often are grainy, dark in some scenes and overexposed in others. Dialogue and background noise is presented as it was captured during shooting, with no post-production sound work.

But shooting on a small digital camera without elaborate film-set trappings, Soderbergh was free to experiment with locations and angles. He shot scenes in their entirety, as opposed to the short bursts in a more traditional film shoot, bringing greater spontaneity as the actors experimented and improvised.

"There's something rejuvenating about it that focuses you on the things that I think are the most important, which are the characters and performances," Soderbergh says. "This was an experiment for me to take this notion of giving responsibility to the actors as far as you could possibly take it, and see what happens."

"Full Frontal" traces a day in the lives of a group of oddballs in Los Angeles. When he sent the screenplay by Coleman Hough to prospective actors, Soderbergh attached a cover memo laying out his rules about wardrobe, transportation and other matters.

The spirit of the rules was akin to the Dogma 95 "vow of chastity" developed by Danish directors, requiring real locations, natural sound and lighting and other minimalist measures.

Soderbergh's mandates also required actors to submit to unscripted "interviews" about their characters, material woven into the finished film as voice-overs.

Roberts' 'terrifying' moment

For Roberts, the interview by close pal Soderbergh -- who directed her to an Oscar in "Erin Brockovich" -- led to a momentary identity crisis. Roberts has dual roles in "Full Frontal," an actress named Francesca and the character Francesca plays in a movie (that movie-within-the-movie was the only part of "Full Frontal" shot on traditional film with special lighting).

At the interview, Soderbergh sprang this question on Roberts: "Francesca, since winning the Oscar, do you find that other actors behave differently around you?"

Roberts says she lost her bearings. "I felt as though I was playing an actor who though a kind, kind woman, perhaps was not terribly talented, and when he said that, I thought it's impossible that Francesca won an Oscar," Roberts says. "And I said ... well, what did I say?"

"You just stopped," Soderbergh recalls. "You just looked like your head was going to split open. You went, 'I don't know who I am right now.'"

Roberts continues: "I just remember saying what seemed like an awful lot of times, 'Who am I?' Because I'm playing two different women in this movie, and I'm about five different people at dinner with Steven on a regular basis. Shameful or not, I had just won an Oscar. So I was like, wow, what's going on? It was one of the more terrifying moments of my career."

Driving herself to the set on her first day of work, Roberts did not know where she was going and nearly got lost. "I was scared to ask anyone to drive me, like, if I showed up not in the driver's seat they'd go, 'All right, you're out. Can someone get Meg Ryan on the phone?'" Roberts jokes.

For a rare moment of privacy, Roberts ducked into a trailer that had been used as a set for "Full Frontal," then fell asleep. When she awoke, the cast and crew had moved on to the next location.

"I open the door, the streets were clean, everybody was gone," Roberts says. "So there's a downside to having a trailer on a Soderbergh movie."

Handling wardrobe

The actors handled wardrobe choices in various ways. Roberts mixed and matched her own clothes, new apparel and items she wore in past films. Katt, playing an actor starring as Hitler in a play called "The Sound and the Fuhrer," got a Hugo Boss tuxedo and put Nazi insignias on it. Underwood had a friend design his clothes for the movie-within-the-movie and wore his own jeans, shirt and bandanna for the "real-life" scenes.

Duchovny, whose character gets a massage in his hotel room, went to the 20th Century Fox lot where his series "The X-Files" was shot and picked out a kimono to wear. McCormack, the masseuse, bought action wear to match L'Ermitage Hotel massage therapists' outfits.

Colantoni and Pierce wore their own clothes. Pierce, who plays Niles Crane on "Frasier," also went with his own thinning hair, leading to his character's bizarre men's room conversation with a co-worker about the possibility of "getting more hair."

"Always on the TV show or on most movies, I either have some sort of camouflage or more hair added to my head," Pierce says. "To actually do a movie and say this is me, this is the guy, this is exactly where it's receding and there's nothing to cover it up. It was very liberating."

Keener went with a power suit provided by a friend who works for Ralph Lauren and wore her own pajamas in one scene. An image of her in the pajamas wound up in the poster for "Full Frontal," which was "kind of creepy," Keener jokes.

Driving to work each day, Keener would pull over on a side street for 15 minutes to do her makeup "because I was too embarrassed to come to the set and do it."

Soderbergh hopes that casting big-name actors in such a minimalist movie will pique interest in digital video and the value of putting performance and personal vision ahead of glossy presentation.

"If it makes it easier for someone to get a movie like this made, or more importantly, to want to make a movie like this under these sorts of circumstances, then that's great," Soderbergh says. "If it ends up being a film that's more influential than successful, that's fine with me, too."