Lions and teenagers and pigs - oh my!

When Tim McCanlies sat down to write the screenplay for his new movie, "Secondhand Lions," he thought about his childhood.

His father was in the Air Force, so he and his family moved constantly. Because of all the travel, McCanlies spent several summers with his granddad in Cisco, Texas, where there was "one nonworking traffic light and no place to buy comics," he recalls with a laugh.

"[My granddad] would tell stories about outlaws hiding out on his ranch," McCanlies said in a recent phone interview. "His father was kind of notorious."

Those memories loosely inspired "Secondhand Lions," which he also directed. The family comedy-drama stars Haley Joel Osment as a 14-year-old forced to spend his summer stranded in the Texas dustbelt (with no TV!) under the guardianship of his odd, grumpy great uncles (Michael Caine, Robert Duvall) after his mom runs off. They take a feed-yourself approach to childrearing, but a friendship slowly unfolds as the boy learns about the men's faraway adventures.

"My granddad was taciturn ... similar to these guys," Mr. McCanlies says. "He had done a lot in life - he had lived through the Great Depression."

McCanlies, who also wrote the screenplay to the critically lauded "The Iron Giant" (1999), says his aim in "Lions" was to create unpredictable characters and to mix comedy into a film that deals with serious topics such as single parenthood and abuse. The last thing he wanted was to follow a Hollywood formula.

"So many Hollywood films are like a trip through the alley - things blow up every 10 minutes. They're not making 'Rin Tin-Tin' and 'Black Beauty' anymore," he says. "Action films became like a physics problem, something you can calculate on the blackboard. I wanted to make something different. I thought about movies I liked growing up - 'To Kill a Mockingbird' ... stories about life."

It took McCanlies 10 years to find a filmmaker for his screenplay because he wanted to retain some creative control. He credits children's movie successes like "Toy Story" and the "Harry Potter" series for sparking studios' interest in family films, and helping him sell his screenplay. While "Lions" is different from "The Iron Giant," they share a similar subtext, he says: "Choose who you want to be."

In the film, Duvall gives a boy-becoming-a-man speech. "His speech ... don't cheat on people, live honorably, do the right thing just because it's the right thing to do ... I hope there's some wisdom. Not that you should shoot at traveling salesmen [like Duvall and Caine's characters do], but these characters are role models.

"My dad was gone a lot ... so I got a lot through books and movies," he continues. " 'To Kill a Mockingbird' showed me how a man should stand up for what he believes in, for injustice," he says, adding that he hopes this film offers a message.

While shooting "Lions," McCanlies found one of the biggest challenges was working with the animals. "I'll never work with pigs again," he says, laughing. "The dogs are Hollywood pros, but pigs aren't interested. The trainers were holding food on a stick, yelling and screaming.... It took three people to get the pigs to move."

The lion also proved "tricky," he adds, pausing. "Haley wasn't allowed to get anywhere near it, but he wanted to hang out with the lion, wrestle the lion. Instead, we used a female stunt double." McCanlies had planned to use a "harmless" old female lion, he says, but later discovered females are the more aggressive, especially when they get old. They switched to teenage lions.

One of his favorite scenes is when Haley and Duvall have a serious conversation by the lake. "The six or seven pages of dialogue - they just nailed it," he says. "I hope audiences will enjoy it, even if they're not looking to be moved. Some 20-somethings may say this type of film is emotionally manipulative, but isn't comedy manipulative? Isn't 'Freddy vs. Jason' manipulative?"

Regardless of what the 20-somethings think, this "family-film guy," as he says he's been dubbed, is happy to stick with the moniker. "I like movies that move people. I'm a warmhearted guy, and I've found my niche."