"Filmmaking requires a mad passion, a mad drive to make something that you believe in, and nothing else will do" says "Vanity Fair" director Mira Nair.

You'd think Nair was talking about working with Reese Witherspoon or what it takes to film a classic William Thackeray novel on a $37 million budget. Instead, she's discussing the film workshop she runs in Uganda, an area she lives in for several months every year with husband Mahmood Mamdani.

"The people we're working with in the workshop have all of the passion and drive they need. We're just providing them all of the resources and the opportunity to follow through with their ideas. There is little to no cinematic tradition there and we hope to help change that."

Nair is best known for her work on "Monsoon Wedding," a vibrant, boisterously colorful tale of an arranged marriage in New Delhi. Shot in 30 days, the film brought home the Golden Lion at the Venice Film Festival and was nominated for a Golden Globe for Best Foreign Film.

"'Monsoon Wedding' was quite successful and it ended up opening a lot of new doors in my life. It was a film that for me was really from the heart. It showed a side of contemporary Indian life and society that I don't think had really been discussed before," says Nair.

The director's first feature film, "Salaam Bombay," aimed for far less gleeful, color-drenched subject matter, with equally impressive critical reaction.

The film harkened back to the director's training in sociology and cinema verité-style documentary filmmaking, exploring the lives of real kids struggling to survive in filth and squalor on the streets of Bombay.

Nair spent an inordinate amount of time with the kids, basing her characters directly on the actors that portrayed them and the lives they led. The film was nominated for Best Foreign Film at the Academy Awards and won the Camera d'Or (for best first feature) at Cannes.

Besides garnering Nair awards and acclaim, it allowed her to start a program designed to get the kids from the film off the streets and into a safe environment.

"That's why I'm a filmmaker - ultimately I want to be useful. I want to take advantage of all of the opportunities that are available to me. I've always worked very hard at what I do, and I don't want to take anything for granted," says the Nair.

The director's latest opportunity involves taking an English literary standard and forming it into something uniquely her own.

"Vanity Fair" is the story of Becky Sharp (Reese Witherspoon) a beautiful young woman who climbs the social ladder of English society despite a background mired in poverty.

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