Scribe Josh Stolberg, who recently sold his script "The Passion of the Ark" to Warner Bros. Pictures for $1.5 million against $2.5 million, will make his directorial debut on the indie "Kids in America," with "Everwood" star Gregory Smith set to topline.

Smith will star in the project -- described as a cross between "Pump Up the Volume" and "Say Anything" -- alongside Rosanna Arquette, Samantha Mathis, Elizabeth Perkins, Adam Arkin, Nicole Richie, George Wendt, W. Earl Brown, Charles Shaughnessy, Stephanie Sherrin and Crystal Grant.

The film centers on a group of diverse kids, led by Smith, who band together to take on the corrupt school administration. Shooting is scheduled to start May 19 in Los Angeles with Andrew Shaifer, Scott Rosenfelt and Billie Greif producing. Shaifer co-wrote the script with Stolberg. Karen Meisels is handling casting duties.

Stolberg is repped by managers Matt Luber at Nine Yards Entertainment and David Phillips and attorneys Karl Austen and David Matlof. He co-wrote "Ark" with scribe Bobby Florshim. Solo, he wrote a script called "Good Luck Chuck," which sold to New Line Cinema.

Smith is repped by Endeavor, Anonymous Content and attorney Michael Fuller. He stars in the 2004 Sundance Film Festival selection "Book of Love."