State and Main is a 2000 comedy film written and directed by David Mamet and starring William H. Macy, Sarah Jessica Parker, Alec Baldwin, Julia Stiles, Philip Seymour Hoffman, Rebecca Pidgeon, David Paymer, Patti LuPone, Clark Gregg, and Charles Durning. The plot involves the on-location production in Waterford, Vermont, of a film called The Old Mill. The actual film was shot in Massachusetts in Manchester-by-the-Sea, Beverly, Dedham and Waltham. State and Main received favorable reviews from critics.