Lea Michele, Kate Upton to star in William H. Macy's 'The Layover'

Lea Michele and Kate Upton have teamed to star in William H. Macy-directed road trip sex comedy 'The Layover.'

The project, which was penned by David Hornsby and Lance Krall, is expected to begin production with Keith Kjarval of Unified Pictures and Aaron L. Gilbert of Bron Studios, Deadline.com reported.

Michele and Upton will portray two lifelong best friends who decide to avoid their problems by taking a vacation, but their plane gets rerouted due to a hurricane warning. To make matters worse, the two friends find themselves battling for the same guy during an extended layover in St. Louis.

Macy, who'll also act in the film, said that the minute he met two beauties, "the film began to focus for me."

Patricia Cox, who worked with Macy on 'Rudderless', and Jason Cloth of Creative Wealth Media Finance are executive producing.