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Friends with Benefits is a American romantic comedy film directed by Will Gluck , and starring Justin Timberlake and Mila Kunis in the lead roles. Over time, they begin to develop deep mutual feelings for each other, only to deny it each time they are together. Principal casting for Friends with Benefits took place over a three-month period from April to July Gluck reworked the original script and plot shortly after casting Timberlake and Kunis. Friends with Benefits was generally well received by film critics, most of whom praised the chemistry between the lead actors.