Following the opening credits, there are several brief scenes in which real people who have been terminated from their jobs express frustration and outrage to someone offscreen who has just told them that they have been dismissed. After the final terminated employee, played by actor Zach Galifianakis, reacts by pushing things off a desk, the scene opens up and it is revealed that he is with “Ryan Bingham” (George Clooney). Similar scenes of real people being terminated are woven throughout the film. At the end of the main story, there are brief interviews with some of the same people, who address the camera and explain how they have survived since losing their jobs. The interviewees variously describe their sense of loss, and acknowledge that the love and support of their families and friends have sustained them.
       The opening credits appear over aerial shots of the Midwestern United States, with most depicting farmland as if viewed from the window of an airplane. Throughout the film, locations are established by titles superimposed over aerial shots of each of the cities that Ryan visits. The end credits include a list of names and organizations that the producers wished to thank, including the states of Michigan and Missouri, American Airlines, Hilton Hotels, the Hertz Corporation and the Department of Homeland Security. The end credits also acknowledge that permission to include an audio clip of an NHL game was granted by the NHL Network. In a subplot of Up in the Air, there is a reference to a French movie that inspired Ryan's sister, "Julie" (Melanie Lynskey), and her fiancé (Danny McBride) to ask friends to photograph a cardboard cutout of the couple in various cities. The unnamed French film was Amélie (2001), in which a garden gnome is photographed throughout the world.
       A voice-over narration by Clooney begins with the words "To know me, you have to fly with me," which are the first words of Walter Kirn's novel Up in the Air. While the film follows the general tone of the novel, few of the incidents from the original were retained. The character of "Natalie Keener" (Anna Kendrick), featured prominently in the film, does not appear in the book, and the character of "Alex Goran" (Vera Farmiga) is different. In the novel, the last name of Alex's character is Brophy, rather than Goran; she is not married; she is insecure and addicted to pills; and it is Ryan who becomes disenchanted with their relationship. A minor, though significant plot difference between the novel and the film is that, in the novel, Ryan finally achieves his sought after 1,000,000 frequent flyer miles status, while in the film, he reaches the 10,000,000 mile level.
       The most significant difference between the film and the novel, which was written as a first person narrative, is the revelation at the end of the book that Ryan has been seriously ill and suffering from seizures. As Ryan's final flight lands, he relates that he will be driven by his sister "Kara" (Amy Morton in the film) to the Mayo clinic, where he has made an appointment with a specialist. The final line of the novel is "We're here." After the release of the film, some who had read the novel speculated that director and co-screenwriter Jason Reitman initially had planned to end the movie with Ryan's impending death.
       This assumption was based on two specific points within the film, as reported in the online article "Bingham vs. Cancer?" on Hollywood-Elsewhere.com: First, early in the movie, Ryan mistakenly assumes that a flight attendant is saying "Cancer," when she actually is asking if he wants a soft drink in a "can, sir." Second is the lengthy bit of dialogue in which Ryan expounds that "everyone dies alone." In answer to online speculation, Reitman gave an interview that was posted on the site Firstshowing.com. In the interview, Reitman stated that he "never shot a scene that suggested the character [Ryan] was dying" and that the "cancer" line was based on something that he himself had overheard on a plane.
       The film was in development for over eight years before its production. On 10 Aug 2001, DV and HR articles reported that Jay Roach would direct the adaptation of Kirn's recently published novel for Fox 2000 through his Everyman Pictures company. At that time, Michael McCullers was to act as the film's executive producer and, according to the articles, was considering adapting the novel himself.
       By early 2003, according to 16 Apr 2003 articles in DV and HR, Tom Pollock and Ivan Reitman's Montecito Picture Co., which was based at DreamWorks, had just purchased Sheldon Turner's "spec adaptation" of the novel for "$250,000 against $600,000" and Ivan Reitman was scheduled to direct. On 15 May 2008, DV and HR reported that Jason Reitman, Ivan's son, would write the screenplay but had not, as yet, signed on to direct the project. The DV article also speculated that the project would likely remain at DreamWorks, "where Montecito has a first-look deal." A DV article on 28 Aug 2008 confirmed that Clooney would star in the production which, by that time, would be directed by Jason Reitman. A 24 Nov 2008 article in DV reported that, following the departure of DreamWorks from the Paramount lot, the Up in the Air project was to be released by Paramount.
       That article, as well as many others that appeared during the film's marketing campaign, quoted Jason Reitman as saying that he had always had an interest in the novel but stopped working on an adaptation when he became involved in other projects, including Juno (2007, see above). In a LAT article on 16 Jan 2010, it was reported that Kirn himself had written an early draft of the screenplay. According to the LAT article, the final screenplay, credited on screen to both Turner and Reitman, was said by some sources to have retained "significant elements" originally developed by Turner, including the addition of a character similar to Natalie. However, in Turner's version, the character was male.
       Various newspaper articles in Dec 2009 reported that the break in the development of the project caused a reconsideration of how the subject matter was approached. Because the economy took a serious downturn in late 2008, the idea of a comedy about a highly paid "corporate downsizer" was no longer funny. According to a LAT article on 30 Nov 2009, because of high unemployment and bad economic news, Reitman decided to turn his script away from being "a satire about corporate downsizing."
       According to the pressbook, the LAT article and other sources, as Reitman was scouting locations in St. Louis and Detroit, where unemployment was particularly high, he came upon an idea for a change in tone. He then placed ads in the "Help Wanted" sections of local newspapers to recruit volunteers who had lost their jobs to appear in a documentary about job loss. Among the hundreds of persons who responded to the ads, more than twenty appeared in the released film, listed in the cast as "Terminated employees."
       A 21 Dec 2009 NYT article, as well as other sources, reported that American Airlines, Hilton Hotels and Hertz Corporation, which are featured prominently in the film, did not finance the production, nor did money for licensing fees exchange hands between the filmmakers and the corporations. However, all three companies participated in what is known as marketing partnerships, whereby companies offer free services to filmmakers in exchange for product placement, thus saving, as some sources speculated for Up in the Air, millions of dollars in production costs.
       According to the pressbook, Reitman decided that Ryan's carry-on suitcase, which signifies the character's philosophy in the film, should be a Travelpro because the director himself uses the same bag. In an interview in LAT on 13 Jan 2010, Reitman explained why there was a credit for "Spacesuit technician" on the released film. He related that, at one point, there was a fantasy scene in which Clooney was shown in a spacesuit, but the scene was cut.
       According to the pressbook, Up in the Air was the first film to be allowed to shoot at a TSA checkpoint. According to a 20 Dec LAT article on the film, to gain permission for the filming, Homeland Security insisted that actual TSA employees be used and cast and crew members working on the film were required to wear specially numbered badges to facilitate their travel through airport checkpoints. Among the more than fifty scenes set in airports and planes, Detroit Metropolitan Airport's new McNamara Terminal was the first location site, where filming took place for three days.
       According to an 8 Jun 2008 DV article, actor Adam Rose had been cast in Up in the Air, but he did not appear in the released film. Michele Reitman, who appeared as "Conference worker," is Jason Reitman's wife. Jason Bateman, J. K. Simmons and Cut Chemist had appeared in Reitman's previous picture, Juno (2007, see above), and Sam Elliott had appeared in Reitman's first feature, Thank You for Not Smoking (2005). Production designer Steve Sakland, director of photography Eric Steelberg and film editor Dana E. Glauberman also worked on Juno. Sakland, Glauberman and score composer Rolfe Kent also worked with Reitman on Thank You for Not Smoking.
       Up in the AIr was shot entirely on location. According to the pressbook, the production was based in St. Louis, where the company utilized an empty six-story building in the downtown area to shoot numerous office settings in various cities. In addition to St. Louis, Detroit, Miami, Las Vegas and Omaha were also used as locations. As the director stated in the pressbook, "We shot in five cities, but we were portraying twenty." Thus St. Louis also became the location for scenes set in places as diverse as Chicago and Dallas.
       Although a DV article on 31 Jul 2009 reported that Up in the Air would have its World Premiere at the Toronto International Film Festival, the film previously had shown on 5 Sep 2009 at the Telluride Film Festival, where trade paper critics reviewed it. The film opened to positive reviews. The HR critic compared Up in the Air to the best work of Preston Sturges and Billy Wilder and stated, “It's rare for a movie to be at once so biting and so moving."
       In addition to being selected as one of AFI's Movies of the Year for 2009, Up in the Air received Academy Award nominations in the following categories: Best Picture, Best Directing, Best Actor in a Leading Role (Clooney), Best Actress in a Supporting Role (Farmiga and Kendrick) and Best Adapted Screenplay (Sheldon Turner and Reitman). The film also received six Golden Globe nominations, the most for any 2009 release. Reitman and Turner won the award for Best Screenplay; other nominations included Best Motion Picture--Drama, Best Actor in a Motion Picture--Drama for Clooney, Best Performance by an Actress in a Supporting role in a Motion Picture for both Farmiga and Kendrick and Best Director for Reitman.
       Reitman received a nomination as Best Achievement in Direction of a Motion Picture by the DGA; he and Turner received the Best Adapted Screenplay award from both BAFTA and the WGA, as well as sharing with Kirn the USC Libraries Scripter Award for the year's best Book-to-Film Adaptation. Up in the Air was nominated for the Darryl F. Zanuck Producer of the Year Award in Theatrical Motion Pictures, and received three SAG award nominations: one for Clooney in the Outstanding Performance by a Male Actor in a Leading Role category, and one each for Farmiga and Kendrick in the Outstanding Performance by Female Actor in a Supporting Role category. Steve Saklad received a nomination from the Art Directors Guild for Excellence in Production Design. The picture was included on numerous "Best Films" lists and received Best Picture citations or awards from the National Board of Review, The Los Angeles Film Critics Association and the New York Film Critics Circle. Those organizations also named Clooney Best Actor of the year.