Camila Mendes and Leslie Bibb Film 'Upgraded 2' in Venice, With the Biennale Central to the Plot

Production is underway in Venice on "Upgraded 2," the follow-up to Amazon MGM Studios' much-discussed 2024 romantic comedy "Upgraded." The sequel is set to star Leslie Bibb alongside Camila Mendes, as previously announced.

Mendes returns as Ana Santos, an intern at a New York City auction house. In the first film, Ana pretends to hold a more senior position after receiving an upgrade to first class on a flight to London. On board, she impresses William, a wealthy young Englishman with ties to the high-society art world, played by Archie Renaux.

The new installment continues this modern-day Cinderella story. Cameras started rolling in Venice on Oct. 21, and Ana now appears to be trying to make her name at the Venice Biennale, described as the world's oldest contemporary art fair. No details have emerged yet about the part Bibb will play.

Becca Gleason directs the sequel, taking over from Carlson Young, who directed the original. Gleason has been shooting on the terrace of Ca' Giustinian, the Biennale's headquarters overlooking the Grand Canal. The crew has also filmed at the neo-Gothic Palazzo Franchetti, near the Accademia bridge, which serves as a Biennale exhibition space, and at the upscale Moro Venice restaurant.

Luke Roberts and Justin Matthews, who wrote the first film, also penned the screenplay for the sequel.

The film will keep a strongly Italian character beyond Venice. After 12 days of shooting on the lagoon, principal photography will relocate to Rome for 33 more days, according to Italy for Movies, the country's national portal for film and TV production locations and incentives.

The production designer is Luca Tranchino, an Italian whose credits include "Prison Break" and "Domina." Colorado Film, an Italian company, is serving as executive producer on the sequel.

Producers include Mike Karz and Bill Bindley for Gulfstream Pictures, Mendes and Rachel Matthews for Honor Role, Lena Roklin for Luber Roklin Entertainment, and Piers Tempest for Tempo Production.