Most Americans think of Rudy Giuliani as New York City's heroic former mayor, who bolstered the Big Apple in the wake of the Sept. 11 terrorist attacks. USA's biopic Rudy: The Rudy Giuliani Story (airing Sunday at 8 pm/ET) shows Hizzoner's good side, but also recounts his acrimonious divorce from actress/TV host Donna Hanover. For Penelope Ann Miller — who plays Donna to James Woods's Rudy — it wasn't an easy film to do.

"I've never met Rudy, but I've met Donna," Miller tells TV Guide Online. "We have mutual friends. My good friend Jason Alexander directed her in several Law & Order episodes. We're also both involved in Project ALS. Three and a half years ago, we met at one of their charity events and did readings on stage together. I found her very sweet, unassuming and down to earth. So there was apprehension in playing the part because I didn't want to paint her in a negative light."

What persuaded Miller — best known from movies like Kindergarten Cop and Carlito's Way — to go ahead? "I thought the script had a very-well rounded portrayal of Donna," the 38-year-old says. "She's not just the scorned, bitter, shrewish wife. She was really there for Rudy for many years, and then the whole thing went south. It happens sometimes."

Any chance she was bold enough to consult the ex-Mrs. Giuliani for pointers? "No, I had to make it my own," Miller chuckles. "To try to get her approval or any feedback would've been tacky. It's hard enough to know there's a movie being made of your life without me asking her, 'How did you react to this or that? Did you get mad? Did you cry?' She doesn't need to relive it."