'Annie' filled with inside jokes, A-list cameos and cute Quvenzhane Wallis

"Annie" isn't just for the kids.

This holiday season is filled with family movies, but the new remake of "Annie," which hits theaters December 19, has a decidedly grown up feel.

Director Will Gluck, who also co-wrote the screenplay with Aline Brosh-McKenna, revealed that the idea was to pay homage to the classic musical about an orphan who finds a home with a mega-millionaire, but to give it a modern twist.

"We tried to make a new movie with the same story and the same feeling and emotion with the songs of 'Annie.' We kind of looked at is as our interpretation of the original 'Annie,'" Gluck revealed to AOL at a Priceless by MasterCard event. "What was really hard was honoring the music the way we did because the music is so good – - we wanted to change it a little bit, but still remain true to 'Annie.' That was kind of the tricky tightrope, but it was really fun to do."

But if you're expecting the same cheek-to-cheek song and dance film, you may be surprised. The flick features inside jokes that adults can appreciate – like a fun line from "The Fresh Prince of Bel-Air's" theme song to pay tribute to producer Will Smith. Gluck also snuck in several A-list cameos.

Spoiler: Mila Kunis and Ashton Kutcher somehow find their way into the film.

"I wrote in a lot of the cameos. I called in a lot of favors from friends. It is always fun to have people pop up in movies when you don't expect them. There are a fair number of them. If you go see it, you'll see five or six people that you recognize," Gluck revealed.

Cameos aside, the all-star cast of Quvenzhane Wallis, Jamie Foxx, Cameron Diaz, Rose Byrne and Bobby Cannavale, bring a level of silly sophistication to the screen.

And Gluck was more than happy to heap praise on his cast. "With Quvenzhane and Jamie and Cameron, we all worked together and that's kind of our own style. I don't think we were trying to do something, except for something we all liked."

That being said, the film has already caught plenty of flack from critics for taking one too many musical liberties, with new songs like "Opportunity" and collaborations with Sia, but Gluck is standing by their vision.

"We're very happy and proud of the movie – we honored Charles Strouse, Martin Charnin, and Thomas Meehan, who wrote the lyrics and the music. We spent a lot of time with them and they were on set and we were very conscious of keeping the bones of the music and making it our own."

For more on "Annie" check out the exclusive clip above and tune into AOL Build on Monday.