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Capone talks to THIS IS 40 writer-director Judd Apatow about Paul Rudd, working with family, and the dangers of improvisation!!!

Hey everyone. Capone in Chicago here.

The comedy of Judd Apatow is based on life, plain and simple. He's tackled high school and college on the television series he helped create, "Freak and Geeks" and "Undeclared"; he has dealt with the first time having sex (The 40-YEAR-OLD VIRGIN), pregnancy (KNOCKED UP), and health scares (FUNNY PEOPLE) in the three films he wrote and directed prior to his current work, THIS IS 40, which deals somewhat with a troubled marriage but almost as much with the role of being a parent in your children's lives.

As Pete and Debbie (Paul Rudd and Apatow's real-life wife Leslie Mann) discover in THIS IS 40, much of their fucked-up behavior toward each other and their kids is a product of being raised (or not raised) by their fathers (played by Albert Brooks and John Lithgow, respectively). Perhaps more so than all of Apatow's other films, THIS IS 40 dares to go to some darker places and watch two people who were once so clearly, deeply in love simply turn on each other. The film is occasionally brutal but it never gets so outrageous as to exit a realistic world. It's also seriously funny and moving, something that should feel like familiar territory to Apatow admirers.

I had a chance to sit down with Apatow recently in Chicago and pick his brain about THIS IS 40 in the context of the other films he's directed, how he sees his role as producer on such projects as BRIDESMAIDS and HBO's series "Girls," and why Megan Fox is funny. I had a great time talking to Apatow; hope you enjoy our chat.

Capone: Hi, Judd. How are you?

Judd Apatow: Good. How are you?

Capone: Great. It’s nice to finally meet you.

JA: Nice to meet you. How’s Ain’t It Cool News doing?

Capone: It seems okay. We don’t really talk to each other, we just sort of do the work.

JA: Yeah, that’s not bad.

Capone: You know, the line that played the best at last night's screening, even though you might not have realized it, was of course Albert Brooks saying to John Lithgow, “See you when the Cubs win the Pennant.”

[Both Laugh]

Capone: Was that in the script, or did he just throw that out there?

JA: He thought of that during the rehearsal. He had two jokes that really made me laugh. That was one and the other one was “You haven’t seen your dad in nine years? That’s like two Olympics.” That’s another one that he came up with. One of the reasons to hire Albert Brooks is he’s going to top most of your jokes, which is the plan.

Capone: When you do get to work with people that you’ve admired for years--your heroes--do you feel grossly under qualified to do so?

JA: It is terrifying. A lot of times people say, “Why don’t you work with this person or that person?” And usually it’s because I wonder if I could think of anything that would be as good as what they’ve done. I worship these people, so the idea of making them look bad haunts me, and I like working with young people who are really excited to be there and are usually very malleable. I get scared that well-qualified people won't be as loose, but the truth is it’s the opposite.

Albert Brooks and John Lithgow could not have been easier to work with, and they brought so much to the process, and it certainly makes me realized I should have the courage to reach out more. John Lithgow’s part was very small and subtle in the script, and it required a collaboration with an actor to make it come alive and to figure out what he would say. Because I wanted him to say very little in the movie and then finally express himself, and he was so brilliant when we would discuss what we might need. It couldn’t have been more fun.

Capone: Well Leslie even comments on it. She says, “I don’t know what the fuck he’s thinking.” Because she doesn't know him at all.

JA: Exactly! And that was the point. Then you have Albert, whose character tells you everything that he’s thinking, and he’s making you feel guilty, and there are strings attached to all of his love. Then you have this other guy who’s very distant and doesn’t say much, and you so want to connect with him, and he doesn’t seem like he wants to when in fact that’s a lie; he does want to, he just doesn’t know how to get there.

Capone: People seem to want to focus on what aspects of the story are pulled from your life. I’m more curious about what aspects of the story are pulled from Paul Rudd’s life. You were joking about it last night, about how the messed-up stuff was from his life. I’m not looking for a joke-by-joke breakdown, but it seems like a fair amount came from conversations with Paul.

JA: Well, there’s a funny morph between how I am as a husband as a father and what Paul is like. We are the same, but also very different, so you get this interesting hybrid. Paul makes a really big contribution to these movies. When we did KNOCKED UP, he was the one who said “I’m addicted to sports and rotisserie league baseball, and it drives my wife crazy that I’m always running away to a computer to check a score,” and that’s how these movies develop.

I’ll have an idea and I’ll be talking about it with Leslie, and Leslie will say, “You know, you should do a scene about how you’re always hiding in the bathroom.” And over the course of a year or two, a structure reveals itself, but it’s very collaborative.

Some of what I find funny about the movie is what Leslie’s life would be like if she were married to Paul. What Paul is doing is not necessarily how I would behave, but Leslie and Paul would drive each other crazy, because they are very different in how they communicate and how they problem solve. Paul always thinks he can talk himself out of a situation with a great joke; Leslie hates that. The worst thing you could do in a fight with Leslie is think a joke is going to pop the tension and make everything go away, but that’s Paul’s approach to it. When they do these scenes, it always makes me laugh, what their particular hostility is with each other.

Capone: I’m a huge fan of when directors and actors work together repeatedly, and you two certainly have. What is the thing that binds you?

JA: Paul and I? When I first saw Paul, I didn’t care for him that much on screen. He was very handsome, and I couldn’t get a handle on what his thing was. And as a fairly unattractive man, I’m hostile towards any handsome man. [laughs] But what it was, was that underneath it was this hilarious, dark, funny weirdo, and I think I noticed that there was more there that wasn’t being shared. So when we met on ANCHORMAN, it struck me, “Oh, this is one of the most hilarious guys ever in addition to being an incredible actor." So maybe on some level, he can express feelings I have while being way more charismatic than me, and I can make him act in a way that is awful at times, but he has so much charisma that you can tolerate it, because he’s the one performing it. If you watched this movie and I starred in it, you would just say, “Debbie should leave that asshole,” due to my lack of charisma.

Capone: I love that scene when they're taking that romantic weekend, and she says, “You’re such a dick,” and he’s like “I know.” with a big smile on his face. That feels very confessional, like that’s coming right out of Paul.

JA: Yes, well that’s the interesting thing about making a movie like this. It’s like a novel where it’s emotionally very truthful. None of these scenes happened in real life, but the feelings and emotions behind them are honest.

Capone: Was there any particular story or incident that he brought to the table that you were surprised or shocked by?

JA: He had the idea for the scene where his character talks about fantasizing about his wife dying, and I say that mainly so my wife knows I didn’t think of it. [Both Laugh] But after the fact, almost every man who sees the movie has said to me “I think about that all of the time!”

Capone: I remember Howard Stern talk about it when he was married to his first wife. He talked about the whole scenario that he had to go into, before he could fantasize about another woman; he had to envision her funeral of. I was actually supposed to be on this set for a day. I’m actually going this weekend to see Paul in New York in his play.

JA: His play is fantastic.

Capone: I figured you might have seen it. Even though you’ve made a film before that deals with near death, I think this film might feature some of the most emotionally painful scenes I’ve ever seen in one of your movies. Talk a little bit about striking that balance, because you don’t want to bum people out, but you don’t want to make fun of marital problems either.

JA: Even when you love somebody, you have moments where things go off the rails and usually it’s because you are projecting something onto them or your past is intruding in a moment, so you are taking something more personally than you should. And when that happens, voices come out--your scared voice--and it says what its thinking, and that’s what I wanted to show, that down deep they're afraid. They’ve made this giant lifelong commitment to each other and they want to restate their love for each other, but they are also wondering, “Why is it still hard?” I think it’s hard for everybody. A life long commitment is tricky.

I always say this to my daughter whenever she asks about why we’ve gotten into an argument. I always say, “Imagine you had to hang out with your best friend every second for the rest of your life. Do you think you would get into an argument here and there? Of course. You have to. You have to release steam, and misunderstandings happen.” So I thought there’s got to be a way to show that and not hold back, but be able to return to the sense of humor of the movie.

Because any terrible fight, if you videotaped it, has some humor in it. I mean that’s why they hide cameras in people’s house on "Dr. Phil," because it’s ridiculously entertaining to see what happens when people lose their shit. So I find it both heartbreaking and hilarious at the same time, the mistakes we make as human beings. And it doesn’t mean that people don’t love each other. Sometimes the insecure voice in your head grabs the wheel.

Capone: I also think more than any of your other films, everyone who sees it is reacting to something different in this film. Everyone is bringing different things into it. Everyone has had relationships in their life, and they’ve all fallen apart or worked for different reasons. A lot of times, filmmakers are trying to make things so broad and universal that everyone is identifying with the same things, but this film is very specific. Was that intentional?

JA: I didn’t used to write from a very personal place, and then when I worked with Paul Feig on "Freaks and Geeks," I started injecting stories from my childhood and people responded to it in a big way. A lot of the Bill Haverchuck storyline with his mom dating his gym teacher came from feelings I had when I was a kid, when my parents started dating other people. And it made me think, “Oh, so you just tell the truth and people connect to that?” I was always a gigantic fan of singer-songwriters. I like when people just speak from the heart.

Capone: Singeers who set their diaries to music?

JA: Yeah! I love Jackson Browne and Warren Zevon. With this movie, it felt appropriate for everyone to open our hearts and share this with the audience. And as a result when people watch it, they don’t think it’s about us, they think it’s about them. They really do. People walk out and say, “There are so many moments in this movie that happen to me every day, it’s blowing my mind.” I mean I literally get 20 tweets a day from people saying, “Where did you hide the cameras in my house?”

I never thought about trying to talk about things which I thought were universal. If anything, I was trying to get super specific in a way that would be original and make people laugh. I didn’t write Paul hiding in the bathroom playing on his iPad, because I thought everyone else did it. I just knew I did it, and suddenly people come out of the woodwork saying, “My wife gets mad at me when I do that as well.”

Capone: The one scene I thought which was particularly painful was watching Debbie sort of throw herself at Paul get rejected and how much that hurt her. I think it was unintentional, but once he realizes it’s happening, he’s still like, “Just not today.”

JA: He's not cool about it because he has other problems, and so he’s not tuned in to how to be a good husband in that moment, because he’s obsessing on a work issue, which he thinks is serving her, and that’s a scene that Leslie pitched. That was one of her ideas, “Show the moment where a wife tries to be there for her husband, and he rejects her and how horrible that feels.” And that’s why the movie is good, because she's willing to go there completely. I don’t know if my instinct would be to go that far, and that’s why it’s such a privilege to work with her on movies like this.

Capone: I don’t think the female perspective has ever been quite as well represented in one of your films as it is here. Is that mainly due to Leslie contributing as much as she did, or did you have that in mind when you started putting this together?

JA: When we made KNOCKED UP, I thought it was clear that Pete was a pain in the ass, and when he’s on mushrooms he talks about how he has trouble accepting her love, and all she wants to do is be with him. And in my head, what I was trying to say was that he’s kind of driven her crazy. When she’s looking at the website that shows where all the child molesters live in their neighborhood, all he does is make a joke. He doesn’t take her seriously at all, and it’s a really funny scene, but it reflects something that’s very real, which is the caring that women put into their families and how much they want to protect them, and guys can be so flippant and not want to deal with certain issues or problems and laugh them off. It would make you want to scream at your husband.

So with this movie I thought I wanted to show this entire relationship so that you don’t look at Debbie and think she’s being too hard on him. You actually think, “Wow, this is a difficult relationship and he's driving her crazy. She’s really trying to be there for him, but they have different approaches to parenting and life. She’s trying to be organized and fix everything, and he's disappearing into his own world and hiding his failures, and it's a train wreck that’s about to happen.” But I wanted you to understand her, so you left and thought, “Okay, I get why women are driven mad by guys.”

Capone: When I first heard that Megan Fox was in the film, I had assumed she was going to play some sort of temptress who was going to try to lure Paul away, and it’s interesting you don’t in anyway deal with jealousy, which is clearly a non-issue with them. But I love that scene at the party where the friend says to Leslie, “I could never let my husband work with a woman that attractive.” And Leslie says, “He wouldn’t know what to do with that.” That’s so dismissive. That’s so mean. “My husband couldn’t handle that.”

JA: You get to a certain age where a woman thinks, “I don’t have to worry about him cheating, because no one wants to be with him.”

[Both Laugh]

JA: And Megan is so hilarious. Leslie and I watched her on "Saturday Night Live," and she was so funny when she hosted. She was someone that Leslie always talked about wanting to work with. She said, “I can tell that girl is really interesting and funny. There’s a lot going on there, and she hasn’t had the opportunity to show it.” So we brought her in to talk about his part, and she’s just such a great person and is really viciously funny. She has a very interesting attitude, but if people see you as just a pretty woman, and they're not interested in showing all of your colors, then you’re not getting the opportunity to show your soul, and it’s great to have given her a chance to do that, because she’s really very talented and fun to work with.

Capone: I want to talk about having [his daughters] Maude and Iris in the film again. What’s funny is that they're old enough now to see that they have different styles of comedy. They're not funny in the same way. Iris is great with delivering jokes, and Maude is giving this overly emotional performance--there's some real acting going on here. It’s funny sometimes how dramatic she gets, that scene where she’s swearing at her parents, it’s really hardcore. Did the whole family have to sign on before you went forward with this film?

JA: Usually what happens is the first step is I have to get Leslie to want to make the movie, then I have to ease into the conversation about including Maude and Iris, which Leslie is always reticent to do. I’m much more the proponent of it, and that’s because Leslie, in the healthiest way possible, just wants them to enjoy school and not feel the need to chase any of this. It’s hard enough just to get good grades and get along with your friends without worrying if Us Weekly liked your dress.

[Both Laugh]

JA: So we’ve tried to shield them from as much of that as possible. But they're really interesting kids, and they're very funny and talented, and I was as excited to work with them as anybody in the movie. I was aware that there was something unique about meeting them in KNOCKED UP and seeing them fight a little bit and getting a sense of their personality and leaping five or six years and seeing what it evolved into. I knew that Maude was at a very interesting age. It’s right at the moment before all of the kids start experimenting with everything, and there’s so much nervousness and tension around that time. Maude is nowhere near as stressed out as her character, but she does have her moments.

I’ve read a lot of books about how teenagers brains are just not finished being built yet, so when they get upset, they literally don’t have the hunk of brain that would allow them to calm themselves down, and although it's very painful for kids, it’s really funny to watch. They’ve also had a lot of sibling rivalry in their lives, and it’s been painful to watch them fight so much.

Forcing them to play out these scenarios [in the movie] in some strange way has made them have to look at it and decode what it means. We want them to be on each other’s side. We want them to be each other’s best friend. That’s why in the movie Leslie says, “Cherish each other, that’s the best friend you are ever going to have.” But when you're a kid, you’re like, “No way. I don’t want this person to be my friend.” But we made them discuss all of this on screen, and what’s interesting is as a result of this partnership, they’ve gotten along much better since the movie ended.

Capone: That’s really why you wanted them in the movie, to ease your parenting.

JA: Probably. [laughs] The whole movie is just a way to force us all to talk about things we should talk about without having to make a movie.

Capone: I saw the episode of "Iconoclasts" that you did with Lena Dunham and thought was terrific, and it was actually one of the only times I can think of where I got a sense of how hands on that you are sometimes. How do you decide what you're going to invest that kind of time into that’s not one of your own projects?

JA: Well I like working with Lena Dunham and ["Girls" executive producer] Jenni Konner, so it’s very enjoyable. And they were also very helpful with THIS IS 40, because I was writing THIS IS 40 at the same time. They were constantly in sessions with me talking about it, because I was making THIS IS 40 at the exact same time as we were working on the first season of GIRLS.

For me, my world changes based on the needs of the project and some people need very little help; they just need me to set up the movie. Sometimes I just give notes on the script and the cut. Sometimes I’m needed a lot and I go to set a little bit. I try not to interfere. I’m trying to help and not interfere and I’m well aware that sometimes things get better when I leave, and that’s part of it. You can’t take full control of things. All you can do is say, “Here’s what I might do” or “Here’s ten ideas of how to fix this. Maybe you would like one of them” or “Hey, I think what you're doing is working perfectly. Stop trying to change it.” Each situation is different, and sometimes it works great and some times, like with any movie things don’t work out as well as you hoped they would.

"Girls" is a specific situation, because me and Jenni and Lena enjoy the collaboration so much, and Lena is so clearly in charge. With Len, we're trying to be tough on her, question her, inspire her, feed her some ideas, and do whatever it takes to help her get there, but it’s her baby, and that makes it way more fun, because you can call in the middle of the night with an idea and maybe she'll take it, maybe she won't, but you know that there’s this brilliant person who is going to kick ass regardless, and so it’s really fu n.

Capone: Inevitably improvisation comes up whenever you’re talking about one of your films, buy you seem very proud of the fact that a lot of what’s in this movie was scripted. But I’ve heard from some actors who have been required to improvise that it has become a way to fix a bad script.

JA: There’s a bunch of people who have told me they feel the pressure to fix things. Movies are being started with scripts that aren’t strong enough, and everyone says, “They'll fix it on the day,” And they’ve enjoyed working with people who don’t like to change anything. How we do it is, I start very early; I do rehearsals, I do table reads, then I rehearse again, then do another table read. So by the time we're shooting, we’ve talked it to death, we’ve read it out loud, and we love the script. So there’s never a feeling that “a scene is weak, so what are we going to do?”

What we're actually doing is saying, “How do we max out this scene? We're here. We have cameras. We're shooting. We have extra time. Is there anything else we need? What else could we get?” and that’s fun. So if we have a great joke we might say, “Well just in case that joke turns out to be lame, what else could we say here?” We might come up with five or six other jokes. If a scene is about them yelling at each other, we might say, “What happens if they don’t yell? Does it make it even worse that they're sad and not screaming?”

So we might try some different approaches in the performance, but it’s not a freeform improve. Not that we never do that. We always give everyone a take or two to fuck around, because every once in a while one of these hilarious people says the funniest thing you’ve ever heard in your life, and you have to create opportunities for that, but that’s usually the icing on the cake.

Capone: Is that what we are seeing in the outtake at the end?

JA: We’ve edited out all of the moments where we're yelling jokes out to Melissa [McCarthy]; it’s a combination of a lot of jokes that are being fed to her, jokes that we all came up with in rehearsals, and her amazing improvisations. I just had never seen outtakes done that way, where you got a feel of what the set feels like when it’s happening, and there’s no one who makes us laugh harder than Melissa. And when you’re an actor and she’s looking you right in the eye, there’s no way to not break up.

Capone: As we’ve learned over the years that your movies are just a jumping-off point for an elaborate DVD that will features hours more of the creative process.

JA: Exactly. Well nice to talk with your in person.

Capone: It’s great to finally meet you.

JA: Take care, and enjoy Paul’s play. I hope no one vomits on you from the balcony.

Capone: Me too. Thanks.

-- Steve Prokopy
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