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In this episode of The Definitive Interview, Jon Favreau reflects on the creative decisions, challenges, and breakthroughs that shaped his career as a director. From launching the Marvel Cinematic Universe with Iron Man to bringing audiences into the worlds of Chef, The Mandalorian, and Elf, Favreau offers an in-depth look at the filmmaking process behind some of his most beloved projects. Watch as Jon Favreau breaks down his approach to directing, storytelling, casting, world-building, and collaboration, sharing insights from decades of work across film and television. From blockbuster franchises to personal passion projects, this is Jon Favreau's definitive look back at the career that helped shape modern entertainment.
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00:00I come from a background of improvisation and there's a whole yes and aesthetic of
00:03you have to discover it together and you have to support the creative choices and
00:06heighten the creative choices that your partners are doing. As a director you have a very light
00:10touch and you let things unfold and you really just put the ingredients together and the thing
00:14glides and lands hopefully on the bullseye.
00:22Hi, I'm Jon Favreau. I've now directed 10 films and here are some thoughts on each and every one
00:28of them. Maid. Maid was filmed kind of on the heels of Swingers. Swingers was the film, the first thing
00:34that I wrote and it was a film that put Vince Vaughn and myself on the map. You know what,
00:39you probably
00:40could have hit that if you didn't have to take us home. Definitely. Let's not like that. Give me that
00:44shit, Mike. I think she liked you. I know she liked me. I really do. Shut up, okay. I know
00:48she liked me.
00:49I just didn't want to do anything tonight. I had met Vince on Rudy. We were both actors and then
00:54I
00:54wrote the script for Swingers for both of us, but especially inspired by his persona,
01:01his creativity, his comedic rhythms. Immediately after even the dailies from Swingers came out,
01:07his talent was recognized by a lot of people and people were very excited by what he could do.
01:12And then he went on to have, you know, fantastic career both in comedy and in drama. It was directed
01:17by Doug Liman, but it was a very small production. So it was a real creative partnership. The success of
01:21that or the recognition that we gained, it wasn't so much a commercial success, but it definitely
01:26opened up the doors for us to do more projects together. And Vince had really enjoyed a lot of
01:32success on the heels of Swingers and used a lot of that clout to help us get this film greenlit.
01:39Very low budget film. We filmed it in Los Angeles and New York, a grittier film. It was produced by
01:45Vince as well. I think what was nice about going from the process, the creative collaboration on
01:50Swingers and to Made was then he could really bring a lot more to bear, uh, as a producer,
01:55bringing in people like Chris Doyle, who he'd worked with, a great cinematographer,
01:57who's working with Ron Carwaii and did like Chunking Express, and then just playing into a different
02:02dynamic because I don't, you know, it wasn't the same characters. It wasn't a sequel, uh, but wanted
02:06to play into the chemistry. I always liked, uh, performing with him. He's so fast, uh, and, and, and funny
02:12and smart.
02:14What happened to your money?
02:15I have it. I have some stuff left.
02:17How much money do you have left?
02:17I got like 80 bucks left. 80? 85. I got five in the room.
02:2085 bucks. What happened to 1500 max he gave you?
02:23Well, you could have picked up a fucking tab once in a while.
02:24I picked for half the fucking drink!
02:26And so it was, it was like, uh, musicians who, who play with one another. And, um,
02:31and that, that came out of, uh, spending so much time together, both on the set of Rudy,
02:35through Swingers into this. And then of course he was, uh, much more involved again in the editing
02:39process and, uh, it was a real partnership. The scene that stands out to me the most,
02:44I remember it was the per diem scene.
02:46Everything you need or need to know is in those envelopes. Do not open the envelopes
02:55until you have left the office.
02:59Often I'll try to use two cameras when there's gonna be a lot of improv.
03:02We didn't get to do it in this set. It was a tight set. It's a real location.
03:06We didn't get to build anything. It's one of those great scenes where there's so much,
03:09such a status difference between the two characters. So just from a comedy standpoint,
03:13there's a lot of opportunity for, for comedy to emerge. And also there's a lot of tension in the
03:17scene because we're finally getting our big shot talking to the boss.
03:21I started opening it before I heard the... Do you mind if I borrow a piece of tape?
03:24Just that way I'll open the fucking tape.
03:26Up to the point in the movie, he's been pushing me to push for us to get a shot
03:30with this guy who's a big boss and to send us out on a, a first very low level job.
03:36I mean,
03:36let's all concede to this is that, you know, what's an entry level position? I always like
03:40that kind of Rosencrantz, Guildenstern level of hero where you, you're trying to prove yourself.
03:45You don't really know what's going on. The vulnerability of those characters, I find
03:49inspiring. It's easy to write too. You will not for that matter, carry anything
03:55other than what I have just given you. Keys? What? What about my house keys?
04:03Because that way I can get back in when I come in town. Vince just found, you know,
04:07what bits that I wrote and then bits that he was adding. Of course, Peter Falk would go right back
04:12and forth, but the way Peter Falk would improvise wasn't for comedy. It was for the, for the real.
04:17So he would always lean into what the characters were really feeling, which of course makes it even
04:21funnier. You can carry your key. Peter Falk, he's a guy that really is one of the Mount Rushmore
04:29figures of independent film and to be able to work with him and have him improv with us and
04:34knowing that he had worked with Cassavetes. And at that point, we were all pretty young and new in
04:38our careers. And so to have this elder statesman there be a part of that was very memorable and
04:44just getting to know the guy. Some of the biggest laughs, you know, you could think of an independent
04:48film, but like Tarantino films, because the tension is so high and he knows how to break the tension to
04:52make it funny. So tension is your friend when you're trying to do comedy. It's very easy to get laughs.
04:57Is there a pattern forming here? Absolutely. What is it? You want us to be wherever you want us?
05:05Let him tell me. No, don't worry about it. I got it. Tell me, what is it? I don't understand
05:13why
05:13you're picking on me, Mac. And then on top of it, you throw on a really funny back and forth
05:18to the point that Peter Falk had an outburst and just start screaming at him. But it was off camera.
05:24But it was so funny that we play his take, even though it's just audio. And it's just,
05:29you see our reaction.
05:30I mean, I listed a lot of-
05:30Because you lost my fucking carpet cleaning van. And I don't like you, you cocksucker.
05:38And that's one of those moments where something happened, we used it. It's such a rough type
05:43of style of film that you could get away with it. And so it was, for me as a director,
05:46it was a real learning exercise, how you could really get a great cast and then take full advantage of
05:52what they bring to it. And it was a film that, again, didn't really break through
05:56commercially, but was a big step for us creatively.
06:19So by the time I was doing Elf, and it's such a meandering path, and I look back at it
06:23and it all
06:24feels very straight. But at the time, you're just kind of checking doorknobs, what's open,
06:28what doors are open, what are closed. I had thought after Swingers, especially,
06:33Maid didn't really move the needle, but it did establish me as a director after being more of
06:38a collaborative creative on Swingers. I had some roles as an actor. I was on Friends. I had got in
06:45a few movies, got cut out of a few movies, actually before that. But what I was getting a lot
06:49of attention
06:50about was a script development as a writer. In the case of Elf, there was a project with
06:54Will Ferrell attached, and there was a script, and I was hired to try to help get that script made.
07:00It was quite different tonally. I had come in with a take, and part of it was that if I
07:05could get this
07:06script greenlit that I would get to direct this film. Will had been on SNL, so everybody knew how
07:11funny he was and talented, but he wasn't really a proven entity in movies yet. But he had already done
07:17old school. Vince was also in that, so I was on the set of that, and I knew he was
07:25hilarious. And
07:26I had gotten to know Will, and so I was doing rewrites, and I brought a different tone to the
07:31film. I knew we weren't going to have a lot of money to do it. I knew we couldn't have
07:35a lot of
07:36crazy visual effects. Very expensive. But aesthetically, I thought my take was, what if it's
07:41not just a human that was raised by elves, but a human that lived in a 60s Rankin-Bass-style
07:49Christmas special that I grew up with. And it also opened the door for me to do stuff that
07:53I was interested in doing from a young age, which is like, I really love visual effects and
07:57the illusion of visual effects, the magic trick of visual effects. I loved reading Starlog magazine. I
08:02loved hearing how they made the Wolfman transform in the old black and white movies. And in Elf,
08:07there was an opportunity also to do things like stop motion, forced perspective, all of these old
08:12school tools. Forced perspective, we were looking at Darby O'Gill and the Little People. I mean,
08:15that's going way back. We're using the same technology. You'd have little clues on how to
08:20do stuff like that. And forced perspective, for those who don't know, is you basically have two
08:24sets that line up perfectly at different scales. You light it so that they look like they're the same
08:29shot. The one that's supposed to appear big, like Will Ferrell at the North Pole, is closer to you.
08:33And then you have Bob Newhart, who's human size also, but he's on a much larger set further back.
08:40And when you put them together, Bob Newhart looks small. Will Ferrell looks big. That was, for me,
08:45the geekiness of getting to do that. And it was my first taste of CGI. I wasn't convinced that CGI
08:50could be executed well in all cases. As great as it was in Jurassic Park, there were a lot of
08:53films
08:54where it wasn't. It cost a lot. I didn't know a lot about it. I learned a lot by the
08:58reindeer,
08:58because we needed to use it for the reindeer. But for the most part, I wanted most of it to
09:02be
09:02analog and just feel old-fashioned and timeless and feel like this movie could have been cracked
09:08out of a time capsule from when I was a kid. And the other thing was, we were filming it
09:13after
09:13the events of 9-11. There was a heaviness. And so to have a movie that we're filming in New
09:21York
09:21that brought the magic back to the city that I remember growing up.
09:28Don't you know each cloud contains banners from heaven?
09:32Hello!
09:33Shoobie, shoobie!
09:34You'll find your fortune falling all over town.
09:37To have a completely controlled environment is very difficult and expensive and often doesn't look real.
09:43I love the energy, that feel of the real city. And we learned a lot of that from working with
09:48Doug on
09:49on Swingers. His whole thing was, hey, let's go to real clubs. Let's really
09:52just dive in with a camera and capture almost that sort of semi-documentary feel.
09:58And the good thing about Will Ferrell, on the day, on the set, he delivers and he would make
10:03something funny happen everywhere.
10:14I like the one where he's eating the gum.
10:22At that point, my son was tiny. And when your kid is small and they're like toddlers, you let them
10:29run
10:29around a little bit at the park and they come back chewing on something. You're like, whoa, whoa, whoa.
10:33I didn't, you didn't have any food. I always thought it's funny that, you know, he's like a,
10:36almost like how a dog will eat gum off the sidewalk. Concept was funny, but what made it
10:43really funny was Will. Because Will just knew the timing and understood it.
10:48So when we went to film a buddy arriving in Manhattan, I kept thinking about that shot from Tootsie.
10:54When you first saw Dustin Hoffman walking down the street, it was a long lens shot. So you see all
10:59the heads bobbing up and down and just the layers and layers of New York. But because it's in a
11:04long
11:04lens, that character sticks out, you see them, but you feel the energy of the city. And I kept talking
11:10about that shot, talking about that shot. And there we were with a small crew running around Manhattan.
11:14Okay, get out there in your elf suit, go walk. And I kept telling the cameraman next to me,
11:18there's a shot in Tootsie that I wanted. He says, yes, I know I filmed that shot.
11:23So I said, always hire people who know more than you do.
11:31The movie like Elf has a big heart. And that's the music of John Debney.
11:36That's Greg's cinematography. That's Joe Bauer's visual effects.
11:40Bob Newhart's presence, the whole cast, Mary Steenburgen, James Caan, all of it works together.
11:44And ultimately Will Ferrell, as funny as he is, and as much as he does,
11:48he could do over the top characters. There's a heart always that grounds his performances.
11:53Leaning into that, I think really helped. And then a Christmas movie in New York and
11:58the message of it. And it was very, it was a big deal. I'm a kid from Queens and I
12:03remember going
12:03down there on 6th Avenue and there we were. And I had been, remember I had been
12:10an Austrian movie theater. I've been a background performer in Chicago. I'd worked my way up to doing a
12:14supporting role. It's bit parts and then finally getting into the union, supporting role in Rudy,
12:20making my own things. Now here I am making a big Hollywood production in New York with trailers and
12:25trucks and my parents could come and my friends could come and visit. And it felt like a dream.
12:29And that was one of the first moments where it just felt like a dream, having the sleigh shot that
12:33was going down and there with Mary Steenburgen and Jimmy Caan, Daniel Tay and Zoe. That was one of
12:38those pinch me moments. Nobody expected anything from the film. It ended up surprising people. It stuck
12:44around. But the big thing I'm the most proud of is that it keeps coming back every year. And on
12:48social media every year, people start posting as Christmas approaches with them watching Elf or
12:53showing their little kid watching Elf for the first time in front of a TV. People all around the world
12:58sharing a good feeling. All the projects I've worked on, that one feels like it created like a little
13:04bit of a ripple on the pond in a positive way. Zathura. Now on the heels of Elf as you
13:13can imagine,
13:13people are approaching you to do lots of stuff. And Sony had come to me with this project that was
13:18a very high priority as it was characterized to me. Here's a script. Only you're getting it.
13:22You're going to read it. It's a follow up to Jumanji. It was an existing piece of work,
13:27but it wasn't a piece of work that people knew that well. It was a picture book that was very
13:31short, but beautiful illustrations. There were images of what these different cards were in the game.
13:37And it was space and it was sort of pulpy old school space stuff, which is an aesthetic. I
13:41like that nostalgic look. And then it became about all the things I could do with it. And
13:48I had the momentum of a studio that was really pushing for something. So unlike the other films
13:53where we had to kind of fight our way up from obscurity, it would be nice to have something where
13:57there's a budget and a set of expectations around it. So I wasn't fighting upstream. And then we told a
14:03story and I think it's similar to like Maid or Swingers, where there's bickering siblings.
14:13You start to see patterns in what you're drawn to in the comedy of the sort of heightening of that
14:19conflict. I got to work with Tim Robbins there as well. That was really cool. And I was working
14:24with CGI for the first time.
14:37We're definitely fighting against what the studio was advising because they want CG for everything.
14:44And I want to do a practical, a lot of practical. That opened up the door for a relationship with
14:49Stan Winston. An icon in visual effects worked with probably most famously at the time was
14:54Jurassic Park for the animatronics on that. I want to do motion control miniatures. So the
14:59house is a miniature house, but I even wanted the Zorgons to be, I would go motion. I had actually
15:05tried to reach out through my team to Phil Tippett to see if he still did like Dragon Slayer. Go
15:10motion is stop motion with motion blur. And I wanted to do them that way. So I was already still
15:15into
15:15like the old Harryhausen aesthetic, all that stuff. And with Alpha, I had to fight very hard
15:19for stop motion. They kept asking me to cut it out. They didn't even like that part necessarily.
15:23It was always challenged. But I always liked deep down that it's a chance to play with these toys
15:28and learn from these people. And I also thought the aesthetic was really good for the movie,
15:31for the story. And so we had a lot of practical effects, a shaking house, a house that moved.
15:37And of course the Zorgons, we didn't end up using stop motion, but Stan Winston's shop built these
15:43creatures. We had designed it to disguise the human form that the head would stick out the back. We'd
15:47paint that out. We had the robot, which was a rod puppet. So I started working with all those
15:51puppeteers on rod puppets. We had a miniature one. We had a big one. We got to play with scale,
15:56which is a big thing that I think film offers that you could play with tiny things, big things.
16:00Great experience filming it. After ELF, I made the commitment that every film after that,
16:05I was going to base it in Los Angeles. So Zathura was the first one. We filmed it at Sony,
16:10and I've filmed here in Los Angeles ever since. Iron Man.
16:33So Zathura did not do very well. And even though it was a priority for the studio, I think it
16:39got
16:40fairly good notices, okay notices, but at the box office, it was just, and now I learned what that
16:45that sort of like really stalls your career. A lot of people worked hard and I thought a lot of
16:50work was beautiful. Subsequently, you know, now of course, as people who are that age have grown up,
16:55we're in their twenties. Now I, I sign a lot of DVDs and they say how much it meant to
17:00them. And I'm
17:00very proud of it. But I learned later from Kevin Feige that it made me a perfect candidate for Iron
17:06Man because Iron Man was the first MCU film. They were looking to make this film at a budget. They
17:12had,
17:12we were used to working with Fox or other partners. They were going to do it alone,
17:15but we weren't, they weren't going to spend a lot of money. And so I was a bit of an
17:19undervalued
17:20element to the thing, but you know, you definitely get affected by the, by the, the failure commercially
17:27of your last project, but they saw the technical work that had done in it. And they said, oh, he
17:31actually understands this stuff. It became a calling card for that. I had been trying to develop other
17:36projects that weren't going. And then finally this one came together and that one was, um,
17:43it was exciting. I was, it was the one where I, I, I flipped from being very reticent about CGI
17:48to seeing
17:49what they were able to do with hard surfaces. Transformers had kept come out to it at the
17:53same time. So, so I saw that all this metal transforming metal stuff, super cool. We can make
17:58this guy fly. My relationship with ILM started working on the CGI version of the character and with
18:04Skywalker sound, you know, my hero, George Lucas, star Wars, the movie that arguably set me on my
18:11path at 10 years old into loving all of the genre stuff and learning about film and monomyth. And here
18:18I was now mixing set mixing sound up at his ranch. But the big thing was Robert was hiring Robert
18:24Downey Jr.
18:25It wasn't the type of film where, you know, they felt that the, that the, the hero, the mask was
18:30going
18:30to be the star. Uh, so it wasn't the type of movie where you're paying for a high dollar movie
18:35star to,
18:36to, to, to front it because now they were going to sell finance. And, uh, Robert was on the comeback.
18:43Of course, it was difficult to hire him at first. They were, there was a, there was pushback. They
18:48questioned his age for the role too, to be honest with you, which is so funny now thinking about it,
18:52how many years ago it was. Uh, but Tony Stark was a character that should be older than Spider-Man.
18:57He was in a different position in his life. There was a lot of push and pull on that piece
19:02of casting. I know I, I met with Robert and I, I saw in his eyes, he was like, this
19:06is,
19:07he just made a very compelling case. I just saw it. He agreed to go and do a test,
19:12which I think you could even see. Okay. Done. Done. You're still Buckingham Palace. What do we
19:19got? What do I got to break out the psyops? There it is. There's a smile. It's okay. Yeah. So
19:23it's
19:23natural. Less, less muscles to smile. I got to hand it to you guys. Every single one of you
19:30deserves a medal. And he just made it undeniable. As a director, you're trying to get a take on
19:35something and you, you know, it's, it's sort of all a bit, a little bit murky. And then the idea
19:40of Robert being Tony Stark, all of a sudden the fog cleared on my head. I knew every choice in
19:44the
19:44movie would be inevitable would make sense because that was the, that becomes your lighthouse.
19:51I am Iron Man.
19:54Everything was lining up. After I cast him, then Gwyneth and, you know, you had all these other
20:00cast members, uh, coming on board. And so the film started to feel like, you know, it could have been
20:06a cast of like a really a high-end independent film. And they were all funny too. And the chemistry,
20:10especially between him and Gwyneth was wonderful. Okay. Now make sure that when you pull it out,
20:15you don't pull it out. There's a magnet at the end of it. That was it. You just pulled out.
20:18Okay. I was not expecting it. Don't put it back in. Don't put it back in.
20:22What's wrong? Nothing. I'm just going into cardiac arrest.
20:24Cause you yanked out. I thought you said this was safe.
20:27We had Stan Winston again, who I'd met on. So Thurne built the, the, the chest with the hole. And
20:33Robert was, it's an old, you know, magic trick where the head's there, but the body's fake. Found the comedy
20:39of it.
20:39You're going to attach that to the base plate and make sure.
20:45But then there's also like a nice moment, a poignant moment at the end for their relationship.
20:50Don't ever, ever, ever, ever ask me to do anything like that ever again.
20:56I don't have any money but you.
20:59So not only is it humor with heightening and transforming, but it's also
21:04landing a relationship story point to help you feel more.
21:09Because I think at the end of the day, with all these projects, if you don't feel something,
21:13then you've, you've missed an opportunity. It's how you make people feel.
21:17Especially if you make a lot of people feel something that they think is unique to them,
21:21but they realize they're sharing it with other people too. And I think that there's something
21:25about we're a communal species. We like to feel connected, especially right now. A lot of things
21:30are making us feel further apart. And we really, I think really, people really appreciate coming
21:35together and sharing something. I'm happy that movies seem to be sticking around now because it's
21:40one of the few places where you go for that feeling. Iron Man 2.
21:53Sir, I'm going to have to ask you to exit the donut.
21:56Iron Man 1 was a bit under the radar. I mean, it's hard to remember now, but we were an
22:00underdog.
22:00It was coming out, you know, around the same year as Nolan's Dark Knight, which was, you know,
22:04a real high watermark commercially, creatively. So DC was still a bit dominant, but Marvel was like,
22:12oh, this is cool. It captured the tone of Marvel and the fun and the funniness. What I liked about
22:18it is that it was a lot like the relationship between the two comic brands, but the success
22:23of it led to Iron Man 2, which we, you know, that's when I got to experience the other side
22:29of things when it's like, here's the release date. The MCU was starting to fill out other things that
22:33were happening. So we weren't just the first thing alone, starting from scratch. There was
22:38the Incredible Hulk was coming out. There was a scene from Thor. They were filming Thor and other
22:42things were starting to get threaded in that was working at the time. I didn't really understand
22:47completely to this Avengers crescendo. Told you I don't want to join your super secret boy band.
22:52No, no, no. See, I remember you do everything yourself. And also, uh, the mixed blessing of
22:58expectation based on past success. I found that the, the, the, the slot you want to be in is where
23:04there's limited expectation. You could exceed that when the expectations up here,
23:08that's keeping the belt. It's a lot easier to get the belt than keep the belt. So that, that,
23:12that became, uh, uh, gave me a lot of perspective on the gig. And a lot of it, honestly, is
23:19learning how
23:20to just tune out the stuff, which is what other people expect or other people want. So on the one
23:26hand,
23:26you're leaning into the, or your audience, you want to make them feel something. You want to
23:29connect with them. But by the same token, there's a lot of vocal expectation, whether it's from
23:35executives, whether it's from fans, whether it's from people you're collaborating with,
23:40everybody has a different set of expectations and you have to figure out how to tune out
23:46at certain points, what is inter what might interfere with the creative process. Sometimes it's
23:52protecting the set from the outside world. Sometimes you're working with somebody who's
23:56very famous. Robert became much more famous. Their whole life shifts. These are all things that
24:02makes it a more complex thing than it was when you're just starting off and trying to build something
24:08from scratch. And on the other hand, we had to take the progression of Tony Stark as forgetting all the
24:13Marvel stuff. What happens when you build this suit? You know, the hearings where they try to take them with
24:18Gary Shandling, which is one of my favorite moments there. Mr. Stark, please. Yes, dear.
24:22Can I have your attention? Absolutely. Do you or do you not possess a specialized weapon?
24:27I do not. You do not. I do not. Well, it depends on how you define the word weapon.
24:32But at the end of the day, it's Robert Downey Jr. and Gary Shandling going back and forth. It's just,
24:37you're watching the final round at Wimbledon and they're just two great players rushing the net.
24:42Because I come from comedy, with all the stuff, I still always spark two really talented, funny
24:50people, especially when they're making choices where there's a certain degree of spontaneity
24:56or improvisation involved. That's what makes me lean forward as a director.
25:01The suit and I are one. To turn over the Iron Man suit would be to turn over myself,
25:06which is tantamount to indentured servitude or prostitution, depending on what stage you're in.
25:10You can't have it. Look, I'm no expert.
25:14In prostitution, of course not. You're a senator. Come on.
25:16I learned people who have endured and been prolific over a long career have learned how to
25:22preserve the creative process and the smallness of that set and the smallness of their lives,
25:29even though everything else has gotten a lot bigger. And also helping others who were in that room do it.
25:35Learned a lot from Robert. Robert's been on a lot of movies.
25:38He tells me what he needs. He likes it when you clear the whole set.
25:42Everybody's in a rush. Get to the set. Get in the makeup. We got to get the first shot off.
25:47Everybody leave the room. Just the cast. Let's talk. Let's read through the pages.
25:51All right, let's bring in the department heads. All right, let's do a full rehearsal.
25:54All right, now let's do the scene together. It's a creative rhythm.
25:58You set the tone. And Robert Downey was always good at understanding that
26:03he's hosting a party. He's hosting a dinner. That's what it should feel like.
26:10Cowboys and Aliens. Oh, we're out of time.
26:13Poor Spielberg.
26:15I'm sorry. We ran out.
26:26Cowboys and Aliens was such a fun experience. I got to play with the Western genre, which I had grown
26:34to
26:35really appreciate, because I still think the Western represents a high watermark of mythic
26:42storytelling in American cinema. We're dealing with the same archetypes, and it's very much leaning into
26:47the monomyth and a story that has predictable characters and predictable storylines and settings.
26:58But it's a genre that's also inherently not commercial. And a lot of the archetypes and tropes
27:04of it were adopted in the 70s by films like Star Wars. The gunslinger was Han Solo in there.
27:10Cop shows, cop movies. Those were inheriting all of it because the Western no longer felt relevant.
27:17After being the predominant genre, many directors want to try their hand at the Western. And by
27:23mixing it with this mashup with the Alien movie, and also working with people like Ron Howard and
27:30Steven Spielberg, who were executive producers of this thing, working with the great Kurtzman and
27:34Orsi, with great writers, with Daniel Craig, Harrison Ford, great cast. And the artwork was beautiful,
27:39and I was coming off of the momentum. It was experience where it's like, oh, this is going to be
27:43commercial success.
27:49While we were in post on Iron Man 2, I was working on this at the same time, because there's
27:56a long
27:56tail on those effects movies, where you're not busy all the time, but you need to be attentive. And then
28:01pre-production, there's a lot of artwork and storyboards. And previous, I started playing around with previs a
28:06lot, really planning, using technical tools to plan action sequences. And also working with people like
28:11Ron Howard and Steven Spielberg, who were executive producers of this thing, to have Steven Spielberg,
28:15to be able to bring in and show what you're working on, and have him tell you stories about
28:20how he designs aliens and creatures, and then come to the editing room. And he said things to me
28:26that I still remember and still repeat back. I've gotten to know him better since, but at the time,
28:31he's still this larger-than-life character. I remember Close Encounters, like it changed my life. And now
28:37here's a real person who's speaking to you, especially as a director, to give advice to
28:42another director. Wonderful. You know, I remember with the visual effects, we put together this whole
28:47great... We storyboarded, previs, designed, had artwork, production art of the aliens coming in and
28:53snatching the cowboys off of the horses with lassos. And I show him the whole scene. We put it together.
29:01We have visual effects in there now. We're starting to really cook and go. He comes into the editing room.
29:06He says, that's so cool. He says, you got a lot of shots in there. He says, you got some
29:11of them
29:12are queens, kings, aces. Some of them are seven, eights, nine. Some of them are fives and sixes.
29:18Now your job is to go in there and take all the aces and kings and queens, keep them in,
29:23and anything
29:25that's not that, either cut out or work on it and turn it into a jack or an ace or
29:30a king.
29:37The lack of preciousness, because I had, oh, we worked on these shots. We did all this stuff.
29:41It's so good. Now it's not playing right yet. You got to look at it from the perspective of the
29:46audience's fresh eyes. You got to only put your best stuff out there. It doesn't have to be a big
29:51menu, but everything on your menu has got to be good. Chef. So it all, it all lines up very
29:59neatly when
30:00you're, if you're watching a video here, but at that moment, that time between Cowboys and Aliens
30:05and Chef was actually a pretty significant comma in this, in my career. Although Iron Man 2 was
30:12successful at the movie theaters, it wasn't embraced as Iron Man 2 as much as Iron Man 1 was,
30:17and Cowboys and Aliens was both critically and commercially unsuccessful. There were other films that
30:22I was developing that didn't happen. So now here I was a director, even though I had all this under
30:29my
30:29belt, everything kind of was grinding to a halt. I was doing things like directing TV pilots and doing
30:36commercials and things. I still feel lucky I get to do any of it, but as much as you get
30:41to be creative,
30:42there's always somebody over you telling you, I like that hat more than that hat, or let's recut that
30:47or cut that out. If you're doing a commercial for somebody, they don't care. You know, you show them
30:50what your version is and they do what they want. Same thing for a TV pilot. I asked my, my,
30:54my agent,
30:55I said, what budget of a film would I have to make where I didn't have to listen to anybody
31:00creatively?
31:01I get to pick what Call of the Hat is. And they gave me a budget, he said, from, you
31:04know,
31:05probably 11 to 13 million, you could probably do whatever. I was like, okay. And I went, I wrote Chef.
31:17I got four right here. Here we go. Thank you, sir. Thank you for your patience.
31:22Who needs a little bit more? I love food stuff. I love watching food.
31:27Food's very cinematic. Food's one of those things where it doesn't cost a lot of money to film it,
31:30but it looks very, for some reason, there's certain things very hard to do on film. A poker game is
31:36hard to make as interesting on film as it would be. Stand-up comedy is a hard thing to make
31:40it look as
31:41interesting. Hacking a computer, cooking is something that I think you get more out of cinema from.
31:45Yes, you're so right. Girl, you know.
31:50You get like a, almost like a synesthesia. You see something, you feel like you taste the thing.
31:56And maybe it's more about me than how I feel about, but I love watching people cook. I love
32:00things, watching the assembly of something being built. There's something about that progression
32:05that I like as an audience member. And so the idea of using a chef as part of the, to
32:10tell a story
32:11about the creative process. Also, I was really into watching cooking shows and top chef and things
32:17like that. So it was something I was interested about. When you're doing a movie, you got to be
32:20really interested in it because you got to learn as much as you can about it. And you're spending
32:23years dealing with it and learning about cooking from Roy Choi. One of the perks of the business is
32:28you can learn things. If you say I'm making a movie about being a chef, you could reach out to
32:32somebody you never met and I'll teach, you know, you learn how to cook with them. And to this day,
32:37I love cooking. And I also, my first time acting in something that I wrote since made really,
32:42I mean, I had small parts in some of them like Happy Hogan, but I didn't know what that age,
32:46if I could still do that, maybe that was a younger man's game.
32:49I get to touch people's lives with what I do. And it keeps me going and I love it.
32:56And I think if you give it a shot, you might love it too.
32:58So all of it felt really, really nice. And then a lot of people like Robert and Scarlett,
33:03Bobby Cannavale, John Leguizamo, they came in and were part of this. It just felt really nice to be
33:09working with people who were working on it to work with me on this. It was me figuring out how,
33:15knowing everything that I knew and having relationships with other
33:17people who would be cast members and writing alone in my room and making this small film.
33:23When you're writing, there's a lot of control. You have an idea. You could show it to people
33:26and go back and forth and get notes, but usually just a handful of people.
33:29You get to the set, even on a small movie. Now you have department heads, you have cinematographers.
33:35They're going to bring ideas that are different than what you have planned.
33:38I come from a background of improvisation. You have to yes on that. You got to see what they're bringing
33:42and try to find the, what we call the game in the scene, which is like,
33:46what's the pattern that's emerging? How do you heighten and transform that? On a film set,
33:50it's not just your scene partner. The cinematographer could be doing that or an editor
33:54or a composer or a costume designer. So I'm very collaborative with my department heads
34:02and try to hire people who know more than I do or about what they're doing and try to learn
34:07from
34:07them and try to give them a certain amount of autonomy. It was a successful film for me because
34:22it got me creatively feeling my juices flowing. I connected with it. It was very challenging because
34:27we didn't have a lot of dough. But it caught people's fancy and was successful for what it
34:34cost. And so that's a big part of it too is like success is dictated by the context often.
34:39So part of its creative success, and that's a much clearer thing to track. But some of it is also
34:46financial success for your partners. No matter what you make, if it costs more than that, it wasn't a good
34:52business opportunity for these people. It connected with people. I was proud of it. I liked the tone
34:57of it, the message of it. I liked being on screen and that kind of rule. And so to learn
35:02those skills
35:03and to present it and to, and it just felt like a really celebratory film and experience. It was
35:09uplifting. And then that opened the door, the success of that for, you know, I was popping up in festivals
35:15and doing things and more opportunities presented themselves. The Jungle Book.
35:25The original may have been the first or one of the first movies I'd ever seen. So there was a
35:29very
35:30deep impression of the original. If I'm adapting something or remaking something, the first thing
35:35I do is I say, what am I, what do I remember about the original? And with Jungle Book, there's
35:39a handful of things. I remember Ka the snake and the hypnosis. I remember Baloo going down the river.
35:44I remember Mowgli and him being friends. And also the original was so long ago that gives you a
35:48lot of room creatively. So I understood the tone and the vibe of the whole thing. And then the notion
35:54of actually building all of it digitally. It was exciting. By the time Jungle Book happened,
35:58now I was slowly adopting CGI, working with really good people and not asking more of the technology
36:05than it was really good at. We had ray tracing, which is a better lighting, you know, lighting sims,
36:10fur design, muscular design, creature design, and starting to use these digital tools that had been
36:16developed for bigger budget movies that you could then inherit. And starting to really roll up my
36:21sleeves and be innovative in the process and creating blue screen stages, but having that
36:27actually be an element shoot. In other words, instead of going off and filming a whole movie
36:31and then cutting it together and figuring out what you had, let's instead build it almost like you would
36:38an animated movie. You build story reels. Animation's interesting because even though there's no
36:44stage, the physical execution of those shots is very expensive. And dating all the way back to
36:50Walt Disney, they would sweat box these. They would look at pencils and get the story just right. And
36:55by the way, Pixar does the same thing. They would get the story just right until they ever rendered or
36:59painted a frame. And so we inherited that front end for Jungle Book and got it just right so that
37:05by
37:05the time we're actually filming, we were just shooting elements that would fit into a larger thing.
37:09So we actually camera-ed the whole thing before we ever rolled anything. We didn't render things out
37:14and then change things afterwards. We figured it all out as you would on an animated movie. And we did
37:18it with pencils first and drawings. Then we started camera-ing with virtual cameras on a, almost like
37:24a motion capture film. And then eventually we shot elements with the real live action actor.
37:29Oh, how magnificent it would be. A gigantopithecus like me could learn to do like you humans do.
37:38And so I learned a lot about the process and was innovative in how we did it to best utilize
37:44the tools that we had and then create this photorealistic end product while not driving
37:49the budget crazy because we made our creative choices when it was less expensive.
37:56The Lion King.
38:06So on Lion King, we wanted to build on what we had learned from from Jungle Book. And it was
38:11at a
38:12moment also with Disney where there was a, you know, they were really exploring what to where live
38:17action was going and how to best utilize properties that they already had from animation and the notion
38:24of Lion King came up. What was interesting about that from a technical standpoint was now we had a
38:30chance to take it one step further from what we did. Remember in Jungle Book, we were shooting live
38:35action elements and then setting it into environments in camera. So we'd see the backgrounds, but it was all
38:42done in, I think, Motion Builder at the time or Photon. One of these technical tools that required
38:48a tremendous amount of imagination to see what it would really look like. You're really just getting
38:53a layout. By the time we were doing Lion King, now the tools had come much further and we were
39:00looking
39:00into doing everything completely virtually. But you still wanted the human performances and so we would
39:06do kind of that black box theater where you would do, you'd film the actors and their performances and
39:12record their voices and get that as reference for the animators.
39:17He's telling me what to do.
39:21And then you would build on top of that in this virtual 3D space, you would build the animation
39:27based on those voice performances as you would in a cartoon or in a traditional Disney animated film.
39:32And then we would build our volume and we would move our cameras. We would have physical camera operators
39:39to give everything a real analog feel. And we picked an aesthetic which was kind of like a Planet Earth
39:44nature type documentary with certain sequences that departed from it and got into bigger than life
39:50cinematography, but really trying to ground it in the rendering, the animation, and using the voices
39:56of the actors to help drive it. Hakuna Matata!
39:59What?
40:00Hakuna, most people get a bigger reaction when we say it in the first, okay.
40:03Some people start clapping immediately, but ultimately creating this completely virtual world that we could
40:09move cameras around within. And that was a big breakthrough technically for us. It was combining
40:15different techniques that had been used by other people, but combining it in a very unique way.
40:25In this case, the movie was very present in people's minds, especially millennials who this was
40:30a foundational piece for them. And so you have a lot less creative wiggle room than you would for
40:37something like Jungle Book. There are people with very strong memories of the original Lion King. And
40:41so now you're presenting something new that's connected to what they love, but it's not exactly
40:47the thing. And one of the sequences that I really like in The Lion King, because it's not completely
40:52connected to what was in the old one and people's memories around it, is when Rafiki discovers that Simba's alive.
41:01Some hair or scent is carried on the wind and lands at Rafiki's tree and he smells it and realizes
41:08that he has survived.
41:10But what we were able to do with Andy Jones and with our team and an NPC was we built
41:17a whole sequence where we
41:18follow this little piece of hair that follows along. A dung beetle up catches the wind. It's carried by ants.
41:26It's like there's this really nice, really creative sequence that has the same story point, but it's it's it serves
41:33the story
41:34point in a way that's very new. Of course, Hans Zimmer's music plays underneath it and you feel a lot.
41:42He's alive.
41:50And again, one of the great things about The Lion King, whether it's the original or the stage show or,
41:54you know, the ver all the versions, because the music and the visuals and the story, you feel a tremendous
41:59amount from from that. And so that's something as a as a as a storyteller you want to preserve
42:04and inherit, not interfere with and hopefully build on top of. Star Wars, The Mandalorian and Grogu.
42:23So now remember, when we're talking here, we're talking about features, talking about movies, but in
42:27it was 2019 and we launched The Mandalorian on the streaming format and did three seasons of that,
42:35as well as other shows that I had been working on in partnership with Dave Filoni. Television is
42:40more of a writer's medium, producer's medium. I was writing a lot. I only directed, I think,
42:44one episode of all of them. Now is my chance as a director to come in and use that voice
42:49and that
42:49part of my skill set. But fortunately, I had the partnership of all the people that I've been
42:53working with. I've been working in the Star Wars world at this point, like eight years, and that's its
42:59own very unique world. And it's a world that George Lucas created. So you're fitting into a context
43:03and you're also fitting into many generations of audience members and fans that are slightly
43:08different. There's my generation that was, you know, 10 when the first film came out. There's
43:11the prequel generation. There's a sequel generation. There's the animation animated. So you're fitting
43:16into a context of a very large community, but they're also very engaged community. When we got into
43:20The Mandalorian and Grogu, we wanted to make sure that all the people who love the show or Star Wars,
43:26we could do something that would be great for them. But also because the first time Star Wars movies
43:31in theaters in seven years, who's the audience that was too young to see Star Wars last time
43:35it was in the theaters? And they might know these characters. Maybe they saw it on TV before.
43:39How do you tell that story? And having this IMAX tall format, which is also a much different way
43:45to think about it. You're asking people to go to a movie theater after they've watched
43:48the show on TV before. You got to give them something. You got to give them something more.
43:52What I learned on Jungle Book and Lion King from a technical perspective, we're all combined in this
43:57because we had live action photography. We're actually building effects into video walls using
44:02this new technology we were innovating. But also now we were doing a feature. So I didn't want to rely
44:08on tool. I didn't have to rely on tools that were quick turnaround. But what I learned there helped me
44:13with things like interactive light reflections, camera position, previs. And we got to build much
44:19bigger sets, go on to location. It's kind of feels like animation in the beginning, like we did with the
44:24Lion King and Jungle Book. But there's also real actors that we bring in. We do motion capture.
44:29We use a little bit of everything, a little bit of Avatar, a little bit of Walt Disney,
44:35a little bit of George Lucas. All these things combining allows you to go on this ride that
44:41feels like what Star Wars felt like to me. Star Wars felt like something I'd never seen before.
44:45I also love that Star Wars affords me the ability to do all those things that I was curious about.
44:50The stop motion. I finally did get to work with Phil Tippett, who we were trying to reach out to
44:56on Zathura. And the stop motion that I was doing on Elf. The motion control miniatures like I was
45:02doing on Zathura. All the things that I was sort of playing with. And now we're getting to use all
45:05of them, the audio, animatronics, or the puppet. Star Wars affords you the ability to mix all these
45:09different techniques. And if it's a little bit funky, it kind of feels like Star Wars. Whereas I don't
45:13think in a Marvel movie they would sit together as elegantly.
45:17And then, of course, state-of-the-art CGI and using all the tools that we learned on the show,
45:22which is planning and pre-visiting and mo-capping and preparation. And collaborating with a lot of
45:27people so that I get to learn from them. I wish I felt the way I do now when I
45:31was in school.
45:33Because the older you get, the more you want to learn. It's a weird thing. I'm very fortunate that in
45:36my line of work I get to still be a student. And I get to teach too. I'm very grateful
45:43that
45:44I have been able to learn about filmmaking through watching other filmmakers talk about what they do
45:50and what's interesting to them and exciting. It's amazing how much of a human endeavor all of this
45:54is. There's a tremendous wealth of information available, whether it's in commentary tracks or
46:00interviews. Not just the directors, by the way. The artists, the writers, the performers, the
46:05production designers. There's a film called Visions of Light, which is just conversations with
46:10cinematographers. Together you make the story. And it has to be coherent, cohesive. Movies have
46:16always been a very technical medium. It's always been storytelling, meaning the latest technologies,
46:20combining them. And I think it's very important for us to remember that this is still people telling
46:25stories to people. It's about what's interesting to you. It's about connecting with the people that
46:31you're making the movies for and who you're making the movies with. So I'm grateful every day that I get
46:36to do this stuff.
46:40What's interesting?
46:40I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry.
46:42I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry. I'm sorry.
46:43You
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