Larry: That"s wonderful.

Jim: That"s as pure as it is.

Judd: Larry, can you talk a little about your time working on Your Show of Shows?

Jim: And can you say who was on staff, too, Larry?

Larry: The truth is, I was never on Your Show of Shows. I was on Caesar"s Hour, which was the next thing that Sid Caesar did after Your Show of Shows. At that time, among the writers were Mel Brooks, Mel Tolkin, Neil Simon, and Woody Allen later on. Carl Reiner sat with us every minute. Sid was there, too. What was it like? It was like being in a great jazz band and having these other guys to bounce off and, uh, knowing that you were with the best, knowing you were on the New York Yankees.



Judd: So you could feel it every day, that this was an all-star team?

Larry: The individual successes came later, but we just knew that we were the best around. Fame and celebrity were not part of it. It was just knowing you were with a great bunch of guys. There was one woman-Selma Diamond on Your Show of Shows, and a woman named Lucille Kallen, who was one of the original writers-but basically it was a boys" club and it was thrilling but it was tough. I mean, the show was broadcast every Sat.u.r.day night. We had Sunday off, and Monday morning we said, "What do we do next week?" A season back then was thirty-nine weeks, not twenty-two.

Judd: How long was the show?

Larry: Too long. It was an hour live, in front of an audience, of course-no laugh track, no sweetening.

Judd: Was that the most fun of all the experiences that you had?

Larry: Well, it was the most fun of that kind of fun.

Judd: What"s your writing schedule like? How do you work?

Jim: Why do I experience every question as if I have to confess to something? It"s, uh, I have an erratic daily routine. I always hope for three hours in the morning. I rarely get it.

Larry: I get up very early, four, five o"clock in the morning. It"s just a sneakier way of living longer, really. And I just sit down at the keyboard and work on several things. It"s probably better to work on one thing at a time, but you have to keep feeding the beast and hopefully, an outline-yes, I have to outline. I may deviate, you know, find myself inventing a dozen off-ramps, but I have to have a map to start with.

Judd: I haven"t figured it out. Before I had children I would get up about noon and watch the Real World: Vegas marathon and then I would eat some chicken marsala with pasta and then I"d get in this really weird, like almost-high kind of funk from it. And then slowly I"d pull out of it and I"d get like the greatest forty-five minutes of writing done.

Larry: Things like peeing with a b.o.n.e.r?

Judd: Yeah, all the pride I feel. Let"s go to another clip. We"re closing in on the end of the night so we"re going to go to a clip right now from As Good as It Gets. Any introduction?

Jim: This is a very odd clip, and Mark Andrus, who wrote it with me-Mark wrote the original screenplay and it brought me into a kind of situation that I would never have brought myself into. And this scene is very odd because when you see it you"re not sure if you want any laughs. I hope there are jokes in there, but I"m not necessarily going for that.

(Clip from As Good as It Gets: Melvin tells Simon the only reason the dog prefers him is because he keeps bacon in his pocket.) Judd: At the time, I heard you did a lot of research on OCD but you also did a lot of work with the idea of the dog and the dog"s personality. Would you like to speak to that?

Jim: I"m a nut on research. I get very obsessive about it.

Judd: How do you know when you"ve accomplished everything you set out to accomplish in a film?

Jim: I don"t know if that"s happened to me yet.

Judd: Larry, what about you?

Larry: Now we get into the writer-writer as opposed to the writer-director. As the writer, I"m rarely around at the end of the picture, including the wrap party.

Jim: Have you seen pictures of yours without wanting to fix something?

Judd: Well, I shoot an enormous amount of film, and when I"m shooting what I think to myself is, If I hated this scene in editing, what would I wish I had? And so as I"m shooting, I"m shooting many permutations of the scene. It might be different lines or alts. If it"s too mean, let me get something a little less mean. If it seems sentimental, I might get something edgy. I usually have like a million feet of film that in my head-I"ve edited every permutation and I"m just flipping things in and out so at the end of it I"m reasonably happy. But I have to say, when I watch it a year or two later, I start seeing issues that haunt me. I don"t think anyone"s ever completely satisfied. Have you ever been completely satisfied? Is there an episode of a show where you think- Jim: Sometimes in Taxi, yeah.

Judd: When you watch Terms of Endearment now, what bugs you?

Jim: I haven"t seen it in a long time, but I get knocked out by actors. The thing that keeps me from really hating the experience of seeing these pictures again is that I get lost in the acting.

This interview originally took place as a panel hosted by the Academy of Motion Picture Arts and Sciences.

LENA DUNHAM.

(2014).

I remember the day someone handed me a DVD of a movie called Tiny Furniture. This was during a phase of my life when I was beating myself up for being bad about watching things that people said were important to watch, so I went home and watched it right away, not knowing that the woman in this movie had also written it, directed it, produced it, and shot most of it in her parents" apartment for forty-five thousand dollars. The movie was hilarious and heartfelt and weird in all the right ways.

Afterward, I emailed her immediately. "Hey," I wrote, "if you ever need someone to help you screw up your career, call me." The next day Lena emailed back, thinking that I was one of her friends goofing on her. I soon found out that she had just begun to develop a television show for HBO with my friend Jenni Konner. They asked if I wanted to come on board and help, which led to one of the greatest creative experiences of my life: working on Girls.

Lena Dunham is one of the few people on earth who I have never gotten into a fight with. Even in the throes of a production, when deadlines are looming and people are exhausted and unpleasant, every moment with her has been a joy.

Judd Apatow: So.

Lena Dunham: So.

Judd: I wanted to ask you where you feel like you"re headed, after accomplishing so much at such a young age. You"re in this position of getting to say a lot with your show and your book and everything else you"re doing. How do you feel about what you"ve been able to express so far?

Lena: It"s mind-blowing to me. And because so much of the stuff I"ve been able to make is so personal, there"s always the fear that you"re going to run out of gas. But in the past few years, to my surprise, I"ve become more politically and historically engaged, which has given me this whole other area of human stories to explore. I have all this stuff percolating in my head now which, for the first time, isn"t just about me-and that"s an exciting feeling. All of the projects I"m thinking about now, none of them are about a twenty-seven-year-old girl who"s p.i.s.sed at her mom. They all share my concerns, in a way, but on a different scale and in a different time period. I"m excited by the idea of moving out of super-confessional stuff.

Judd: When you started, it almost felt like you were writing about your life in real time. But then your actual life started veering pretty dramatically from the character you were writing about.

Lena: Totally. And my life also became my work, which is the thing I"d always wanted-to be a person who worked so much that I wasn"t even available to go to dinner. It"s not like I"m out on the town every night, collecting crazy new experiences, but I am expanding my brain. I feel so hungry for information. I go home every night and I read like half a book and three magazines and some old articles from the Internet. It reminds me of college, when I would go into the library and check out ten Criterion Collection movies and then watch them all over the weekend. I remember coming out of those weekends, feeling like, I"m a radically different person than I was on Friday....

Judd: What do you think people have taken from Girls? Do you allow yourself to think about what kind of impact it may be having?

Lena: It"s impossible for your own brain to comprehend that other people are seeing this stuff, translating it, a.n.a.lyzing it, outside of your own bedroom or whatever. But I guess the thing that"s most exciting to me is when men, particularly fathers, tell me that the show has allowed them to understand their wives or daughters better. That, to me, is a really moving compliment.

Judd: I imagine that"s especially true for parents whose daughters are going to college.

Lena: Yeah, and who feel like, What is happening to my child? Is she ever going to have a job? And what does her s.e.x life look like? In a way, my work gives them more things to panic about, but it also gives them a sense, I hope, that she"s part of something. I also like when women tell me that the show made them feel more comfortable and strong both with their body and in their relationships, that it has given them more authority.

Judd: We thought, in the beginning, that people would have debates about the show, for sure, but I don"t think that we thought there was much of a political statement being made. I first realized the debate would happen in the second episode, when we were talking about whether Jessa was going to get an abortion.

Lena: Yeah.

Judd: And I said, maybe she shouldn"t have an abortion in the second episode.

Lena: Your quote was, "There"s Jerry, there"s George, and then there"s their crazy neighbor Kramer-and you"re having Kramer shoot someone in the face in the second episode. And I"m not saying abortion is like shooting someone in the face, but I am saying we"re asking a lot of the audience if Kramer gets an abortion."

Judd: Right. But then, after the first season, when you realized that people were dissecting it and debating it and trying to figure out your politics, it never felt like any of that got in your head or affected your writing. One thing I always tell people is that, when we"re in the writers" room, all that talk doesn"t affect you negatively. It doesn"t impact the creative process. Why do you think that is?

Lena: I think it"s because the writers" room is the place where I feel most comfortable. That"s the safe s.p.a.ce. And so I think I was always determined not to lose that. I wish I could be the person who never reads reviews, but I totally check out what"s happening online and I have a pretty good sense of the dialogue around the show. But at the same time, you can"t internalize it. That is just gonna kill whatever is exciting or thrilling or organic about the process. There were definitely times where you and I talked about trying to respond to criticism that we found frustrating, but doing it in kind of a wink-wink way.

Judd: Like when we had Donald Glover on the show and you revealed to him that, on some level, you liked dating him because he was black.

Lena: It was thrilling and it added to her image of herself as a liberal woman who came to the city to have certain kinds of experiences.

Judd: I don"t know if I ever quite landed on what my official position was about making the show more multicultural. Some people say, Well, New York is multicultural but there are plenty of people who go to school and, if they"re Caucasian, they have mostly Caucasian friends. Whether that"s healthy or not, it"s not misrepresenting the world. But what"s really wrong with television is that African American show runners are not being encouraged to create shows. What some networks do is try to make themselves feel better by jamming some "diverse" characters into their shows.

Lena: What I always say-and it"s kind of my stock answer because I think it"s the true answer-is that I"m grateful that the conversation around diversity is happening, period. We"ve introduced characters of color, and we"ve done it in a time frame that makes sense to us. What was hard is when people were saying, "You"re racist and your family"s racist and look at you and your racist show." Being a.s.signed a label like that, especially when you consider yourself to be a liberal person, is distressing.

Judd: I didn"t expect Chinese filmmakers to represent the Jewish nerd experience on Long Island.

Lena: And you shouldn"t! But what"s interesting is that what people were also responding to-which is a real criticism and one I take seriously-is that, if you look at the show, it doesn"t look like the New York I know. So we"ve been more attentive to that, trying to look at each neighborhood and go, Okay, who lives here and what would it look like and what feels real?

Judd: So much of the conversation about diversity on TV should be about subscribers and advertisers. If the networks thought they could make more money creating shows with diverse casts they would do it in a second. They"ve clearly decided there"s not enough money it. Every once in a while they throw a bone to the idea of diversity, but it"s not a high priority.

Lena: It"s awful and distressing. But as you proved with Bridesmaids, the conventional wisdom is often wrong: Women are going to come to movies. And obviously, black people and black women want to see strong characters who reflect them on television, too. And the industry is lagging way behind on what people"s needs are. You have much more of a relationship to the financial and business angle of the industry, because I work at HBO, where there are no ads and I can do whatever I want. But you"ve had the experience of having to satisfy a studio, a network, do test screenings. You understand the machinations behind it.

Judd: I remember working on a black cop movie.

Lena: Which one?

Judd: I shouldn"t say because of the story I"m about to tell. But there was a black character-a gigantic star-and in the movie, he had a romance with another black actress. And I noticed that they never kissed in the movie. I asked about this and the producer said to me, "Yeah. Internationally, people don"t like to see black people kiss." And you could tell that the black star understood that as well. They were all pandering to cultural prejudices or what they thought were cultural prejudices. Which was bulls.h.i.t, but my jaw still dropped.

Lena: That is one of the most upsetting things I have ever heard.

Judd: Yeah, and if you think about it, it"s very real. It"s all of those prejudices-like people say comedies don"t work in Asia. So you"re saying that Asian people don"t laugh, they only want giant robots? It"s all driven by money, ultimately.

Lena: Because of what HBO"s value system is, I feel like I"ve been able to avoid the part of the job where those awful truths are revealed to me.

Judd: Has it ever hit you that, in terms of the nightmare of television and development, you haven"t had to suffer?

Lena: I think about that all the time. Every time I meet someone who is going through the network TV process. They seem so beaten down. And your stories about your own career when you were younger-I have all these moments where I"m like, I am never allowed to complain about anything ever in my life because of how easy I"ve had it.

Judd: But it"s also, I think, one of the main benefits of your show. You are not reacting from the place of someone who has been beaten up and, as a result, is flinching and making choices based on having been beaten up on other projects. Your lack of history is what makes the show feel pure.

Lena: I feel so lucky because I"ve never had to take a note that I didn"t agree with. I"ve never felt like my vision has been diluted. And that"s a crazy thing to be able to claim. Judd, I have a question I have always wanted to ask you, but because this recorder is turned on, I feel emboldened to do so. Do you think people are scared of you?

Judd: Scared of me?

Lena: Yeah.

Judd: I, uh, I don"t know. David Milch said something to me once, which I"d never considered before: He said executives don"t want to give notes and don"t want to stand behind their opinions. Executives want you to have enough power or reputation so that if you screw up, it"s your screwup, not theirs. The whole thing is inverted. Executives are looking for ways to not be responsible. And when you achieve a certain level of success, you"ll notice that some executives disappear because they have deniability about the process. "Of course I trusted Judd, he"s had enough success that I should let him do what he wants to do." It"s actually harder for them to work with young people, because then they have to be responsible.

Lena: That"s so interesting.

Judd: As soon as I made people money, some people went away, but I never felt anyone being afraid of me. It was more like, "Oh, everything he does seems pretty solid. I"m going to let him do his thing." Everybody told me you get five bombs before you go out of business. You can withstand five. Your budget will get lower every time you have a bomb. If you have three bombs in a row, then your budget"s going to drop to like eight million dollars. At five, you"re done.

Lena: Five bombs in a row?

Judd: Five bombs in a row, and you"re done.

Lena: Have you had five bombs in a row?

Judd: I"ve had things that are a wash. Nothing I"ve done has been a bomb. At the end of the day some of the more difficult movies, like Funny People, probably will lose a little money, but not a lot. Sometimes you make things and, the whole time, you"re aware that it might not make money, and yet it"s what you should be making at this moment in time and you hope it will connect in a big way because it is unique and personal. You have to try to do things that are more challenging to the audience. Those often become the biggest hits. Sometimes they don"t make a ton of money. I mean, you have to take your swings. As you have, with Girls. Do you think much about what you want to do, beyond the show?

Lena: I want to make more movies because it"s something I love doing. I love the format. But TV is the best. When we first started, James L. Brooks said to me, "If a TV show is working, it"s the best job you"ll ever have." And he was totally right. But there are stories I want to tell that aren"t serialized stories. Let"s see. I also want to write a novel. That"s something I have always wanted to do and then, at a certain point, kind of thought to myself, Well, that"s going to go by the wayside....It"s funny when you want to dabble in new things, and you must feel this sometimes, you get this realization: Oh, there are people who have spent their whole lives figuring out how to do this, and the thing I make will never be equivalent to what they"re doing. Are there any genres that you want to explore, that don"t seem like a natural fit for you?

Judd: I guess I"d like to experiment with having more drama and a little less comedy in some films. But I don"t sit around thinking, I want to make a science fiction movie or a period drama. It never occurs to me because I"m so confused by modern life already that I never feel satisfied that I have figured anything out. I don"t need a metaphor for what I do.

Lena: What do you think about the trend of comedians being obsessed with the idea of becoming dramatic actors? I was just rewatching a Joan Rivers doc.u.mentary, and in it, she"s crying because she says no one"s ever going to take her seriously as an actress and being a comedian was just a thing to do. Do you relate to that?

Judd: I think comedians are interesting when they have other facets. Sometimes I feel like a goofball-I just feel dumb and want to process all my thoughts through humor. Every once in a while, it"s a way to make things less painful. But then you begin to feel like you"re always trying to filter life through funny and you wonder: Is this insincere on some level? Sometimes I feel like I"m making jokes because I"m uncomfortable with my own thoughts and opinions. I feel this need to make it entertaining for you. I think that"s one of the reasons why so many comedians want to do dramatic acting. At some point, you get the urge to drop the cover and just be real.

Lena: It"s less so now, but sometimes, when I had a serious thought, I would almost say it in a goofy way-like, I"d take on a weird voice so I"d be like (in a weird voice), "You know, I think women have to be able to get free access to abortions!" It was this strange defense mechanism. But as I"ve become more confident, I"m more comfortable having a serious thought and owning it as a serious thought.

Judd: When you were in college or when you were making Tiny Furniture, did you have any thoughts about becoming a public person?

Lena: As a teenager, I had a whole idea of what my life would look like. I wanted to live in Brooklyn. I wanted to have a dog. I wanted to have a cute boyfriend with gla.s.ses. But in college, I thought I was going to make weird movies, be a professor of women"s film at not that good of a college, and just have a cool, weird life where I met interesting people and organized events. I guess my model for a creative life was much more of an artist"s model and much less of a Hollywood model, if you will. So the past few years have been strange. I"m still navigating the difference between what"s happening now and what I thought my life would consist of.

Judd: You don"t seem like you"re shutting down emotionally from it all, though. I"m sure a lot of it is that you"re happy and in a happy relationship so you"re not fully exposed, and some part of you remains intact.

Lena: And I have a partner and a fun life and we are always working, so it feels like a safe place to be. But it definitely seems like this business gives people a weird chip on their shoulder: I feel defensive and everyone wants something from me. It can seem so corrosive and dark and divorced from reality. You"ve watched a lot of people get famous, so I"m sure you know what I mean.

Judd: I"ve seen people burn out and people lose touch with why they work. I"ve also seen people who satisfy so many of their dreams that they just become lost. That"s what Funny People was about: a guy who didn"t have any substantial relationships and who has all of his movie and comedy stardom dreams come true, and he is left with this feeling of emptiness. Because he never figured out that other part of it. In a way, that character is almost the reverse of you. His experience is the exact polar opposite of yours.

Lena: Something that strikes me about your work, every time I rewatch it, is that there"s a real morality to it, a sense that we"re all supposed to treat each other kindly. A sense that we"re all here to take care of each other and to serve a purpose in the world. There"s this real message of hope. I find it comforting.

Judd: But you also notice the repet.i.tion of that at some point. And so lately, I"ve been thinking of writing about sacrifice. I"ve never written anything about people who are willing to sacrifice for other people. We"ll see if I can pull it off, but I"m very aware that I"ve been writing in a certain vein for a while now, and that I could keep rewriting those ideas in a million different ways.

Lena: That"s why watching you reengage with stand-up is exciting. In a similar way, what writing the book did for me was allow me to-it"s not like I"m talking about experiences in the book that I haven"t talked about in the show. I"m talking about s.e.x. I"m talking about growing up. I"m talking about being female. I"m talking about my body. I"m talking about my family. But now I get to talk about these things from this super-personal place. By reengaging with your stand-up at this point in your life, you"re getting to come at the topics that matter to you from a totally different angle.

Judd: Yeah, and switching modes forces you to really slow down and think things through. Because you go through life in a haze, staring at your phone and watching The Bachelor and being reasonably happy, but you never really break it down. You never stop to think about what"s going on in your mind and what you"re struggling with. Early on, someone said to me, "The greatest gift you can give is your story," and that, for me, was the turning point. That became the premise of my work. That"s when I realized that maybe the things that I think are boring about myself are interesting to other people. Hearing what"s in your mind truly makes people feel less alone and gives them hope for things that they want to do and get through things that are difficult.

Lena: That"s the reason I make things. Some people make stuff because they want to provide escapist entertainment and blow up cars. Some people make stuff because they want to put out a message of social justice. For me, the seeds of what I do were planted by sitting in my room, reading confessional poetry, and listening to Alanis Morissette and thinking, I need to find a way to translate all these feelings, which are so like explosive inside of me, into something else. There are always people telling you that your experience doesn"t matter, that it"s navel gazing or unnecessary. "We don"t need to hear about twentysomething girls who feel like they"re ten pounds overweight. We don"t need to hear about forty-year-olds getting divorced." But we do need to hear it, because that"s who so many people are! I mean, it can be the difference between someone feeling like they have a place in the world and someone feeling they don"t. I"m not saying we"re here to stop school shootings, but I am saying that art has a place in making people feel less alone-and that, to me, is what"s intoxicating about it.

Judd: What about your work as a director? What has surprised you about doing so much of it, and directing so many different actors?

Lena: I love it so much, and I came in thinking that my first two loves were writing and acting. Directing was the thing that I could take or leave, but now, after four years of doing the show, it"s like my fiendish obsession. I"ve had such a steep learning curve. Blocking, camera, lighting, and also getting to engage with all these actors, who approach it in a totally different way. I"m realizing how malleable you have to be and how open you have to be, if you want to meet an actor on their level. I"m eager to direct something that I"m not in. The next step in honing the craft would be totally removing myself as an actor so I can get super-focused on someone else"s performance, to really get in there with them.

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