..Gary Dretzka
..Noah Forrest
..Leonard Klady
..RJ Matson
..David Poland
..Douglas Pratt
..Ray Pride
..Michael Wilmington

..Sisterhood Trailer ..Pride Blog

Where have
the grown-ups gone?

Watching a masterful, elegant satire like George A. Romero's Land of the Dead is to see how filmmakers can speak to each other across the years. A simple instance would be how the clean, plain, dark frames of Romero's movie reflect movies like David Cronenberg's Existenz; Cronenberg, of course, is as attuned as Romero is to the fear of viscera and stark intellectual notions. But other movies offer a notion of what movies can be as the industry makes whatever shifts it will, such as Warner Bros.' recent release of The Sisterhood of the Traveling Pants. The director, Ken Kwapis, and I went to college together, and there are times when it's good that you can't write about your friends' work, and other times when you have to find a way. Sisterhood is a movie directed at young women, but one that's filled with raw, emotional, grown-up moments that even grown-up characters aren't often granted in studio pictures anymore.

Among the things in the weeks-long conversation: What can directing television teach a director of features? Why would you leave jokes in a movie that you don't understand? How do you make a film that's like "making a studio picture without the studio"? Why do distributors (and Wal-mart) dislike widescreen? Also: collaborating with other "lapsed Catholics who survived Jesuit training" and what does a deceptively sunny adaptation of Anne Brashares' tumultuous novel have in common with Murnau's Sunrise, William Wyler's The Best Years of Our Lives and Last Tango in Paris?

Geoff Pevere of the Toronto Star wrote on Friday, "Grownups are in precipitous decline… There was once a time, not that long ago, when there were abundant movies made for people older than 35 to see and enjoy. They were called dramas." Pevere's essay feeds into a conversation I've had again and again the past few weeks, how some moviegoers presume that an $85 million production like Bewitched won't be very good, but that a sparkly moment or an antic line here and there are all we can expect from multidecamillion dollar product. But why have we accepted that? My expectations aren't lowered when I see movies like Arnaud Desplechin's Kings and Queen (but that's French by one of the best directors working today) or Hou Hsiao-hsien's Three Times (but that's Taiwanese, and made by one of the best directors working today). My expectations are exalted by a movie like Miranda July's magical highwire act Me and You And Everyone You Know (but that was made for under a million dollars on high-definition video in a multi-nations financing set-up). Roger Ebert's written lately on how his evaluation of a movie is based on what audience he perceives it's directed toward, and there's an epic screed to be written about how big, dumb, imperfectly executed high concept movies are a logical outcome of the financial risks of such massive enterprises.

But what about what's on screens, Summer 2005? Some terrific recent movie moments have been drawn in the margins of "genre" work. I've already hyperventilated about the Second City-ization of Gotham City, and Manohla Dargis puts it nicely in the NY Times about the 65-year-old George A. Romero's latest, With Revenge of the Sith and Batman Begins, Land of the Dead makes the third studio release of the summer season to present an allegory, either naked or not, of our contemporary political landscape. Whatever else you think about these films, whether you believe them to be sincere or cynical, authentic expressions of defiance or just empty posturing, it is rather remarkable that these so-called popcorn movies have gone where few American films outside the realm of documentary, including most so-called independents, dare to go. One of the enormous pleasures of genre filmmaking is watching great directors push against form and predictability, as Mr. Romero does brilliantly in Land of the Dead."

Which all makes it an excellent moment to share a conversation with an old friend about how a genre picture can be smart and adult and emotional while serving the needs of its targeted audience like, y'know, a drama. (Not every movie steeped in cinematic forebears has to be a grindhouse tribute by Tarantino or Rodriguez.)

I got hold of Ken on his cell phone a few minutes after seeing an early press screening of The Sisterhood of the Traveling Pants, and it was a lovely thing to be able to say: "Wow!" After just over a decade of working in television, mostly in single-camera episodic comedy, he'd found a voice on a theatrical scale that seems to encompass the influences we shared in school, but also one that encompasses his own life and professional experience. We talked for a little bit about the mix of comedy and sentiment and he asked, "Do you know the movie I told Warners was the model for dealing with the grief and tragedy that comes from Anne Brashares' book?" A 1940s melodrama by Frank Borzage, maybe? "I thought they'd throw me out in a second: 'Last Tango in Paris.'"

Some of those conversations follow.

In 1993, after three Afterschool Specials (Revenge of The Nerd, Summer Switch, and The Beniker Gang) and three features (Sesame Street Presents: Follow That Bird (1985), Vibes (1988), and He Said She Said (1991)), Kwapis helped launch The Larry Sanders Show, directing twelve episodes, including the pilot, "Hey Now." (Most of the series mentioned below are on DVD.).

RAY: Right after He Said She Said, you unexpectedly wound up directing a lot of The Larry Sanders Show. I remember you being surprised by suddenly being "on the floor" for a few months running, shooting and shooting and shooting, instead of struggling to develop features that weren't getting made.

KEN: Garry Shandling had seen He Said She Said and liked it a lot. He sent me the pilot script of Larry Sanders. At first, I was reluctant to read it, imagining it was a typical multi-camera sitcom. Boy, was I wrong. Most of the show's first season was under my baton, and Larry Sanders was the first of several ambitious single-camera comedies I was fortunate enough to direct.

[After that, Kwapis did two episodes each of Freaks and Geeks and Eerie, Indiana, as well as three episodes of the little-seen but wry Bakersfield PD. Then, Kwapis directed 19 episodes Malcolm in the Middle, and he has a producer credit on all but two of those. He won an Emmy nomination for Malcolm, but not as a director. Malcolm was nominated for Best Comedy Series, and he was part of the producing team. He directed four episodes of Grounded for Life, including the pilot.]

KEN: Grounded for Life was a hybrid show. A portion of each episode was shot in front of an audience. This was my first experience directing a multi-camera show… And my last!

RAY: Why's that?

KEN: In the multi-camera world, a director's hands are tied on many levels. It's impossible to be visually expressive when you're directing 40 pages in one evening. It's impossible to fine-tune a performance when you only have a couple of chances, since studio audiences get bored very quickly. And, it's impossible to experiment tonally with scripts that are joke-driven.

RAY: Then there was a recent, more extreme formal experiment-

KEN: Yes, I directed three episodes of the Julia Louis-Dreyfus show Watching Ellie, including the pilot.

RAY: It didn't last long. What was everyone hoping the clock-tick format of Ellie would achieve?

KEN: Julia and Brad Hall - her husband and the show's creator-hoped that the tightly structured format (each episode took place in real time) would lend each story a certain excitement and urgency. The concept was maddeningly ambitious and I applaud Julia and Brad for trying to pull it off. The pilot, in a nutshell, is about Julia trying to cross the street. Her apartment building sits across the street from the nightclub where she sings, and the plot follows her increasingly desperate attempt to get from Point A to Point B. It's one of my favorites.

RAY: And there's Bernie Mac and The Office.

KEN: I directed 10 episodes of The Bernie Mac Show, again, including the pilot. I'm happy the series will reach the 100-episode mark this coming season. The pilot won an Emmy for its writer Larry Wilmore. Larry played the diversity-training specialist in the "Diversity Day" episode of The Office as well, and I directed two episodes of The Office (including the pilot). I'm relieved that NBC has put The Office on its fall schedule. I plan to direct the first two episodes of the second season. Apart from that, I have no desire to direct television this year.

RAY: And that would be… because?

KEN: The success of Sisterhood has opened - or I should probably say, reopened-some feature filmmaking doors. I'm currently prepping two studio features. For Alcon [Entertainment, which also made Insomnia and Dude, Where's My Car?], which produced Sisterhood, I'm working on The Whole Pemberton Thing, from a script by Mike Samonek, which you could call "a darkly comic tale about men and their insecurities." For Warners, I'm attached to direct Piano Lesson, a drama adapted from the autobiographical book by Noah Adams, best known from NPR, about learning to play Robert Schumann's "Traumerei." "Traumerei"-which is usually translated as "Reverie" or "Dreaming"-is part of Schumann's piano suite "Kinderszene" (Scenes from Childhood). It's not the most technically difficult piece, but you can't fake the emotion of it. The screenplay, by David Diamond and David Weissman, is about a marriage that is falling apart, and how the husband - a completely unmusical guy - becomes convinced that he can save the marriage by learning to play this one piece.

RAY: All of which sounds much more "grown-up" than the work you're known for. Does that hark back at all to the film you won the Student Academy award for back in 1982, For Heaven's Sake!, based on Mozart's "Der Schauspieldirektor"? And what's your own interest in classical music?

KEN: "Der Schauspieldirektor" was a one-act opera Mozart dashed off while composing "Le Nozze di Figaro." It was performed as an after-dinner entertainment at the court of Joseph II. The plot, such as it is, concerns two divas competing for an operatic role and the impresario who referees their catfight. In my version, the dueling divas became Catholic nuns, and the impresario was transformed into a parish pastor. That was my USC thesis film, and I was determined to do something unique. I'd always loved the musicals of Lubitsch and Mamoulian, particularly One Hour With You and Love Me Tonight. I wanted to find a story that would allow me to emulate such frothy fare. I didn't have the money to use copyrighted music, so I decided to look into the classical repertoire. Opera was very foreign to me. I came to it out of practical necessity, but I've grown to love it.

RAY: So back to the variation of tone. Watching The Sisterhood of Traveling Pants, you seemed to have learned a thing or two about how to mix a variety of emotions and comic styles.

KEN: Many people assume that the great benefit of television directing is learning to work at an accelerated pace, to think on your feet. While that's hard to deny, what's been crucial for me is working on shows with unique tones. The Office, for example, is a comedy about-to quote T.S. Eliot by way of Tibby in Sisterhood - "lives of quiet desperation." There are no jokes in the show, other than the ones Steve's character performs badly. The surface texture of The Office is bland and monotonous. The dialogue is full of odd pauses followed by awkward overlaps. Freaks and Geeks also posed tonal challenges. Is it a comedy disguised as a drama, or a drama disguised as a comedy? There is certainly an undercurrent of sadness is Freaks and Geeks. Will these characters ever amount to anything? Or will they grow up to become the kind of people who work at... The Office? The Bernie Mac Show also springs from a painful premise. A woman can no longer take care of her three children because she is a drug addict. She turns them over to her brother (Bernie Mac), whose point-of-view on parenting is far from enlightened. The pilot features Bernie threatening his niece by saying, "I'm going to bust your head 'til the white meat shows." Finally, The Larry Sanders Show, which held up a memorably harsh mirror to the entertainment world. None of these shows have laugh tracks. That's because the focus is on behavior, not on jokes. All of these shows feature characters that are confused, myopic, duplicitous, malicious, and oblivious. My job is to make you see yourself in all of them.

RAY: We talked earlier about how Sisterhood has an unusual structure for a studio movie, and how you had to work to create a sense of a through line that doesn't exist--how was that in writing and editing? Did it stay close to the sequence you'd hoped for?

KEN: I can't answer a question about structure without first talking about tone - y'know, that old form/content dialectic! When I read the script I was excited by the opportunity to mix two tonal values that, on the surface, seem at odds with each other. I wanted The Sisterhood to be grounded in the painful realities of adolescence, and at the same time I wanted it to have the quality of a fable. This duality is embodied in the pants themselves. Are they magical? Or, are the four girls the architects of their own fates? I tried my best not to offer any clue whatsoever.

RAY: Which always seems like the best possible route, as proven, most unforgettably, by Groundhog Day.

KEN: And I'm sure you know that Groundhog Day was one of [cinematographer] John Bailey's movies, who shot Sisterhood. The mission of the pants is the closest thing we get to an actual throughline, and it was critical that the pants never reveal their true nature. As far as I know, they're just a pair of jeans. But back to your question. I wanted to create as much contrast between the stories and environments as possible. The burnt-orange of Baja clashes wonderfully with the blue and white of Santorini in Greece. The sickly, fluorescent-lit world of the "Wallman's "store clashes with the bland, cozy suburbs of Charleston [South Carolina]. I felt confident these contrasts would give the picture energy and momentum.

RAY: Was there any fear of choppiness for that reason?

KEN: I wasn't worried about choppiness because, to return to my earlier point, I felt the pants themselves would provide a kind of emotional continuity.

RAY: Let's talk about this passage that ran in an interview on opening week in the LA Times: "While I was shooting, every day I was wondering, is one story going to overshadow the other? The great thing in cutting the film was very quickly it felt like all four stories held their own. Wherever I was, that was where I wanted to be. And I knew from the first time I read the script, I felt like the stories would-and I know this is a weird way to put it-talk to each other. Things would echo back and forth."

KEN: Did I say that? [laughs] Another way to put it is this: the stories only work in relationship to each other. A directorial choice in Carmen's story, for instance, might have an unexpected effect on the other stories. Here's an example. Carmen's phone conversation with her father provides a real emotional wallop. Following directly on its heels is the sequence in which Tibby visits the dying Bailey. Would the rawness of Carmen's scene undermine the emotional content of Tibby's scene? Or, did that rawness simply set the stage for what follows?

RAY: This is the first time you've worked with John Bailey since Vibes in 1988. But you've remained close, right?

KEN: We have one important thing in common. We're both lapsed Catholics who survived Jesuit training. That training, for better or worse, informs our process. I haven't yet explored all my Catholic damage in a film yet, but when I do I have no doubt it will, at the very least, embarrass my parents. John and I also share many filmic, musical and literary frames of reference. We adopted shorthand based on cinematic moments that have moved us over the years. Setting up a shot of Alexis Bledel standing alone on the rocks of Santorini, it was hard not to discuss the hills of Capri from Godard's Contempt (Le mepris, 1963). To photograph the hellish superstore where Tibby works, we spoke at length about the photographer Andreas Gursky's much admired, widescreen photograph "99 Cent Store." The transition from the girls blowing out their candles in Bethesda to Alexis arriving in Santorini was an homage to the famous transition in Lawrence of Arabia (1962) from T.E. Lawrence blowing out a match to a shot of a blistering Arabian sunrise.

RAY: Bailey's done a lot of work with the ASC on keeping history alive, and he did a commentary for the DVD of Murnau's Sunrise (1927)-

KEN: In discussing the night boat scene in Greece, we talked at length about the boat ride at the climax of Sunrise, literally the calm before the storm. There wasn't a scene that didn't give us a chance to cross-reference our knowledge of film history. We found echoes of Antonioni in the bleak smokers' lounge at "Wallman's." We saw a glimpse of Godard's middle-period ingénue Anne Wiazemsky in Amber Tamblyn. The examples go on and on. And yet, and yet, none of these references would mean anything unless they're in the service of something real. What John and I were really hunting for were images that helped you get under the skin of these four young women. John is a great ally because he distrusts cleverness and gimmicks.

RAY: Do you have examples? What sort of moment would be a gimmick?

KEN: The shot in which Bridget and Carmen first try on the pants is a good example of how John helped me avoid the trap of being clever. The hand-off of the pants takes place in a wide shot featuring all four girls. It's a rather long take. And static. We see Bridget remove the jeans. We see Carmen remove her own pants. Then, we see Carmen put on the jeans. A simple split-screen effect allowed us to switch pants, but I originally wanted to compose the shot so that the hand-off was dead center. John suggested otherwise, and in the final shot the hand-off is off-center. The action has a throwaway quality. It's simply part of the fabric of a lively four-shot.

RAY: Is this the first time you've shot in 'Scope? And this is true anamorphic, right?

KEN: Actually, this is my second anamorphic feature. The first was He Said, She Said (1992), which was photographed by Steve Burum. The hardest part of shooting anamorphic is simply convincing the studio to let you do it.

RAY: What's their reservation? It seems like 16:9 is the format HD is headed toward. Is it a matter of the technical issues of equipment or is it lighting? Or is there a reason they prefer Super 35 to get the 16:9 image that will eventually be on video?

KEN: Their reservations are about one thing only, namely, whether an unwieldy aspect ratio will have an adverse effect on the-I love this phrase-"revenue stream" of the film. Meaning: ancillary markets. For example, Wal-Mart is the country's biggest retailer of DVDs and they simply will not put widescreen editions of films on their shelves. I know, this point-of-view is shockingly prehistoric, but that's one example of why studios are scared of 'Scope.

RAY: So how'd you win the battle?

KEN: With Sisterhood, my argument was twofold. First, the story depends on quickly establishing the energy of this friendship, and the best way to do that visually is to have all four girls in the frame! Second, Sisterhood is not a visual effects picture. It has no action set pieces. Most of its production value will come from its four unique environments, and the anamorphic aspect ratio will allow us to really make a statement about those environments. The argument worked.

RAY: You seem more interested in frame in Sisterhood than in moving the camera. Does that come from performance, this story, from having worked largely in a 4:3 format on TV the past few years?

KEN: Once upon a time I heard a producer complain about a director by saying, "He doesn't know how to move the camera." As far as I'm concerned, camera movement is the cheapest currency available to a director. The real measure of good directing is knowing when not to move the camera, when not to intrude. The test is being able to create an evocative image that doesn't advertise your skill or your film literacy. Having said all this, I think you'd be surprised how much the camera does move in Sisterhood.

RAY: Didn't Bailey shoot The Big Chill (1983)? He's crossing the generations here, keeping the ensemble picture alive.

KEN: Yes. And more recently, John photographed Jennifer Jason Leigh and Allan Cumming's ensemble piece The Anniversary Party (2001).

RAY: Ah ha. John gets around. Or stays around… But back to cleverness, you do have some bits we talked about right after I saw the movie, such as a cut from sexual suggestion to honey trailing off a spoon being your Hitchcockian "train in a tunnel" shot. But that's still not the same as the intently rhyming transitions in a movie like The French Lieutenant's Woman. What was the thing about the cut from a ball from one country to another? Refresh my memory.

KEN: The soccer ball is kicked in Charleston and lands in Baja. It's quite seamless but one's enough. What's more interesting to me re shock transitions, ones that highlight a clash of moods. Tibby is alone in her bedroom when the news of Bailey's death comes. It comes in the form of an off-screen phone call to Tibby's mother. The mother is nearly inaudible when she says, "Oh no!" I wanted the audience to strain to hear her. A moment later, we cut to the soccer girls singing at the top of their lungs on the bus ride home. It's just as designed, but it doesn't yell out, "Look at me, ain't I a neat transition!"

RAY: You cited a scene from The Best Years of Our Lives (1946) when Dana Andrews returns to his apartment after the war. We've got Wyler and Toland, they have Andrew hesitate, he can't open the door, it's framed from behind, he hesitates-

KEN: A lesser director than Wyler would have cut to a close-up of Andrews. William Wyler has the great sense to let body language tell the story. The way Andrew's back stiffens tells us everything about the experience he's been through. Not showing his face allows the audience to fill in the gaps, to become involved as viewers, to help write the story.

RAY: So let's talk about how you shot Brad Whitford's character on the phone with his daughter, with America's character.

KEN: I knew I didn't want to see Brad's face as America confronts him over the phone. I love the way Brad uses his hand to hide his face-it's as if he's ashamed to let the audience see him. I never thought of Brad's character, or any other character in Sisterhood, as a villain. He is, however, a huge disappointment to his daughter, and I think it's right that the staging diminishes him. America, on the other hand, is framed almost uncomfortably close. That was very intentional.

RAY: What about the Malcolm shooting style? The couple of times I got to watch you on that set, didn't you work largely with 16mm Steadicam? It was a charge to watch that dance with the actors and you in the fray with a handheld monitor instead of being off on the fringes of the video village.

KEN: I'm surprised how many directors sit on their asses in the video village rather than watching the action beside the camera, particularly if the scene is an intimate one for the actors. The video village has really created a climate in which films and television shows are directed by consensus. It's nauseating.

PRIDE. I saw another quote that I liked in Entertainment Weekly, where you said, "I love there are private jokes in my movie that I don't know what they are..." This is something like me being taken aback that the Greek I could understand some characters speaking was authentic, but it wasn't translated and you, the director, tell me that you can't really be sure... you're trusting in what each human being, not taking the actresses as merely kids, brings to the game.

KEN: The goal was to give the audience the privilege of eavesdropping on a group of friends. It's less important that we understand everything they're saying than it is that we feel the energy of their friendship. In Lena's story, my goal was to reinforce her point of view as a foreigner by not translating much of the Greek.

PRIDE. We're talking now just before the third weekend, and last weekend was a drop but not as large as the other movies that opened. What would this movie have to do to encourage shooting the back-to-back sequels?

KEN: First of all, I'm relieved to report that in a summer marketplace overrun with behemoths, Pants seems to have found a cozy niche for itself. After three weekends the picture has passed the $30 million mark, and the strong weekday business confirms its good word-of-mouth. The decision to shoot Anne Brashares' second and third books, books, "The Second Summer of the Sisterhood" and "Girls in Pants" - could very well be triggered by strong DVD sales. Which was the case, by the way, with Austin Powers.

RAY: I talked to Delia Ephron last weekend and she said something to the effect of "If a book is a movie, it's not a book. You have to find the movie in the book." She cited something about some readers being possessive about a bit not in the picture about a guinea pig?

KEN: Amber Tamblyn's character, Tibby, has a guinea pig in the novel. The guinea pig dies, which sets the stage for the death of Jenna Boyd's character Bailey. I felt we didn't need to kill off more than one character.

RAY: A few reviews seem to apologize for liking the movie and others defensive that they cried. Do you think critics-or audiences-are afraid of that? I talked to a 25-year-old Greek friend last night who'd just seen the film on her weekly movie night with five friends and it was the same thing: very happy, cried a lot, but almost apologetic. (Plus she offers her witness that Santorini is just as sunny as it looks in the movie, that it's not romanticized as some reviewers have thought.) It's almost as if audiences are conditioned to think that every film with girls in it will be another habitation of the Cinderella plot.

KEN: Since Pants was released, I can't tell you how many conversations I've had about public displays of emotion in general, and crying at the movies in particular. I've received messages from male friends berating me for creating something that brought them to tears ("How dare you make me cry?"). I've received emails from girls who claim they'd never cried at the movies before Pants. And there are many rave reviews that are quite apologetic in tone. Many journalists have a hard time distinguishing between honest emotion and sentiment. I feel certain the audience knows the difference...

RAY: Why do you think journalists think "woman's picture" is such a pejorative? Are audiences ready to reject that conventional wisdom?

KEN: Girls get ghettoized, that's the bottom line. No one refers to Stand By Me or Breaking Away or Diner as "boy pictures." They are "coming-of-age" stories, a more dignified if stuffy-sounding appellation. Even female critics refer to Pants as a "chick flick," which I think is a great example of people conspiring in their own subordination. A woman said to me, "Ken, you must have been a teenage girl in a previous life." She went on, "I cried so hard I ran through all my mascara." "Do you want to borrow some of mine?" I asked back. At the press junket, a female journalist offered the following compliment. She said, "It's amazing how sensitive your direction was... and you're not gay!"

RAY: You even got a grudgingly complimentary review in the Voice! It's not Andrew Sarris doing his last review for the Village Voice and being one of the few critics who liked Vibes (1988), but still.

KEN: The best piece I've read was in the New York Post, in a column called "The Male Room." The headline reads: "I Saw A Chick Flick -- And Liked It!" It's a very funny piece.

RAY: There's a level of emotional exposure more shocking in some ways than nudity is in movies. Did writing and directing your previous feature, Sexual Life [debuting on Showtime July 17], make this possible, necessary? There are several terrific scenes where America's very raw and we've already talked about the phone scene with the father.

KEN: Sexual Life, which was loosely based on Schnitzler's turn-of-the-twentieth-century play "La Ronde," helped me in two ways. First, it introduced me to the challenge of juggling multiple narratives. Second, it gave me a chance to eavesdrop on characters whose actions were contradictory at best and duplicitous at worst, and maintain a forgiving point-of-view. When I sat down with the entire cast of Pants for a table reading, my first note to the group was, "There are no villains in this story." As for the rawness of the performances, I think it's entirely the result of creating a safe place for the actors.

RAY: How do you direct or refine or restrain or let loose a resource like America? She's raw and open and good and her character's defense of body shape is something eye opening.

KEN: It's impossible for America to fake anything, so I was never worried that her work was "too raw." Shooting the scene in which she confronts Brad, we did no less than fifteen takes. Each one was explosive, but each one unfolded in a different way. I never asked her to aim for a particular level, but I did ask her to keep shifting the balance between anger and hurt, and America was adept at letting each version find its own voice. For each of the four stories, I created a kind of mission statement. I told America that her character was the most emotionally expressive of the four; yet, her entire story is about not being able to express something.

RAY: So we have to talk about the other actors.

KEN: Blake Lively, who plays Bridget, is a bona fide newcomer. When she auditioned, she handed me her photo. I flipped it over to see what was on her resume. There was none. It was blank. She'd never acted professionally. To the best of my knowledge, she'd never held down a paying job of any kind. As soon as she began to read, however, I knew we had found our Bridget. Bridget is very physical. She's a jock. She's physically striking. And blonde. Very blonde. Now, there are plenty of attractive young blondes in Hollywood, but what set Blake apart was the way she seemed perfectly poised on the cusp of adulthood. She does such a wonderful job of walking the line between innocence and experience.

RAY: Alexis?

KEN: Alexis' delicate features and her expressive eyes really harken back to another era. She would have made a great silent film heroine. She's mostly known as the incredibly verbal Rory on The Gilmore Girls, a show filled with quips, bon mots, and snappy comebacks, laced with pop culture references. I told Alexis that Lena would give her a chance to do the opposite, to be inarticulate, tongue-tied, physically awkward. In short, she is a character who never has the last word. Alexis loved that challenge.

RAY: And Amber, who comes from a notable acting family.

KEN: Amber is a firecracker. She has a great facility with words, and loved to tie me up in verbal knots. She is a published poet (her newest collection, "Free Stallion," appears in August), and she loved direction that was very imagistic. She has great instincts and great intellect, not always an easy combination to handle. I feel that some of her best work came when the analytical and intuitive sides were at war with each other.

RAY: So tell me again the story about the movie you cited to Warners as an example of how you would convey grief, sorrow and reconciliation. I don't know that's one you want to admit.

KEN: I wanted to make the point that Bridget's story is only superficially about a boy-hungry girl. Scratch that surface and you find a young woman wrestling with the weight of her mother's tragic death (a suicide). At the risk of scaring the Warners executives, I cited Last Tango In Paris, in which Brando's character tries to work through the grief over his wife's suicide by embarking on a destructive sexual relationship.

RAY: Alcon seemed to let you stay in charge, while including only one sighting of FedEx while the pants straddle the globe! Can we about how much influence or control Warners had during production and post?

KEN: I know that Warners' original conception of Pants was light and whimsical. At the studio's request I even met with Hillary Duff, who was eager to play the role of Tibby. When Alcon came aboard to finance the film, a shift took place. Everyone involved felt the picture needed to hew more closely to the novel, which effectively turned it into a drama. Alcon controls the pictures it makes, and I'm happy to say they protected me throughout. It actually felt a bit like making a studio picture without the studio.

RAY: We watched a lot of Borzage way back when, amazing movies like Little Man, What Now? and Three Comrades. What'd you learn from Borzage all these years ago that I might be able to glimpse in this picture?

KEN: It's funny you mention Three Comrades. I had to cut a scene from Sisterhood that features a clip from Three Comrades (it will be on the DVD!). In the scene, Tibby watches a movie on TV when she receives a phone call from Bailey's mother, informing Tibby that Bailey is losing the fight for her life. The movie on TV is Three Comrades - F. Scott Fitzgerald's only screen credit, by the way. Borzage's films are spiritual without being religious. His films seem to argue that a certain kind of love can actually transcend death. The shot of Tibby and Bailey alongside each other, together in Bailey's hospital bed, and the way the camera moves past them to reveal the stars, is very much in Borzage's style. It's an attempt to visual something that cannot be visualized.

RAY: Did you see this line from the Screen International review? "A female director might have seemed the more obvious choice for a film about four adolescent girls, but Ken Kwapis proves that gender is irrelevant." Is that all it is? A film about four adolescent girls?

KEN: It's more than that. It's a film about lost time, lost innocence, painfully gained wisdom; it's about sex and death, it's about one's place in the cosmos, and about the port in the storm that your friends provide.

RAY: We met up at Northwestern, and I'm from the south, but you grew up only a couple hundred miles west and north of me. What do you think your Midwestern roots did for your sensibilities?

KEN: I'm not sure, but I was pleased to discover that in my hometown of Belleville, Illinois, Sisterhood of the Traveling Pants is playing at the Skyview Drive-In, one of the last operational drive-ins in the country. The Skyview has been around since I was born, and it was the scene of many formative moviegoing experiences. The first movie I ever saw was at the Skyview. It was King Kong Vs. Godzilla! I was so terrified I spent most of the picture under the dashboard of my father's Thunderbird. Seeing your own work at the Skyview is an experience every director should have, if only to provide a certain reality check. Basically, going to the Skyview is still like attending a community picnic where a film happens to be playing in the background. If you have a larger vehicle, you're required to park in the back, but it's a useless rule because most of the townspeople drive trucks. A lot of people bring small outdoor grills. There's a playground at the foot of the screen, giving youngsters the chance to enjoy my handiwork while swinging. Some parents still pack their children in the trunk to avoid the already cut-rate admission price. A cinematheque, it's not. And yet with Sisterhood playing at the Skyview? I feel as though some part of whatever saga this is turning out to be has come full circle for me.

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