James Ponsoldt sits down with Mark and Jay Duplass to discuss the collaborative process behind the making of their horror buddy movie, Baghead.

Did you hear the one about the struggling actors that go into the forest to write a script, only to have the script develop a life of its own that includes the storytellers?

Stories about storytelling aren‘t novel, nor are they easy to pull off. Calvino, Brecht and Pirandello set the postmodernist bar high, while centuries earlier, Shakespeare depicted a band of “rude mechanicals” staging awful theater at the center of A Midsummer Night‘s Dream.

If those rude mechanicals lived in Los Angeles in 2008, they might resemble the sad sacks in Jay and Mark Duplass‘s lovely, tonally delicate film Baghead.

In the film, four out-of-work actors — played by Greta Gerwig, Ross Partridge, Elise Muller and Steve Zissis — drive from L.A. to a cabin in the woods to make a low-budget film. They have no script, but writing one will be easy, they think. When one of them is startled to discover a Peeping Tom with a paper bag over his head, the actors suddenly have their plot. The Baghead, though, has other ideas.

But the film is not about the bag.

Like Irma Vep, The Player and Living in Oblivion before it, Baghead succeeds where many films about the filmmaking process have failed. Each of Baghead‘s four characters are depicted with gentle sympathy — never condescension — even though they are hilariously recognizable as workless actor archetypes: the wannabe stud, the chubby sidekick, the actress who refuses to accept her lost youth and the young beauty, new to Hollywood, who may or may not become a star, but who will inevitably come between the friends.

The Duplass Brothers are obsessed with human behavior — the way unspoken tensions fester and explode, and insecurities lead to unintentional acts of cruelty. Baghead is a dude film, but the women are also complex and driven. The film manages to be funny and scary, and the movie benefits enormously from the filmmakers‘ love and respect for their characters.

With all the tiny pleasures of Baghead, the most surprising and rewarding feat is how subtly the film depicts something even more terrifying than struggling actors: the fragile male ego. Sony Pictures Classics opens the film later this summer.

So I wanted to ask you guys about the artwork. I obviously picked up on the Mazursky thing — the Bob & Carol & Ted & Alice reference in the film‘s poster. Are you guys Mazursky fans? How did that artwork come about? Jay: It was much less cool than that.

Mark: It was the press guy‘s idea.

Jay: Yeah, it was Jeremy Walker. I think his initial idea was that it would just be the four actors in bed with a baghead somewhere around.

Mark: And it changed to the idea of putting bags on all of [the actors].

Jay: I mean, we love all those American filmmakers from the ‘70s, but honestly it was the press guy. Thanks, Jeremy. [laughs]

There are filmmakers who like to micromanage every aspect of filmmaking, from preproduction to distribution to poster design. You did this to some extent on The Puffy Chair. Did that effort arise from your love of the process, or was it something that was just necessary to do? Mark: It started out as necessary. Basically, Jay and I made The Puffy Chair, and we did everything even though we had distributors. We toured college campuses expositing the value of doing everything yourself to a bunch of hungry college kids who wanted to be like us. And then we quickly realized that, “Fuck, we can‘t last if we keep doing everything ourselves like this.” As we‘re getting older we‘re realizing that it would be awesome to have other people handling some of that stuff. So I think we gave [those students] some shitty advice. It‘s kind of good for the first film, but after awhile it‘s like we should probably be spending our energies creating and making movies.

Jay: And that‘s hard because we want to do everything, I mean it‘s fun, and the concept of two brothers just basically coming up with the whole thing, doing everything even still sounds good. But it‘s amazing how time-consuming that stuff is. The bottom line is we can make more movies if we do less of this stuff.

I know that you showed this script to different producers and financiers before deciding to make Baghead yourself for an ultralow budget. What do you think would have been lost in the process of making the film if the budget had been 10 times as much? Mark: Good question. We haven‘t made a big one yet, so we don‘t really know.

Jay: We might have gained something, I don‘t know. We definitely lost our vanity [laughs] shooting Baghead, that‘s for sure, because it was hard. With our short films and Puffy Chair, we shot mostly domestic interiors. But we were out in the woods in Texas and it took its toll on us.

Mark: If it was money with no strings attached, I think we probably would have been okay. A lot of people did offer us money, and they would say “no strings attached,” but egos get involved, and [these producers and financiers] want to feel useful. Because our process happens so quickly in the moment — we‘re changing scenes constantly, rewriting things, bringing in new characters, doing all kinds of shit — we just didn‘t want to get into a position where we had to explain to people the changes we‘re making. This [process] is how we get good stuff, I think, and we didn‘t want to have to go back to the money men for approval.

Jay: It also just became an issue of speed for Mark and I. We had just gotten to L.A. and had some studio stuff going on, and we realized, man, it takes time. It takes a lot of negotiation, a lot of, I guess, producing, to get funding.

Mark: And you can also fall out of love [with a project] during the course of that stuff. When we‘re moving fast, we get to stay in love the whole way through, and that helps a lot.

Jay: We got a lot of advice from people who said, “If you can do it on your own with your own money and keep it small, you‘d be insane not to [do it that way].”

Mark: We also wanted to pay for it ourselves and own the whole thing because we knew it would make a profit, and it did.

Is the model you guys are following more akin to Dischord Records, something like that? Is there a film model that‘s more of a precedent for this or is it more a music model? Mark: It is actually an indie-rock model. I came from that world and that is kind of how we work. Jay and I put up some money, a lot of people work for us for cheap or not too much, and then they get a shitload of points on the backend of the movie and we all share in its success. But we don‘t get killed if it doesn‘t work out. It‘s sort of like Communism — everybody makes $100 a day working on the movie, it doesn‘t matter who you are.

Is that a model that you think can sustain itself as you make more movies? Jay: We‘re talking about that. I mean, I think it can, but as our movies get a little more complex production-wise it‘s a little tougher.

Mark: It‘s not a linear thing. Our next one could be as simple as The Puffy Chair. What you have to do is choose the right kind of movie to make inside this model and work with the right kind of people. Jay and I are in a good spot. We have one foot in the studio system, one foot out of the studio system, and we‘re making these indie movies but we have all the connections to the studio world, and [these studio people] want to be a part of what we‘re doing. So I think it‘s going to get progressively easier for us to sell the little movies we‘re making. It‘s a very specific thing you have to do if you want to sell them. You‘ve got to [make] them in a genre that will allow people the poster and the trailer to sell them. That doesn‘t mean that the movies have to conform to any of [the genre conventions], but they have got to have a look and a feel that studios can buy. Jay and I wouldn‘t sink a lot of money into a totally experimental movie. We would probably try to get someone else to assume the risk [laughs].

Jay: We would do it, but we would do it on weekends in our apartment in L.A. for five grand.

Mark: We don‘t want to get ourselves in the position where we put all our dreams into a movie, it doesn‘t work, and we get our souls crushed.

Jay: We‘re also lucky because we have a lot of ideas. And at any given point in time we don‘t necessarily have that “one movie” we have to make.

Mark: We‘ve got about seven floating around right now.

Jay: I think that works to our advantage. When you‘re making independent art, you‘re going to get your ass kicked all over the place. It‘s unavoidable. So having a healthy level of detachment and being able to say...

Mark: “This one‘s just not happening now.”

Jay: “If this one dies, it‘s not going to kill us because we‘ve got this next one.” That‘s been a saving grace for us.

Your film, as much as any independent film that‘s going to come out this year, straddles the line tonally between a couple of different things. Is that tonal ambiguity the first thing that would have been lost if you hadn‘t made this film on your own? Mark: Probably, because people who wanted to pay the big money wanted this thing to be...

Jay: A balls-out horror film.

Mark: A big fucking horror movie.

Jay: But Mark and I didn‘t know what balance the movie was going to take until we got into the last week of editing. It was constantly changing.

Mark: When we were shooting it, we were nervous, like, “What the fuck are we making?”

Jay: There‘s this relationship movie and then there‘s this other thing going on. It‘s kind of funny and it‘s kind of moving.

Mark: And scary.

Jay: We were constantly talking about the tone with our editor and discovering it as it was happening, basically. Letting it dictate what it was going to be.

Mark: And I can‘t imagine a studio being comfortable with that. But maybe in 10 years once we‘ve proven that we can do it over and over again, it‘ll be easier. But this was our second movie and no one was really ready to trust us fully yet with that kind of money.

Was there a time when you were interested in making Baghead a balls-out horror movie? Mark: Yeah, but kind of like Jay was saying, we were interested in all the versions that this movie could be. We wrote about 15 different endings for this movie and thought about all the ways the movie could be based on those [different] endings. It was kind of like what we always do. We get our scripts to a certain point but we don‘t fuss over them like mad because when a scene has hit a certain point on the page, more work [leads to] diminishing returns because we‘re going to improv so much anyway. Once we have the scene structures and a good bit of the dialogue down, then it‘s like, alright, let‘s have a little bit of chaos theory. We don‘t have a top-down vision of the exact tone we want to get. We don‘t really care what the tone is as long as it feels inspired and interesting. In that way we‘re a bit like a documentary crew where it‘s just like, what‘s the greatest thing happening here?

Jay: We shot a lot of scenes two and three times in different ways throughout the movie. Our editor, Jay Deuby, who is like our third brother, called it the “Choose Your Own Adventure” style of shooting. We would shoot something, and usually it was like the way that we originally conceived it. And then we‘d be like, “You know what, that‘s cool but what if this happens?” We‘d talk to the actors about it, and if they were fired up about it we‘d be like, “Okay, let‘s take an hour and a half and do that tomorrow.” And if that version came out great we‘d start building on it and that‘s how that newness comes in. You‘re figuring it out as you go and because the actors don‘t know what‘s going to happen they‘re always on their toes. Nothing‘s pat.

Mark: The down side of that is that more often than us being like, “Hey, let‘s try this a second time for fun,” it‘s because the first time was a failure. Jay Deuby gets the footage each night, and he will let us know. Jay has a good rule which is basically like, “If you‘re wondering whether you got it or not, you didn‘t get it.” [laughs] Everybody looks at our movies and they‘re like, “You guys just ran around with a camera, it must have been so fun.” But it‘s really like Jay and I working 18-hour days screwing ourselves.

Jay: Shooting all day and then talking and rewriting all night.

Mark: It‘s basically like indie rockers‘ outfits. It takes a lot of time and care to look this haphazard. [laughs]

Jay: There‘s a lot of moments on the set where it‘s just eight or nine people sitting around while Mark and I go walking around for an hour and a half being confused and trying to figure out what the hell‘s going on. And the worst is when we come back and say we‘re just going to do what we originally wrote. [laughs] They love that.

Do you have a theory of why certain actors can deal with scripted improvisation and some actors just can‘t improvise to save their lives? Mark: I don‘t. But basically, the people who feel like they‘re so excited to be a part of our movie are the best people — people who are self-aware and know what‘s going on with themselves personally because we tend to draw on their personalities and what‘s going on in the moment with them. I mean, if we were in a scene with you right now, and we weren‘t excited about what we were getting from you, we would take you outside, we would sit down, and we would be like, “We‘re not really believing that you are so torn up about what you‘re saying. Is there anything going on with you that would make you feel this way?” We‘ll have an hour-long conversation and [the actor might say], “My second-to-last girlfriend broke up with me because she said I had a small penis and I‘d never be able to satisfy her, and that wrecked me for six months.” And it‘s like, “Okay let‘s go in and you‘re gonna start talking about that, and we may even use it.” And then oh my God, here it comes.

Watching both the films again, I was struck that these are films about men and the women who come into their lives. Their relationships with the women may or may not last, but these male relationships will always endure. Jay: I never considered that. That‘s awesome.

You really never considered that? Jay: Never. Everything we know about our movies is because of people like you. [laughs] It makes total sense.

Mark: It makes a lot of sense.

Jay: Mark and I have strangely had our breakups, our initiations in relationships, and our children in similar time periods.

Mark: We are deathly afraid of making something that is not earned, dramatically speaking, of coming across as melodramatic, so we tend to dial things back down to where we really know we can get it done.

It‘s like a “bros before hos” kind of thing. There is that desperation in the scene where Steve‘s character says to Ross‘s, “Don‘t fuck her — I have to work for this.” For me, that‘s the core of sadness to this film. You have to work so hard for everything. Jay: I don‘t know if this has ever been coined before, but my wife was talking about the word “bro‘mance.” It‘s hard for people to unironically make a love story about guys.

Mark: It was not a big part of the script, but Steve and Ross stayed in a cabin together, and they became very close very quickly. And that played a lot into why this movie is what it is. They had a special bond.

Jay: Yeah, they did. I mean for us, I‘m sure it‘s in [the script] somewhere. But really, we just go on set and look for the love. And obviously that was one of the major things, the bro‘mance between Matt and Chad.

Your film also taps into the idea of fantasy and wish fulfillment. The characters all want to be more successful, and Steve‘s character obviously wants a girl who‘s out of his league. Jay: Keeping this on a more dumbified level, it‘s about desperate people who really want to be somewhere else. I think Mark and I have been that way our whole lives.

Mark: We‘re still that way.

Jay: We‘re always thinking that the grass is greener and that if we can get this then everything will be okay.

Mark: And the thing is, whether they are objectively sad or lovable, we don‘t care, because we can get into them and then get people to see them the way we do. Because these characters in Baghead — we met them over the course of [going to] film festivals. They‘re at face value the most annoying, disgusting people in the world. Mostly they try to be friends with you just because they want something from you.

Jay: The desperate actor in Hollywood...

Mark: ...is like an infantryman going into a war with a toothpick. It‘s like you‘re going in to your slaughter. You know you‘re going to die, but you‘re going in anyway. It‘s like the classic definition of hero. You‘re going to fail, but you‘re going to still hang all your dreams and aspirations [on this audition].

Jay: Letting people just beat the shit out of you audition after audition is like the saddest and most awesome thing to us.

Mark: I auditioned for three months after The Puffy Chair when I signed with William Morris, and it wasn‘t good. [laughs] It was hard, and it killed my ego. I was in a room with Jason Priestley auditioning for Failure to Launch like on my first day. And it is like fighting. You try hard to get something that you really don‘t want anyway. You get caught up in being competitive, so you try.

Do you think you were accessing that when you wrote Baghead? Mark: Probably. Because it was during the exact time that I wrote the first drafts of Baghead. They make great protagonists, people who are desperately trying to do something.

Jay: People who want shit real bad are good people to make movies about.

Mark: We‘re both like that. Jay and I are tenacious and we are chronically dissatisfied.

Jay: And we work really hard to the destruction of our own humanity and those around us. And the goal is to be aware of that, to become self-aware of that.

Mark: And it doesn‘t even make it any better. We just continue to do it.

Jay: We know that it‘s not going to make us happy. We know that any amount of accomplishment toward whatever you do is not going to fix you.

So if it won‘t fulfill you, why do you keep doing it? Jay: We don‘t know. Because we are compelled.

Mark: We‘ll get mellower. I‘ve done all the things that normally do that. I bought a nice house, I have an amazing wife and I have a beautiful 4½-month-old daughter. No one could ask for a better life than what I have, but we‘re still compelled.

I was at a workshop at the Sewanee Writers‘ Conference at The University of the South about five years ago with this guy named Tony Early. He‘s a really good Southern writer who wrote a book called Jim the Boy. At the beginning of the workshop he came in and said, “I don‘t mean to be audacious, but I‘m gonna tell you all the secret of the short story. It‘s about two things — the thing and the other thing.” And he went through Nine Stories by Salinger, and Dubliners, and his whole point was that every story has the thing that you believe it‘s about, the sort of epidermis of the story, and then at some point it‘s revealed that it was always about this other thing. Jay: We were going to use that as our slug line for Puffy Chair: “It‘s not about a chair.” [laughs]

Mark: But we call it A Plot and B Plot. And the A is usually what drives the story forward...

Jay: And then at some point the B Plot just takes over.

And B is the heart and the soul of it. Jay: Yeah. You need that A Plot to move the story, or else you‘re just going to be hanging out.

Mark: It also affords you the opportunity to get your story moving and to make people laugh or get them interested in some very plot-oriented device and then they trust you. And if that‘s happening then your B Plot can come in and you can give them what‘s important.

Jay: The thing and the other thing. I love Southern brilliance, dude, I love when people sound stupid and are fucking brilliant.

Obviously, Baghead plays with the tropes of the horror movie, particularly through things like your use of a voyeuristic point of view, or the wind chimes as a sound design element. Was this all in the script? Mark: The wind chimes were Jay‘s idea. We knew we needed something to “cue the Baghead.”

Jay: We knew it needed to be diegetic. It‘s weird too, man. The film‘s not too scary, and then you put wind chimes in and all of a sudden it‘s kind of scary. It‘s like, “It‘s that easy?” Absolutely.