Born in New York City, Nicole Holofcener studied filmmaking at Columbia Graduate School 'where she wrote and directed the short "It's Richard I Love." Upon graduating she wrote the screenplay for "Walking And Talking". It was then workshopped at the writers and then the directors lab at the Sundance Institute. Around the same time, Good Machine produced the short "Angry," which Holofcener wrote and directed. Produced by Good Machine and Zenith Productions, "Walking And Talking" was shot and then released by Miramax in 1996. Since then Holofcener has rewritten many scripts for various studios, directed a few episodes of "Sex & The City" (the first and third seasons), a pilot for NBC and various other directing/writing assignments. Her follow-up feature to "Walking and Talking" is the finely observed comedy, 'Lovely & Amazing', an intimate family portrait of four hapless but resilient women and the bittersweet lessons they learn in keeping up with the hectic demands of their individual neuroses.

Your debut took five years to make. How long did it take to get this one off the ground and how was the process different this time around?
Thankfully, this movie only took a couple of years to get going, although it still wasn't easy. When I showed the script to Ted Hope and Anthony Bregman, they responded to it immediately and unlike with "Walking and Talking," they had very little notes. It didn't go through a million rewrites - we started sending the script out right away. Blow Up Pictures became interested, offered us a budget to shoot it on digital video and from that point, Eric d'Arbeloff came on as producer. He pulled together a great crew and got the movie actually going.

Was there a specific inspiration for the film and the themes you explore in it?
I was inspired to write about how children (biological or not) inherit their parent's qualities and how they deal with that fact. Can they transcend their parent's legacy or should they simply surrender to it? I happen to think a combination of both is probably the most ideal, and I think that's what the characters in the film strive to do.

I was also inspired by women's obsession with weight and appearance (not mine, of course) and how much time that actually takes up in our lives. How intelligent women with full lives will focus on these things even as they acknowledge how unimportant they are. For the most part, how they look is the least of their problems, yet that becomes the focus of their attention.

I also really like  the subject of family and how we make the most out of what we've got. Our siblings might be nuts, our mothers might drive us crazy, but we love them nonetheless and would do anything for them. And just because we're all grown up doesn't mean we behave accordingly. The character of Michelle has a true sibling rivalry with Annie, even though she's about thirty years older.

How did the cast come together?
I had written the part of Michelle for Catherine, and Brenda Blethyn was my first choice for Jane. I couldn't believe it when she said yes. We hadn't met but she liked the script and agreed to do it. I had no idea how I was going to find an Elizabeth. I had auditioned a lot of great actors but didn't feel like I found the right person yet and I asked Brenda, kind of in passing, if she could recommend someone. She had just worked with Emily Mortimer in a movie and suggested her. Emily came to audition and I instantly fell in love with her. But here I was with two Brits who were supposed to play an American mother and daughter. It was kind of terrifying going ahead with them but they were so right for the roles. They worked with a voice coach and got the American accent down perfectly.

I had always thought that Dermot Mulroney would make a Kevin - he's got a great sense of humor and is clearly gorgeous enough. I asked him a million years ago if he'd do the part and he wouldn't commit. Finally, he did, and I was thrilled. Jeanne McCarthy, the casting director, brought in Jake Gyllenhaal - she has great taste and really understood the script. He came in with this big pouf of hair and his big blue eyes and 1 was sold. He was sexy but awkward - the perfect combination for the role of Jordan. He had to be young and gawky enough so that we feel the affair is weird and uncomfortable, yet he had to be just manly enough so it would believable.
 
With this film, you maintain your skill at sculpting really great moments - as a writer with your dialogue and as a director with your actors -such that people often think that your movies are largely improvisational. How much of this film is on the page and how do you work with your actors on capturing these intimate moments?
The finished film is very much like the script. A few lines were changed but generally it's the same. With "Walking and Talking," we changed a lot more as we were filming, and I wouldn't wish that kind of stress on anyone. This script held together a lot better and thankfully needed a lot less fixing.

I'm generally very open to improvisation but not while the camera is rolling. We'll improvise in rehearsal and if something great comes from that, I'll incorporate it into the script. Rehearsal for this film was minimal. We got together a few times, read all the scenes, discussed them, blocked them out a bit. It was really just a chance for all of us to get comfortable with each other. But if something sounded weird or just didn't work, we would talk about it and figure out a better way to say it. The actors were so funny and smart, and if they had a suggestion about something, I would usually use it.
 
People really respond to your rather unconventional narrative style - your character-driven approach. As a writer and a filmmaker, this is a choice you continue to make - could you tell us a little about this decision?
If I were to come up with some beautiful structure that involved a more traditional plot, I would use it. This style is just what comes naturally to me. I love ensembles and they seem to just structure themselves. When I was writing this, I let the characters tell me what to do next. I don't mean this in some airy-fairy way, just literally. What would be fun to see happen to them? What would make their world really fall apart? Everything came together very intuitively and it even had the right page length when I was finished (and that's nothing to sneeze at).
 
Michelle's artwork - who made it and did you have an idea of what it would look like when you were writing the script or did that happen when you were preparing for the shoot?
Michelle's artwork was inspired by someone I know. She made little chairs from twigs with tiny birds and eggs. They were amazing, but we didn't have enough of them to use in the film. So in the end, the production designer, Devorah Herbert, stayed up a couple of nights and made some of her own - one more extraordinary than the next. It was hard to choose which ones would end up on screen.

When I was a teenager, I painted pictures and wrote poetry on them and would go around to stores to try to sell them. They were the corniest things on earth but they sold. I had them in three or four stores. I remember that feeling so well - - laying out my wares for some mean salesgirl. I guess that's what inspired that part of the character.
 
How did shooting on digital compare to shooting on film? Did shooting on digital make the process more intimate or was it essentially the same?
We opted to go with 24-frame high definition video because the tests that we did looked really beautiful, and frankly, the most like film. Shooting on digital video was essentially the same as shooting on film, for me. It took just as much time to light and the crew was enormous. I remember when one of my producers told me the crew would be skeletal because it was video. I was thrilled. Then I looked at our first call sheet and it read: Lunch for 60. It just seemed to grow. And we needed every single person who showed up. I didn't "relax" (if that's even possible on a shoot) because it wasn't film - I didn't do more takes or rehearse more on the set. Basically, the day is only so long and the pressure to make the day is the same. If I wasn't getting what I needed, I would keep going. If I got it, I would move on. I didn't do more takes because it was "only on video" - and if I was shooting on film and wasn't getting what I needed, I wouldn't stop because film is expensive. So, basically, except for the fact that we didn't have to check the gate, it was pretty much the same.
 
You recently directed an episode of "Sex & The City" -- did that experience have any impact on your work?
All practice is good, especially when the material is as good as "Sex & The City."
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