Billy Ray, the Oscar-nominated screenwriter behind Captain Phillips, The Hunger Games, Shattered Glass, Richard Jewell, State of Play, Breach, and Flight Plan, joins host Kevin Goetz for a candid conversation about the throughline of integrity in his work and the mechanics of great storytelling. Ray lays out his theory of what every protagonist and villain requires using Jaws, Rocky, The Wizard of Oz, and Ordinary People as case studies, and shares stories from Donald Sutherland, Jennifer Jones, and the making of The Hunger Games.
Integrity and the Stories Billy Ray Tells (01:41): Ray identifies integrity as the recurring theme in his work, and explains why the best screenwriting is an intellectual exercise designed to create an emotional response rather than an impressive one.
The Untold Story of Ukraine's Abducted Children (10:20): Kevin and Billy discuss Ash and Crayons, a documentary about children abducted from Ukraine into Russia during the war. He calls it the great untold story of the conflict.
Knowing Your Audience: Messaging and Persuasion (13:35): A discussion about political communication becomes a broader conversation about audiences. Ray argues that effective messaging begins by understanding where people are emotionally and moving them from there, a principle Goetz connects directly to movie marketing and persuasive advertising.
What Makes a Great Screenplay? (22:38): Ray recalls being handed Ordinary People by his literary-agent father as the standard to aspire to, and lays out his fundamental rule of character: a protagonist needs an external problem to solve and an internal problem only the story can fix.
Great Characters, Great Villains, and the Cathartic Contract (26:29): Using Ordinary People, Rocky, One Flew Over the Cuckoo's Nest, and Schindler's List, Ray and Goetz examine character construction. Ray argues a great antagonist needs a defensible point of view.
Outworking the Competition and Shattered Glass (42:01): Ray discusses early influences including Rod Serling, and his realization that he couldn't control talent or the industry, only how hard he worked. He names Shattered Glass, his directing debut, as the film he's proudest of.
The Hunger Games and the Art of Reverse Engineering (46:30): Ray remembers reading Suzanne Collins' novel overnight and recognizing its potential. He shares changes that strengthened the adaptation, and the security measures involved in writing the franchise's newest installment.
Failure, Audience Testing, and the Oscar Chase (51:15): Ray speaks candidly about directing Secret in Their Eyes, losing an investor's money, and his Oscar nomination for Captain Phillips, including why chasing that recognition can be dangerous for a career.
Host: Kevin Goetz Guest: Billy Ray Producer: Kari Campano Writers: Kevin Goetz, Darlene Hayman, Nick Nunez, and Kari Campano Audio Engineer: Gary Forbes (DG Entertainment)
Screenwriter and director Billy Ray discusses the intersection of personal trauma and cinematic storytelling. He explores the mechanics of screenwriting, the necessity of emotional authenticity over academic intellect, and the importance of hard work. The conversation also touches upon political communication and the role of empathy in both art and social connection.
From script to screen, every film is brought to life by visionary creatives and executives,
all sharing one mission, to captivate the audience.
Hosted by award-winning movie strategist Kevin Goetz, our podcast, Don't Kill the Messenger,
offers a filmmaking masterclass through intimate conversations with Hollywood's
most influential voices. And now, your host, Kevin Goetz.
Great movies begin with great stories. Finding those stories and shaping them into
films that audiences embrace is one of Hollywood's great creative challenges.
My guest today has built an extraordinary career doing exactly that.
Billy Ray is an Academy Award-nominated screenwriter and director whose credits include
Captain Phillips, The Hunger Games, Shattered Glass, Richard Jewell, State of Play, Breach,
and Flight Plan. Whether adapting a best-selling novel, bringing a true story to the screen,
or creating an original screenplay, Billy has a gift for finding the human drama at the center
of every story. His work is intelligent without ever feeling academic. Through suspense, drama,
and compelling characters, he explores themes of integrity, accountability,
courage, loyalty, and the consequences of deception.
Billy, what can I say, my man, my friend? I am so happy to have you here.
I'm thrilled to be here. It's a real honor.
Billy, what's your leitmotif? What's your musical theme running through Billy Ray?
Oh, definitely integrity.
This is going to be weird because I know him too well, folks. I'm just going to read from his book
that he just wrote called Burn the Water. It's a beautiful, beautiful book. Wow. And he inscribed
it for Kevin and Neil, who have been by my side for so many battles. It is my privilege to call
you my friends, Billy Ray. And that was just May 3rd at a beautiful party that our friends
Paula Wagner and Rick Nesita hosted at their home. But I was so proud of you, and I was proud
and honored to be included. Billy, I would have said integrity if you hadn't said it.
That's running through your veins.
I think it's the thing that I'm most afraid that I lack and that is most important. And it seems
like the stories that I tell are always about moral ambiguity that gives way to perfect moral
clarity. And then what do you do about it?
Why do you think you lack that? Why is there any insecurity on that front?
It's a completely personal, psychological thing. I was raised by divorced parents from the time I
was four, and I learned very early how to say to my mother what she needed to hear and how to say
to my father what he needed to hear, even if it was about each other. And it made me feel as a
was shading the truth to make whoever was listening happy and comfortable. And if that is
sort of the emotional nutrients that you grow up on, you doubt your integrity. And so I think I
write about it a lot for that reason.
Wow. That's pretty profound, I'm going to tell you right there, my friend. I also want to say
there are hints — I feel like we're building a wine — there are hints, notes of righteousness.
Yeah, a little bit of that.
Not in a bad way. Let me say it this way, justice.
Screenwriting is an intellectual exercise that is designed to elicit an emotional response.
You want to do the thinking so that your reader can just do the feeling.
If I write a script and someone says to me, this is the smartest script I've ever read,
I have failed a thousand percent because I'm hitting them here and not here.
When you think about the movies you loved the most,
you weren't curious about what was going to happen. You cared about what was going to happen.
Good God, I hope Chief Brody catches that shark. I hope Rocky wins that fight. God,
I hope Dorothy makes it home. You were invested. The job is to not have the reader thinking about
righteousness or justice or integrity. The job is to seed those things in there in an invisible way
so that they're just caring. They're just feeling.
When you and I sort of became friends, I remember one of our first lunches,
we just connected on such a visceral level.
A hundred percent.
And that's rare. It's wonderful when it happens, but it doesn't happen that often.
No, the way that you make it happen is by dispensing with small talk
completely, getting right to the issue.
And there's an authenticity and a trust in some weird way. You know you can be honest
with this person and there's not going to be consequences. And I felt that with you.
So I also view you, and part of your brilliance as a writer to me,
is this visceral sense of who you are as opposed to intellectual sense.
And I said that in the introduction, you're not academic.
No.
But you are very feeling. And I don't know if that's part of your Jewish roots.
I don't know if it's because of maybe some trauma from a broken home,
maybe all of the above. What would you say about that?
We only grow when we're in pain. That is the only time it happens.
I don't know anybody who's blissfully happy and says,
what can I do more to work on myself? It just doesn't happen that way.
If you have had moments of whatever your definition of emotional trauma are,
that's when you actually say, okay, I'm in agony.
How did I get here? And what do I have to do so that I never feel this way again?
And that makes you examine your life in a different kind of way
and makes you intolerant of bullshit.
Oprah had always said, there are moments in our lives that inform us.
Yes.
And I always loved that.
Yes.
What was your earliest memory of something,
some event that informed the man that you were to become?
Okay, well, this is both good and bad. The first memory of my life,
the first conversation I remember, I was four.
I was in the backseat of my mother's blue station wagon with my sister
in Encino, seven and a half driving over Coldwater Canyon.
My mother's driving, my aunt Bonnie is to her right.
My mother says to my aunt Bonnie, the divorce papers came in the mail today.
My sister started crying.
My mother looked back with concern and I at the age of four said, it's okay, mom.
She just wasn't ready to hear that yet.
First conversation I remember in my life.
Peacemaker.
Exactly. Peacemaker. And I can take on your feelings.
I can hold and contain them and I'll be fine.
That's a lot for a kid.
It's so dumb for a four-year-old to be taking that on.
But I, of course, didn't think about it. It just was a survival technique.
I've told the story, I think on this podcast,
but I've certainly told it on a podcast when I was about six.
For some reason, you didn't worry about kidnappings then.
I was in Brooklyn and I would go to 86th street, which is the main drag,
like a mom and pop type store.
There was Lenny's Pizza and High Tulip, which is the deli and the Dime Savings Bank
and the Lowe's Theater.
And I went into Toland's, a five and dime, and I bought a plate.
And gave it to my mother.
And a couple of weeks later, when I got a little more allowance or whatever it was,
I bought another plate.
I don't know why I did that.
I do.
Yeah. I now kind of know why.
Right.
What's your assessment?
Well, first of all, you loved your mother and you wanted to reward and give and connect.
I didn't think she had enough.
That's right.
And that energy was picked up on.
And I've always been an empath.
And it's clear in the way you talk to people.
But the other thing that I want to stress, it's why you're good at this, among other
things, but why you're good at this podcast and why I have the kind of conversations that
I had with you the first time we ever had lunch, is you have to have curiosity about
people.
You have to have genuine curiosity.
Every time I meet anyone, I say, where were you raised?
What did your folks do?
I want to know.
I think it is probably the saddest thing when people lose their sense of curiosity.
Well, you can't write without it.
Oh, forget it.
You couldn't.
Right.
But I mean, I'm talking about their zest for life.
I'm talking about their participation in life.
If you don't have insatiable curiosity.
Correct.
And I cash in on that all the time.
And I love it.
And I constantly find ways to stimulate myself.
When I hear these statistics about young kids, particularly inner city children, who are
not given the images and the imagery and the proper stimulus to build their brains in a
way that is as broad as, say, kids of privilege, it kills me.
That's why I produced this documentary that you saw called Ash and Crayons.
We changed it from children in the fire.
It's so moving.
It's so touching.
You were so supportive.
I brought you out for a reason to see it at the earliest stages.
I just wanted to adopt one of those kids.
You actually said that after seeing the picture.
Folks, it's about the Ukrainian children who've been abducted during the war.
Some 20,000 kids taken from Ukraine into Russia, indoctrinated and stripped of their Ukrainian
culture.
No, I understand.
And how seven kids have found their way through their resiliency back home, albeit with missing
limbs, etc.
And burns and burns and all of that.
I spend a lot of time in the political space, but I also try to do what I can for this particular
cause.
It touches me.
The people of Ukraine.
I was at an event last night for it.
I'm going to another one Thursday afternoon.
I think the number of abducted Ukrainian children is closer to 175,000.
And to me, it is the great untold story of the war and the great missed messaging opportunity.
Because Americans need to know that of those 175,000 kids abducted from Ukraine into Russia.
The 20,000 folks is the official.
Right.
But of that 175,000, the vast majority of them are Christian children who are not going to
be Christian anymore.
And if evangelical America knew that, I think they would view that war differently.
68% of this country is Christian, 88% of the homes in this country own a Bible, and the
average owns four.
Now, to dip our toe into politics, in the Democratic platform of 2024, there were mentions
of Buddhism, Hinduism, Judaism, and Islam.
Do you know how many mentions of Christianity there were?
Zero.
I read a piece you wrote, and I said, dumbass, like I'm hitting my head, going, of course.
The Democratic Party has essentially left Christianity.
In the narrative...
I'm going to tell you why.
The mindset of a Democrat is different than the mindset of a Republican.
If you gave a thousand Americans the same personality trait test, conservatives and
liberals would score differently on that test.
Our brains are wired in a different way.
Conservatives are higher in certain traits and lower in others, and liberals are higher
in certain traits and lower in others.
And Democrats tend to speak in a frequency that only liberals can hear.
It's why we lose so many independent voters, because they tend to be conservative and they
tend to be cranky.
Anyway, all this is a long-winded way of saying, when Democrats hear that 68% of the country
is Christian, Democrats' immediate default setting is, who's taking care of the rights
of the other 32%?
Those 68% will be fine because they're in the majority.
They'll be okay.
No one needs to service them.
But, oh my God, we better take care of these other 32%.
And so what we wind up doing is vilifying that 68%.
My question is, A, in what business can you say screw off to 68% of your potential customers
and expect to win?
And two, why would you say screw off to that 68% when their values actually command them
to be Democrats?
The values that are inherent in Christianity, which all have to do with humility, taking
care of the stranger, stewarding the planet, and loving thy neighbor, that's core Democratic
stuff.
It comes down to what you're saying.
It's pretty simple stuff.
What you're really saying is that there are two fringes in our country equally pulling
everyone else apart, but the majority of people are really within throwing distance.
I wish there was a way to embrace the commonalities that so many of us have.
I mean, that's the frustrating part.
And this is certainly not a political discussion.
It's more of, to me, almost an audience discussion.
And that's what my podcast focuses on, which is I'm very intrigued of how I can get a
majority of people to embrace a movie.
And what you're talking about is just simple math.
It just makes sense.
Meaning, if you have 68% of your population that are open to something, you're not going
to go after the 32%.
By the way, the 32% are bifurcated one or one way and one or the other.
You don't necessarily have to spend money on either of them.
You spend money on the 68% who are fence-sitters who are really and ultimately going to go.
You're not going to convince people to go from such a sort of militant or far side of
the discussion who aren't in gray but in black and white to get to agree on a movie.
There are so many lies in our politics.
But the biggest is that we're a divided country.
We're not.
And it's not close.
When they put minimum wage on the ballot in Florida, it got 60%.
In Arkansas, it got 62.
In Missouri, it got 67.
These are states where Democrats routinely get their asses kicked.
And yet, this core democratic idea was so popular.
Americans are overwhelmingly with Democrats on a woman's right to choose.
They are overwhelmingly with Democrats on protecting Social Security and Medicaid.
They are overwhelmingly with Democrats on infrastructure and lowering the cost of insulin.
They know they need climate reform.
And they know only Democrats can deliver it.
They didn't want to invade Iran.
And they didn't want to invade Greenland.
And they think the tariffs make no ******* sense.
And even with Democrats on guns, if you eliminate the term universal background checks,
which everybody hates because it sounds like Big Brother is watching,
and just replace it with the term violent history checks, 95% of America comes with you.
You have to admit, Republicans have been far more successful
when it comes to branding and nomenclature.
Yes.
Like the death tax.
When it comes to...
Am I correct about that?
100%.
When it comes to messaging, Democrats could **** up a peanut butter sandwich.
Okay?
I mean, that's just true.
We talk in cotton candy terms.
Okay, you say something so beautifully.
You send out to your friend group, Dems.
What I love that you say often is,
please, guys, you just heard something come from,
whether it's Trump or someone in his cabinet, and you say, don't attack them.
That's the worst thing we want to do.
And I think that's genius because it's not getting to the root of what's going on.
It's just attack mode and defensive.
We have allowed our party to be defined by its opposition to one man.
So everybody knows what we're against, and nobody knows what we're for.
You stop any American in the middle of the street and say,
what does the Democratic Party stand for?
He cannot tell you.
And if you pushed him, he'd say, well, I know you hate Trump.
You love abortion.
You love trans people, and you love open borders.
That's our brand.
Hardly the new frontier.
And so what we need to do is start talking about what we're actually for.
In a recent poll, Americans were asked,
do you believe your fellow Americans are good moral people?
Just 47% said yes.
You ask that same question in Canada of Canadians, 92% say yes.
Then how can you say we're not divided?
Our poisonous politics.
The idea that someone who disagrees with you is not just wrong,
they're evil.
The simplest version of this is,
you can't go up to someone who has entered a pie eating contest three times
and tell them the pie is unhealthy.
It's just a stupid argument.
You need to tell them what you're for.
Okay.
I'm on six boards.
One of them is the Los Angeles World Affairs Council.
Okay.
I've been on for now, six, seven years, I think.
Noble work.
It's an organization that promotes civic discourse.
Something that we have lost.
Correct.
Dramatically in this country and around the world, quite frankly,
and it is just not respecting other people's opinions.
Correct.
We could spend the entire episode and I really want to get into the movies of it all.
This is very germane to convincing people to see things,
convincing people to experience something through persuasive advertising,
through authentic communication, which is so key now.
It used to be, you could throw a trailer out and you throw TV spots.
Here's what I would say.
Writing a speech, and I do a lot of it, writing a political speech,
because I write for 180 people that are running in this cycle,
is not unlike writing a screenplay.
You locate where your audience is emotionally.
There's that word again.
And you move them to where you need them to be.
You should be writing movie advertising.
I'm not kidding.
You tell your story.
That's all emotional connection.
Correct.
You tell your story in a way that it becomes their story.
You don't scold.
You don't finger wag.
Look, I am a very good competitor as a business owner in this town.
I honor the work they do.
I'm not stupid about it.
I think we do it better, but I don't put them down.
And I certainly don't do it publicly.
And I even sometimes defend them.
And that is because I think it's fair play.
And it's not dirty.
But when either side gets dirty and doesn't listen and turns off to the possibility that
there are other points of view, it goes through me like a knife.
There's this place in Ohio.
It's called Middletown.
Middletown forever was a deep blue Democrat union town of factory workers.
And then in the 80s, those factories went away.
And all of a sudden that town was in trouble and Democrats weren't listening.
And those voters that Democrats took for granted were seducible by a different kind of argument.
Now Middletown is as deep red as it gets.
Middletown happens to be the birthplace of J.D. Vance.
Democrats have to start listening to Middletown, which means we have to stop talking in these
terms that sound like they were dreamed up in the Harvard faculty lounge.
No one in the real world says bodily autonomy.
They just don't.
No one in the world says unhoused when they mean homeless.
If they say criminal, they mean criminal.
They don't mean justice-impacted individual.
And no farmer in human history ever woke up, looked at his wife and said,
I'm having affordability issues.
They just don't.
They say we're about to lose the ******* farm because ---- costs too much.
When we come back, we're going to talk movies.
We'll be back in a moment.
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Thank you.
We are back with Billy Ray.
Billy, I want to talk about scripts, screenplays.
What makes a great screenplay?
How did you get involved in writing them in the first place?
You're a boy from Encino.
Did you dream of being a writer as a kid?
I was around it because my father was a great literary agent for 32 years.
Your father was a great literary agent?
Represented Alvin Sargent and Frank Pearson.
The legend, the GOAT.
The best.
Alvin Sargent, my favorite.
I only have one movie poster up in my home, and it's Ordinary People.
Best screenplay I ever read.
Billy, I'm about to get, like, verklempt.
Hold on.
You have that poster up?
Yeah.
Listeners, we gotta just play this one out.
All right, what's your story?
My father never wanted me to be in show business.
He thought I had ability as a writer,
but he wanted me to go write for Time or Newsweek.
Thank God I didn't, because those places don't really exist anymore.
But when I was 19, I had sold my first thing, which was an episode of The Jetsons.
At 19?
19.
I walked into my father's office, and I said, I want to be a screenwriter.
And he said, okay, come with me.
Back in those days, literary agencies had all their clients' scripts on shelves, on paper.
And the black writing on the side.
Right.
And he walked me through the shelves,
and he pulled out Ordinary People by his client, Alvin Sargent.
And he said, here, do this.
And that's where he was setting the bar for me.
And I've been trying to hit it ever since.
What I can tell you about screenwriting is, again,
that idea of making it an emotional experience for the reader.
The way you do that is you start with your protagonist.
Your protagonist has two problems.
It could be he, she, they.
Could be a dog.
But for brevity, we'll just say he.
Your protagonist has two problems.
He has an external problem, something outside himself that he must fix.
He's got to catch a shark.
He's got to stop a killer.
He's got to put out a fire.
Whatever.
But some giant problem.
As I approach it as an actor, I call it the super objective there.
But he's got something internal.
Something inside him that's broken that only this movie can fix.
And I call that the objective.
Fabulous.
But in other words, your protagonist must need your movie.
If Chief Brody never had to catch that shark, he'd still be afraid of the water.
If Dorothy never went over the rainbow, she still wouldn't appreciate home.
If Rocky never fought Apollo Creed, he'd still think he was a loser.
They must need your movie.
What's critical is that they are unaware of that need.
In other words, the external problem you've given them,
catching a shark, fighting Apollo Creed, going to the wizard, is so all-consuming
that they are completely unaware of the internal evolution that's happening.
If you stopped Michael Corleone in the middle of the undisputed greatest movie ever made,
The Godfather, and said, what are you doing?
He'd say, well, I'm dealing with the heads of the five families.
They killed my brother and they shot my father.
He would not say, I'm dealing with my daddy issues.
But that's the actual movie that we're watching.
If you stopped Ted Kramer, Dustin Hoffman, in the middle of Kramer versus Kramer,
what are you doing?
He'd say, well, I'm trying to raise a kid,
keep a job, win a lawsuit to gain custody, and occasionally have a date.
He would not say, I'm turning into a father.
He's not aware of it.
They don't figure it out until the end of the movie.
If you've architected it properly-
And so what is it about the movie of Kramer versus Kramer, for example,
that but for the fact the movie existed, didn't exist, he wouldn't have-
Okay, who is he?
What's his psychological baseline in the first five minutes?
This guy who cares about nothing but work.
What is going to be the thing that's going to shake that person?
His wife leaves, and now he's got to raise a child.
He is completely ill-equipped on every level to do that.
We know that from the French toast scene, where he nearly burns his hand off.
What about inordinary people?
First of all, ordinary people is the greatest monster movie ever written,
and there's never been one close.
What is a monster movie?
There's a guy who's in total denial that there's a monster.
Then he slowly, grudgingly realizes, maybe there's a monster,
and then he sees the destruction of the monster,
and then he realizes, holy ****, the monster's in my house.
Now what do I do?
Again-
And her name is Mary Tyler Moore.
Exactly.
Moral ambiguity giving way to perfect moral clarity, and then what do you do?
That's the integrity test.
The greatest subtlety.
As an actor, reading that script, and that script was given to me when I asked a mentor,
please give me the best script you've ever read.
There you go.
The script repeatedly characterizes Beth through order, control, propriety,
and this almost compulsive need to keep things contained and sort of right.
There's that description of Beth preparing the breakfast table geometrically.
That one word, geometrically, tells you everything about her.
The order, the control, the need for everything to be in its proper place.
And I don't think this is actually written in the script,
but when Beth goes upstairs to pack and leave,
there's that moment when she notices a picture hanging askew ever so slightly,
and she straightens it.
It's the same idea expressed visually, that everything has to be in its proper place.
But let's get to the marketing.
What was the line on the poster?
Everything is in its perfect place, except the past.
Not a bad line, right?
So Donald Sutherland, in that movie, what's broken about him that only that movie can fix
is that he can't see who his wife actually is,
and he can't come to grips yet with this idea, my wife hates our son.
There are three ways you can explain what a character is.
To an audience.
One is what they say about themselves, hugely unreliable,
because people lie about themselves all the time,
or maybe unaware of their primary drivers.
Two, what other people say about them, that's even less reliable,
because I might be viewing you through the lens of love, hate, envy, attraction, who knows?
And then three is what are their actions?
What do they do?
That always tells you who they actually are.
And at the beginning of that movie, Donald Sutherland is a guy who is not looking.
There's this fight, also about French toast, amazingly.
Ordinary People won Best Picture the year right after Kramer,
and both had critical French toast scenes, which is just this weird...
I'll never forget Lillian Gish.
And the winner is Ordinary Place People!
Okay, Donald Sutherland comes downstairs.
Mary Tyler Moore has made French toast for Timothy Hutton,
and she's pissed off, and she grabs the plate.
And you see Donald Sutherland clock it, and he says,
what are you doing?
And she dumps it down the sink, and she says,
can't save French toast, and you don't cut to the kid.
You cut to Donald Sutherland, and he goes,
okay, that's weird, but I'm not going to look at it.
And over the course of the movie, there is tension after tension after tension.
Give her the goddamn camera!
Redford's first movie.
And won the Oscar, did he not?
Best Director.
I'll tell you another thing about that movie, which blows my mind,
which Donald Sutherland told me himself when he was 92 or 93.
At that time, I was on the board of governors,
and I had helped to get him his lifetime achievement Oscar.
And so he wanted to meet me, to thank me.
So I said, okay, I need to hear about two movies.
JFK, and I need to hear about Ordinary People.
So here's what he told me about Ordinary People.
That last scene where she comes downstairs,
and he's sitting at the living room table crying,
and she says, what are you doing here?
And he looks over, he says, you are beautiful.
And he starts to take her through how he's feeling.
They did it when they were shooting the film.
Redford said, okay, got it.
Let's move on.
Sutherland said, I need to do that again.
I shouldn't be crying.
It's not right.
Redford said, we got it.
We're good.
Three months later, Redford calls him from the editing room.
Says, you were right.
I need to do it again.
Here's the problem.
I don't have the house, and I don't have Mary.
Sutherland said, no problem.
He goes to some stage.
They put up a flat behind him with a fake window.
It's all shot from here.
Redford is off camera doing the Mary Tyler Moore lines.
That's the take that's in the movie.
Oh, I wonder why Redford was so insistent on thinking he got it.
Because I think Redford, as an actor, knew how full he was.
And that actors could be fussy and say, I need more, I need more.
And that he felt he had what he needed.
He just was wrong.
It's okay.
Directors make mistakes all the time.
By the way, the other thing Donald Sutherland told me is that in JFK,
he does a scene that's 18 and a half minutes.
Really?
18 and a half minutes.
Not in a one-er?
No, but 18 and a half minutes, one day.
He worked on that movie for one day.
18 and a half page scene.
Beatrice Strait won the Oscar for five minutes of film time.
And ******* deserved it.
In Network.
And in the same movie, Ned Beatty had just under that and also deserved his Oscar.
Oh my god.
In that scene, that is at the table, right?
You have meddled with the primal forces of nature, Mr. Beale, and you will atone.
Anthony Hopkins won best actor for 21 minutes in Science of the Lambs.
You just love the business.
You love it.
What's not to love?
Can I tell you my favorite business story ever?
Jennifer Jones.
Married to Norton Simon, among others.
There you go.
When Jennifer Jones was a kid, 16, 17, she was a very devout Catholic and was either
going to go into a nunnery or become an actress.
She chose to become an actress.
But on every movie set, she carried a swear jar.
And if anybody swore, they had to put money in the swear jar.
They pair her with Spencer Tracy at the peak of his Spencer Traciness.
Okay?
This is the 40s.
They meet on set.
She's carrying her swear jar.
He said, here's a 20.
Go **** yourself.
I've heard that story.
And it doesn't wear out at all.
No, it's ******* fantastic.
Oh my god.
Okay.
That's a movie star.
Oh boy.
Let's go back to, as I said, was there a movie that informed you as a kid?
What was it?
For sure.
When I was 12, my mother took me to see One Field of the Cuckoo's Nest at the Lorena Theater,
which doesn't exist anymore in the Valley.
I'm walking out of that movie towards my mother's pale yellow old Cutlass.
And I can't speak because that movie has so devastated me.
And it was the first time I had the conscious thought of, oh, movies can do that to you.
Until then, I didn't know.
Because up till then, it was Jungle Book and The Sting.
You know, it was those kinds of movies.
And Wizard of Oz.
And then I see this movie, which is a sledgehammer into your head.
And it was the first time I thought, oh, movies can actually impact you like that.
And that villain.
And I caught the bug.
Nurse Ratched.
Of course.
And that was a really interesting performance because you talked about protagonists.
I'd like you to talk about what I think is the most important thing and often underwritten
and the bane of many movies that don't work or the cause of many movies that don't work
is the villain and the lack of specificity of that villain.
She was really a supporting role in that.
She ended up winning Best Actress Oscar.
But she didn't have a lot of screen time in that movie.
But boy, was she specific.
There are only three movies in history that won Best Picture, Best Director, Best Screenplay,
Best Actor, Best Actress.
It happened one night.
Cuckoo's Nest.
Silence of the Lambs.
That's it.
Just three.
So Cuckoo's Nest is on a pretty short list.
That's a great fun fact.
So here's the thing.
For a movie to work emotionally, there's that word again.
We need to believe by the end that our protagonist has been completely emptied on every level.
Physically, emotionally, spiritually, psychologically.
Reached bottom, if you will.
Yes.
If Rocky had to fight one more minute, he was going to die.
No question.
If Chief Brody didn't hit that shark with that fourth shot, dead.
Over.
They have to be emptied.
We need to believe they've given us everything.
And left it on that screen.
That is the cathartic contract.
In order to do that, you need a great bad guy.
And the bad guy has to have a completely defensible point of view.
Not, I'm going to save the world, folks.
Too general.
No.
Not, I want to seek power.
Too general.
I cannot tell you how many movies I work on that they have to go in and recraft the motivation
of the villain.
Of course.
I cannot tell you.
So talk a little bit more about that.
That's just lazy screenwriting.
You have to fall in love with your bad guy.
You have to.
And you have to think about what a scene, a sequence, and a movie would be like from
their point of view.
Let's say the Baroness in The Sound of Music.
What do you know about The Sound of Music, Billy?
I know a lot about The Sound of Music.
That it's your favorite movie?
Oh, very good.
Okay.
From the Baroness's point of view, who the **** needs Maria?
Who needs this really pretty, super talented governess, the newbie that all the kids are
in love with, and that the captain can't stop staring at?
If you wrote the movie from her point of view, it would be Fatal Attraction.
And Maria would be Glenn Close.
She's got to go.
But that's what makes the Baroness a great character.
She has a totally defensible point of view.
So does Apollo Creed.
So does The Witch.
So does The Shark and Jaws.
Baroness isn't even the villain, in my opinion.
I understand that.
That's what's so brilliant about your analogy, because that's almost man versus man.
The Austrians versus the Nazis.
Okay, so think of it a different way.
Your protagonist is a planet, and every other character in the movie is a satellite orbiting
around that planet.
And they are all there to show us different facets of who that character is.
Because character and story are the same thing.
And anyone who tells you that they're separate just doesn't understand movie writing.
In other words, Rocky is going to be different with Mickey than he is with Apollo, than he
is with Adrian, than he is with Pauly, and then he is with Butkus the dog.
They're all there to show us different facets of that character, so that that character
can be fully dimensionalized as a human being.
If that character is the same with everybody, the movie doesn't work.
And the Baroness was there to show us a different side of Maria.
Because the most important thing the Baroness does at the end of Act One of that movie,
before the curtain, is she says to Maria,
Hey, that captain, he's in love with you.
And leaves it to Maria to say, Oh my God, I'm in way over my head.
I've got to go.
I say it a bit differently.
If everything has to be in service of your protagonist.
For sure.
And so many people do these side trips.
And I see it time and time again.
And I keep saying to them, your engine of your movie is being either lost or dissipated.
You're running on empty because you somehow think that we care about these ancillary characters.
If they're not serving the protagonist in some way, they're dead weight.
Okay, so the exception to that would be a movie like Schindler's List, where you spend
a lot of time with the Ralph Fiennes character and my argument for that and why it stays in
the movie and why it so adds to the genius of that movie, which is top 10 all time.
All time.
That that movie is an exploration of goodness itself.
And what you are watching in that movie is you start with Schindler.
His psychological baseline is this is a guy who's taking all the money he has
and spending it on drinks and caviar for Nazis so that he can get into business with them.
Okay, he couldn't be more of a mercenary, more of a profiteer.
That's where you're starting his arc.
And you're going to watch him arc into a guy who has two steamer trunks full of money and
gives it away to save lives.
Okay, that's how far he has arced.
But along the way, we're going to meet this contrast, which is the Ralph Fiennes character.
I'm on Gert.
And Gert, we're going to think for a second, might make that move.
There's that brilliant speech that Schindler gives him about power and how power is when
we can kill someone and we don't.
And for a moment, you see it work and you see Gert not kill the kid, Lisek, who can't
clean the stains out of his bathtub.
And we think, wow, this might have gotten through.
He might arc.
He might evolve.
And then, of course, he shoots the kid in the back of the head.
And so the contrast between him and Schindler is why he's worth spending time with.
No, no, that is not an exception at all.
That is a perfect example of a perfectly drawn protagonist and a perfectly drawn antagonist.
Right, well, that's Steve Zalian, who won an Oscar and deserved it.
A hundred percent.
But it served the narrative of the two men.
Interesting as hell what you're saying.
But I don't think it's at the expense of.
It would be as if you're going to another Nazi who had a similar arc that's pulling
the attention away.
What you just, to me, said is exactly exemplary of what I'm talking about.
That strong protagonist, that strong, strong villain.
And when you go outside of that comfort, outside of that narrative, is when I think you lose
the thrust of the movie.
And so many movies do it.
They forget what the ultimate super objective is of the movie.
I agree.
They're good with the objective, but they're not good with the super objective.
And suddenly the movie doesn't fully work.
Right.
And if you have architected your script appropriately, the hero's external problem and internal
problem gets solved at the exact same moment.
Oof, is that right?
And then you're done.
What's the difference between story and plot?
Plot is the queen died and the king died.
Story is the queen died and the king died of grief.
Where'd you learn how to write?
From a million different people.
Who was your first influence?
Was it going to Northwestern?
No, it was before that.
Oh yeah, you said at 19, you sold an episode of Jetsons.
I grew up appreciating great writing.
One of my earliest writing heroes was Rod Serling, The Twilight Zone, for sure.
When I was in third grade, I was a very anxious kid.
And I think it was 42 times that year.
I walked to school, had what we would now call an anxiety attack.
I didn't know those words then, and ran home and let myself in.
And every one of those times, I read Charlie and the Chocolate Factory cover to cover.
That's how I got through those days.
And I want, in writing a novel like this, like Burn the Water,
I'd love to be that for some anxious kid.
I'd love to be the thing they can curl up in and feel better.
Writing has always done that to me, and writing has always challenged me.
I remember reading Les Mis by Hugo.
Victor Hugo, yeah.
I mean, just being blown away.
And I remember vividly, when I went to Northwestern, I was only there one year.
I finished at UCLA.
But my freshman year when I was there, I was in a lit class,
and one of the books we had to read was Lolita.
And I remember sitting at the carrel in the library, opening the book,
and reading it, that first paragraph,
Lolita, light of my life, fire of my loins, my sin, my soul, you know, all of it.
And I thought, okay, Victor Nabokov wrote this in his third language.
He grew up speaking Russian, learned French.
English was third.
He wrote this in English.
And I thought, okay, Billy, you're a ******* joke.
You're never going to be a writer.
This guy's writing in his third language and lapping you.
You can't do what he did in your first language.
Like, stop.
Get over yourself.
And that was a very shaky moment for me.
But I kept reading and decided, okay, I got to get better.
And when I had graduated from UCLA...
Because you went from Northwestern and finished up at UCLA.
Finished at UCLA.
When I graduated from UCLA, so now I'm 21, 22, and trying to make it as a writer,
working during the day and writing at night, the cliche, which always happens.
But I remember very clearly, I was in this tiny apartment, staring at a wall.
My friends, who were all 21 and 22, were out getting laid.
They were going to bars.
They were doing what you do.
And I was doing this.
That's typing.
And I remember thinking, I'm not more talented than the people I'm competing with.
My only remedy is to outwork them.
I'm going to out-hustle every ******* one of them.
And I did.
And I still do.
I work harder at 62 than I did at 22.
And I worked really hard at 22.
But the reason I do that is because there are so many variables in this business that
profoundly impact your ability to make a living.
And you have no control over any of them.
What picture of yours are you most proud of?
I think Shattered Glass, because it was the first one I ever directed.
It just came up on the screen here.
Did it?
I'm very proud of that one.
Can I say that is one of the greatest titles?
I know it sounds so simple.
Titles are one of the hardest things in the world.
That came from the article written by Buzz Bissinger,
whom I had adapted once before on Friday Night Lights.
Uncredited.
But all these variables that can impact your career.
And you have no control over any of them.
You have no control over the health of our economy or the health of our industry
or how many mergers there are going to be.
Or the DVD market vanishing, which it did.
And whether superhero movies are in or out.
The only variable you have any control over is your willingness to work hard.
So you better maximize that variable.
I'm at my desk at eight.
I go until one.
I feed myself.
I'm back at it at 1.15.
Well, hold on.
Eight, that's after you've had a political fundraiser
or a discussion with a political candidate at the tennis club.
You've already had breakfast.
Then you also then break for a small lunch to have another thing.
I mean, you're amazing.
I try to parcel those out.
But basically, I'm writing 10 hours a day.
I'm not gambling online.
I'm not trying to find ex-girlfriends on Facebook.
I'm not doing any of that ---- because there are mountaintops I'm trying to get to.
And I'm nowhere close to them.
I want to end with a few things I cannot not talk about.
Hunger Games.
It is such a massive hit and probably the gift that keeps on giving.
It was the original Hunger Games that grossed a worldwide of almost $700 million.
How did you get it?
First of all, I just want to say it has been such an enormous blessing in my life.
And the sequel to this, Burn the Water, there's a sequel that I've already written,
which I dedicated to Suzanne Collins.
I had never heard of the Hunger Games.
I got a call 11 years ago.
Is that possible?
Saying, hey, would you like to do the Hunger Games?
And I walked into my living room and there was my daughter who was 19 and my son who was 14.
And I said, what's the Hunger Games?
And they both looked at me like, you're such an idiot.
You're such an idiot.
I read the book overnight and I thought, this is the best idea I've ever heard in my life.
Wow.
And I went after it.
I remember those first meetings were with the late Allie Shermer.
Oh God, did I love Allie Shermer.
And Nina Jacob.
She was just a revelation.
The best.
So the first meeting was, I don't know, there were six people and me.
And I started to talk about things in the book that I didn't feel worked.
So I started laying out some things that I thought we needed to work on.
And Nina said, basically, you can't change anything in the book.
You cannot.
Because I'm in chat rooms all day with fans of the book and they'll kill me.
And I said, okay, well, Nina, I want to tell you a story.
In 1973, there was this book called Jaws, which was this gigantic ******* hit.
And when they went to go make the movie, somebody said, hey, you know, in the third act,
our hero is going to be in the water with a shark.
Wouldn't it be more emotional, there's that word again, if our hero was afraid of the water?
And someone else said, well, yeah, that'd be great.
But he can't be because look at the book.
He's from Amity Island.
He spent his life around water.
It just doesn't, it's not credible.
He'd be afraid of the water.
See what they did?
They punted his backstory and they made Chief Brody a New York City cop,
spending his first summer on Amity Island as the chief of police.
Also, it would be a bigger deal when he was in the water with a shark.
That's called reverse engineering.
If you have an ending that works and it is not properly scaffolded by the first two acts,
you change the first two acts.
So my point of view to Nina was, we have an ending that works,
but these first two acts don't perfectly support it in movie terms.
They do in novel terms, but not in movie terms.
Oh, I love that.
We need to fix that.
So she pushed back and God bless her.
I said, Nina, here's what's going to happen.
I'm going to write a draft and we're going to fight about it.
You're going to think that I've changed too much and I'm going to push back.
And the friction of that argument is going to yield the right draft
and that draft will get you your director, which is what happened.
Who was the director?
Gary Ross.
Okay.
Did Gary make an attempt at writing?
Yeah, Gary's a credited writer on the movie.
There were three of us.
Gary, Suzanne, and me.
I thought it was just you and Suzanne.
No.
And that was appropriate.
Those credits completely reflected the evolution of that screenplay.
And God bless Gary for insisting that I be credited.
I will always credit Gary for that.
Oh, that's very nice.
Amazing that he did that.
Why didn't you do the others?
Except now you're doing the new one coming out.
So I felt I had said what I needed to say.
Oh, got it.
So I moved on.
But then in June of 2024, I get a call saying,
hey, they want to come to you with the next Hunger Games.
We want to catch lightning in a bottle again.
And I said, absolutely.
Without having read the book.
You said absolutely?
Wow.
Done.
For sure.
The blessings that movie is.
With Nina still?
With Nina.
And Gary?
And Francis Lawrence, the director.
Oh, he's wonderful.
He's directed all the ones since.
Oh, Francis Lawrence.
He's a very talented guy.
So by that point, the book had not been published.
There were hyper concerns about security.
So the way that script got written,
they would not let me write it on a computer
that was connected to the internet
because they were so afraid someone would hack me.
So I would get up every morning,
drive to Nina Jacobson's office on the Fox lot,
go into this little office they had for me.
There was a safe on the floor.
An assistant will come in, open the safe,
pull out a laptop, open it, leave the room.
I'd write for 10 hours.
So I'm done.
She'd come back in, take the laptop and close it
and put it back in the safe.
And then I'd show up the next morning and do it again.
That's how that got written.
Wow.
What a story.
Before we break, I keep saying that
because I can keep you here forever, Billy.
Why are you not directing more?
You're a wonderful director.
You've directed five pictures.
You want to get back in that seat?
I would very much like to.
Takes too much time?
No.
I'll tell you what happened.
I directed a feature called Secret in Their Eyes,
which I had written, that I should not have made.
The world was telling me again and again,
don't go do this.
But out of sheer force of will and stubbornness,
and because I had a cast that was so spectacular,
I just kept pushing.
And I made a movie that was reflecting a darkness in me
that I wasn't even aware of,
that did not work emotionally for the audience.
And while we were making it,
we were all measuring each other for tuxedos.
Like we thought we were doing something amazing.
And then about two weeks before the release,
I realized we were going to get killed.
Because the long lead press wasn't good.
Did you do a test screening on it?
Yeah, we tested it.
It tested okay, but not great.
And I sat my kids down and I said,
Daddy is about to get punched in the face in public.
And I don't like it, but it's going to happen.
This comes with my job.
We fail in public in this job.
And if I am to go on the ride
that is Captain Phillips and Hunger Games,
I have to expose myself to the possibility of this.
So I'm going to feel shitty this weekend.
And I'm going to wake up Monday morning
and get back to work.
And we're all going to be fine.
And that's what happened.
And my feeling was after that,
I directed a season of television, joyously.
I directed the Comey rule for Showtime,
two-parter about Trump firing Comey.
But to be honest with you, I was so shaken
that I had lost somebody's money on Socrato.
That someone had invested in me and lost.
I was just too scared to go make another feature for a while.
And it took me a long time to get over that.
And now I feel ready again.
So I will again.
Talking about tuxedos,
what was it like getting the Oscar nomination
when you heard for Captain Phillips?
It was a completely joyous moment.
I care about that stuff way too much.
When I think about my heroes.
You woke up to listen?
Of course.
Were you expecting it?
I felt good about our chances.
Because they go in alphabetical order.
Well, my heroes.
Alvin Sargent has won two.
Paul Goldman won two.
Paddy Chesky won three.
Which means I have a lot of work to do.
Those are measurables.
It's hard to measure who belongs on the Mount Rushmore of screenwriters.
But that's where you want to wind up.
And that's one of those tangible, measurable things.
So I cared about that.
But what I can tell you is the joy of being nominated
is not as good as an average day parenting.
It's just not.
I mean, the feeling you get from being around your kids
is better than being nominated.
Oh, come on.
It's true.
What I will also add is that the night of the Oscars,
I knew we were going to lose
because we were up against 12 Years a Slave.
And that was just a much more important movie.
I will always love Michael DeLuca.
Always.
He was the producer of the movie.
And when my category came up and they read my name,
first of all, I lost all feeling in the right side of my body.
Literally, I couldn't have walked
had they miraculously read my name.
Literally, this all went numb.
But when they announced that John Ridley had won
and everyone applauded and the audience started to stand
and DeLuca looked at me and said,
I'm not standing unless Billy says it's okay.
That's why I love Michael DeLuca.
And of course I stood.
And then I crossed the theater to give John a giant hug.
All of this is to say that after the Oscars,
I went to the Governor's Ball and I saw Brian Lord there.
And I said to him,
this is the most addictive drug anyone has ever created.
Because when you're nominated and you don't win,
all you can think about is, okay, how do I win?
What do I need to do to get here and come home with some hardware?
And when you think that way,
it can be extremely damaging to your career.
It's a dumb way to make movies.
And to me, it explains why I made Secret in Their Eyes.
Because from the start, I said, oh, get that one right.
Ah, that's an Oscar movie.
And when you're chasing that, you go into a grave.
Billy Ray, you are a man that is so singular
with such great integrity and vision and clarity and authenticity.
And I am so thrilled to have you as a friend in my life.
Thank you for being my guest today.
Oh my God, what a privilege.
Let's go to lunch.
Sounds like a great plan.
To our listeners, I hope you enjoyed this conversation.
For more insights into filmmaking, audience testing,
and the business of Hollywood,
I invite you to check out my books,
Audienceology and How to Score in Hollywood.
You can also follow me on my social media.
Next time on Don't Kill the Messenger,
I'll be joined by highly acclaimed television executive
and Tony Award winning Broadway producer, Bob Greenblatt.
Until then, I'm Kevin Getz.
And to you, our listeners,
I appreciate you being part of the moviemaking process.
Your opinions matter.