When it comes to polite human interaction, characters in Nicole Holofcener’s films just can’t seem to stay within the bounds of social protocol. And if it’s uncomfortable watching them do and say things they shouldn’t, well, who goes to the cinema to watch people color inside the lines, anyway? Who could forget Lovely & Amazing—Holofcener’s 2001 meditation on female insecurity, where a stark-naked Emily Mortimer coerced Dermot Mulroney into poring over her physical flaws, one by painfully uncomfortable one? Or Jennifer Aniston, as a cleaning lady who steals skin cream from a customer’s medicine chest in Friends With Money? There’s exhilaration in watching their reckless moves—even if we’re doing so through clasped fingers.

Holofcener’s latest film, Enough Said, stars Julia Louis-Dreyfus as Eva, a divorcee who jumps back into the dating pool with Albert, played with oafish lovability by the late James Gandolfini, in the penultimate film he shot before sadly passing away earlier this year.

Trouble brews when Eva chance befriends Albert’s ex-wife Marianne (Catherine Keener), a bohemian poet who serially trashes Albert—poisoning Eva’s perception of him in the process. That neither Albert nor Marianne are aware they have Eva in common is the set-up. And with this, Holofcener strikes just the right note of plausibility. Too sedate a plot would render the film flaccid. Too over-the-top would nudge it into sitcom hijinx territory.

In hitting the sweet spot square between the eyes, Holofcener has written and directed her funniest film to date, with much of the laugh-out-loud moments owing largely to Louis-Dreyfus’s fiery performance. To be clear: Eva is not Elaine Benes. But like Elaine, with Eva, hilarious social trespass is perpetually around the corner.

Creative Screenwriting magazine talked to Holofcener about her latest film.

ANDREW BLOOMENTHAL: I’m going to start off with a question that might seem slightly absurd, but I have a feeling it will yield an interesting anecdote. There’s a scene where Catherine Keener’s character Marianne offers Julia Louis-Dreyfus’s character Eva, a bunch of fresh chervil from her garden. Did you test out other exotic herbs before landing on chervil?

HOLOFCENER:No. It was always chervil. And never to be any other herb. I remember the first time I heard it, I was like “What the hell’s chervil?” It sounded so exotic and ridiculous. I still don’t really know what you would do with chervil…I don’t know if that was a good anecdote.

BLOOMENTHAL:You’re going to satisfy the curiosity of a lot of readers.

HOLOFCENER:(laughs) Why did you think it was chervil? Did you think it had some meaning?

BLOOMENTHAL:Well, I saw the movie twice, and each time, the chervil scene somehow inspired a smile. Maybe because right afterward, you hear Eva saying “What the hell is chervil?” So she’s a surrogate for the viewer.

HOLOFCENER:Right!

BLOOMENTHAL: It definitely wouldn’t have worked with parsley.

HOLOFCENER:No. Chervil’s a funny word. It’s got to be a good word.

BLOOMENTHAL: All right, I want to talk about the pivotal reveal, when Eva is finally exposed as knowingly dating her friend’s ex-husband, without letting either Marianne or Albert know about that connection. I found this to be a very mature, realistic portrayal of this inevitability, handled without any theatrics or grand gesturing. As a screenwriter, did ever you consider a more intense inflammatory exchange? How did you hit that perfect tone?

HOLOFCENER:It was hard. It was the hardest part of writing the script. Even having Eva hide behind a bush gave me pause. When we were there, it seemed so likely that she would do it, but I was so afraid of it going silly…I remember toying with broader things like, Eva’s at a restaurant with Albert and she sees Marianne and hides. Because there’s so many ways you could create trouble for what she’s done, but everything felt too goofy. So when I was finished trying out all of those things, the one we used just worked. I knew it shouldn’t be necessarily funny. I knew it should end up pretty heartbreaking, because Albert’s so hurt.

BLOOMENTHAL:Yeah there was a real human emotion behind it, for all the players involved.

HOLOFCENER:Yeah.

BLOOMENTHAL:So there’s this unusual scene when Eva and Albert are examining each other’s teeth, and Gandolfini reveals his missing molar. And I want to know how that moment came about, because surely you couldn’t have seen Gandolfini’s dental records, to know he was missing a tooth.

HOLOFCENER: (laughs). Well no, you never see his missing tooth, do you? He’s not missing a tooth.

BLOOMENTHAL:Hi is! He opens his mouth wide and his back tooth is gone.

HOLOFCENER:That’s not true. You imagined it.

BLOOMENTHAL: I swear to god, it’s there.

HOLOFCENER:(laughs) Oh honey, you cannot see his back teeth. In fact, if you can see his back teeth, you’ll see he’s not missing one.

BLOOMENTHAL: I will bet you a steak dinner, he has a giant gaping hole. But we’ll put this question aside…

HOLOFCENER: …There’s not! I swear! And hers too! Like, he says “I’ve never seen wisdom teeth.” Well she doesn’t have wisdom teeth or a lot of fillings. Anyway, it was all in the script.

BLOOMENTHAL:I realize that. But one day you’ll watch your own movie and you’ll see that I’m right.

HOLOFCENER:You are very very certain of yourself (laughs).

BLOOMENTHAL: So I wanted to talk about Marianne for a bit because she was quite complicated and had a steely demeanor. And I found this to be ironic because she’s a poet and she’s supposed to be a bohemian healer, but when her fans come up to her to gush about her latest book of poetry, she’s almost dismissive towards them. So was that an interesting contrast to play off of?

HOLOFCENER:I liked the contradictions. It would be easy to have a really loving gentle person, and maybe she seems that way at first, but the kind of person that would constantly rag on their ex-husband would also have other problems and other personality traits that aren’t so attractive. I wanted her to be narcissistic and a little bit cold. I mean people aren’t what we expect, right? People go up to Woody Allen thinking they know him, and they think he’s going to be this really funny goofball. But I think most comedians surprise people–they’re complicated, or serious, or shy, or unfriendly, and I kind of wanted Marianne to be like that.

BLOOMENTHAL:Let’s talk about the first date scene between Albert and Eva, where they’re getting to know each other. That was so delicately handled.

HOLOFCENER:Oh thanks!

BLOOMENTHAL:They have to do this little dance of revealing themselves and impressing each other. It’s almost as if they’re auditioning for each other.

HOLOFCENER: Right! Definitely.

BLOOMENTHAL:Did you give them notes and adjustments when you directed that scene? Because you never know how it’s going to play out when they’re actually saying the words on the page, so did they do it with different intensities and speeds, just to give you editing choices?

HOLOFCENER:Yeah. Well it was our last day, and the scene was much much longer than what you see. And that was hard because we were cutting out so much good stuff, but it had to go faster. I directed the scene to go much faster than the two of them were doing it, just because they were at a normal human pace, so we did variations of things. And I wanted it to seem like they were falling for each other, so it had to be very metered, and when Jim says, “My ex-wife would always buy flowery, expensive boxes at the container store,” I didn’t want him to say that in any kind of mean way, and I remember doing variations of that—like he finds it endearing that his wife did that and he doesn’t hate her for it. Because you don’t want to think he’s a dick. And she was asking him things like, “So you’re a slob, huh? What kind of slob?” I didn’t want her to come off as an interrogating bitch. It has to be playful, but not too cute.

BLOOMENTHAL: This begs the following question: you had to cut it down from a longer scene, and they did multiple takes, but they’re eating and drinking the whole time, so did they abandon all hope of continuity with regards to matching their actions from take to take? Because I didn’t notice any screw-ups.

HOLOFCENER:Good. Good. But if you watch the film a third time, you might see, aside from the fact that he has his teeth intact, that there are a couple of cheats. But mostly, no. Mostly they were incredibly professional about it. I mean, Jim [Gandolfini], as we know, likes to eat, and he’s eating much more frequently than she is, but he was really good at matching.

BLOOMENTHAL: That’s a mark of a true professional if they can completely stay consistent take after take.

HOLOFCENER:Yeah, I’m in awe of it. I really don’t know how actors can do it take after take. I really don’t.

BLOOMENTHAL:Speaking of actors, I would struggle to identify another actor who’s so inextricably linked to a character, like James Gandolfini is to Tony Soprano. Did you have any tiny shred of worry that it might be difficult for viewers to divorce Gandolfini from his mobster persona?

HOLOFCENER: Oh, more than a tiny shred of worry. I was very anxious about it. I knew he could perform completely differently than Tony Soprano. I knew he could do the character. But will the audience be able to forget Tony Soprano—along with the fact that he’s with Julia Louis-Dreyfus, who also has enormous baggage in terms of characters she’s played. So I just kind of threw caution to the wind. I felt like these are great actors, I’m lucky to have them, they’re perfect for their parts, and if it doesn’t work, I can’t control that. I can only make the best movie with these people that I can, and hope it works. I hope people can forget.

BLOOMENTHAL: Yeah, I was not looking at a criminal. I was looking at a teddy bear.

HOLOFCENER:Good. Well there were a couple of times his eyes looked a little murderous, and we’d have to take that particular take out.

BLOOMENTHAL:Are you being facetious?

HOLOFCENER:No! Like, when the character gets angry in the car scene, when he’s driving her home after that horrible dinner party, and he says “I feel like I just spent the evening with my ex-wife”, we did a lot of variations, you know? Like, really angry. Or more hurt. Or more forgiving. Or not as angry. But he can’t help looking like Tony Soprano because he’s the same actor, so occasionally, you could see the whites of the bottoms of his eyes, and it would look like he was going to strangle her.

BLOOMENTHAL:Well he’s such a formidable physical presence.

HOLOFCENER:Yeah, so anything that kind of smelled of Tony Soprano, we would certainly take out.

BLOOMENTHAL:So Albert is a TV archivist at a museum, which is a very unusual choice of a profession—in life, and certainly in a film. What inspired that choice?

HOLOFCENER: (sarcastic) What was I thinking?! Honestly? What inspired it is my boyfriend’s encyclopedic knowledge of 1970s and 1980s television, that never ceases to entertain me. And so before I knew Jim or Julia—two enormous television icons—were going to be in the movie, this was the job Albert had in the script and these were things he said. Like, he knew the Saturday morning line-up from 1974. And when I cast [Gandolfini and Louis-Dreyfus], I took some stuff out that was just too on the nose, like Jim talking about how important television is to our culture. It was just too much. I probably should have changed the profession entirely. But Jim liked it.

BLOOMENTHAL:No it was good, and also it gave you a good production design moment in the library stacks.

HOLOFCENER:Totally.

BLOOMENTHAL:Better than saying he’s an accountant.

HOLOFCENER:Totally, and then he gets to say he was fed like a veal in the dark, and that always get a big laugh.

BLOOMENTHAL: Another question, that’s kind of like the missing tooth, which I still think I’m right about…So you have some moments where Eva is making fun of Toni Collette’s Australian accent…

HOLOFCENER:(in Australian accent)…“You don’t have to name names, mate!”

BLOOMENTHAL:So were those moments created on the spot, after you got Toni Collette on board? Or did you get an Aussie actress because her character was written as Australian? This is pretty obvious, but I’ll ask.

HOLOFCENER: (Laughs). That’s okay. In fact, Toni was prepared to do an American accent when she got the part, and I said, “No! Just be you. It’ll be fun, and you don’t have to think about how to talk.” And then, of course, she’s just so fun to mimic, and Julia did it so well, that we kept those improvisational moments in. I mean, there’s so many more, that it got really old. So many “shrimp on the barbie”, and “prawns on the barbie”. But it’s just funny people goofing off.

BLOOMENTHAL: I think two moments of Eva razzing her accent is just the right sweet spot.

HOLOFCENER:Thank you. I have discipline.

BLOOMENTHAL: You have restraint.

HOLOFCENER:Exactly.

BLOOMENTHAL: So in a film full of nuanced details, one of them had me scratching my head the most. And that was the fact that Albert picks up Eva in a rental car, and there was no obvious reason I could see for it…Can I get your thought process behind that one?

HOLOFCENER:Can’t you guess? Just guess.

BLOOMENTHAL: Uhh… you couldn’t match the production car that day, so you had to swap it out for a different one?

HOLOFCENER: No. It’s because there was a whole story line about a rental car that was cut out.

BLOOMENTHAL: Oh!

HOLOFCENER:Yeah.

BLOOMENTHAL:Well can I get a one-sentence digest about what that back-story was?

HOLOFCENER:So he shows up and says “My daughter needed her car to get fixed.” Eva says, “Why did you give her your car?” He says “She liked it better”. Then they go to the movies, and they come back and the rental car doesn’t start. That’s why in the scene you saw, it makes a funny noise when they’re backing up, and he says “It’s a scrinkle”. So the car breaks down, and he’s too timid to ask his daughter to come pick them up because he spoils her. And Eva is really annoyed, like “Tell her to come get us, for god sakes!” And he doesn’t. He calls the rental company instead and has a new car brought to them.

BLOOMENTHAL:The mystery is solved.

HOLOFCENER: And it was only a five-minute sequence, and it was so good. But it was unnecessary when it came to the end of cutting the movie.

BLOOMENTHAL:Thank you for divulging that trade secret.

HOLOFCENER:Certainly. Usually when something is like that in a movie, it’s because shit’s been cut out.

BLOOMENTHAL:All right, I’m going to give my finale question. So you’re kind of viewed as the high priestess of character-driven movies…

HOLOFCENER: Nice! I’ll take that. Thank you, bye!

BLOOMENTHAL:(Laughs) But does Nicole Holofcener have it in her, to write and direct a caper film? Or a heist film? Or a spy thriller or anything that’s very plotty? Do you even have the desire to want to delve into those territories?

HOLOFCENER: I do have it in me. And I would love to. I don’t feel capable of writing one–at least at this point. So someone else would have to write it. But if I loved it enough, and it had meaning for me–not just a job? I would be happy to.

BLOOMENTHAL: What kind of films would we be surprised to know that you like to see? Are you the first one on line for Final Destination 36 or Saw 58?

HOLOFCENER: (Laughs) No. But something like…I loved Ben Affleck’s first movie Gone Baby Gone. You know, like a kidnapping kind of thriller. Or I like scary movies that are not disgusting. I’m trying to think, there was a movie that Kenneth Branagh and Emma Thompson made.

BLOOMENTHAL:Dead Again? With all the knives? The period piece?

HOLOFCENER:Were there knives?

BLOOMENTHAL:There was a huge scene with knives…no, scissors! You should also go see The Others with Nicole Kidman.

HOLOFCENER: No, see, I’m afraid to see that. Shouldn’t I be afraid?

BLOOMENTHAL: It was creepy, but in a sort of Gothic way. It was less bloody and more of a psychological horror.

HOLOFCENER: I like psychological horror.

BLOOMENTHAL: You’d like it. Well I’m going to look forward to you directing the next James Bond film.

HOLOFCENER:(Laughs) Thank you! I’m sure I’m going to get offered one. Your questions were really fun.

BLOOMENTHAL:Thanks. And you don’t have to buy me that steak. Just give me a psychic nod that I was correct when you watch that scene about Gandolfini’s missing tooth.

HOLOFCENER:No, I’m going to bang down your door.