Creative Screenwriting was lucky enough to catch up with both co-writers of I’ll See You in My Dreams. In this, the second of two articles, we interview Marc Basch.

Marc Basch

In I’ll See You in My Dreams, Carol Petersen’s life isn’t that bad. Sure, she may be widowed, the relationship with her daughter could be warmer, and her friends are a bit too yenta for her liking. But in her early 70’s, with a quiet daily routine firmly in place, Carol (Blythe Danner) is content to be content. But when her faithful pooch Hazel is put down, her equilibrium tilts ever so slightly.

Enter pool cleaner Lloyd (Martin Starr), a thirty-something college grad, who’s battling a few existential questions of his own, and an unlikely May-December friendship blossoms. Where a lazier film might have steered their relationship towards gimmicky romantic hijinks, I’ll See You in My Dreams is better than that, and has the courage to show us human connection–subtle and pure. Yes, Carol’s life is rocked. But it regains its footing, thanks to a modicum of compassion from a kind soul.

Malin Akerman as Katherine Petersen in I’ll See You In My Dreams

Let’s talk about the opening line.

The opening line of the film? When Carol says to the dog, “Hey Hazel, did you sleep any better last night”?

To me, this initially seemed unimportant, but in reality you were telegraphing that Hazel wasn’t well.

It’s a subtle way of saying that the dog’s going through some stuff. Maybe he has cancer. There’s a million things it could be.

It was an oblique entrée into an intimate story.

Yeah, it tees up some stuff, without being too on the nose.

A lot of the film was dialogue-less, as we watch Carol waking up, taking vitamins, sipping wine and reading the New York Times. Was it a struggle to convey story through these subtle actions?

The first couple pages of the script have hardly any dialogue at all. It’s just scene heading, after scene heading, after scene heading, describing the things she’s doing, to telegraph what this person is feeling, without a lot of exposition–other than the dog dying at the beginning of the film. And I remember when we first wrote the script, some people wanted us to strike certain sections, but we stuck to our guns with these quiet, seemingly-empty scenes, because that’s the whole point—to say a lot with images.

Blythe Danner as Carol Petersen in I’ll see you in my Dreams

And a performer can get someone’s attention by being loud and in your face, but sometimes when an actor dials it back, people lean in closer.

Yeah, and luckily many people have leaned forward, and the film has grabbed them in some way, because a lot of things that happen in the film seem static and repetitious, but if it’s having the right effect on the audience, there’s a gradual recognition that something important is happening—even if it’s not in boldface.

The character of Lloyd was originally written as comic relief element–the funny guy who cleans the pool. But then halfway through your first draft, he morphed into a central character. Tell me about that transformation.

With Lloyd, we knew he and Carol were going to have an interesting friendship, but we thought it would probably be something funny or cute. And then the next thing you know, we wrote that scene in the middle of the film, after they sing karaoke and they’re talking about their philosophies and how they’re struggling with certain things, and Lloyd suddenly becomes something more, and there’s a real connection between them–as artists, as people and as friends. To me, that relationship is the heart of the film, and we didn’t know that going in. But Lloyd said, “Hey, I’m bigger than what you originally thought. I’m important to this story.”

Blythe Danner as Carol Petersen and Martin Starr as Lloyd

Carol was stoic—even in the face of loss. But then there was a key moment, when Lloyd trapped the rat that kept showing up in her house, and Carol finally has an outpouring of emotion. Do you remember when you decided that capturing the rat would trigger this emotional discharge?

Honestly, the rat was a method of scaring Carol into going outside and sleeping on the patio sofa, so when she woke up, she would see Lloyd there, cleaning the pool, and they could meet. But over time, with any kind of writing, the meaning of things becomes apparent later. And the meaning of the rat definitely became a manifestation of Carol’s grief. And Lloyd is the one who catches it, so he closes the loop.

It was an emotional tipping point for Carol.

She’s looking at the rat trapped in a big glass bowl, and she’s like, “Should I kill it?” It’s reminding her of death; it’s reminding her of her dog. The first time she sees the rat, her dog had died, and the second time she sees the rat, it was after this amazing date with Bill (Sam Elliott), who also died, and all this emotion comes back when the rat is caught. She’s relieved but she’s also sad and moved. But this couldn’t be too on the nose. It had to be kind of messy, in a really human way. Because life isn’t clean and simple.

Sam Elliott as Bill and Blythe Danner as Carol Petersen

And I don’t think that Carol was that lonely. She was grieving, but she had her routine and she had friends. Do you think you can stave off loneliness by surrounding yourself with other people?

Part of what the film is about the inevitability that we’re all going to end up in some sort of place we didn’t plan on. And in Carol’s case, she’s comfortable and financially set, and she has the American dream everybody strives for, and yet clearly something’s missing, that she’s not aware of until her dog dies, because she’s really pretty happy. And you’re right: she’s not very lonely. As the film begins, she’s cool. Really. She’s established the rules of her life and come to terms with whatever has happened in her past—the fact that her husband has died, and the fact that she may not have a terrific relationship with her daughter. But life is always going to be interrupted by something, and the film is about the things that happen after that interruption. And some of those things can be quite nice.

If you enjoyed this article, why not check out our interview with the film’s director and co-writer Brett Haley: Writing a Film Three Times?