Four years ago, I got the incredible opportunity to visit Pixar in Emeryville, Calif. for the first time, to do interviews for Monsters University, and the thing that most stood out to me when I was there was just how much inspiration you feel, just being surrounded by all of the artistic creativity going on within its walls. Saying that I was excited to return, this time to get an early look at nearly 45 minutes of Cars 3, is a massive understatement.

As part of the experience, Collider got to spend the day at the Sonoma Raceway, participating in presentations about how the story, production design, animation and effects all came together to create what we’ll get to see in theaters on June 16th, as well as getting the opportunity to take a lap around the racetrack and go through pit stop training. We were also able to sit down with director Brian Fee, who is making his feature directorial debut with Cars 3, to chat about what fans of the franchise can expect from the latest installment, how the tone evolved, his moment of panic before taking on his first job as director, working with the voice cast, why the gender of one of the characters changed, all of the different endings they tried, and his hope that we’ll see more of these characters, in the future.

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Image via Disney/Pixar

Collider: It was great to see the 45 minutes of footage at Pixar and to get a hint as to where you’re taking things in this film, especially after the teaser trailer that came out. For people who don’t know what to expect from Cars 3 yet, what would you tell them to expect from the experience of seeing this movie?

BRIAN FEE: The tone is gonna be more like Cars 1. That’s one of the things we wanted to do with that trailer. Not only is the tone gonna go back to Cars 1 and back to McQueen’s story, but we’re taking his character to a place where he really has to decide who he wants to be, and he might not be able to be the person that he was. There’s a lot of personal growth that’s gonna happen for this character, and that makes me really excited. Otherwise, why have a movie? You want to feel like the characters are taken to a new place in their lives, and that’s exactly what we went after with this.

Did the tone dictate the story, or did the story dictate the tone?

FEE: The story dictated the tone, definitely. I think you’ll find that there’s balance, but there is an edginess to it. That was something that we were going for.

This is your first time directing, so how did that come about? Is that something you’ve been trying to do for awhile?

FEE: It found me. I came to Pixar as a story assistant, and I hadn’t ever drawn a storyboard before. I drew some storyboard like drawings, just to get the job as the assistant, and I asked my story supervisor, “How do I stick around here?” His advice was, “Just make yourself indispensable,” which was the best advice anyone has ever told me. How I interpreted that was just to do the best job I could, with whatever I was working on. So, as a story assistant, I did the best job I could. That helped me become an actual story artist, permanently, in the company. Then, as I was learning how to be a story artist, I just wanted to do the very best job I possibly could and hold myself to a higher level. That somehow ended me up as a veteran story artist. One day, I woke up and realized, “I’m a veteran story artist here? How did that happen?” So, I was in development on this movie and I literally got tapped on the shoulder, and they said, “John Lasseter wants to see you in his office.” I was like, “Okay. What, now?!” And they said, “Right now. They’re waiting for you.” It’s not a long walk, but it felt like an eternity. And then, I went in there and John said, “You’re gonna direct Cars 3.” I wasn’t looking for it. It found me.

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Image via Disney/Pixar

Did you ever have a moment of panic about directing?

FEE: Oh, yeah! It was a combination of things. I worked on all of the other movies, so these characters are like family to me, and I felt the need and desire to protect them and to tell their story. I was very excited about that. I knew it was a great honor. What John was entrusting me to do was a huge opportunity and a huge honor. I was excited and terrified, at the same time, because I’ve never directed anything before. That’s really hard! I had to learn as I did it, but I was able to. You just go to an office, close the door and scream for five minutes, and then you come out and go, “Okay, let’s do whatever we need to do! What needs to happen, and how do we do it? Let’s get going and get to work!” So, the first thing I started doing was to have lunch with every director ‘cause I wanted to pick their brains. I wanted to ask them advice about what they wished they knew. I had to accelerate my learning process, as fast as possible, so I just jumped in. Every opportunity was a learning opportunity, and I became a sponge.

In what ways was it exactly like you thought it would be, and how was it what you never could have expected?

FEE: You have to be a leader. There’s the creative part of making the movie, but there’s also the fact that we had, at our height, over 200 people on the film and I’m their leader. I have to inspire them. Those are new skills I had to learn ‘cause that’s a whole different thing. I could sit in my office, as a storyboard artist, and work on my scene. But to actually get in front of a group and get them inspired, and know how to get their best work out of them and empower them to do their best work and not get in the way of them doing their best work, were all things that I was always trying to juggle and make sure I was doing the healthy version of.

How was it to work with the actors, and to work with actors who have played these characters for a long time, alongside actors who were new and playing characters that were being introduced in this film?

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Image via Disney/Pixar

FEE: That’s a great question. Some of the actors who have played the characters for a long time, their characters aren’t really changing, especially with the smaller roles. Luigi is always Luigi, Guido is always Guido, and Ramon is always Ramon. They just nailed what they needed to do. But we’re taking McQueen to new levels, so I spent a lot of time talking with Owen [Wilson]. We spent a lot of time talking about the movie. He would call me at work sometimes and just want to talk about it. He’s very interested and very invested in the changes. I remember having a very long conversation when we decided to change Cruz. Early on in the process, she was a he, and we changed the gender to female. We had a long conversation with Owen about that, and he just loved that and thought that was wonderful. He started talking about why he thought that was cool. We had great conversations, and that was all part of bringing him into the story. As a father now, I think he latched onto the mentorship story.

And with the new actors, each one is different. I tailor the way I work with them, based on what I think they need and what our dynamic is. Armie [Hammer] was very athletic, and by that, I mean he jumps around a lot. He jobs in place before he delivers a line, and I meet that level. I will stand up and walk around. I don’t do good, just sitting down in a chair. I want to be very close to them while they’re delivering their lines, and I’ll talk with them and read against them, so that they have somewhere to go. It’s fun because, if I’m reading the other part and we’re doing an entire scene, if I get a little louder with what I choose to do, they get louder. If I get a little more gritty with my responses, they get a little more gritty. If I start yelling at them, they start yelling back at me. It’s almost like I have a little special dial that I can just turn by what I do, and I’m just saying the lines in between theirs. It was very physical with everybody. I remember, after every recording session, they were exhausted, and I found that I was, too. But, I think everybody had a really good time. They felt it when they needed to feel it, and had fun when we needed to have fun. And I tried to leave room for them all to improvise. I wanted that out of their performance. We can animate it to look like the characters just came up with it, but I wanted to make sure they said it like they just came up with it. It was really fun. I could go into micro-detail on each actor and it would be totally different.

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Image via Disney-Pixar

You talked about changing the gender of Cruz but were there other major changes that shifted the story?

FEE: Yeah, we started off this story as a big mentor story, but we leave no stone unturned when we’re researching it and finding our story, and sometimes we have to test things to find out if it’s the right thing to do. So, while the mentorship was on a pedestal from the very start, it started to be pushed down to a subplot level. It was something that we always kept going with, but we leaned into other things for awhile, just to test it out. But the mentor story just kept creeping back, and by the end, the mentor story was right back at the heart of everything. It went through its own evolutionary process, which is very common.

It seems very common, with animated movies, for the ending to change and go through a big evolution. Was that the case with this film?

FEE: Oh, we tried every ending you could possibly do. Without spoiling the movie, when you finally see the movie, know that we tried every possible version. If you can imagine it, we probably tried it. We always know what we’re trying to say and what emotion we’re trying to communicate, so it’s usually about how to best tell that story, plot wise. You can slice and dice the plot, a thousand different ways, while still always trying to say the same thing, so we spent a lot of time trying to find the right story.

You introduce some great new characters in this. Could you see the franchise continuing, following some of those new characters?

FEE: I would love for it to continue to follow some of these characters. I don’t know if that will actually happen. I don’t know what the plans are for the franchise, but I agree that there’s some seeds here that could keep growing and blossoming. There are definitely some more stories out there.

There at least needs to be some shorts.

FEE: Oh, there will be on the DVD.

Cars 3 opens in theaters on June 16th.

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