One of these people was on “Freaks and Geeks” (Martin Starr). One was the lead on “Undeclared” (Jay Baruchel). And the other has played some bit parts but is on the cusp of being a movie star (Jonah Hill). When you put all three together and they play the friends of Seth Rogen, the main character in Judd Apatow’s “Knocked Up,” you start to understand the all-star cast that been assembled.

A few days ago all three sat down to answer some questions about the movie. As you’ll be able to tell when you read or listen to the press conference, all three are friends in real life and their familiarity is what makes the movie so good. In fact, some of the fights and conversations were adapted from real life discussions before rehearsals or during the filming, while on a break.

During the making of “Knocked Up” they shot around a million and a half feet of film and that ridiculously high number was due to all the improvising that was done on every take.

As you’ll read below, they talk about the way Judd directs, what they have coming up, and the behind the scenes of making the movie. If you’re curious how Judd Apatow works you’ll dig the interview. But I will warn you… if you were hoping to get a lot of info on Martin Starr you’ll have to look elsewhere as he doesn’t talk that much….

As always you can download the audio of this interview here. It’s an MP3 and easily put on a portable player like an iPod or a CD for listening in your car.

“Knocked Up” opens June 1st and you’ll definitely want to check it out.

Question: Can you introduce yourselves for our reporting?

Jonah Hill: Sure. Oh….sorry, I’m Jonah Hill and that’s my name.

Jay Baruchel: I’m Jay Baruchel.

Martin Starr: I would be Martin Starr.

Can you guys talk about the improv process on the set and when you finally see a movie that you’ve done a million and a half feet for does it hurt to be missing certain jokes that you thought were oh, my God?

Jay Baruchel: Oh, yeah of course. But that is just sort of the nature of that process and Judd always gets us together. The same with Undeclared, we got together about a month before we shot the pilot and just sort of work shopped and rehearsed and came up with whatever was funniest and it’s kind of like comedic Darwin-ism you gotta bring it or else it’s not getting into the movie but of course there’s always a jokes that you love, your babies that don’t get in there but it’s the best way to work.

Jonah Hill: I think it works out for the best in the end. It’s like especially this after seeing every version of the movie while it was coming towards the final cut of it you know? You know from the longer ones thinned down. It’s all appropriate to pushing the movie. It’s what makes the movie best. You can’t think of like man, my joke’s not in there that I really like. It’ s like you know there could be a lot of funny jokes in the movie but the best version of the movie makes the movie good and that’s all that counts is if people like the movie. They don’t want a 4 hour version with more jokes. Maybe for us.

Jay Baruchel: I’d love that. That sounds awesome. That sounds like a great time.

Well, we have heard that the DVD will feature an extended version of the shmeshmorshion debates.

Jay Baruchel: Oh, sweet.

Jonah Hill: That’s classic. A classic duel.

How far did that go? How controversial did it get?

Jonah Hill: I think a lot of that stuff got pretty controversial. I think when you’re in the moment of improvising and especially when you’re in a heated argument you kind of take it to a place you would take it in an argument where the goal is try to make it as real as possible so like….

Jay Baruchel: It’s kind of being like ridiculous and funny but in keeping with the parameters that they set up for the scene. It’s got to make sense in the scene sort of but we’re both getting animated screaming at each other so obviously it’s going to elevate. There’s a little sort of healthy improv one-upsmanship thing happening too so we’re both trying to outdo each other and I don’t know it was a really fun scene to shoot. I had my shirt off the whole time. That was wicked.

Jonah Hill: Which was distracting for me.

Jay Baruchel: It gets hot in Northridge.

Jonah Hill: Yeah, it was like 120 degrees.

Jay Baruchel: For like a week, and I live in

Canada so that was horrible.

Jonah Hill: Jay was melting.

Jay Baruchel: I was melting. There’s pieces of me…my goo is all over Northridge.

Jonah Hill: One of the funniest things was when we shot the opening scene of the fight club stuff kind of. It was 120 degrees outside and you would go inside and me and Jay everyone would be like passed out with fans in front of them then me and Seth and Jason had oxygen.

Jay Baruchel: They made fun of me because I kept saying to everybody make sure you drink your water. Drink your water. Drink 2 liters of water and Jonah and Jason are from California like man, we grew up in this. I don’t need to and like stupid Jason drinks like no water he smokes 5 cigarettes and drinks a coffee. And of course within a half an hour he’s like I don’t feel so good. So I’m the water police, which is very cool.

I wanted to ask each of you the first sex comedy that made an impression either comedic or erotic or otherwise?

Jonah Hill: Martin?

Martin Starr: Oh shitballs. Movie sex comedy?

Jay Baruchel: I’m trying to think. I mean, in Montreal there is soft-core porn on TV every night at 11 p.m. It’s kind of like a right of passage for everybody that grows up there to watch. It’s called Blue Night and they just show these horrible dubbed soft-core like Red Shoe Diaries all the time, so it probably be one of those like David Duchovney introducing an assorted tale of sex and intrigue. That’s probably…yeah, its Red Shoe Diaries.

Martin Starr: I watched some of those.

Jonah Hill: I would say there’s those Harold Ramis kind of 80’s comedies for me was probably the first time I saw parts of the female anatomy and laughed at the same time. It was kind of interesting you know, that dichotomy, or just talking about sex was always more interesting to me than seeing it. It kind of made me more uncomfortable to like and a lot of times misogynistic almost to just see a naked woman randomly because it’s an R-rated comedy. But I always found the hilarity came from 2 uninformed people generally talking about sex or a bunch of guys that kind of really were uninformed about the ways of like women or how to be in a relationship. Talking about sex was always way funnier to me then seeing it, you know what I mean. So I think like Animal House is a pretty high bench mark for like a sex comedy.

Jay Baruchel: We all found a porno at the park jungle gym I used to hang out at when I was like 9 or 10 and we all had …somebody had strewn like pages and pages and pages of this hard-core pornography and like it was like 0 to hard core and it’s like going from never seeing a naked women to seeing like blow jobs and all this stuff and yeah, that caused quite a stir. I had some horrible questions to ask my mother. All of them were what is that? What does this mean? All this terrible porn slang for stuff—watching my mother try to explain that to me.

I just want to talk about the improv of the Jewish jokes and then Jay I wanted to know why you didn’t make fun of Seth for being Canadian.

Jay Baruchel: Well, I’m Canadian and in the movie I get to have my tattoo out so I’m technically Canadian too. No the Jewish stuff….

Jonah Hill: What scenes?

Jay Baruchel: The Munich rant in the club? That comes from ….

Jonah Hill: That was us just talking.

Jay Baruchel: That was literally like we showed up for the first table read for Knocked Up and Seth and I were like you know what movie I saw? I saw Munich. Oh, man Munich’s wicked. It’s like a Jewish action movie and basically like verbatim what you see in the movie is the conversation we had which is probably sadder that we actually believed all those things. I actually did get as much of a kick out of it as it seems.

Jonah Hill: I remember…that was the first day. I remember shooting that and being like if this isn’t in the movie that sucks, because I found that to be so funny a bunch of dudes talking about…

Jay Baruchel: Munich in a nightclub.

Jonah Hill: Yeah, Munich in a nightclub. It’s true. Those places, those cool, hip kind of places and stuff and you get a bunch of guys that are like nerdyish dudes and it’s like the whole movie is about or a lot of judge movies are about people that have a hard time like being a normal member of society and they’re like able to go out and talk to everybody…

Jay Baruchel: That’s it, bullshit and …

Jonah Hill: Yeah, and it’s funny, I think a lot of times if we were all at a bar we’d be sitting around talking about like something as trivial or silly as that. It’s a way of avoiding having to be like let’s meet a stranger.

Jay Baruchel: It’s way easier to talk about movies and hockey and TV.

Jonah Hill: So that’s that one.

Were you guys fans of Mr. Skin.com before the movie and have you since become fans?

Martin Starr: Definitely knew about it.

Jonah Hill: I never knew about it and then we still have a free pass…

Jay Baruchel: We still all have a free year.

Jonah Hill: Universal doesn’t know that there’s still….because I don’t want to get kicked out.

Jay Baruchel: Neither do I. There’s a password and user name that we’ve all been using since the movie started.

Jonah Hill: All my friends and people I’ve met through life usually if we talk non-media to anyone I’ll give it to you off the media. I don’t want millions of people, but Universal does not know they are paying for it and I just found out it existed when we were making the movie. I didn’t know what it was.

Martin Starr: I still don’t have it and I’m very upset.

Jonah Hill: We’ve purposely kept it away from Martin. If I tell you, just don’t tell Martin, that’s the only rule.

I’m from Mr. Skin and I’ll make sure you all have passwords.

Jay Baruchel: All right! Thank you. Holy shit. That’s a valuable resource, man. That’s like Wikopedia, the Mr. Skin.

Martin Starr: Yeah, we’ve got shirts. I’m going to wear the Mr. Skin shirt.

Jay Baruchel: Yeah, we’ve got t-shirts. That’s amazing. Thank you, man.

Jonah Hill: I didn’t get a t-shirt.

Jay Baruchel: So fuck you Jonah.

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Can you talk about your future projects, The Middle Child, etc.?

Jonah Hill: Well, first of all, I would be doing a disservice if I didn’t mention the movie Superbad which comes out in August which Seth wrote and I’m in and Seth is in and Martin is in. And Michael Serra from Arrested Development, Bill Hader from Saturday Night Live.

Jay Baruchel: I could’ve been in it.

Jonah Hill: Jay could have been but we didn’t want him to outshine any of us. So I just wanted to mention that. And The Middle Child is a movie I’m writing for Universal and Judd that is awesome. It’s about a guy who comes home from school and finds out that he had a brother put up for adoption three years before he was born and basically he returns, who would be Seth basically, and basically is the version of him that everyone’s always wanted. A way more- -

Jay Baruchel: Just a cooler version of you.

Jonah Hill: Basically a better version of me arrived in my life and my family and friends and everyone really enjoy his company more than mine. I basically start going through middle child syndrome in my early ‘20s. It’s hilarious as you can tell. But yeah, Seth would play my long lost brother.

Jay Baruchel: And then I guess Tropic Thunder is a big ass movie. It’s going to shoot for four months. It’s like Ben Stiller, Jack Black, Robert Downey Jr., Tom Cruise, Mos Def and Owen Wilson and me. It’s about the filming of a Vietnam movie that goes horribly awry so each of us is playing actors who are playing characters in the movie. My guy is the only actor that auditioned for the movie and the only actor that went through boot camp. I’m supposed to be the wet behind the ears rookie so that when shit hits the fan, I’m the only one that knows how to read a map and fire a gun and all that stuff. I get to shoot a 50 cal off the back of a moving jeep and all sorts of cool stuff like that. Steve Coogan’s in it who’s one of my idols. It’s just I’ve never gone and done one thing for four months straight before. It’s going to be crazy.

Your characters have the same names as you, is the implication that they’re not too far from yourselves?

Jonah Hill: I think it was a joke. It was like a joke I’d say, originally.

Martin Starr: It’s just easier because we’re all friends for so long before that it’s easier just to call us by our names so you don’t get- -

Jay Baruchel: And it’s also just funny, like when does that happen?

Jonah Hill: It was a joke. Also like Judd wrote it, he likes to write I think for actors and I think he wrote it with all of us in mind so the names in the script were always our names. And I think they were intending on like- - I think a week before we started shooting, we were rehearsing in Santa Monica and someone was like, “So, uh, we just keeping the names like our names?” And they were like, “Yeah, it’s kind of funny. All right, we’ll just keep it like that.” I think it’s actually funny but until the movie comes out, it will be a little bit odd.

Jay Baruchel: It’s a weird joke.

Jonah Hill: They’ll think that we’re playing ourselves which I think- -

Jay Baruchel: Yeah, I don’t believe half the—

Jonah Hill: I’m definitely not exactly like my character in the movie or anything.

Jay Baruchel: I don’t believe half the horrible, weird ethereal kind of Christian religious stuff that I spout in that movie.

How much time do you actually spend with each other off set?

Jay Baruchel: Well, I go back to Canada so I always remove myself from the picture.

Jonah Hill: Exactly. Jay’s in Montreal but we all miss him. It actually is awesome. Today I hadn’t seen him in a couple months.

Jay Baruchel: It’d been a while.

Jonah Hill: He’s a good buddy of mine so it was awesome to see him, but I see Martin and Seth.

Jay Baruchel: At Evan’s house last time I was here, we had a party at Evan’s.

Jonah Hill: And Seth and I made that movie Superbad right after Knocked Up so I see Seth probably two or three times a week and Martin probably once a week or once every other week maybe.

Martin Starr: Yeah, every now and again. We’re all on good terms.

Jonah Hill: We’re all friends.

Jonah, after Superbad will you become a big star diva and only do your own movies?

Jonah Hill: I go by the theory of- - it was weird because I was really nervous to star in a movie and luckily Seth went through it right before me. Literally right before I did it and I was just nervous and had him to talk to about it. I go by whatever part is the best. I don't think, I think Jack Black is really good at that. A lot of people are good at if it’s a really cool movie, why not play a smaller part? I’m writing two movies right now and I happen to be the lead in those movies but if there was a cool movie where someone wanted me to do two scenes and it was a really awesome part and I thought I could do a good job, I would totally do that. I go by whatever seems like the best thing. I don’t really think like that ever. Hopefully, anyone will let me be in a movie ever again. I just think it’s great.

Jay Baruchel: Making movies is the best job in the world so as long as you’re in good ones, who cares?

Jonah Hill: Yeah, whatever the part is, if I loved it, then I would do that.

Jay, can you talk about Fanboys and are you going to the Star Wars Celebration?

Jay Baruchel: I am. I will be there next week for Celebration. We show some scenes and do a bit of a Q&A. Fanboys, it just feels like so long ago that I filmed that movie. I love it. I really, really, really find it funny. It’s a perfect Thursday afternoon, you get off work early and you’ve got nothing to do, watch Fanboys. It’s just really, really funny. If you’re any semblance of a movie nerd, it’s not just for Star Wars fans is the main thing. I made damn sure, because I’m not really a Star Wars fan, I just got every kind of Highlander and Freejack reference in there that I could. There’s a lot, I think I even got a Buckaroo Bonzai. If you like movies as much as I do, you’ll like it. It’s really ridiculous. Seth Rogan played three different characters in it, very prosthetic makeup-y kind of crazy characters. He plays a pimp with a Jar Jar Binks tattoo on him. Then he plays- - maybe I should have kept that one- - he plays the leader of the Trekkies, Admiral C. Schultz and he’s got his horrible buck teeth. Then he plays just a guy in Star Trek makeup. The funny thing is, so Star Wars gave us their blessing so all the Star Wars stuff is real and we have the references and it’s all real Star Wars stuff but Star Trek and Viacom would have nothing to do with us. So all of it is quite clearly supposed to be Star Trek buy maybe instead of a triangle, it’s a triangle with one more spike coming out of it and the aliens are just like- - anyway, it’s ridiculous. It’s really, really, really ridiculous. There’s a statue of Kirk fighting Kahn and they’ve both got huge erections. It’s that kind of movie.