You might think after decades of making kick-ass movies, Sylvester Stallone might want to slow down.  You'd be wrong.  While some actors are lucky to have one franchise during their career, Stallone has again and again played roles that fans around the world have loved.  In his latest successful franchise, The Expendables, Stallone leads some of the biggest action stars on the planet and shows no signs of slowing down.

Last year when The Expendables 3 was filming in Bulgaria, I got to visit the set with a few other reporters.  During a break in filming, we were able to sit down with Stallone for an awesome interview.  He talked about the great additions to the cast, why he chose these particular actors, how he sees the actors' "baggage" from their previous films as an advantage, why the script changed during production, the younger Expendables joining the film, why he wanted Mel Gibson for the villain, how he tried to get Jack Nicholson for a role, how happy he was to land Dan Bradley as his second unit director, why he wanted Patrick Hughes to direct the film, and so much more.  Hit the jump for what he had to say.

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Question: Are you going to do the shot in the movie like The Avengers where you pan around the entire crew?  And when you do it, who gets the be The Hulk and scream into the camera?

SYLVESTER STALLONE: Randy’s the hulk – he’s the toughest guy – no question about that. But we’ve got some surprises for you for sure. I think it’s the best one so far. That’s the hardest thing about doing sequels, people think it’s easy – it’s not. Because you’ve lost the element of surprise. And so how do you keep on stacking the deck, how do you put on layers without being too pretentious or trying too hard—you know, when in doubt, shout, you push too hard. But actually we’ve got a blend here and you’ve got yourself a very very serious film. And then you have adult humor; we’re not going for the cheap laughs. You gotta work for the laughs a little bit. They come out of the human comedy, human error and that sort of element. So I think you’re in for a very pleasant surprise.

You keep making these great additions to the cast, people that we’ve grown up with in action movies. How easy is it to convince people to come in, and do you try to use elements of their screen personas from the past?

STALLONE: You know people always talk about “oh, I have baggage, my baggage.” Baggage is the best damn thing you can have, because that means you’ve got something to sell, something to bring along with you. So all these guys have big time bags, you see what I mean? They’re developing baggage (laughs).  A lot of time people are like, “oh my God, you’re stereotyped.” Good, then you’re known for something. The NFL is stereotyped for playing football.

Everyone has this conjecture that action films are somewhat less prestigious than dramatic films. Nothing could be further from the truth. I’ve done them both and this is hard and dangerous. I mean, Jason [Statham] nearly drowned to death—lucky he’s a great swimmer. All of us would’ve been walking on the bottom of the Black Sea by now—well, not really walking, probably floating—and that’s some serious stuff. Things happen here. It’s very very unique. They’re not going to make films like this much longer because it takes a certain person that’s willing to commit and go for it and have an aura. The hardest thing is to find an action star. I don’t give a damn what anyone says, stars they come and go. An action star, you can count on one hand, because it’s a very interesting element. And I think all these guys have that potential, otherwise they wouldn’t be here. And they all blend. It’s something I’m very, very proud of. All these guys do things that are highly unique and they’ve become specialized and rare.

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Why did you choose these particular actors?

STALLONE: Because they’re one of a kind  - to get them all together is very, very rare. Life takes us all down very different paths, so to get them together is an event. That’s the key word: an event. We’re trying to make an ‘event movie’. Just like The Avengers, why is it so great? Because you’re bringing all these characters together. Well we’re trying to do that too, and I think we’ve accomplished it, actually even better because we’ve brought in even better actors. That’s the element you’re getting here, you get some real heart. This film has the most heart you’re going to find in an action film, if you want to use that term. I look at it as more of an adventure rather than an action movie. Action film is really easy to do, you just get in a car and smash through things and it’s called action. The real key is what happens between the action when it’s quiet. Are you in the movie? Are you liking these people? Do you care about them? Loud is easy. Quiet, real hard.

From when the script first got developed to what’s being shown now, how much changed along the way and did anything radically change for any individual character?

STALLONE: (laughs) As they say in politics, it’s a fluid situation. “What do you wanna say today?” “Well I don’t know. That looks good on the page…” I’ve always recommended that a lot of writers should try saying their own dialogue.  They go, “hey, woah, that’s not as easy as I thought.” You get on the set and you realize it doesn’t work, and you hone it down. You say, “We need that actor to step up at this point, and we need that one to calm down,” and so you feel it. That’s usually with a director who’s really attuned to that. It’s like an instrument in an orchestra, all of a sudden you’ve got the trombone guy doing his solo and it’s like, “woah, shut up! Violins louder, trombone off.” Making a movie is the same as an orchestra; it’s moving all the different instruments and the sounds, the kinetic and the auditory and the visual all together.

So who’s the trombone in the group?

STALLONE: I’m probably the trombone.

You teased a younger character in The Expendables 2 with Liam Hemsworth.  Is expanding that and bringing in the younger characters trying to expand the brand for potential spinoffs?

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STALLONE: You have to. Our stories by and large have been pretty much told. So now we have to branch out and investigate other people’s lives. There’s only so many times you can go to that well and after a while you’re thinking, “I’m sick of the taste of this water. Give me something fresh.” Well you bring in a new spring. And that’s exactly what’s happening, you have to do it all the time. That’s why sequels are so hard. So when you see anyone succeed with a sequel, it’s a lotta luck, man. It really is a lot of luck.

I heard a rumor that Mel Gibson would play the bad guy and Harrison Ford would be playing a good guy?

STALLONE: It's true. Mel has been very gracious to be in our film. He’s a fantastic filmmaker, a great actor, and he’s getting into some very physical shape for this. He’s not taking it lightly at all; I’m getting worried! It’s going to be good. And Harrison brought a certain kind of elegance and class and he’s a new character, Drummer, who’s sort of the government side behind the scenes.

Have you approached anyone like Clint Eastwood or Steven Segal to be in these films?

STALLONE: Well, you know Clint is so involved with what he’s doing, so that’s kind of a pipe dream. I was going to go up to Jack Nicholson and we just got there a little too late cause actually he had said he might be interested in it, so there are still interesting avenues out there. I want to get, if possible, the most unique actors from the past and just put ‘em on there once and for all, if we can. It just seems like an interesting quest to do that, because I don’t know if it’s ever going to happen again; we’re certainly not getting any younger. So we’re very lucky and we’re going to keep going, and it doesn’t automatically mean you have to be an action guy. Like Kelsey Grammer’s coming in. Kelsey’s a great comedian, great actor. He’s done so many things from Boss to comedy. So you’re going to see him do something now, a unique role, he’s a mercenary’s agent. C’mon! Your client comes in with bullet holes, you’re going to take 10% off of him, it’s just a very interesting role.

Is there a particular action sequence or scene that you’re excited to see on screen?

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STALLONE: The opening scene is the extraction of Wesley from the most heavily-fortified, armor-plated train via helicopter, and it’s real. So you’re going to see something that’s not CGI and is pretty extraordinary. So that’s just your opening, and we go from there to Somalia and it’s epic, it’s huge. That’s where Mel Gibson makes his entrance. Right now we’re doing, with Dan Bradley who is considered the greatest action coordinator and second unit director in the world—I thought I was watching another movie, I was like, is this an outtake from Bourne? [laughs] it’s looking so good. So it’s really hard to pinpoint it. There are going to be some interesting one-on-one fights. Jason’s going to be fighting a monster, Ronda’s going to be fighting a monster. I just shoot guys, it’s easier. We developed that early into the character. But Mel and I are going to have a real one-on-one fight, that’s going to be pretty violent and interesting. When I went into this business and did Rocky, I thought “I wonder if I’ll ever be fighting that guy from Braveheart?” It’s funny how all these roads end up here. It’s wild.

Is that something you guys think about on set?  Are you like, “Oh man, I get to fight Blade!”

STALLONE: Yeah, absolutely. When you get some of these guys that bring some baggage with them. Like when I got to fight Van Damme, I was so looking forward to this for twenty years. And I’m sure he was too. You get slapped around and kicked in the ribs here and there, but it’s interesting because it’s on film, it’s there forever, and that’s why I tell all you guys, this is the only business in the world that you only get one shot at. It’s like one strike baseball. You’re not coming back, this game is not going to be played again. So, you can be tired, have an illness, your joints jammed, be in pain, everyone here is hurting in one way or another but you gotta throw yourself into it. It’s not like a drama – this is a physical thing where you have to perform, and it’s so gratifying. That’s the beauty of what I like about this business: it’s one shot and if you do it right, you can sit back there and just be proud of yourself; and if you do it wrong [laughs] how many times have I gone, “God what is this shit?” Like a “why didn’t I try harder” kind of thing. It’s the most important thing, you gotta live with it forever and it’s the constant reminder of people going, “God, you really sucked in that movie.” “Thank you. You want a refund?” I learned a long time ago just put it all out there while you still got it.

What inspired you to hire a relative unknown to take over the Expendables franchise as director? Was it Red Hill?

STALLONE: I watch a lot of movies and screeners, probably 300-400 films a year, and I can recall four that really stick in the mind. I was like, “what is this Red Hill?” and that’s a good sign because it’s somehow gotten into your cortex and resonates. When I found out how he did it – what was it, 18 days, for less than $500,000 in freezing weather – I said, “imagine what this guy could do with some big paintbrushes.” And then he flew all the way up from Australia, we talked for about 30 minutes, and then he flew all the way back. Then he flew back again about three days later, so he’s hungry. He’s been over here prepping for months and months and months, which I didn’t do, so that kind of crazy dedication. Plus, he’s a real film scholar, he studies it and is really immersed in it. He’s a serious director and so many times in the past I’ve tried to find start-up directors and have been grossly disappointed. Things happen in the pressure, you buckle. This is the hardest film, it’s brutal, the logistics of it is gigantic, and he’s just chomping around, having a good time, just like he was on the first day. He’s very specific. He knows what he wants. So he’s going to be a great one.

For more on The Expendables 3:

And look for more exclusive interviews with the cast in the coming days.