Last year, when “Get Smart” was in the middle of being made, I was invited, along with a number of other journalists, to Warner Bros. in Burbank, so I could watch some of the filming and interview Steve Carell and Anne Hathaway on the set. My quick thoughts on the day…this is going to be a very funny movie. Very funny.

If you aren’t familiar with the movie yet, “Get Smart” is an action comedy that stars Steve Carell as Maxwell Smart and Anne Hathaway as his partner – Agent 99. As you can probably tell by the name, the movie is based on the show from the 60’s, but it’s been updated with a modern twist. In the movie, the headquarters of Control (the agency where Steve and Anne work) has been attacked and compromised, so it’s up to the newly promoted Maxwell Smart to figure out who is responsible and stop the evil group Kaos from completing their goal of world domination. Needless to say, comedy ensues.

Since I don’t want to bombard you with too much “Get Smart” coverage before the interview begins, tomorrow night I’ll be posting a report on what I saw and what being on the set was like. But until then…

While I post a lot of interviews on Collider, what I really like about on set interviews is how fresh everything is, so the actors are usually very excited to talk about the project. And you can tell as you read the transcript below, both Steve and Anne were very happy with how the project had been going, and their enthusiasm is evident as they talk about their roles.

And just like the interview I posted with Steve, the one with Anne turned out great. During our roundtable interview Anne spoke about how much of a fan she was of Steve’s, improvising, fighting bad guys, training and a lot more. As usual, you can either read the transcript below or listen to the interview as an MP3 by clicking here.

“Get Smart” opens June 20th at theaters everywhere.

Anne Hathaway: Hi everybody. How are you today?

Question: So are you finished doing that scene or…?

Anne Hathaway: No. Gosh no, we’re going to be doing it for another 3 days.

Question: You have to fight that big guy for three more days?

Anne Hathaway: Yes, and I kick a little ass for 3 more days. For me at least it’s a 3 part fight sequence and the first part I’ve lost my gun in an earlier scene so it’s hand to hand combat and I pick up a pipe as a weapon and then I have to battle him hand to hand and then I just sort of get dazed and confused. My favorite bit is when I get to run up a wall and turn around and punch him. And then I bake some cupcakes, you know.

Question: It’s a hard act to follow from the series because she’s one of the iconic women spy characters I guess.

Anne: Really wasn’t aware. Yes, she is and it is very big. They are very big shoes to fill.

Question: Have you met Barbara Feldon?

Anne: No I haven’t met her. We were lucky enough to have Don Adams’ wife, daughter and granddaughter on set. His daughter said that she had talked to Miss Feldon and that she approved of my casting and was actually very happy with it and that made me feel very good. So I feel like I have the blessing of the icon and that’s part of the battle.

Q: Is it hard holding a straight face when Steve starts to improvise?

Anne: Yes. Yes, it is but I think that’s the reason why I got the role was because in audition I was able to…it’s almost impossible to keep up with him and match him joke for joke because he’s a genius at it and even if I were good at it I’m not a genius and I have very little experience doing it and he’s just Steve Carrel. I mean it’s what he’s known for. So I don’t ever beat myself up for not being able to match him beat for beat but in the audition I was able to keep a straight face as he just went off and was making everyone else crack up, so I think that got me through the door.

Q: Have you done anything that’s made him crack up?

Anne: Not on camera. We’ve only shot a couple of our scenes where we really kind of connect and there’s a lot of dialogue. A lot of our stuff so far has been mainly stunt work where it’s just little lines here and there. You know, kind of thrown off at each other and he usually comes up with about 30 brilliant ones and I can barely remember the one that’s been written down for me.

Q: In the series your character was more of like the straight reactionary to Don’s character. Does your character get any zingers in this movie?

Anne: Oh yeah. Yeah. We all loved the original series and you will not find bigger fans than us. We all decided we wanted to be very respectful while at the same time wanting to put our own mark on the film. So, what we talked about with Agent 99 was rather than making her a carbon copy of Barbara Feldon’s creation, we decided to respect the spirit of 99 which was she was a fully realized woman of her time. So rather than take Barbara Feldon and put her in 2008 is when the film comes out, we decided to make 99 a fully actualized woman of 2008. So, as a result I do get some zingers. I’ll a little bit of a hell-raiser and hopefully I also bring…we also retain some of the elegance of the original character.

Q: Have you been looking for this sort of kick-ass role for a while?

Anne: No, I don’t usually go out there and say ok now it’s time to do an action role, now it’s time to win an Oscar, just because the latter will probably never happen and the former who would have thought it. So this one just sort of fell from the sky. I never expected to get it. I just really wanted to meet Steve Carrel which is why I auditioned and you can imagine my shock when I got the role.

Q: What sort of training have you had to do?

Anne: A lot of martial arts training, just general conditioning. I wanted to get some dance in to try to get the grace of the character but that sort of fell by the wayside. So I’ve been trying to do it on my own. I also for a second thought about doing some improv comedy training but like I said I just thought it was probably better to let Steve take care of that and just try to keep a straight face.

Q: Have you had more friends than usual want to visit you on this set?

Anne: I’ve had more family members want to visit me. Suddenly every single uncle I have or don’t wants to come to the set and see it. And that’s been really, really lovely. It’s kind of fun to bring the story to a new generation and also see the people who watched the original series see their reactions to it. They’re all so enthusiastic about it and they all want to see it. I’ve seen people from all over the place so excited about this.

Q: Were you a fan of The Office?

Anne: Oh, a huge one actually. I’m always worried that Steve is going to someday come to my trailer to ask me a question and realize that I’m actually stalking him because I have it TiVo’d up the wahoo and I’m always watching it when I have 5 seconds. It’s one of my favorite series. I was a fan of the British version and I think the American one is done so brilliantly.

Q: Are you asking him questions about the finale, or are you going to watch it tonight?

Anne: I’m going to watch it tonight. I figure it’s like asking a doctor to check you out while he’s at a dinner party, you know. So I try not to annoy him too much. Plus we are quite busy doing this movie but it’s usually hard enough for me to compliment him on an episode that I’ve seen. He’s just a wonderfully down to earth guy. He just kind of always brushes it off. I don’t mean hard enough because it’s a terrible show but I mean….that could have been taken out of context. I mean it’s…you know you want to keep the set as normal as possible but he is this enormous comedy superstar and he makes you forget that but every once in a while you step back into the world and you’re just struck by how good he is and how popular he is and it’s really cool to work with him.

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Q: What’s the relationship between 99 and Max in this movie?

Anne: Well, our Get Smart is an origin story so it’s how Max became an agent. What we decided rather what they decided and I agreed with when I got cast was that 99 would already be an established agent and one of the best that Control has. So Max heard about her for years not realizing she was a woman and she’s been away on deep cover, comes back, they meet and through a series of circumstances they’re assigned as each other’s partners. So in the beginning 99 is a superior agent. She is in a position of strength because she has more experience and as a result she’s a little disdainful of Max but as he starts to win her over you start to see the chemistry that made the original series so wonderful come out.

Q: Can you talk about the costume today? Is it the same costume you wear for the whole movie?

Anne: Oh no. We have many costume changes. Some logical, some not, which is one of the fun things about making a big old action movie. All my costumes have a nod to the 60’s while at the same time everything’s contemporary. That’s sort of the look that Deb Scott was going for. Just a special little note about today is this outfit originally had 5” stiletto boots and we just thought oh, that’s going to look so great and then I tried fighting in them and it wasn’t so great.

Q: What are some of the more outrageous ones?

Anne: Some of the more outrageous.

Q: Some of the more illogical costumes?

Anne: We just assume that 99 has backpacks dropped all over Russia for her so that’s why she can pull couture out of a hat when in the scene before she didn’t have any so it’s stealthy, we figure she has things stapled to the bottoms of tables and goes to pick them up. That’s our back story. You can come up with your own. That’s the fun of movie-making.

Q: Do you get to play with any cool gadgets?

Anne: Yes, yes, yes I do. The shoe phone is in the movie. Everybody can breathe a sigh of relief. I get some fun gadgets. Actually there’s a little bit of a…I don’t know how you’d call it…well, there’s a gadget competition between Max and 99 to see who had the cooler stuff and he’s friends with the techies so for a while it looks like he’s going to win but then I pull some cool stuff out too.

Q: The action stuff obviously takes a lot of time to set up. Is that different for you? More set up for some of the stunts?

Anne: Oh, I’ve been on period films where lighting’s taken 8 hours so no, that’s just the magic of movie-making. It’s nice that there’s a lot of safety measures involved and realize that when you’re on set everything goes wrong and people throw things when they’re not supposed to throw things. Fire goes off at the wrong moment. It’s just funny to realize the illusion of safety. We have great people working with us and they would never let any harm come to us.

Q: When you were cast in the movie, did you just all of a sudden get every episode and watch them all?

Anne: No, when I was about 8 or 9 Get Smart had this moment where Nick At Night really had…I guess they had bought the series and started playing them over and over and over. So when I was 8-9 it was my favorite series. I used to watch it every day basically because it was in syndication. My cousin and I would play 99 and Max and I grew up spending my summers in Cape Bay, New Jersey so we would ride off our bikes and beat up Chaos agents that were in real life trees. So it was a huge part of my life growing up. My mom and her family used to watch it together when she was growing up. I couldn’t be more thrilled. It really is a childhood dream come true. As an adult I never imaged anything would come of my love for the show from when I was a child.

Q: When you went in did you say…were you curious about certain gadgets as just a fan being in the film?

Anne: Well, I read the script so… but when I heard they were doing it I wondered about it. It’s funny, there’s a whole bunch of questions that everybody asks when they find out there’s going to be a Get Smart movie. The first one is who’s Max? The 2nd one is who’s 99? The 3rd one is, is there a shoe phone? And the 4th one is usually did they have the would you believe jokes? Maybe #3 is who’s the chief? But anyway they all go out of order depending upon the fandom.

Q: When did this become a franchise? How many are you signed for?

Anne: I am signed up for a sequel so America if you want to do me a huge favor come and see our movie. And international we don’t want to exclude.

Q: It sounds like you would look forward to a sequel.

Anne: Oh, I would. I’ve been really lucky to work on some awesome movie sets and getting to work with Gary Marshall on my first movie. People told me you’re spoiled, it’s all downhill from here and without any disrespect to Gary who I love like a grandfather, I’ve had some comparable experiences. This one is no exception. It’s wonderful, the people couldn’t be nicer, couldn’t be funnier. Everybody’s really family oriented and down to earth and at the same time really, really extraordinary at their jobs. I’m just totally satisfied getting the best of everything. I’m playing a woman who can kick ass and have perfect hair. I have nothing to complain about on this job.

Q: Speaking of other project, are you signed…are you doing something after Get Smart? Are you already attached and what did you do right before Get Smart?

Anne: Last year I made a film called Becoming Jane where I play Jane Austin. It’s coming out this August. Right before this movie I was in a film called Passengers which is a romantic thriller. After this I am working on a top secret project that I can’t talk about just because we haven’t signed the dotted line but once you hear about it you’ll probably say oh, that’s normal. Hopefully I’ll be able to make an announcement about that in the next couple of weeks.

Q: Can you talk about your character in the 2 films you’ve already shot?

Anne: Well, one is Jane Austin so that’s self-explanatory and then the other one I play a therapist who’s trying to help victims of a plane crash get over post-traumatic stress disorder. You begin to wonder if the plane crash which the airline is basing on pilot error isn’t actually a mechanical error that the airline is trying to keep hushed up so as a result when people start disappearing you begin to wonder is it actually the airline trying to kill them off and it’s my character that has to try to figure out the truth. I’m going to have to work on that explanation.

Q: Can you just quickly describe the scene that we’ve been watching today?

Anne: Sure. We have been sent after a bad guy who has a weapons factory in Russia. So we’re at the factory and we’re trying to….basically we’ve planted bombs throughout the factory so we don’t destroy the weapons but at the same time they can’t move them—they can’t them overnight to Syria or something like that. We have proof of the weapons there and basically this is the end. We’re trying to escape the building that’s about to explode and a bad guy has followed us and we’re trying to kick his ass.

PR person: You need to come watch a stunt. They want you to come back and watch the stunt.

Anne: I’ve been watching the stunts for weeks.

PR person: Any last questions before she runs?

Q: Was it daunting to play Jane Austin?

Anne: Almost as much as it is to play Agent 99. I need to veer away from icons for a while. Thank you.