“I definitely felt like something great was happening while the worst thing ever was happening.”

This is how Judd Apatow describes the experience of making Freaks and Geeks, one of the greatest TV shows ever made. Despite critical acclaim, Freaks and Geeks would only air 13 episodes during the 1999-2000 season, with the final five episodes later airing on a different network after the show was abruptly cancelled. The cast and writers and producers all went their separate ways, but it’s a testament to how special Freaks and Geeks was that each of them would go on to major success. Apatow, of course, would define an entire generation of comedy with his own directorial efforts while continuing to shepherd new creative talent, just like he did with Freaks and Geeks creator Paul Feig.

So it was a pleasure to be able to speak with Apatow by phone recently to discuss the making of Freaks and Geeks in celebration of the show’s first-ever release on digital platforms. Apatow was busy working on next movie, but still found time to talk about a show he made 20 years ago. That’s a constant refrain you’ll see from people involved with Freaks and Geeks – they’re happy to reflect on the experience of making the series, even if it was incredibly difficult at the time.

During our conversation, Apatow looked back on their approach to making Freaks and Geeks, and how the constant threat of cancellation led to them not holding anything back story-wise. He also discussed why NBC didn’t want to air the episode “Kim Kelly Is My Friend” and what it was like directing “I’m with the Band,” only his second directorial effort ever. We also talked a bit about Undeclared, and how he feels about the prospect of a Freaks and Geeks reunion.

Check out the full interview below. Freaks and Geeks is now available on all digital platforms, including iTunes, Amazon, and Google.

Is it weird for you to still be talking about this thing that you made over two decades ago that was cancelled after one season?

JUDD APATOW: I always hoped that it would be like an indie rock band that had really hardcore fans, and that's how it felt in the beginning. And then as the years passed, it felt like it moved more and more into the mainstream. And now that it's streaming and you can buy it for the first time digitally, I get the sense that more people are watching it now than have ever watched it, which is all we ever really cared about. How can we get people to see this thing we like?

RELATED: 'Freaks and Geeks' Creator Paul Feig Answers Burning Questions on Accelerated Storylines, Why He Made the Protagonist Female, and More

Well, it's also fascinating watching it again. It feels like I could be watching this on Netflix or HBO right now. It just feels timeless.

APATOW: It was shot to feel like it was made in that era. So as a result, it hopefully is timeless. I think that our director, Jake Kasdan who shot the pilot with Bill Pope, who's our DP, came up with a really beautiful 1970s movie look that holds up really well. And it feels like that era, and that's all that Paul cared about, which was that all the details were correct.

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Image via NBC

A lot of shows, they take a few episodes to get their footing, but this felt fully formed from the get-go. I know Paul wrote that pilot script on his own, but I was kind of curious what changed from when he handed you that script to shooting the pilot?

APATOW: Well, I encouraged Paul to write a few episodes. So Paul fleshed out the characters by creating other stories and some of those details found their way into the pilot, like the Kim Kelly story was originally in the second episode that he wrote. It doesn't really make sense that the first one worked so well. It is a little bit of a TV miracle, because a lot of shows take a little while to find their footing, but there always felt like there was something special happening with the show. It felt like a band whose first record was really good. That was always what was the fuel when we made it, that we were aware that something was happening. It didn't feel like any other project, and I think everyone got very passionate. And as we felt like we probably wouldn't get another season, everybody put their all into that one season. We didn't hold anything back for season two. Everything was put in season one.

That may be one of the reasons it's as strong as it is. How early on did you get a sense that the network was not digging the show as is?

APATOW: When we made the pilot, there was no president of programming. So we were given a lot of freedom. And then after the show was picked up, they hired a head of programming. And we were very quickly told that he didn't really get the show, and he had gone to private school and wasn't as passionate about it as other people were. And so, we felt like we were in trouble before we started shooting episode two. But in retrospect, it led to an approach to the work which was not very conservative. It was executed with the belief that every episode was precious and that it could end at any second. And we also didn't try to water it down or take any notes that we thought would lead to us making a weak episode. We wanted to go down swinging with our best stuff.

I'm also struck that this is almost 18 hours of story in one season, which is crazy nowadays.

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Image via NBC

APATOW: That’s a whole series! Three seasons!

Exactly. And each episode feels like a mini movie. You guys are going full-on each time out. What was your approach to story structure?

APATOW: Well, I'm trying to think about how we approached it. I mean, like most shows, we thought of it as each episode being a little movie, but also laying pipe for another story to come. We did not know at the beginning of the season exactly where it would go. That was figured out in the process, who would date, who would wind up with each other, what these relationships would be. There were a lot of ideas, but choosing them happened week by week, based on what was happening in front of us.

I think that's clear too, because I know the casting process with Alison Jones, you guys were working the parts towards the strengths of the actors too.

APATOW: Yeah. You're always paying attention to who's funny with somebody. Sarah Hagan was so hilarious as Millie, that we wanted to give a larger part. Busy Phillipps was incredible. And so that became a higher priority to us than we initially thought before we met her, because we were unsure if that was a regular character or not. But as soon as we started shooting, we realized she should be a full cast member here. A lot of people are saying, "How come she's not in the opening credits?" And it was because it wasn't conceived as a cast member, but it so clearly needed to be. But the show got canceled before we could straighten everything out.

Speaking of Busy, I was curious about the episode “Kim Kelly Is My Friend” and why NBC chose not to air that episode, because I know there were a few episodes that you guys shot early on that did not air until later on.

APATOW: Yeah. NBC was afraid of that episode. They thought it was too dark. And you look at it now, and it's not dark at all. Even then we didn't think it was that dark. It was about having a friend who had a lot of chaos at their house. And so, her mom and her boyfriend are very toxic and it's explosive in the house. We thought it was really interesting and funny and troubling, like a lot of our childhoods, but they said it would scare off the audience and didn't run it in order. And that was a lot of what happened with the show, which is we would disappear for several weeks due to some sporting event. And then when we came back, people didn't even know we were still on the air. There was a lot of hurdles for them. And that was one of them because that was a fantastic episode written by Mike White, and it was directed by Lesli Linka Glatter from Homeland.

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Image via NBC

I was also curious, you had only directed one episode of The Larry Sanders Show when you directed your first episode of Freaks and Geeks, “I'm With the Band.” I was curious what you remember about that experience.

APATOW: I really had no idea what I was doing. I trusted Jake Kasdan to make sure I wouldn't screw up. So I had to shoot the band performing, Jason playing the drums. I remember Jake and I sitting around a piece of loose leaf paper, sketching out where the cameras would go. And slowly, I got my sea legs, but it was really only good because Jake Kasdan was helping me and Russ Alsobrook, the cinematographer of the show, had also worked with me. Russ Alsobrook was so great on the show. So I got through it.

I'm sure it was also frustrating for you, because you're also fighting with the network around the same time. I mean, it's like your duties are compounded, because you're also trying to keep the show alive while trying to make the show.

APATOW: Yeah. I mean, I definitely felt like something great was happening while the worst thing ever was happening. So I feel like I was a basket case from it, because it felt like if someone was going to pull the plug on whatever your favorite show happened to be. What if they pulled the plug on that special show for you? That's how it felt to us. And we also thought Paul Feig had a lot more to say, and we were just scratching the surface of this world. Paul has so many incredible stories from this era of his life. After the show went down, he put out two books of stories of his childhood that are both hilarious and incredible. And I always laugh that I couldn't believe I hadn't heard so many of them, because we spent so much time together, trying to get his best stories (laughs). And he had even more, so that was heartbreaking.

I know you did Undeclared shortly thereafter, and you kept some of that band together. In your mind, were you holding out hope that Freaks and Geeks might come back? Or was there a third iteration of this that you were hoping to tackle somewhere down the road?

APATOW: When we did Undeclared, we just thought it was a fun opportunity to switch to college and hope that we'd be able to get a chance to collaborate with some of the people who we loved so much. There wasn't any master plan beyond the fact that there were so many incredible people on the show that we were enjoying working with, that I was just looking for ways to deepen those relationships and come up with new projects. But it was very instinctual. I just thought, "Well, we're in a groove. Let's keep working. How can we keep working?"

I know you guys all got together for that Vanity Fair reunion and that really great documentary that came out a couple of years ago. It's all the rage now, and I'm sure everyone's going to ask you this question, but how do you feel about the prospect of getting the gang back together and doing some kind of continuation or reunion?

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Image via Amblin Entertainment

APATOW: I am a fan of the reunions as a viewer, but not as making them (laughs). A lot of what you like about reunions is they're fun when they work, and when they're nightmares, they're fun to see how they don't work. I remember when we were doing the show, they did a Mary and Rhoda movie, which I don't believe was as strong as you would want it to be, and it crushed us in the ratings and was part of our downfall (laughs). I never say never to anything, but it always felt like the last episode was oddly perfect and magical. We didn't quite understand why, but it seemed like a way to say goodbye to everyone. So then to open up that door and explain everything that happened always feels like too big a prospect. We also have always thought that a lot of their lives wouldn't have gone that well, and who wants to see that? (laughs) So I know Paul has always felt like, let's just leave it where it is. That being said, I want The Jam to get back together. I want to see The Kinks. So I get why people want it.

Has there been interest on the studio or network side, or who owns the rights, of trying to get you guys to do it?

APATOW: I don’t think Paul ever entertains anything serious. When the show was canceled, there was an offer from MTV to continue making the show at a much lower budget. And we all decided we didn't want to do a weaker version of the show.

Freaks and Geeks is available to purchase on all digital platforms.