From director William H. Macy, the comedy The Layover shows what can happen when a plane is re-routed from Florida due to a hurricane warning, stranding its passengers in St. Louis. While they’re stuck and at the mercy of the weather, best friends Kate (Alexandra Daddario) and Meg (Kate Upton) find themselves willing to go to crazy lengths as they compete for the same guy (Matt Barr).

At the Los Angeles press day for the film, actor/filmmaker William H. Macy spoke to Collider for this 1-on-1 interview about how The Layover came his way and why he found it appealing, why it ended up being a lot more challenging than he expected, how crucial casting was, and figuring out the ending. He also talked about his Showtime TV series Shameless, what it’s been like to play Frank Gallagher for so many seasons, and what fans can expect from Season 8, as well as directing Krystal, with Rosario Dawson in the lead role, wanting to try a big-budget movie, and making a sequel for Wild Hogs.

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Image via Vertical Entertainment

Collider: Last time we spoke was for Rudderless, and back then, the next thing you were going to do was Krystal, but now The Layover is coming out. How did The Layover come your way?

WILLIAM H. MACY: Once you decide you want to be a director, scripts come along and you go, “I wanna do that!” You start the process of raising money, either by finding an actor or a producer, or something like that, and then the phone rings and everything has changed. Interestingly, even if you’ve been working on something for two years, the phone rings and you’re two months behind, instantly. That’s what happened. I thought maybe a sex comedy would be an easy sell, as opposed to a drama about a guy who shoots people in school with music, and in fact, it was an easier sell.

Clearly, the kinds of movies you’re attracted to don’t fall into one category. How do you choose what you want to direct?

MACY: I’m pretty intuitive about choosing stuff. It either hits me or it doesn’t hit me. I either see it in my mind’s eye or I don’t. But I’ve gotta say, this is close to my humor. I love farce and I love broad comedy. What was interesting to me was to bring my perspective to it. I have a tendency to be dry and to be more dramatic. That’s the stuff I’ve done. I thought maybe that could have good results and be really fun.

There are so many aspects to this film, with the friendship between these two women, the road trip and the physical comedy. Did this end up being a lot more complicated than you expected?

MACY: It did. David Hornsby and Lance Krall were the writers, and it was simpler before I came on board. The big change that I brought to it was that it would be about the two women, and that trying to nail this guy was just the battlefield. That’s not what they were fighting about. I found that interesting. I love women. I always have. I’m not pretending that I understand them, but I just love women. I love being in their presence and I love everything about them. The fact that these two women are stuck in their lives and have become enables to each other, so that they don’t move forward, the obvious is that they’ve gotta split up. They need something to get them out of their rut, but can they save their relationship? I’ve always thought, once you reach adulthood, to make a major change in your life, it takes dynamite. We don’t change willy-nilly. We have to be forced to change because human beings hate change, and I feel like they really changed at the end of this thing and they survived it. They’re still gonna be great friends. I’m old-fashioned that way. I want the characters to be different at the ending than they were at the beginning, and I want them to be better. There’s a lot of depressing stuff out there, which is so well done, but it’s just unrelenting bad news. I just want to have a joke, every once in awhile, to lighten things up.

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Image via Vertical Entertainment

When you have a friendship that’s so important at the core of this movie, how did you decide on the casting for Kate and Meg? And when your original actress playing Kate dropped out prior to filming, did you have a panic attack?

MACY: Yeah, but that’s what directing is, one panic after another. The test is, are you gonna survive it or is your head gonna explode? Casting is tough. If you’re doing a big studio movie, you can have anybody you jolly well want. When you’re doing a little indie, it’s tough to cast, especially these days because there’s so much work. Everybody is working. I got lucky. I thought Kate [Upton] was the person personality for this. She’s a bit of a tomboy. She’s an iconic beauty and she’s stunningly sexy, but she’s a guy’s gal. She’s game for anything. She’s got a big, bawdy laugh. She loves to laugh and she’s a jokester. I thought she was perfect for it. And Alexandra [Daddario] came on late, which was providence. She is a great comedian and she’s got a great sense of timing. She knows what’s funny and she’ll go for the joke, but it’s always grounded and she’s always telling the truth, which is a director’s dream.

Did you have a moment, seeing the two of them together, where you realized that it was all going to work?                                                                                                 

MACY: Yes, and it happened kind of early on. The four of them together (Alexandra Daddario, Kate Upton, Matt Barr and Matt Jones) on set were just so appealing. The joke on set was that we should breed them and sell the puppies. They’re all so stunning that I avoided getting my picture taken with them. There’s nothing wrong with being easy to look at. The actor in me is what makes me appreciate what Matt Barr did in this. It’s tough to ride that line and not look like a stupid fool. It’s a closed comedy, so the audience doesn’t know what’s going on. It’s a reveal, and I thought he did such a great job with that.

Was there any of the physical comedy that you were most nervous about?

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Image via Vertical Entertainment

MACY: As I played it in my head, I saw it all. It was all tough, to tell you the truth. The pool day, when we were shooting all of that pool stuff, it was a race against the sun. I couldn’t talk the sun into staying out a little later, so that we could finish the shot. It was all really difficult. If I direct another one, I would love to learn how to roll with the punches a little bit and take things a little easier. I think I could do better, if I did that.

Was the ending always the ending, or did you have to figure that out?

MACY: The ending and how it was going to resolve itself was up in the air for a long time. I’ve got all women in my house. I’ve got two daughters and their nanny is there, and I’m surrounded by women, which I adore. We were talking about the movie and I said, “So, what do you think? Does Ryan have to pay the piper for this? It wasn’t his fault.” And all of the women looked at me and went, “Oh, yeah, he’s gotta pay the piper for this!” They were sure, so off we went, trying to find a lovely solution. I really dig it!

Shameless will be returning for its eighth season in November. When you started out on that series, could you ever have imagined that not only would you be with the show eight seasons later, but that Frank Gallagher would still be alive, so many years later, or is he just the cockroach that will be the last man standing, at the end of the world?

MACY: We’re getting there! We’re gonna find out! He should have died, 20 times over. I don’t know. In eight seasons, we’ve only grown. It’s bigger, every single season, than it was the season before. So, I think we’re coming back to do Season 9 and, who knows, maybe Season 10. I can’t see going beyond 10. It could happen, but I don’t think so. So, we’ll see what’s gonna happen to Frank. I think you might be right that everyone dies except Frank. He is a cockroach. It’s the only series I’ve ever done. I’ve been a guest or a recurring, but it’s the first and only I’ve ever done, and I went into it knowing that they die. And if they’re successful, almost always, you have to do a season or two that aren’t very good, after they jump the shark. That is a trial, and I was worried about it, but it doesn’t appear that it’s gonna happen. We’ve had a huge turn-over, over eight years, and there’s still people coming in and they’re still coming up with stories. John Wells is the key to it. He’s an excellent leader.

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Image via Vertical Entertainment

What’s it been like to watch all of those kids, over the seasons?

MACY: They’ve grown up! They really have. We were just in Chicago shooting exteriors, a couple of weeks ago, and there were 200 fans out there. They had to put up a chain link fence. They were there all day. It started raining, and they didn’t leave. Emmy [Rossum] went out with a plate of cookies for everyone. It’s really gratifying. It’s astounding!

Are there things you’ve done on the show that you can’t believe you’ve agreed to doing, or does that happen in pretty much every episode?

MACY: I’m Lutheran, I grew up in western Maryland, and I’m a country boy. I’m as horrified as you are, when I first read the scripts. I’m like, “What?!?” But, it’s a joy to do. I love Frank Gallagher. I love that cast. What a mitzvah! And Felicity [Huffman], my wife, did Desperate Housewives. We’ve both had a show that went the distance. What are the chances of that? We are the luckiest people! I’ve learned so much about the business and I’ve learned a lot about acting in eight seasons. There’s nothing like practice to get better at something. I love my trailer. I love the steadiness of it. I love everything about it. It brought a consistency into my life at the perfect time. My daughters are now 17 and 15, so I was home a lot. I probably was home more than they wish I’d been home. It just couldn’t have worked out better.

Do you wish Frank would learn from his mistakes, or do you think that would make him too much of a different person?

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Image via Vertical Entertainment

MACY: Yes and yes. There’s a genius behind it. You’ll love this season. I’m clean-shaven now because Frank gets a job and gets promoted to associate manager, and he gets a credit card and buys a car. He’s sober as a deacon, for the first four or five episodes of this season, which was an interesting acting challenge. And then, it starts to go to hell. He’s a smart guy. In the last episode of last season, he talked about having been a sophomore in college. They write him more and more erudite. A couple of times, I’ve said, “This is getting really flowery.” And John said, “That’s the way you talk, man.” I said, “That’s not the way I talk!,” but then I listen to myself, and I use weird words. I love words, and Frank has gotten smarter and smarter. He’s up on world news, after a fashion.

You’ve directed another film, called Krystal, with Rosario Dawson. What made her your Krystal?

MACY: It was drawn for a woman of color who has lived a hard life. She’s an ex-everything – hooker, junkie, etc. – and yet so beautiful that this young man can’t breathe without her. And that’s Rosario Dawson. She’s lived a life, and you can see it. Her face has so much character, and yet she’s just stupidly good-looking and sexy. She was perfect.

How did that film ultimately turn out, compared to what you thought it might be?

MACY: That’s a great question. It is different. Things that I thought were just slam dunk set pieces were really, really difficult, and other things that I didn’t get were so great were fantastic. I don’t know is the answer. It’s finished and I need to see it with an audience. I need to see some civilians see it. I saw it at a film festival three or four months ago, and we won. They liked it. So, we’ll see. It’s an odd, quirky film, so it’s not gonna be for everyone.

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Image via Vertical Entertainment

Do you know what you might direct next?

MACY: I don’t have anything in the pipeline right now. I did the three films all during Shameless hiatuses, and that was rough on my family. I’d finish with Shameless, and then I’d go right into it. You’re crazed as a director and not really there, and all three of them were out of town, so that was hard. I didn’t do anything this hiatus, and I think this coming hiatus, we’re gonna make Wild Hogs 2, so I don’t have anything for that. I don’t know. We’ll see how this one goes. I’d like to step up a bit, and maybe get a bigger budget and a little more wiggle room.

Could you ever see yourself directing a big spectacle movie, or is that not of interest to you?

MACY: I would try it. Maybe not Transformers, or something like that, but I’d try a big budget. I’m crazed for the Civil War. I like war movies. The story of the Navajo code talkers, there was a film about it, but it didn’t really touch on the story, as much as it could have. I could see doing something with a big budget. Maybe I’m just naive. I’m smart enough to know that it wouldn’t solve all of the problems of directing. It would solve some of them, but it would come with a whole boatload of others. And Keith Kjarval, who produced The Layover and Rudderless, is the kind of producer who says, “Make your movie, man, I’ve got your back,” and he makes it happen for you. I’ve learned to listen to him because he’s really smart, but at the end of the day, I got to make both of these movies. I know that once there’s multiple millions involved, there’s more cooks in the kitchen, but I’m willing to try.

Could you ever have imagined that you’d be making a sequel for Wild Hogs?

MACY: I wanted to. I loved making that movie. It was so silly, but people loved it so much. Plus, I ride motorcycles. I’m just crazy for it. And I love those guys. They’re just so fun. They’re so quirky. John [Travolta] and Tim [Allen] are odd guys, and we had some laughs that were really fantastic. I think Martin [Lawrence] is in, Tim has got the rights and he’s got a script, and John said he would do it, so maybe in January. I’d love to do it again. I’ve never done a sequel. I’ve done a bunch of films that looked like they should have had one, but it never happened.

The Layover is in theaters and on DirecTV.

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