Interview With "Sword Of Trust" Director Lynn Shelton

By Edward Douglas 

When it comes to independent filmmaking, Lynn Shelton has been at the forefront of a wave of filmmakers that has helped keep it going over the last decade, first getting attention at Sunday for her 2009 film “Humpday,” followed by “You Sister’s Sister” a year later. In recent years, Shelton’s film output has dwindled slightly as she focused on directing television shows like Netflix’s “GLOW,” ABC’s “Fresh Off the Boat” and most recently, adapting Celeste Ng’s 2017 novel “Little Fires Everywhere” for streaming service Hulu.

Shelton’s new movie “Sword of Trust” is a lot more comedic than some of her other movies, starring Marc Maron from “GLOW” as Mel, owner of a pawn shop in Birmingham, Alabama who is constantly dealing with the area’s oddball irregulars as well as his aggravatingly-naive assistant Nathaniel (Jon Bass). One day, two women, Mary, and Cynthia (Michaela Watkins, Jillian Bell), come into his shop with a Civil War sword that may offer new answers to the way that war ended. Being in the South, they have a lot of potential buyers, mostly white supremacists with some being scarier than others. But yes, it is very much a very timely comedy.

It’s Shelton’s first film in some time using the “scriptment” process she developed with Mark Duplass on “Humpday” and “Your Sister’s Sister” where there’s a general plot and a few scenes sketched out but the actors develop their characters and dialogue in a more collaborative way than the typical scripted comedy. Needless to say that if you like Shelton’s earlier films and Maron’s cynical sense of humor, you’ll enjoy seeing him and this great ensemble cast bring this story to life in a very funny way.

If you spend any amount of time with Ms. Shelton, you can tell why actors like working with her, because she has such a warm and ebullient personality, and she seemed particularly excited to talk about her eighth movie. We also touched upon “Little Fires Everywhere” and her return for the third season of “GLOW.”

Last time, when I spoke to you for “Outside In,” I couldn’t remember if you shot this movie already or were about to shoot it or where you were in the process.

I was about to shoot it probably.

Obviously, you’ve worked with Marc Maron for many years and you wrote this because you wanted to do more with him, so what was the process of approaching him? Did you have an idea and go, “That’s the one for Marc”?  When did you go to him with it?

A lot of my movies have started because of an actor as a muse, just purely that, just wanting to work with a particular person, so “Hump Day” was Mark Duplass, “Outside In” was his brother Jay (laughs). “Touchy Feelie” was Rosemarie DeWitt and Josh Pais, so I basically would call those people and say, “I thought of a character and a scenario… really basic. How does this sound to you? Should I keep going?” And if they go, “Yeah, great… keep going,” and then if I need their input or I want it, then we can work together and collaborate. The whole point is that I’m custom-designing a character just for them. Marc and I, we met on WTF when I went to do his podcast almost exactly four years ago. We just got along and hit it off, and he booked me almost immediately to work on his final season of “Maron” on IFC, so we kept in touch the next few months and became friendly, and then we worked together, and it was like, “Oh, my God, we really work well together.” I really enjoyed it. He seemed to trust me. It was a good collaboration. 

We knew that it was his final season on that show, so we knew that we had to create another opportunity to work together again, and we started writing a movie, but we’re still not quite through with the first draft three and a half years later. (laughs) It was slow going. It was our schedules, but I don’t think he really… it’s funny, cause he was talking about this at the 92nd Street Y last night. He said, “I mean, I knew that she made a lot of movies. Still, it didn’t seem like a reality.” Because he’s never been through that process before, actually from beginning to end. I kept saying, “I just want to get on set with you.” I was getting frustrated, “But we have to have a script first,” and he was like, “Yeah, yeah, sure.” I don’t think he really understood the process.

How many episodes of “Maron” did you end up directing?

I just did the first block of the last season, so the first two episodes. He had already booked up the rest of the season, and I had booked myself another show, but then weirdly, I had been booked to direct an episode of a TV show that all I knew about was that it was going to be about a bunch of women wrestlers.  A few months after I was booked, [Marc] got the opportunity to audition or send in a tape or whatever and he got cast [on “GLOW”]. So that was complete serendipity that we got to work together on “GLOW.” It was so weird to me. Of all the TV shows in the world, we end up…

The one-man on a mostly women’s show…

Right! Exactly! And I happened to – again, completely by happenstance – I directed his character’s big episode that first season. It was very funny, and after that, he asked me to direct his special, so we found ways to keep collaborating. Anyway, I said, “I really want to make a movie with you specifically,” and he said, “We’ll finish the script that we’re co-writing in time but write another movie…”

Oh, you had a different movie you were working on together that wasn’t this (i.e. “Sword of Trust”)?

Yeah, exactly, and we’re still working on that one. It’s gonna happen, and actually getting “Sword of Trust” made him understand, “Oh, she really makes movies!” (laughs) He saw the process from beginning to end, and he now sort of believes it, so we actually made a huge stride forward on our other script because of that. He said, “Yeah, I’ll give you a couple of weeks. Just write me a role and we’ll do it.” I was like, “Another scenario… what’s a good role for him? What’s a good setting for him?” There were a couple of other things I’d been itching to do. I wanted to go back to improvisation, which I haven’t done since “Your Sister’s Sister.” I really wanted to make a comedy after doing “Outside In,” which was my first drama, but I also wanted to allow myself to go a little screwball, like a comedy caper, where real feeling people that resonate as real people on screen, that you care about, just get in over their heads, kind of like a “Pineapple Express,” “A Fish Called Wanda” … that kind of genre that I’d never done before. I always was doing “dramatic comedy “ that “always has to feel very well every step of the way.” Those were some other things that I wanted to play around with.

I was passing a pawnshop one day, and just like a bolt of lightning, it was like, “Oh, he’s a pawnshop owner,” and what a great setting, because these objects with different kinds of meaning and people coming in and out… it would be like an endless…

I’m sure that every day is a different story in such a location, which is probably they’ve made a few reality shows set in pawn shops.

Exactly, yeah. That was the starting point, and I had just worked on “AP Bio,” which is this NBC show that Mike O’Brien created, and I really got along with him and then came to find that he was still performing and was good at improvisation. “Would you like to be in this movie?” I was describing it to him, and he said, “I’d love to be in it and if you need any help writing it, let me know too.” He has a cameo – he’s the very first thing you see on the screen, but he ended up not being able to do the bigger role that we had written for him because of schedules. He was a great collaborator in the writer’s room, and then we knew it was going to be improvised, so we wrote about a 50-page “scriptment”…

Which is still a lot…

Yeah, and it’s a really tightly-constructed plot, and some scenes are really written out, like the Mel-Deirdre scene – the one I’m in – every line Mel says is as written, but my version of the song and dance I do to try to get him to give me money is different every take, so it’s a little looser. But then the back of the van scene which turns out to be the heart of the movie, in the script it says, “They get to know each other in the back of the van.” 

That’s amazing… wow!

That was an entire day of the four of them in the back of the van. We had worked a lot on their back story before we got to set, so we knew the general idea, but they had to come up with all of the actual dialogue. It was the most highly-improvised part of the movie. It kind of astounds me when I think about the process.

I remember talking to you for “Humpday” and you saying that a lot of times you’d just let the camera roll for a half-hour, see what happens, talk a bit, then do another half hour, and then a lot of it is in the editing.

And then edit it down. Yeah, definitely. The first cut of this movie was 2 ½ hours long and I couldn’t see how we were going to cut five minutes, much less a whole hour, but this was going to be ninety minutes or less. Just comedy gold, but we kept winnowing down… “What’s serving the story? What’s serving the story? I need the spine of the movie to be the emotional arc that you’re tracking of Mel’s emotional arc.” Mike my cowriter just kept insisting… he’s a performer who didn’t want to stop performing just ‘cause he also makes a living as a writer, and he just assumed I was the same way cause I started as an actor. He kept saying, “You have to be in the movie, you have to be in the movie,” and I was like, “I’m not going to be in the movie.” I finally said, “You know what? I’ll just be a rancher, a random person who just comes in and tries to … and I’ve always wanted to play a junkie, so maybe I’ll be some strung-out person who comes in. As we were trying to track Mel’s emotional arc through this, and we realized that this character might be an opportunity to create that way… and I wouldn’t have to be in it much. Just one scene and he sees me at another point, but otherwise, he could just kind of reference me, so that ended up being great. It was sort of a fluke that I ended up being that device, I guess.

Did you end up shooting in the South as well? Why did you decide to set the story in the South?

Yeah, it’s my eighth movie, and the first movie I’ve made outside of Washington State, which is where I live in Seattle, so it’s really easy for me to write for that region. It wasn’t that I’m over that region. I just felt ready to branch out in yet another way. It was this weird organic way. Steven Sharp, who is an EP on this, he produced “Your Sister’s Sister” and “Touchy Feelie.” He invited me and Mike out to Kentucky where he had replanted himself, back to his home to be near his parents. He had a spare Air B’n’B style situation. He gave us a week to just come out and write, and then because we were in the South, we knew it was going to be some sort of object that comes in and there was going to be some sort of a con, so we thought if there’s a con or a story involved with it, maybe it’s something to do with the Civil War. It all kind of happened organically because we were in Kentucky while we were writing it. And then my producer Ted Speaker, who sort of came on later. I called him and asked if he would produce it, and he said, “I will if you can move it to Birmingham, Alabama,” because that’s where he’s based. It was like “Great, no problem. It has to be in the South now because it’s completely Southern-based.” So that’s how we ended up in Birmingham. It was the strangest sort of circuitous route, but it worked out perfectly.

And then, as we were shooting it, Mel – who is based on Marc, who is a guitar player and into the blues – so I had all that incorporated in, and as I was editing it, it just kept feeling like his music belonged in it, so that’s how he ended up [doing all the music]. I called him up and said, “Would you be interested in doing the score?” and he said, “Well, I have all of these pre-recorded guitar noodlings.” I had heard a lot of them because I know about his music, so I just kept hearing his music as being a perfect element. It matched the Southern laconic vibe of the place, the bluesiness, his character, and also, the way that the character is sort of this lone wolf, and there are these guitar solos. It just felt like it fit, so that’s how he ended up doing all the music. I actually had another amazing composer attached, and I was like, “I’m so sorry, maybe the next time?” That was a nice little extra way to use him and his multi-talents.

Let’s talk about some of the other actors, first of all, Jon Bass, who is hilarious in the movie. I saw him in “Baywatch” and that was the only thing I knew him from. How did he come about?

Everyone had to be vetted. Either I had worked with them specifically or they came highly-vetted by other improvisers. Because I know for a fact that not every actor… in fact, very few actors can improvise, so it was a very curated list, so I knew Michaela Watkins could do it. I knew Marc could do it. They’d both worked with Joe Swanberg. She had a “Groundlings” background, so she brought in Jillian [Bell], cause she had just worked with her on “Britany Runs a Marathon.” They loved each other, and she was like, “What about Jillian?” That role was also recast, but Jillian came in very early on, and then Mike O’Brien, my co-writer, was supposed to play Jon Bass’s part, and then because “AP Bio’s” second season came back, and they wanted him to start earlier. It was the big heartbreak of the movie was that we had written this role for him, and he was so excited to play him. It was so sad. Jillian had brought in Jon, and she had never worked with him before. [He] was a really good friend of hers and had created this Comedy Central show called “Big Time in Hollywood, FL,” and she sent me clips of him, and he’s hysterical. I mean, really fun. It’s very broad, but he’s great, and she was like, “He would be amazing,” and he was… obviously. Everybody was vetted. I’ve known Toby Huss. Marc has known Toby Huss forever – I’ve known him even longer. We were doing downtown theater in New York a thousand years ago. Never worked with him, always wanted to. He’s brilliant. He plays Hog Jaws. Dan Bakkedahl, I’d worked with him on the “Mindy Project” and I’d kept in touch, cause I knew he did improvisation, too. I asked Mike, “Do you know Dan, what about Dan for this like heavy, the scary character?” and he was like, “Oh, Dan, when I was on the Chicago improv scene, he was king of improv. He’s the most brilliant improviser I’ve ever worked with.” So he was an easy one, and then yeah, all the little parts were felt out. Al Elliot is this local Birmingham, not even an actor really. He’s like a spoken word poet and a teacher, who we found to play Jimmy, the neighbor, and he’s fantastic, but he’s like a non-actor. Because we’re improvising, he can kind of just be himself. That’s one of the beautiful things about improvising. Like as soon as we had him do written lines, it wasn’t so great, but we just let him be himself, and he was lovely.

That must be really tough as a director when you’re working with actors who are used to having lines, but then you have this improv element and non-actors mixed in. Even going back to “Your Sister’s Sister,” I never could figure out how you knew these actors would work together. Otherwise, you end up with 500 hours of footage and you have to really spend a lot of time making it work in editing.

Yeah, and again, some people really can’t do it. They’re just not great. Some of my favorite actors, they’re not writers. Their brains don’t work that way. If they have the text for the spine of their performance, they can really do that magic of alchemizing the written word into something that seems like it’s just theirs. The people who can do it… I mean, if one person on this cast list had fallen down on the job or had not been able to be up to the task, it just wouldn’t have worked. There was one scene I had to cut with a local actor that couldn’t quite… it just wasn’t working, but we realized it wasn’t really necessary for the narrative. But really, we had 12 days, because Marc literally had said, “I can give you two weeks.” He’s incredibly busy. What was great is that it was a lot easier to pull in these other actors who were constantly working as well. I said, “Within this two-week window I need you for this many days,” and it made it a lot easier to do it. They’re working for nothing. I mean, we’re all doing it for the experience. I mean, not nothing but SAG minimum, you know. They’re not making the big paycheck on this one. They just did it, because they wanted to be there, and it’s so fun to work in that way. It’s scary for the filmmaker because I gotta make sure that I got all the ingredients enough to put it together in the editing room.  And especially if it’s that plot-heavy. The last few times, every time I’ve worked on improvisation films in the past, it’s always been two people, maybe three, per scene? This was like four to eight people a scene. I only had two cameras! So to get all their faces, it was quite the task.

We spoke about this last time, and I’m sure your TV work has helped greatly when you come back to this kind of thing. Obviously, I love “You Sister’s Sister” but this one I felt like you’ve grown as a filmmaker since then, and you could do this but have more control over it in some way. I’m not sure if you felt that way.

For sure. I feel like both “Outside In” and this film represent a big evolutionary leap for me as a filmmaker, just a little more. I think the scope. I think the challenge of keeping track of more characters on screen, and the process for me, I just feel more competent or confident, I guess, and a little bit more at ease. “I know that I want this lens, and I know I want this feel and I want that vibe.” Not to throw my earlier work under the bus at all, because I just sat through all of them when American Cinemateque had a retrospective of my work a few weeks ago.

I know. I’m bummed they didn’t do anything here similarly. Your first movie I’ve never seen.  Wait, did they show your first movie or your second one?

They showed my very first. They didn’t show my second and they didn’t show “Laggies” – I think it was mostly a time thing, but five of my earlier films and then my new film, so six out of the eight wasn’t bad. And it was really interesting to watch my evolution as an artist and get to revisit that first film that I made in 2005. It was so long ago, it’s crazy.

And you’re catching up with Tarantino. Once you make your ninth movie…

(laughs) Sounds good to me.

It’s just so funny that “Hollywood” is advertised as his ninth movie, except that he’s been making movies for almost 30 years and only made nine movies in that time.

Mine’s in 13… that’s not bad really. 

You mentioned that Jillian knew Jon and that she had worked with Michaela before. My favorite scene is when Jillian and Jon are talking about ghosts and flat earth.

Oh, I love that! I’m so glad!

You’re building this tension about what is going to happen at the white supremacist compound and then you keep cutting back to them, and it’s such a sweet moment. At first, you might think they’re dumb, but they’re so into this conversation and the fact they’re connecting over it. Was that one of those scenes where you just let the two actors go for a long time and ended up with that gold?

That was actually. I had that idea of the parallel editing between the two stories. I wanted to mismatch because I wanted to divide up those two couples. I loved the idea of this big reveal for one of the characters, and this was sort of an opportunity because he feels this is someone that I can be vulnerable with that I can tell my passion to. He immediately vibes on her, imagines that she has a crush on him, which is of course, absurd, but I liked the idea that we had these two couples and one is an employee/employer relationship and the other is a romantic relationship, but you have the hard-noses, super-pessimistic, almost misanthropic parties of each couple and then you have these more naïve, trusting, open, innocent.. and each of those would sort of bond.

Since we last spoke, you’ve been doing “Little Fires Everywhere” and you’re directing multiple episodes of that series.

And I’ve never been a producing director. I’ve never been an EP-slash-director. I’ve directed a couple of pilots, like I directed the pilot of “Fresh Off the Boat” and then went on to do several episodes, but I wasn’t the producing director, so I’m around for a full eight months on this thing, while we’re shooting all the others. I’m directing half of them – I’m doing 1, 4, 5 and 8 – and then somebody is directing 2 and 3 right now and somebody else will do 6 and 7, so I was there during his prep to support him but I don’t want him to feel like he’s being supervised. I don’t want him to feel that way, but it’s an interesting role because I’m there from 8 weeks of prep through the whole thing. It’s a new experience for me, and it’s a little bit like directing a studio movie, a little bit. Except that in television, the thing is that the showrunner, who is the writer, is the creative visionary, so I’m in service of her, but as the pilot director and the producing director, I can bring more of my creative palate to the table, instead of just being a guest episodic who is sort of dropping into a pre-established style, so I’m sort of establishing the filmmaking style, so it’s been interesting. It’s highly-collaborative, a lot of different people have input, but that’s what I love about television. I know I can always go and make a movie like this that I just willed into existence. I’m the creative visionary, but I can invite all the collaborators I want, and keep creative control. It’s nice to have a balance between those two experiences in my life.

​I was just listening to this podcast interview with George Clooney where he was talking about sharing the directing duties on the eight episodes of “Catch-22,” and he and his co-directors/co-EPS have to be there the whole time in case they need to shoot something on the same location. I was wondering if it’s like that on “GLOW” where you’re directing clean-up (i.e. the last episodes) on this upcoming season. You haven’t been there since the last season, so is it hard to just get back into it?

What’s nice about returning to a show you’ve worked on before, usually there’s at least, if not all, then at least a lot of the crew is the same, the writers… you have an established relationship with the actors. It’s a little bit like coming home, which is really nice. You fall back into the rhythm of it pretty well, and the nice thing about coming at the end of a season is that you have access to at least all the scripts. You know what’s happened up until that point. You can sometimes see director’s cuts of some of the earlier episodes. You’ve got a lot. It’s interesting, because the previous season, I did the season opener, Season 2, and then I did a middle of the season, and then this one was the last block  -- 3.08 and 3.10 – so it was very interesting, different experience. As you said, I was the clean-up director. I wound it up!

At least “GLOW” isn’t like “Game of Thrones” where you come back to direct an episode and your favorite actor or character is dead.

It’s pretty much the same folks, exactly. Different scenario, same folks.

Do you have an interest in doing a bigger movie at this point?

I’m totally open to it. It’s really all about is the material something I can be completely passionate about, which is why I’m working on “Little Fires.” I had never put my hat into the ring to do anything like this before. A lot of that has to do with the fact that I was always saving up my creative capital for movies, and TV was a way to pay the bills, but I would just do guest episodic work for the most part. Most of the times, you do a pilot and it doesn’t get picked up so that just felt like I’m putting all this blood, sweat and tears into something that may never get seen by anybody. That’s a little bit daunting, but this was up and running, so it was underway. It was happening for sure, and then I read the novel, and I related to every single character – 8 out of the 10 characters – on so many personal levels. I relate very personally to the themes of motherhood, and all of the different, broader territory that it was approaching. It was all just clanking in my heart, and I knew that I could completely throw myself heart and soul into it. It would be the same with a bigger movie. It’s not like I’m averse to a big budget. I have to feel completely passionate about the material.

“Sword of Trust” is now playing in New York at the IFC Center and Landmark 57 Street, plus it will open in L.A. on Friday, July 19 and in other cities in the weeks to come. “Little Fires Everywhere” will be on Hulu probably sometime next year, and “GLOW” is back for its third season on August 9.

You can follow Edward and hear more of his thoughts on the Oscars and Film on Twitter at @EDouglasWW