The shot that nearly broke them, the pointlessness of auditions, the gift of final cut — the directors of some of this year’s most powerful movies got together and got real about their craft. In December, JD Dillard (Devotion), Todd Field (Tár), Alejandro González Iñárritu (Bardo, False Chronicle of a Handful of Truths), Joseph Kosinski (Top Gun: Maverick), Sarah Polley (Women Talking) and Gina Prince-Bythewood (The Woman King) convened for THR‘s annual Director Roundtable.

What’s the first thing you think about when you’re deciding whether to take on a new movie?

GINA PRINCE-BYTHEWOOD With all of us, there’s probably a hundred movies we would like to do, but it’s “have to”: When I read it, it is an undeniable connection that I have to go on this journey. I have to put these stories into the world.

TODD FIELD The most dangerous thing for any of us is to get involved in a process and lose interest. So it’d better be something that has a fair chance of keeping us involved.

JD DILLARD A couple years ago, I realized that there is a set number of films you’ll make. That made me really protective of how that time is spent.

SARAH POLLEY There has to be this sense of urgency about it or something that you think hasn’t been said that you want to say. In my case, I have three little kids, and so I just wasn’t willing to go into those kinds of hours. So, for me, the turning point was having female producers, Dede Gardner and Frances McDormand, who said, “OK, well, we’ll structure this according to people being able to get home for bedtime and not sacrifice our domestic lives and our caregiving responsibilities for making films.”

PRINCE-BYTHEWOOD My kids were a consideration, too. I have two boys, and when you do a film, you’re away. And I had actually said I was going to take a break after The Old Guard, like literally promised I was going to take a break. When The Woman King script came, I would’ve probably let it go if it felt like it was going to affect the family. But the beauty was my husband reading it and then saying, “This is your next movie.”

ALEJANDRO GONZÁLEZ IÑÁRRITU This film was particularly personal. There were a lot of things that were bothering me that I needed to explore. It’s an urgency thing, a need. To make a film is such a difficult and risky thing that you have to have a need.

JOSEPH KOSINSKI It’s also just looking for a new challenge. Something I have never done before. A world I want to learn about. My need is, I have to be busy all the time.

Who here saw directing as a job that they wanted to do when they were a kid?

POLLEY I was an actor, and I remember when I was about 19 deciding not to go a certain way in my career; not going, for instance, [this is] the way of success, realizing, “OK, this isn’t what I want to do.” I had an idea for a short film. And through the process of making that short, which was terrible, the most stressful thing I’d ever done, I loved it so much, just the intensity of collaboration and the sense that I’d always been sent away to my trailer for the most interesting parts of filmmaking.

FIELD It started for me in high school. I had a job at a second-run movie house, so we would run certain films for up to six months. I projected Raiders of Lost Ark literally, like, 350 times. So I fell in love with movies then. I acted for about five years and quit to go to the American Film Institute and had no desire to act again. But this film that I had acted in by Victor Nuñez [Ruby in Paradise] had come out while I was in school and won the grand jury prize at Sundance. And for essentially the next 10 years, my phone would ring with acting offers, and that’s how I paid off my student loans. That and my wife [costume designer Serena Rathbun] keeping the lights on.

KOSINSKI I wanted to be either a jazz saxophonist or an astronaut as a kid. So I always had this kind of dual nature. Engineering was what I thought would be my path. But it was an engineering professor who said to me, “You have a great eye. You should look at doing something more creative, maybe architecture.” I went to an architecture school where they were giving us the tools of filmmaking and found I had a lot more joy making films in architecture school than making architecture. And luckily someone saw one short film that I did, and I got my first commercial off that, but never would’ve imagined, growing up in Iowa, that you could actually be a director.

IÑÁRRITU We share the same background being frustrated musicians. I wanted to be a musician, but I realized that my fingers were very clumsy. My guitar playing was not very good. I loved the conceptual albums of the ’70s when there were no singles. There was Pink Floyd or Genesis, all these stories told in a musical way. As a [radio] host, I was three hours a day telling stories and playing music. I was entertaining people. I said, “Well, what about if I jumped into the visual thing?” It took me 16 years from the time that I started thinking about it. I directed my first film when I was 35 years [old], you know, so I started very late.

PRINCE-BYTHEWOOD I was 20. I thought I was going to be a writer, which is why I went to UCLA. I was working on a student film, carrying a bunch of equipment, and it was the first time I fully understood, “Oh, that person that’s telling everybody what to do? That’s the person telling the story.” And realizing that’s what the director is. I knew at that moment, “I’m a director.”

Todd, what was the process of getting Tár financed?

FIELD Very strange. I’m used to having everybody pat you on the head and say, “Good job on the script, but we’re not interested.” Normally if you write original material, unless you have some wonderful benefactor, it has to be a spec script. At the beginning of the pandemic, [Focus Features chairman] Peter Kujawski and [president of production and acquisitions] Kiska Higgs said, “Just write whatever you want.” That was a very novel situation for me. It felt strange and terrifying to try to live up to that responsibility and the respect that they had given me by offering me that opportunity. I said to Serena, “They’re never going to make this. They would be crazy to make it.” They were completely on board and supportive and didn’t give me one note and said, “Go make it.”

Joseph, is it true that it was you who had to convince Tom Cruise to make Top Gun: Maverick?

KOSINSKI That was my first assignment, to go to Paris and pitch Tom on the idea. This character of Maverick was one that he didn’t want to go back to because he doesn’t have to. It’s the movie that made him a superstar. So I went to Paris with Jerry Bruckheimer and got 20 minutes with Tom in between setups on Mission: Impossible, which is very typical with Tom. He’s always working. I started with the story of this reconciliation with his best friend’s son and put that against this mission that would take them both deep into enemy territory where they’d have to work together to get back home alive. I could see the wheels in his head start to turn. Then I talked about how we were going to shoot it … but I think it was that emotional story that hooked him. He pulled his phone out and greenlit the movie.

PRINCE-BYTHEWOOD They had been trying to get this film set up for six years to get to the point of me being in a room with Viola Davis. It’s a film that hadn’t been done before and was funded by Black women, and that was something there was no template for. Nobody could look and say, “This is going to make money.” Black Panther and the success of that absolutely got us at least set up. But when I came in, it didn’t have the green light yet. Meeting with Viola, I had to make her trust me that I could take her through this thing that she had never done before. She was going to be a general of an army and all that entails. I did something I’ve never done ever in my life, which was I cried in the meeting. It was horrifying. I really did think I blew it. But it was that connection that made her trust me as a director. I’m never going to cry again in the meeting, but it was a great lesson.

DILLARD Glen [Powell] had found the book Devotion years ago and put it into development, to play [naval aviator] Tom Hudner, and there was no Jesse Brown and no director. My dad was a naval aviator, and I grew up on Navy bases. So that world has always been part of my ecosystem. I came in and just told him my life story, and then I’m getting emotional about my dad. But that became the thing, to say that I can speak to this with some authority.

POLLEY There were decisions we had to make in terms of the kind of movie we wanted to make and the kind of freedom we wanted to have. We had sort of set it up with somebody and then realized, it’s very easy to think of Women Talking as a bunch of women just sitting around on a very small set in a very claustrophobic film. It was hard to describe why it needed to be on a more epic canvas until the script was written. So I ended up writing it on spec. Dede Gardner always knew that she wanted it at MGM, and we had a very streamlined process, which was new to me. Coming from independent film, it was very exciting to not spend 95 percent of your energy on raising money. So much of the job of being a director is basically being a salesperson, which is not my happy place at all. To not have to put so much energy into that and to be able to focus on the film was so revolutionary for me.

Alejandro, you self-financed Bardo in the beginning. Why?

IÑÁRRITU I didn’t know if it would work or not. There was no story or pitch. It’s a film in Spanish, very personal. There was no star. So I started financing it. In a way I was in this dilemma. I would never be unable to finance it fully. With my wife, we were having a conversation about, “Are we moving forward? How important is this?” And I was very lucky to have this conversation with Scott Stuber of Netflix at a dinner. I was sitting with him and he said, “What you are doing?” Maybe thanks to a couple of mezcals, I was inspired. I told him what it was about and what I was trying to get to, and he said, “I would like to make your movie.” Wow. And I said, “Are you sure?” He said yes, and that was it. And he gave me all the freedom he promised.

FIELD I read somewhere that when you were doing Birdman, you met with Mike Nichols and he said, “Don’t do a oner [a long, continuous shot].”

IÑÁRRITU Two weeks before we start shooting, I want to have the advice of Mike Nichols, king of comedy. It was my first comedy. I went to have a lunch with Mike Nichols in between rehearsals. I start to say, “Mike, I’m doing this film in one shot with these actors, in the theater.” When I finished he said, “Alejandro, you should stop now. You are running to disaster.” My legs were shaking. “What do you mean?” He starts saying, “A comedy is made on cutting. You cut from one place to the other. These actors are not comedy actors. They know nothing about theater.” He starts giving me all the points of a genre that he knows very well. And he was absolutely right. I was terrified. We give a hug, I said, “Thank you very much for your advice.” I arrived to the rehearsal and Edward Norton, he was so excited, “How was it with Mike Nichols?!” “It was great.” I appreciated what he said because he put me in a red alert. I needed to put in much more effort. I appreciate that he was so honest with me and it was great, but it was terrifying.

What is your approach to creative feedback? How do you take a note you might disagree with?

POLLEY My process has changed a lot. I now try every note. Even if it makes no sense, you might glean something from the process and then you throw the note out, but you’ve learned something else that matters to you. But you have to be working with people you trust for that paradigm to work. If you’re working with an adversarial financier or someone who doesn’t understand your vision, that’s a bad idea. But in this case, I was getting notes from my producers who deeply cared about and understood the material and were willing to fight for me on the other end of it.

PRINCE-BYTHEWOOD I will try most notes as long as it doesn’t fundamentally go against my vision. I give a speech to every studio exec that I work with, which is, “At the end of the day I have to be able to look up on that screen and believe everything up there. We have a short amount of films we get to make. You guys have a hundred films. This is my legacy. I have to have that ownership.” Does anybody here have final cut?

FIELD Yes.

POLLEY I shared it with my producers.

IÑÁRRITU Yes.

PRINCE-BYTHEWOOD I can’t wait. When I showed my cut to Tom Rothman, the head of Sony, he said to me, “We have final cut, but I’m going to give that to you and the film that you want is going to be up on that screen.” That was a huge deal. It’s funny because we had a meeting where he was giving me his thoughts and I just naturally get tight. And then he said that at the end and I said, “You should have started with that.” But that meant a lot. And that was the same on Old Guard as well with David Ellison, where he had final cut and he essentially gave it to me. But I want the day where I truly have it.

Todd, did you have Cate Blanchett in mind as you were writing Tár?

FIELD I’ve never written with an actor in mind before, ever. I think it’s reductive because you’re probably thinking of something they’ve already done, which doesn’t benefit them or you. But then Cate just appeared [in my mind] and wouldn’t go away. When I finished writing it, the studio said enthusiastically they wanted to make it. And of course, the first question was, “Do you have anyone in mind?” I said, “Absolutely not.” They said, “We could send you lists.” I was like, “No, no, no. I need some time.” I was so nervous because … she had just been showing up [in my head] every day while I’d been working. It took a month of stalling until Serena kind of kicked me and said, “Quit being a coward, call her.” Very quickly, Cate said she would do it. Then there was a second lockdown in Berlin and we had to scrub it. It was important to me to shoot it in a particular light, a three-week window in November, which meant we would have to shoot all of our interiors first before we faced any windows and before we went outside. So once I missed that window, we were going to have to punt for another year. And that was very lucky because she had a year to prepare and she needed it, we needed it.

Sarah, you had something similar — you were aiming for summer and when COVID messed that up, you had a whole other year before things came together. Did your casting stay the same in that time?

POLLEY Well, it gave us a lot of time to cast, and it was a strange casting process, because to cast one character, you had to cast everybody. They had to represent different points of view, there couldn’t be a duplication of energy, and there had to be chemistry. So trying to cast that entire ensemble, it was like casting an organism. It allowed us to meet with so many people and try out in our heads so many different iterations of who would populate that hayloft. You were casting a community onscreen, but also it had to be 12 actors who could work together in a hayloft for months, make room for each other and sit off-camera for three or four days at a time.

How much of casting is thinking about not only their ability as an actor but what they’re going to be like on the set?

FIELD That’s a big one. It’s like when you cast children, you really cast their parents. Actors are very much like racehorses. They can get spooked very easily. And are you the right jockey?

POLLEY Do you think you learned more from auditions or from meetings with actors?

PRINCE-BYTHEWOOD Meetings. I love meetings.

FIELD Meetings, yeah. Milos Forman used to do that. He would never read you. I met him years ago and he had cast me in a film, which they [didn’t] make with me because they wanted John Cusack. But I went to have this meeting. I had to wait a long time, like an hour, the door opens and Adam Sandler comes walking out. We were both kids. I leave Sony and I’m getting in my car and I hear this, “Hey, Field, Field.” It’s Adam and he goes, “What was that? He just wanted to talk. He wouldn’t let me do anything. I’ve got to do something, man.” But that’s how he cast.

PRINCE-BYTHEWOOD For me, the personal is equal to craft. We’re about to go on this incredible journey. I need to trust you. I need to like you. Lashana Lynch and John Boyega, the reason I knew as soon as I read the script I wanted them was because I saw these two speeches that they gave and it revealed who they were as people. And I just wanted that energy for those characters. So in meeting with somebody, I want to know what you’re going to bring. I want to know how passionate you are. I want to know your work ethic. On The Woman King, I knew I wanted them to do their own fighting and stunts. It wasn’t just like, “Oh, you’re going to get in shape for a month.” I’m talking months, so I need to look you in the eye and say to you, “Are you going to do absolutely everything?”

DILLARD There’s also sometimes that magic trick where you’re a fan of someone’s work and then you meet them and you realize how different they are than everything that they play. It adds this new layer, like, “You are really working.” What you do on set is actually a phenomenal trick because you’re not showing up as yourself. I felt that way severely with Jonathan Majors. How he carries himself reveals how much of a chameleon he actually is. I always find that so special to see.

IÑÁRRITU I have always been very impressed with actors. I remember Sean Penn in 21 Grams, he was doing this dying guy and was so intense, and then you cut and he was just laughing and smoking. And then, “OK, roll camera.” That is very magical, but that’s a construct. But there are some other cases where you need to go for the natural thing. That’s a difficult question when you have somebody that has craft, but there’s another person that is not as technical but is the perfect one. It’s like the technique or the soul, and how long the soul will take you to the technique.

FIELD I find a lot of really incredible actors are terrible auditioners. Famously, De Niro, Pacino, they couldn’t audition. And then there are people that come in and they’re just magnificent in the audition. And that’s all you’re ever going to get. So when I cast, I always say I need an hour for each person. And they always say, “You’re crazy, you can’t have an hour.” And it’s like, “Well then show me fewer people, but give me an hour.” Because you have to get the pachyderm out of the room, which is OK, you’re in a powerful position, you’re the filmmaker, they want the part, you have to get past that. And that’s through repetition. It takes 40 minutes at least until you can read with someone and actually have a fighting chance to see what they can do.

What’s the shot in your movie that almost killed you, your hardest day?

IÑÁRRITU The dancing scene. We shot in this place that was run-down, a nightclub in the middle of the pandemic. We were 800 extras. There was no AC. It was hot as hell. Everybody was sniffing and farting and smelling and smoking. And everybody wore masks and we had to test all these guys, 800 extras, and dress them and all the protocols. It was a long shot to choreograph and the music was prerecorded. It was a very technical, controlled kind of thing. And always there was an extra smiling to the camera.

PRINCE-BYTHEWOOD The most difficult day was one of the character’s deaths. Every day on our schedule felt like an impossible day, but that one, I had to shoot the entire action sequence of their escape, and then shoot the death. I didn’t know how I was going to make the day. I couldn’t let the actors know I felt that way. I remember showing up on set and going to talk to one of the actors who was going to die. She was already there emotionally. So then I had to think, “How can I protect her throughout this day, get through all of this and keep her percolating at that spot? How am I not going to rush this incredibly important moment?” And so we get through all of [the action] and I’ve got like an hour to shoot the deaths and, you know, there’s blood and spit and [the actors] came to me like, “Can we do this in as few takes as possible?” Because of what they’re going to be giving. And I want that. So it was really a speech to the crew just reminding them what these two characters are going through, what this scene means, what these actors are pulling from to get this. And everyone just came together so beautifully. And I did it in three takes. It was the third take that I went with. It was the best day we had shooting. It was three weeks in and the next day we got shut down because of omicron.

What’s the worst advice to give to a new director?

POLLEY Do whatever you have to do to get your shot.

PRINCE-BYTHEWOOD Do whatever you have to do to get your first film. Because then you may end up doing something that you don’t care about or you’re not passionate about. And that will be the death knell of your career.

What do you wish you’d known when you were making your first film?

IÑÁRRITU Discipline. One of the dangers is to get somebody to just trust in his instinct and inspiration and never be challenged by anybody. That could mislead somebody to believe that this is something that is only about inspiration and not the work.

FIELD From the outside, people understandably think that you sit in a chair and people bring you things. They don’t realize that you’re just wrecked because you’re worrying about everything.

KOSINSKI If you’re doing it right, you should be exhausted by day one because you’re so prepared. Over-prepare. You need to have a plan A, a plan B, and you’ll probably end up doing plan D.

Interview has been edited for length and clarity.

This story first appeared in the Jan. 5 issue of The Hollywood Reporter magazine. Click here to subscribe.