The Lookout, open now in theaters everywhere, is a clever heist film that revolves around the characters of Chris (Joseph Gordon-Levitt), a former star athlete and golden boy trying to get his life back in the aftermath of a head trauma from a tragic car accident, and Gary (Matthew Goode), a would-be bank robber with plans to take advantage of Chris' head injury to involve him in pulling off a robbery at a rural bank. Gordon-Levitt and Goode sat down with Cinematical in Seattle recently while on their PA tour for the film, to talk about their characters, what it was like working with director Scott Frank, and why Hollywood makes so many bad movies.

(to Matthew Goode) I heard you were tortured a bit in the casting process, that Scott strung you along for a good month or so.

MATTHEW GOODE: (laughs) I think it was longer than that, actually. I never really expected to be involved, especially with the accent (Goode is British, the character is American). So it was a real treat, I happened to be in LA and happened to read the script and I was like, I have to meet this guy. And I must say, after the third or fourth audition I felt like, I'm really going to get this. But then it just kept going and kept going. And you sort of reach the point, by the sixth one, that you really start to think, they're just going to go with someone else, and you'd rather they just tell you. Because at a certain point, you get attached to the part, and then it's upsetting to think you won't get to play it.

(to Joseph Gordon-Levitt) You were already cast at that point, right?

JOSEPH GORDON-LEVITT: Right, I was in it by then.

MG: And Joe was there for the last couple auditions as well, right, I was reading with him. And yeah, Scott fucking tortured me, that's right.

Cinematical: That chemistry between your characters is pretty crucial to the film. If that's not there, you don't really have a film.

MG: Sixty percent of it is just trying to get the job. People talk about chemistry all the time. But if you both know the lines, and you're both good at what you're doing, something's gonna happen there, right?

JGL: But so much of acting also comes from that interaction, you know? If I can watch you, I don't have to watch me. If I'm not feeling the performance from someone else and I have to act with them, that's a problem.

MG: Right, right.

Can both of you talk a bit about the process of making the film with Scott, what he was like to work with.

MG: Liked him immediately, from the very first audition. He seems so young, and he's so intelligent and so excited about what he's bringing to the screen. Sometimes it's nerve-racking, working with a first-time director, but he never really felt like a first-time director at all. He knows exactly what he's doing. And on set, he's quiet. And we didn't have the luxury of shooting it in a linear fashion starting with scene one and then two and so on. For me, my very first day of shooting was the ice rink, where I've been shot twice and we're having a bit of a scuffle with the notebook. And I was just shitting myself, I was so nervous. Because that scene is right at the end, it's hard because you still have to be in your head, where the character would be right then.

Cinematical: So how do you keep track of that, where your headspace is supposed to be at a given time?

JGL: Scott always knew.

MG: Right, Scott always knew where we were supposed to be. That's what he was great about, he was very quiet, he'd just let you know what was going on in the scene, and then let you run with it.

Is he one of these directors who does tons of takes on each scene?

JGL: I never noticed that he would do excessive takes. He'd just do, you know, however many takes it would take to get the scene. It was obviously his baby, his job, his passion. And he got a bunch of actors together to bring it to life. And not just the cast, but the crew -- the guy on the dolly, the guy doing the lights – we were all trying our hardest to do a good job. When your leader is so in love with what he's doing, so passionate and just believes in it, it kind of makes everyone else just want to do their best, step up to the plate and do a great job and support him. And everyone from top to bottom on that crew did outstanding job. And it was a really, really hard shoot – we were out there in the snow for long, long days in really cold weather. And no one complained much, everyone just came and did a really great job. And I think that's why the movie is such a well-rounded piece of work -- because Scott just came in there and was able to galvanize them completely.

MG: A total ensemble effort. They loved the story, they loved the script as well. So they were supporting that as well, they had the sense that this film could be quite special.

Cinematical: Having seen the film, you have to know by page five or ten of the script that you've got something special in your hands, like the relationship between Gary and Chris and how complex it was. I had the sense that, while Gary set out to use Chris and didn't really like him, by the end, through hanging out with him, he kind of did.

MG: I created a whole backstory that Scott didn't even know about – this whole story about him having a miserable childhood with parents who didn't take care of him. I really liked this character, a lot. A bizarre friendship, but a friendship nonetheless, was somehow forged between Chris and Gary.

JGL: And that's the thing – how many films do you see coming out of Hollywood where the characters are so complex like that? Hollywood, they underestimate the intelligence of the audience, they think they need it spoon-fed to them and they can't handle material that's more complex.

Cinematical: It's that attitude that if we don't spell it all out for you, of course you can't get it, because we don't think you're intelligent enough for a smart story.

JGL: Yes! Yes, exactly! And it's such bullshit!

MG: People want to go to the movies, but they don't have much of a choice, do they? And wouldn't it be nice if, when you wanted to go to the movies, you had a choice between, say, nine really great ones? And how many people, if they had a choice, would go to see really good films instead of bad ones?

Cinematical: But if you look at the box office numbers, people are spending millions of dollars per film to see crap.

JGL: They haven't taken the time to investigate what else might be available – they just want to go out on a Friday night and pick a movie, and they pick whatever's there.

MG: And you know, a lot of times people just want to see a comedy, and they'll see what's showing.

Cinematical: But comedy doesn't have to be bad. You can have comedy and still be well-written and good.

JGL: The only point I wanted to make is this: I don't blame the people for the fact that so many movies are bad. I think there's a corrupt, perverted, lazy and sloppy attitude that's pervasive in the movie business. The whole entertainment business is kind of crumbling around us.

Don't you just want to send a letter to someone, saying, "Please, just make a good movie. It's not that hard. Start out with a good script, and don't screw it up; hire good crew who know what they're doing; cast it with great actors who care about the parts."

MG: Which is what's great about this script, is that Scott writes in characters. He starts writing the characters and it flows right onto the page.

JGL: And I have to give credit to the producers. I don't usually talk about the producers, but in this case, they did right. They understood that Scott Frank is a really talented guy. And they said, we're not gonna tell you who to cast, we're not gonna tell you what to do, we're not gonna do a ton of market research and then make you change the ending. We're just gonna let you do it, and trust that at the end, it will make a profit, and it will all be good.