This story first appeared in the Dec. 21 issue of The Hollywood Reporter magazine.
It's Nov. 6, and Judd Apatow sits at a light, bright desk in his West Los Angeles "Apatower," dwarfed by a stack of papers, pondering cuts he has to make as guest editor of Vanity Fair's first-ever comedy issue.
There's an article by Cameron Crowe; reams of mug shots featuring collaborators from Melissa McCarthy to Seth Rogen; an oral history of his cult TV series Freaks and Geeks; spoofs of the napalm-bombing scene in Apocalypse Now (which don't make it to the final publication); and three different typographical versions of the section's cover, each with Apatow's name prominently displayed.
Hollywood's current comedy guru -- the 45-year-old writer-producer-director who has had a hand in The 40-Year-Old Virgin, Bridesmaids and HBO's Girls -- is in the final throes of putting the magazine together before it hits newsstands in early December. The work is consuming -- 80 e-mails alone pile up as we speak -- and it has left even this ultra-organized workaholic visibly drained. "It's almost as hard as making a movie," he admits.
For a guy who also has the imminent Dec. 21 release of Universal's This Is 40, Apatow still manages to seem remarkably calm, despite an inner turmoil that frequently has gotten the better of him, and certainly did before his career exploded with 2004's Anchorman: The Legend of Ron Burgundy and 2005's Virgin.
He may have been less so a few years ago, he acknowledges, especially in the case of TV executives with whom "I would get so out of control. I would project all my childhood issues onto them."
On one occasion, after his 2001-02 Fox TV series Undeclared was canceled following NBC's Freaks, he even wrote a production executive: "I don't see how it's possible that you're f---ing me in the ass now when your dick is in me from last time." Today, he regrets that "poor choice of words. It wasn't something I should have done. Back then, when I felt lied to, I would lose my mind."
He doesn't often lose his mind anymore -- though his insecurity occasionally wells up (not least a month after this meeting, in a series of late-night e-mails, when he vents frustration over a minor point, then regrets it, then turns funny, then blames it all on turning 45 that Dec. 6: "I have 44 minutes left of this birthday," he quips at 11:16 p.m. "I guess I will waste them on Twitter!").
Add all this up, and it makes you unsure whether to laugh or cry, bristle or be sympathetic, though his sheer likability makes this reporter opt for the latter. Clearly, he is only partway toward mastering his neuroses, which may be even more apparent at home than via e-mail.
"He is a hoarder; he doesn't like to let anything go," says his wife, actress Leslie Mann, 40. "He doesn't like if I change the couch or a pillow. It makes him nervous that things might fall apart."
Counseling has helped. ("I've been going to therapy since I was in my early 20s," he says.) So has reading Stephen Covey's 7 Habits of Highly Effective People -- one of the numerous self-help books to which he's addicted, including Pema Chodron's When Things Fall Apart: Heart Advice for Difficult Times and therapist John Welwood's Perfect Love, Imperfect Relationships: Healing the Wound of the Heart.
To escape his inner demons, he dips into reality TV -- including the various Real Housewives that he maintains he is trying to quit watching. He also favors Mad Men, Saturday Night Live and Louie, and adores films from James L. Brooks' Terms of Endearment to John Cassavetes' Husbands. On top of this, he is taking a spinning class for which Mann signed him up.
He loves music (photos of his grandfather, Mainstream Records founder Bob Shad, decorate the ground floor of his building); he carefully follows 14-year-old daughter Maude's tweets (she has about 100,000 followers, avidly tuned to her comments on everything from the movie Beaches to whether "black bands on your braces" are gross). He also has an abiding passion for collecting letters and autographs -- among them Paddy Chayefsky's and Rod Serling's. "I just bought 14 pages from a legal pad of Johnny Carson's notes when he was hosting a Friars Club roast," he beams.
Such pleasures have helped him heal the scars from a difficult youth, or at least paper them over.
"He's gotten a lot happier and more confident," says Rogen, who first worked with Apatow on Freaks back in 1999. "He was really stressed out all the time. And because you are stressed out all the time, you are angry all the time."
Stress, anger and the pressures of modern life are at the heart of This Is 40 -- which features the richest role Apatow has created for a woman to date.
He has not been immune to criticism in that regard. His Knocked Up star Katherine Heigl accused their 2007 film of being "a little sexist" and said it "paints the women as shrews, as humorless and uptight."
Apatow admits her comment surprised him. "I understand the movie shows women as very tough, and there are scenes where they are very angry," he says. "But that was my intention, because in movies women are always very sweet, and aspects of women are not shown: that sometimes they get really pissed off and want to kill you."
Similarly, in 2007 his occasional collaborator Mike White, who worked on Freaks, said of Apatow's sensibility, "At some point it starts feeling like comedy of the bullies rather than the bullied." Apatow declines to discuss this, though he says White since has apologized and they remain friends.
What's ironic is that this man condemned for being so male-centric is now behind some of the best roles for women.
"He writes incredible female characters," says Lena Dunham, the creator and star of Girls, which Apatow executive produces. "He came up in the comedy world, which is notoriously a gentlemen's club, and [earlier] he was writing about his experience as a guy who was uncomfortable with female interactions. But as he has grown, women have snuck more into his world."
She adds: "Once a verdict is issued from on high, it becomes an uncontrollable media mythology, and it has haunted him. But they went after the wrong guy. Why the f-- is nobody screaming at the person who made The Hangover, with Heather Graham as the happy, breastfeeding hooker?"
Bridesmaids' Kristen Wiig is equally protective. "I've never experienced him do anything less than try to get a woman's perspective," she says. "It's never 'fill in the blanks.' "
Billed as a "sort-of" sequel to Knocked Up, This Is 40 will test that.
The film -- which not only stars Mann, his wife of 15 years, but also their kids, Maude and Iris, 10 -- revolves around Debbie (Mann) and Pete (Paul Rudd), the husband and wife who help Heigl, an upwardly mobile young woman impregnated by an immature slob (Rogen). The new film follows them as they struggle with finances and family while crossing the threshold of 40.
"I had an inkling that this period was worth writing about," reflects Apatow. "You reach a point where you realize, 'This is my life, this is my family, this is my job -- and how do I feel about it?' "
Leaving his office, Apatow leads this reporter downstairs to a small conference room where he does much of his writing and where he embellished that initial idea.
"I have this electronic dry-erase board, called a Smart Board," he explains, pointing to a whiteboard that dominates one wall. "I can write on it and then hit a button and it becomes a file on the computer." He laughs: "I've taken a $50 item and found a way to make it cost thousands."
Using that, he "started outlining and listing scenes, hundreds of moments," before a storyline began to emerge. Along the way, he sought advice from such friends as Dunham and her colleague, Girls executive producer Jenni Konner.
Apatow also analyzed every aspect of the screenplay with Mann, his trusted creative partner since they met when she auditioned for the Apatow-produced The Cable Guy (1996).
"It's written in very intense collaboration with Leslie," he says, citing a scene she suggested, when her character goes to a singles bar.
"We'll have a conversation about the script every day for a year or two," Mann confirms.
Unlike most writers, Apatow says he sent portions of the work-in-progress to Universal Pictures chairman Adam Fogelson and co-chairman Donna Langley: "I do something that most people won't. I send them the first 30 rough pages and then send them the next 30 pages."
With half the script in place, Apatow set it aside for a few months, then resumed work over an intense several days in Hawaii, where he wrote the remainder. "I always feel, if I'm on page 60, I can finish a script in a week," he says. "And it may be terrible, but then I can figure out what it means. With this type of writing, it's so personal -- if you thought too much, you might be embarrassed."
Once a "terrible, vomit draft" was completed in late 2010, he called early rehearsals with castmembers Albert Brooks (who plays Rudd's father) and John Lithgow (Mann's dad). About four months before shooting, he started working on scenes with two or three actors at a time -- repeating the process as more actors joined the cast before filming commenced -- and incorporating their ideas into the screenplay.
A 58-day shoot began June 27, 2011, in and around the Brentwood area of Los Angeles, where Apatow lives. "I'm always trying to figure out how close I can shoot to my house," he jokes.
Even during the shoot, changes were constant. "I never finish a script; I just start," he says. Indeed, at times he shot the same scene in different locales, or with the actors in different clothes, knowing he might use it at some other point in the story.
Apatow disputes claims that the film is pure autobiography: "It's based on something real that I've fabricated and exaggerated. It's like a novel; no one is really the person that you might think."
As to casting his wife and children -- frequent presences in his films -- Apatow insists: "When I hire my children, the purpose is to get a level of detail that other people can't. People with existing relationships allow you an incredible opportunity to show truthful human behavior. When Leslie kisses the kids, you feel the love."
A search for love is at the heart of Apatow's quest. It explains his craving for family -- both his own and the comedy family he has built around him.
At age 13, while living in Syosset, on Long Island, Apatow witnessed his parents split in a bitter divorce. "They're both great people, but the divorce was the motivation for everything I've done," he acknowledges. "That was the fuel for my whole journey. On one level, that was really hard. But on another level, I thank God because it made me work my ass off. It made me connect with people suffering."
Apatow stayed with his father, Maury, while his mother, Tami, moved to California, where she would be followed by his older brother, Robert, and younger sister, Mia.
"Everybody splintered; the family just completely cracked," recalls Apatow, with an emotion palpable beneath his pleasantly rumpled surface. "My parents were doing very well. They owned a restaurant; my father worked in real estate development. They had been together since they were in their teens. But they got divorced, and in a lot of ways it broke my mother's spirit because she hadn't thought about what else she would do with her life. She just thought she was going to raise kids. So, to be suddenly thrown into the workforce wasn't something she had ever prepared for. And at the moment that happened, her father -- one of the great jazz producers of all time, who also produced Janis Joplin's first album -- was experiencing financial difficulties. He had a heart attack, and when he was in the hospital, his broker lost a vast majority of his money on short-selling stock without his permission."
Apatow's mother -- who died in 2008 of ovarian cancer -- found work as a waitress at the East End Comedy Club in Southampton, N.Y., giving her son access to a world he had fallen in love with while listening to Bill Cosby's Wonderfulness and Steve Martin's albums.
Her travails are something that stamped him. "She knew how much it meant to me to get into that comedy club every weekend and watch every single show all summer long," he says. "She never said, 'I'm doing this for you.' But what other reason could she have had for doing that?"
It's striking that this man who so perfectly captures character on film struggles to define his own mother and father with any real clarity, other than saying his dad was sweet and his mom somewhat zany: "She was the kind of person that would drive the car really fast through the neighborhood just to make you laugh."
It is equally striking -- and quite touching -- that the one thing on which Apatow dwells after our three hours together is his parents. In a series of e-mails tumbling out later that day (with more to follow over the ensuing month), he expresses deep concern that they be depicted in a positive light. After all, he notes, his father -- with whom he remains close -- regularly would drive him to the comedy clubs that soon became Apatow's obsession and where he sought answers to the spiritual questions ignored in his Jewish but nonreligious home.
"That's what drove me to comedy: I need answers," he says -- or a recognition of their absence. "I was very attracted to Cosby or George Carlin or Richard Pryor, who said, 'None of this makes sense.' "
Apatow left New York for Los Angeles at age 17 and briefly attended USC film school's writing program but dropped out in 1987 because "I ran out of money." Unlike so many students, he was preoccupied with work rather than study -- and both more than play.
It is easy to assume the young Apatow resembled the nerds who figure so prominently in his early work. And yet he was vastly more focused.
In his teens and early 20s, he began to write jokes for comedians including Garry Shandling, whom he helped craft a monologue for the 1990 Grammy Awards. (Years later, James Franco would enlist him for his own Academy Awards monologue, though the material went unused.)
"I had zero wild years," Apatow recalls. "I had a wild week, maybe. I threw up once in college and thought, 'I don't want to do that again.' But you know, I was writing for Roseanne Barr. She was in the middle of all of the insanity of that time, and I would go to her house and write jokes at her breakfast table. She couldn't have been nicer."
A habitue of L.A.'s thriving comedy scene, he soon became friends with the likes of Jim Carrey and Rob Schneider and for two years shared a North Hollywood apartment with Adam Sandler (who would star in Apatow's Funny People). He harbored aspirations of doing stand-up and one day being in front of the camera but was disheartened to discover that his friends' talents onstage dwarfed his.
"I thought, 'They're way better than me, and I don't see myself getting as good as them anytime soon.' At one point, it was painful. It was hard to be around Adam when you really felt the room drawn to him, and you're the guy on the other side, drinking a beer by yourself."
His spirits were dashed when he auditioned to host a comedy-reality show produced by Jim Henson: "Afterward, my manager told me, he said I lacked warmth. The guy that taught me how to read? Kermit the Frog says I'm not warm?!"
His lowest moment -- not including the time he narrowly missed being killed in the 1994 Northridge earthquake, when a chimney collapsed at his house -- came when Freaks was canceled in 2000. The combined stress, frustration and hurt led to a herniated disc.
"He had horrible back surgery -- that's physically how it manifested itself; he literally blew out his back," remembers Rogen. "After his surgery, he was f---ed up on painkillers, 24 hours a day for six months."
That was when Apatow's anger would bubble over -- including once when he expressed fury at the teenage Rogen for smoking marijuana. "We were at that silly f---ing Japanese restaurant, Yamashiro," continues Rogen. "He sent me an e-mail the next day that was the most shattering I had ever received. And to this day I can't smoke weed -- around Judd."
Despite some of these setbacks, Apatow's career was skyrocketing. He co-created the short-lived Ben Stiller Show (1992-93), then joined Shandling as a staffer on the groundbreaking 1993 to 1998 HBO series The Larry Sanders Show. And after that came a sustained surge in which Apatow became integral to the comedy universe, with Anchorman, which he produced; The 40-Year-Old Virgin, which he co-wrote and directed; and productions including Superbad, Talladega Nights: The Ballad of Ricky Bobby, Pineapple Express and Bridesmaids.
Apatow finally was at the hub of a comedy klatch featuring such talents as Rogen, Steve Carell, Rudd, Wiig, Will Ferrell, Jonah Hill, Jason Segel and Michael Cera. The one-time courtier was now king.
Maintaining his throne will depend on This Is 40. But even before it opens, Apatow is moving on to other projects -- some centered on women as well as men -- including Anchorman 2, which he is producing and which he expects will start shooting in March; and the Keira Knightley starrer Can a Song Save Your Life?, currently in postproduction.
He says there are no plans for a follow-up to Bridesmaids: "I don't think that's a priority for Wiig. We worked on that movie for half a decade, and it took an enormous amount of effort and energy. So I totally understand why somebody would say, 'I have other creative ideas I want to explore.'"
As for This Is 40, the fourth film Apatow has directed (after Virgin, the less successful Funny People and Knocked Up), insiders at Universal reportedly were alarmed by its length -- 2 hours and 13 minutes. "There is always a moment where we debate how long should the movie be," Apatow shrugs. "And in a perfect world, everything would be an hour and 41 minutes. But the truth is, I always have 20 more minutes of story I want to tell. I'm sympathetic to their point of view, but they're not violent about it."
He pauses. "I've learned the hard way, you have to make sure you're in sync with your partners," he says. "They're very honest and tough on me, and it's not always easy for either of us."
He would love to just block such problems out -- to eliminate the pain and the personal angst they all cause. But he can't.
"I work from a place of deep insecurity," he confesses. "I'm very appreciative of my life; I couldn't be happier. But I hate the setup of existence. I wish I could just be a good person and [know] I'll go to heaven and be happy for all eternity. I so want to believe that. But I haven't gotten there."
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