In spring 2011 we learned that visual effects guru and head of Blur Studio, Tim Miller, had been attached to direct the Deadpool movie, a project that Twentieth Century Fox had commissioned a script for from Zombieland writers Rhett Reese and Paul Wernick. Four years later and these three creative minds are finally on the set of Deadpool in Vancouver, British Columbia making the movie happen.

We traveled there in May to chat with them about the lengthy development of Deadpool, and how Tim Miller is handling it since it is his feature feature film. In our conversation Miller talks about getting help from the experienced crew, star and producer Ryan Reynolds himself, and Hollywood friends including James Cameron. He also tell us about how on this project they have complete creative freedom in addition to a franchise first R rating, and how that allowed them to re-introduce X-Men hero Colossus and connect Deadpool to the larger X-Men universe.

Has directing this movie been as crazy as it looks?

Tim Miller: It’s horrifying.

[laughter]

Tim Miller: The whole process is terrifying and uh… no. it’s been great. As a first time director it’s interesting, but not all that different from what I did before. A lot of parts of this job seem to be very similar to running a big company, which it wasn’t a big company, my company Blur, but it was big enough that it feels sort of similar. There’s a little burst of creativity followed by lots and lots of meetings and talking to people and more meetings. It’s scary. And I can’t believe anybody actually lets me do it. But it’s going well so far.

You were attached to the project years ago but it wasn’t greenlit until last year. When did you find out that this was going to happen?

Tim Miller: About 30 minutes before the rest of the world did. It had been... you know, I never gave up. And Rhett and Paul, the writers, and Ryan, we’d all never given up. I mean Rhett and Paul thought it was the best script they’d ever written. I thought it was the best script I’d ever read. Ryan, it’s been his pet project for a long time.

But for whatever reason, you kinda see this in the studio systems, projects get to a point and then they either go or they don’t go. And there’s a lot of reasons why it doesn’t happen. And we had already been to that point a couple times, so a little hope had been lost. But we were all still actively pushing it. I, myself, wrote at least 20 pleading, begging letters of who do I have to, you know, to get this movie made?

Then they decided to do it suddenly. I think the fan reaction to the trailer being leaked, which I swear I did not do. Wasn’t me. And I think just timing. Timing was right for Comic-Con. I wasn’t there, but I heard at one of the X-Men panels last year one of the first questions asked was: When’s the Deadpool movie coming? And I think that had a lot to do with everybody seeing the potential in this character. So I think the fans really, more than anything else, got it going, because I had already pretty much exhausted my small power in begging and pleading.

So it was really just I guess mid-October last year. I actually had a meeting at Fox about it. But I’d had lots before without it actually moving forward. But I got a call from Emma Watts a few hours before the meeting. She said, “What are you doing February 2016?” I said, “Uh, nothing.” She said, “Because we’re going to date the movie,” which means, you know, there.

And I said, “Oh, great. Super.” And I go to the meeting, and by the time I got out, they had announced it. My phone started blowing up with my five friends calling to say congratulations.

Were there requirements or notes to change the story to make it fit with what they were doing in the X-Men universe? We know there are so many movies now and they set in the same universe.

Tim Miller: No. Not at all. In fact, I thought there would be because we have some crossover characters like Colossus and things like that. But, no. they, by and large, let us do whatever we wanted. You hear horror stories about studio involvement or whatever. I cannot add to that at all because they’ve been incredibly supportive. In fact, there hasn’t been one thing that they’ve said, “No, you can’t do that,” or, “No, that violates something else we’re planning to do.” So it’s been great. I can’t complain at all.

Can you speak about the rating issue and going back to a PG-13 rating and then it actually becoming an R rating in the end?

Tim Miller: Look. It’s fine to sit back and talk about the creative purity of projects. But, at the end of the day, making movies is a business. And I respect that. So it has to make sense. You can make the argument that, “I think if you do what I want to do creatively, it will also make money for you.” But nobody can sit there and make the argument that, “Look. Let me do whatever I want and I know it won’t make any money for you, but fuck off. I don’t give a shit.”

So having run a business, I always understood that. So when they said there was a middle part there that said, “Hey, what if we try this PG-13?” The comic book is not R rated. There’s no reason why we couldn’t have made a great PG-13 movie. I’m so glad they didn’t because the script that we had that I loved was R rated to begin with. But we did a PG-13 pass and it was still great. We lost a couple of masturbation jokes and things like that, but it was still largely intact. And I think it would have made a great movie, too. I know the fans would have been disappointed. But I think when they saw it they wouldn’t have been disappointed.

But anyway, I’m as happy as everyone, because then, when they decided it was going to be R, then the shackles were really off. We were trying to keep it in the zone so it could go back and forth. But now, you know… now the horses are running out of the barn on fire. It’s great.

Can you tell us something about Deadpool breaking the fourth wall and how it will be realized in the movie?

Tim Miller: It’s pretty simple. "There’s the camera Ryan and…"

[laughs]

Tim Miller: But only Deadpool breaks the fourth wall. I mean there’s some logic to it. Way before he becomes Deadpool he doesn’t break the fourth wall. It’s not like House of Cards where you have a character that does that repeatedly. It’s more of a product of what happens to Wade in his psychosis, I guess. But it’s great.

It’s super meta, because not only is he aware of the audience, but he’s aware he’s Ryan Reynolds and he’s aware of everything Ryan has been involved in beyond the audience. So we’ve got to be careful not to get too meta, meta. But I love it.

When we watch the scene when Wade is going into the surgery and he makes the comment about the animated green super suit...

Tim Miller: Because he’s not saying anything about…he’s not saying "like Green Lantern." He’s just saying don’t make it green or animated. And he’s not breaking the fourth wall in that moment. There’s a couple of moments… we have another scene in the bar where Wade mentions Wolverine but he doesn’t say that he was in it. He just mentions that it’s a movie that’s out there in the zeitgeist. We’re walking a line there. It’s a very thin membrane but he doesn’t say… When you see what he does when he’s Deadpool, it’s very different in that he really, really makes mention of these things, knowing these things.

We were talking to the visual effects supervisor. What caught my interest here is obviously the helicarrier.

Tim Miller: It’s not a helicarrier.

Next Page: It's Sort of A Helicarrier...

Aircraft carrier with propellers....

Tim Miller: It’s clearly not a helicarrier...

[Laughs]

... Because that would violate the Marvel S.H.I.E.L.D. universe sort of thing.

That’s what I was going to ask. How was it decided?

Tim Miller: It’s not a helicarrier.

[Laughs] ... That this vehicle would be in this film as a set piece?

Tim Miller: That would be me. But I think when you see the design for it, it’s not going to. And to be fair, there are Helicarrier-like vehicles in the X-Men universe. It’s not just S.H.I.E.L.D. that has them. So I think it’s fair game.

Look, Deadpool is all about… there’s the larger shiny Marvel universe where everybody has new gear and it’s all made of chrome and leather. And then there’s Deadpool. I think the world that he explores is a much seedier, everyday sort of ordinary type world. But he still lives in that universe. It still has to sit next to all these other films.

So I think the more we can bring that world into his world the better. But it has to be done in such a way that it feels Deadpool. So, what better way to do it than a decrepit carrier that’s being stripped for scrap? And it’s dirty, and grungy, and nasty. When you see the shots that are up on the flight deck of that ship, it’s obviously not up to S.H.I.E.L.D. spec in its design. It looks more like a World War 2 sort of technology with... some... turbo fans.

Was this your nod or acknowledgment that there’s other stuff out there?

Tim Miller: Yeah. It’s the same way Colossus is. He shows up and you see the Blackbird in the background. It’s just a not to this larger X-Men universe that Deadpool really doesn’t want to be part of. He’s had his chance. There’s a great line where Colossus says, “You could be a superhero.” And he’s like, “Yeah, I’ve seen my report card and I don’t want to be that guy.” But I like the fact that he’s deliberately chosen not to be part of that world. But it’s still there.

Colossus is going to be great. He’s the manifestation of the rest of that universe.

Just like Deadpool is going to be more like the comics, this Colossus is going to be massive. Is he going to have the Russian accent?

Tim Miller: Yeah, I don’t know why he wasn’t like that before. Those are the kind of things I think, as a fan… I mean, nothing against the movies that have been made before, but I feel like if there’s not a real reason to change those sorts of things, then you should stay true to the comics as much as you can. As a fan, it bothered me when he didn’t speak with a Russian accent. I expect that. Things like him not being… I mean in our film I’m glad that we can make him big and massive like I’ve always seen him in the comics. But I didn’t hold it against him that he wasn’t a CG character the entire time in the movies because I know how expensive that was. So I go, “OK. I get it. You gotta change him for that reason.” But we don’t have to because technology has advanced and that allows us to do this. But if they had changed stuff like that, that bothers me a little bit as a fan.

This is a big, unique project as a first feature. Did you reach out to anybody for advice?

Tim Miller: The nice thing about doing it at 50 versus 35 or 40 is I’ve got a little bit of experience under my belt. And I have a lot of people. I’m friends with [David] Fincher. [James] Cameron gives me advice. I know a fair amount of directors who have been through it, and they all felt pretty confident that I would be fine when I got my shot. So their confidence made me feel confident.

But again, it’s like I’ve been doing it just on a smaller scale. I’m not afraid to make decisions. One of my friends said… we were talking about movies. It’s really just a series of decisions you make. They said, “Tim Miller: frequently wrong, but never in doubt.” I don’t know that I’m making the right ones, but I’m not afraid to make them. That keeps the train moving forward.

And then the other thing, honestly, the most uncomfortable thing for me is my level of incompetence is uncomfortable. To be on set every day with a whole bunch of people that know their job and my job a lot better than I do and I’m supposed to tell them what to do, that’s very uncomfortable and awkward.

However, I feel like if you just tell everybody that versus having them say it behind your back because you are pretending it’s not true, then everybody is more willing to help you and make a good movie. So I came out right away and said, “I don’t know what the fuck I’m doing here. Could you guys please help me make this not suck?” And everybody has really been so generous about that.

I mean even Ryan. Ryan is like, “Tim, the best thing about you is you’re not afraid to let everybody help you. You’re not afraid to have somebody go, ‘Uh, that was a bad call there. We should redo that shot.’” So it’s been great. And I think it shows. Now that I see the result of that, I feel more confident than I did on Day 1.

We learned today that you are very honest about what you like and what you don’t like about the acting.

Tim Miller: How did you learn that?

[laughs]

Tim Miller: [Laughs] Yes. Not afraid to say what I…. yeah. But I’m not afraid to listen either. And I’m definitely not afraid to be wrong. We had a shot like on Day 2 where I said, “I don’t think we need another shot of this.” And Ryan is like, “I think you do.” And I’m like, “No. We got it.” And then we go back the next day and I see, yeah, in fact, I do need that fucking shot. And so now I’m listening to everybody from now on, unless it really violates that.

But with Gina [Carano], I mean she thinks I’m madder than I… I’m just not very… I’m in the middle. I don’t really go up here and I don’t really go down here. But I’m pretty even. I think actors, they maybe want more approval than I’m used to giving. Everybody does. Everybody needs a hug you know, all the time. I’m not very good at that. I could get better at that.

From Rhett and Paul, and everyone we’re talking to, it’s about passion and fans coming into this beforehand, even you…

Tim Miller: Hardcore. 30 years.

Next Page: Sequel Talk and Animating Deadpool's Costume

So now that this is happening, are you already planning in your head ideas for the sequel or like, “Man, I really wish we could get Cable into this universe at some point”? Stuff like that? Has that crossed your mind?

Tim Miller: Sure. But I don’t want to jinx…

One step at a time?

Tim Miller: Yeah. I don’t want to jinx that. I haven’t even thought… Even when people say, “Oh, man. I saw this scene and it looked great,” or the execs go, “You’re doing a great job,” I just don’t want to jinx it. I don’t want to hear it. I function better in an atmosphere of inner insecurity and fear. Once you get cocky that’s when you start to, A, turn into an asshole to everybody and, B, make mistakes because you stop listening to people or they stop telling you because you’re a cocky asshole. So I’m going to try and eat my humble pie every morning for breakfast and just hope that it turns out OK.

More: Tim Miller teases Cable in Deadpool 2

Who's your favorite comic book character?

Tim Miller: Besides Deadpool? Honestly, I got into comics on John Byrne’s run of the X-Men and the Dark Phoenix Saga. I got in around X-Men 95, right when it turned to the new X-Men. So that whole family, all those characters are kind of my favorite characters, just the X-Men world. I mean Dark Phoenix series, the way it was done, they didn’t do it justice in the past movies, in my personal opinion. I just like the X-Men universe.

I mean more than DC, Marvel does a great job of making their characters human. Peter Parker has superpowers, but he still has trouble making rent every month. I identify with that in a way that I don’t with, like, Superman, for instance. He’s just less interesting because he’s too perfect. I want to look at the characters and go, “Well, maybe if I had superpowers my life would be like that.” And the less they act human when they are not being superhuman, the less I give a shit about what happens to them.

So we’re really trying to make everything grounded. Even people that aren’t Deadpool in this movie act like normal people would in those circumstances. They’re not goofy, too. They react pretty realistically. Deadpool aside, there’s a lot of great character stories in this. Morena is crushing it as Vanessa. And we don’t really get into her mutant abilities at all. It’s more about their relationship and it’s great.

You have a hero with a mask for a lot of this film. How are you handling facial expressions?

Tim Miller: Being an animator, and I’ve directed tons of mo-cap, which really is about how do characters move through space? How do they use their body when they’re talking? I feel very comfortable seeing the performance through the way the body moves even without the face. We’re going to animate some of the mask like we did in the tests. So for all these dialogue pieces, we’re going to record Ryan without the mask giving the dialogue as well so we can pick up certain parts of the way he moves his eyebrows, certain expressions that we can translate onto the mask. And it works pretty well. I mean it’s what we did in the tests. It’s subtle, but it really helps the overall performance a lot.

But it is tricky. We actually had a moment with Ryan where… When we’re doing the dramatic scenes, I’m pretty specific about my notes. You know, “Let’s take it down here. Let’s take it up there. I’d like a little more sadness here,” which he really likes because he’s amazing at just going in and dialing in a performance.

But when he’s in the mask, I was suddenly giving him a lot less notes. And he’s like, “Dude, what the fuck? Give me some notes here.” I said, “Well, it’s hard,” because his nose is a little clipped by the mask, so he sounds like this. So we’re going to rerecord the voice. And the face is going to be animated later to a performance there.

So you take that out of the equation, I’m giving notes on maybe half the performance at any given time. But I know what it’s going to be like. But I just don’t want to waste his time on maybe the diction of his words because we’re going to rerecord that later.

With so many characters with this library of mutant powers and abilities and so many action set pieces, what’s the most part for you? And what do you think the fans are going to take away most when it comes to these actions, characters, and sequences?

Tim Miller: I think, again, it’s the fact that you… I don’t know. Avengers was cool. I liked it. But I feel like we haven’t seen this side of the superhero universe. So I think fans want to see it, too. If everything is perfect and shiny and everybody has Quinjets and mansions, it just gets a little… I don’t know. I’m ready for something different. Aren’t you?

I still like that. I buy my Avengers tickets. But I think people are going to really get into seeing this other side of the world. The fights are nasty. They are tactical and brutal. And people are getting killed. It’s not like there’s a building that Superman knocks over and we know that a thousand people die, but we didn’t see any of them die. We’re going to see some people die. And not revel in it, but see it for sure.

With your animation background, are you more comfortable action scenes or do you prefer the more intimate, dramatic scenes…?

Tim Miller: You’d think I’d be more comfortable with the action, but actually I’m more comfortable with the drama. I mean you get more instant feedback on what you are seeing and you know if it’s working or it’s not working. I think people moving through space and the way they say lines, it’s a puzzle to be solved every time. But there’s a right way to do it that feels natural. And it’s just kind of finding that right thing.

Like, with Gina we were talking this morning. I like the little chess match of how people move through space. I’m not comparing myself to Michelangelo with this analogy, but he said when he sculpts it’s like finding the sculpture within. It feels that way when you are with actors, too. There’s a natural way to do this with a natural language that flows and feels like real people talking. And you’ve just got to find it. So I enjoy that part of the process.

With things like Colossus fighting Angel Dust, sometimes it’s Gina fighting air. I can imagine what it’s going to look like, but it’s not as…it will be satisfying in the future when Colossus gets there. But at the time, it’s a little boring. I mean Gina is great. And her superpower is cleavage in this movie. But, you know, it’s much more instantaneous where you feel like you’re getting the full picture right away. But I like it all. I like the action stuff, too.

Next Page: Connecting to X-Men Universe and the Weapon X Program

You mentioned this is like the seedier, kind of dirtier part of the universe, the underground, as I refer to it. It kind of acknowledges X-Men in the background a little bit with Colossus and them. Can you tell us about Ajax’s organization and what that means for the X-Men universe, what that is?

Tim Miller: I think it’s kind of a low-rent Weapon X. Prada makes really nice bags and then somebody in China makes knockoffs. This is the knockoff version of the mutant world. You have Weapon X. you have government spending millions of dollars to make it, and then you have these guys who are making thugs out of people that they pull off the street, or who are damaged, or who have found themselves in terrible positions for some reason.

So, to me it’s sort of that side of the world. I don’t know if I’d call it underground. I mean the workshop is that, but Deadpool is not really underground. He’s not hiding.

Are these guys related to Weapon X?

Tim Miller: Killebrew at one point worked for Weapon X. So he’s taking that technology and…We don’t really get into the backstory much here, but I think it’s the same way as a Nazi doctor who then later went to Brazil and did some experiments and they’re carrying on, but not with the might and power of the Third Reich and money behind them. It’s in a backroom in a jungle somewhere. That sort of thing. But it’s the same drive to mess with things that probably you shouldn’t that propels these guys.

We were told this is like a standalone story. Does it have to connect? Does it have to follow any rules established in like X-Men: Apocalypse or whatever is coming up next?

Tim Miller: No. I haven’t even read that script. Simon has, the producer. So he maybe would have told us. But, no. nobody has ever said… I think it’s more of what not to do versus what we should do. I think if we violated that somebody would say. But we haven’t, for whatever reason, stepped on any landmines.

Are you afraid what the fan reaction is going to be?

Tim: Not at all. Really, I can use myself as the barometer for fan reaction. I can honestly say…there could be some fans who go, “Oh, I expected it to be more crazy,” or, “I wanted more blood,” or whatever. But I think we’re walking the perfect line between what the fans would want and what broader audiences would respond to.

I don’t want to make a movie for 100,000 fans that nobody else in the world sees, because I don’t think that’s good for the character. It’s certainly not good for Fox. It’s not good for me. And I don’t think it’s good for the property as a whole. The more people that see it the better, assuming that you stay true to the character to do that. So I think fans are going to love it. I can’t think of a single thing they’re going to go, “Ah, you fucking pussied out on that.” I just don’t think they’re going to do it. I think you’ll be happy with it.

More: Deadpool Writers Talk Mutants, R Rating & X-Men Connections

Tim Miller directs the film from a screenplay by Paul Wernick and Rhett Reese. It is produced by Simon Kinberg, Lauren Shuler Donner, and Ryan Reynolds, starring Ryan Reynolds, Morena Baccarin, Ed Skrein, Gina Carano, T.J. Miller, Brianna Hildebrand, and Leslie Uggams.

Based upon Marvel Comics’ most unconventional anti-hero, DEADPOOL tells the origin story of former Special Forces operative turned mercenary Wade Wilson, who after being subjected to a rogue experiment that leaves him with accelerated healing powers, adopts the alter ego Deadpool. Armed with his new abilities and a dark, twisted sense of humor, Deadpool hunts down the man who nearly destroyed his life.

Deadpool opens in theaters February 12, 2016; X-Men: Apocalypse on May 27, 2016; Gambit on October 7, 2016; Wolverine 3 on March 3, 2017; Fantastic Four 2 on June 9, 2017; and some as-yet unspecified X-Men film on July 13, 2018. The New Mutants is also in development.