The story of a friendship with an unfortunate expiration date, director Alex Lehmann's Paddleton is a film that never lets its quirks overshadow its emotional depth. 

Following two neighbors, Michael (Mark Duplass) and Andy (Ray Romano) who bond over Kung Fu movies, microwavable pizza, and a game they made up called Paddleton (it's like racquetball but with a paddle, a ball, and a garbage can), the film is both funny—the men bond in a strange way that's both adolescent and platonic—and heartfelt—from the opening scene, we're aware that this friendship can only go so far.

Michael has been diagnosed with cancer and he only has a few months to live. There are pills he can take that will expedite the "dying process" in case he would rather forego the suffering that comes with such a diagnosis, and in order to obtain those pills, Michael has to drive several hours to make the purchase. Michael and Andy hit the road and run into a number of colorful characters, not the least being themselves.

Yes, Paddleton is technically a comedy about death, one that could easily be sold as a humorous romp possessing real-life implications. But there's an added heft to the screenplay (co-written by Duplass and Lehmann) that doesn't wrap things up in a tidy bow.

Michael knows his time on Earth is limited, and Andy, an often blubbering individual who just wants a best friend, has agreed to assist him in making his final days as comfortable as possible. The movie is funny because it allows its characters to simply be, given the time they have left on Earth. 

As Paddletongets set to premiere on Netflix, No Film School spoke with Lehmann about the makings of a Duplass Brothers production, Kung Fu movies, using abandoned drive-in movie theaters, the importance of Location Managers, and more. 

No Film School: This isn't your first collaboration with the Duplass Brothers. What makes a film a Duplass Brothers production and how did you find your way into the mix?

Alex Lehmann: I had been making a documentary on my own called Asperger's Are Us and I was doing that every minute I had free time and wasn't doing camera work on a show called The Leaguewhich Mark Duplass happened to be acting in. He caught wind of this thing that I was tirelessly spending every minute I had on (and had spent everything on my credit card on). it was very generous of him as he watched it and wanted to help release it.

From there we realized that we had similar interests and he asked me to come onboard Blue Jay. I don't want to speak on their behalf and on their brand and what they do, but as far as what we have in common, I think we like to find an underdog and strangely acquire quieter people who aren't necessarily the typical protagonist.

We want to see what makes them cool, even if a lot of the world sees them as quirky and doesn't understand them. We're quietly rooting for people like that that are really likable. In a way, it can probably speak for who we are.

"I feel like I'm at the age where, sadly, more of my family members and friends are getting sick. That becomes a level of prevalence in your life in your 30s rather than when you're in your 20s."

NFS: How did the idea for this film come to you? Had you known of someone who was recently battling cancer?

Lehmann: I feel like I'm at the age where, sadly, more of my family members and friends are getting sick. That becomes a level of prevalence in your life in your 30s rather than when you're in your 20s. When we were premiering Blue Jay and were going to do a Q&A afterward, we snuck into another movie theater, we were watching another movie, and there was a lot of gratuitous death and gore, and I came out of that feeling shaken and a little pale in the face. Mark asked "What's going on?" and I was like, "I saw this woman drive a corkscrew through this guy's throat and he was coughing up loads of blood and it was so disturbing" and I continued, "Man, I'm so glad that we made a movie that doesn't have any death or violence in it. Oh my gosh, who wants to put that out there?" Mark just looks at me and he says, "Man, that's what you got to do with your next movie. You have to face 'the death thing.'" And so I decided we should kill him [Mark]!

NFS: The film is in no way, shape, or form a Kung Fu movie, but it's heavily influenced by them (as is apparent by the two main characters' love for the genre). What role did Kung Fu movies play in your cinephile life?

Lehmann: I can't say that I was the biggest Kung Fu fan, but you know, I've seen my share of Kung Fu movies and the fighting is cool and fun, but I've always liked the wushu side of the films. This is a specific genre within the Kung Fu genre which is a little more character driven and soul searching and, in a weird way, those wushu films speak to these two-hander Duplass films. In a lot of ways, there's a master and student. There's some sort of relationship that involves having to find yourself by battling ninjas or whatever. I guess we don't get to battle anyone like that in Paddleton, but it's about finding yourself, about soul searching and everything else is a kind of metaphor. Instead of swords, we've got racquets. I like anything that's introspective and character-driven, and those wushu films are pretty cool. I didn't know enough about them until I started researching them to make Death Punch [the fictional wushu film in Paddleton] and then I realized, "Oh my gosh, there's this whole other world of movies that totally speak to me and I kind of love that they are dubbed over."

Paddleton-_-official-trailer-hd-_-netflix-0-22-screenshot-1-770x470Alex Lehmann's 'Paddleton.'

NFS: For our theater lovers out there, I wanted to ask how you found the decrepit old drive-in movie theater that the two men play paddleton in front of. It appears worn and faded, as most abandoned drive-ins unfortunately are...

Lehmann: It's a real drive-in movie theater. It's abandoned like most drive-in movie theaters are. Location scouting is such an important part of the process and ideally when you're location scouting, you're doing it with someone that you absolutely love. You're on this road trip and you're hanging out and you end up listening to music and talking about ideas and so one of my producers, Sean Bradley, kept going into so many different areas to do location scouting. I have known him since college. He was my college roommate and so we have worked together on and off for quite a while now.

We drove by that drive-in movie theater, and I thought, if I were a kid and was making up some sort of racquetball game and I lived by this giant screen, I would be there every day. This was the place to play. You have the crappy court, etc. At one point we were like, "Oh we'll just have them play outside of the apartment," but if this drive-in was in your neighborhood, I'd be fighting to play there. It's just a giant playground. It was kind of a lucky accident via the location scouting but it spoke to us immediately.

NFS: As this is partly a road trip movie, I imagine your Location Manager would be someone you had to rely on quite a bit. What discussions did you have with them about visualizing the locations of the screenplay?

Lehmann: We weren't a huge production, and actually Sean, one of our producers on the film, also played the role of Location Manager and he and I did all the driving. There were a couple cities we were considering for Paddleton, although I'd always wanted to make a movie in Solvang, California, so once we locked in Solvang as the main hub for the film, he and I drove around and Sean picked the ostrich farm [to be included in the film]. You find that and it just organically goes into the script and you go "Oh, this is fun."

When we were scouting, we'd think "Oh, Andy and Michael would want to stop here too" so I would throw it out to Mark and Ray like, "Hey you guys want to do a bit at the ostrich farm?" They would throw something out on the phone about cheetahs and ostriches and we go "Okay, great" and we are shooting. We are shooting and it all organically came together, it wasn't like because it was an improvised script. We had a treatment, a pretty lengthy treatment, but there was a lot of form, of adaptation, as we rehearsed.

As far as scouting and everything, it was a fluid process that came to the story and the filmmaking process as we were tracking patiently and finding locations. That's the other thing about the Duplass' process, getting that lightning in a bottle and being aware, being present and finding what works around you that could have never come up with on your own. Something like an ostrich farm with Mark and Ray having this really genuine moment on set, you're filming and you go "Oh my God, this is amazing, we're so lucky to have captured this." It's part documentary and part narrative filmmaking really. 

NFS: Did you ever have a fully written script? Or was it always just a treatment?

Lehmann: No, it was always a treatment. There were a couple of scenes that we did write out but even then we wrote it out to make sure we knew where all the beats were. It was always improvised. It was about letting Mark and Ray find words in the moment and so there's a looseness to it, which hopefully works as feeling more grounded and more real.

NFS: The film often feels slightly overcast, darkly shaded, and low lit. What kind of visual strategy were you going for when creating this moody tone?

Lehmann: We weren't trying to create any kind of somber tone, but realism was really important. I like realism and as far as aesthetics go, I asked our cinematographer, Nathan M. Miller, to keep things real. These characters have super simple lives, they aren't wealthy, they don't need much, they're kids really, they're children, so think about what your college dorms looked like, you know? You have a couple of lights for functionality but the overall tone is very much fitting to who these guys are. They're pragmatic but by no means flashy or polished, and they don't care about aesthetics.

As far as pragmatics for us, the crew, I would say that it's really important for me, in shooting these kinds of films, that you never set marks for the actors or light very specific marks, because there's going to be so much improv and fluidity that we want it to be possible to change things. That means, you're lighting a space but you let actors come in a way that's more natural so it's  the payoff that you get; it's nice-looking but realistic and slightly somber.

NFS: There's a scene in the film where Andy recites to himself a halftime speech (as given by an imaginary coach) in a bar's bathroom. You mostly film the sequence in the bathroom mirror, as Andy has a "Travis Bickle" moment of almost challenging his own reflection. What discussions did you have with your cinematographer about how to shoot that sequence?

Lehmann:  Well to be completely honest, we lost the bathroom that we were originally going to shoot in, but then when we were doing the bar scenes, we had to dress up a really small utilitarian bathroom. I think it was in the mess hall where we were eating our crew meals every day. it didn't feel like a bar anymore so our department tried to dress it up a little bit and I told the DP, I think we need to shoot a little bit tighter to really sell the location, and after that first take we realized that intimacy actually worked better anyway, It really became about just living in Andy's moment, and it's one of those things where you try something for a different reason and you start realizing why it's working on all these levels, to keep going with that, to keep going with it because it works.

Paddleton_0Alex Lehmann's 'Paddleton.'

NFS: For our Sundance filmmakers survey, you mentioned that "flooding shut down all freeways out of Los Angeles and all of our actors had to go on these long six-to-eight hour journeys to get to set." How did you have to adjust your shooting schedule to accommodate the unfortunate, unpredictable weather?

Lehmann: We did have to switch a few scenes and locations around because of rain. I know you never need cover sets in L.A. because of the lack of rain in Los Angeles, but we were shooting the one month that it rained, January, and then yeah, those poor actors would have to drive six to eight hours to get someplace that should have only been two hours away. It's just about having great producers and a great AD who were able to move stuff around. I asked them to shoot as chronologically as possible, which is super helpful when we are shooting so much improv and you change the story, but we luckily had some cover sets close to the beginning of the shoot. Most of the time in L.A. you won't really have to think about it, but it's great if you have a first AD and a pretty certain Location Manager who understands what cover sets are and takes that off of your shoulders. It wasn't too hard, they just told me we are going to have to shoot this and this and this instead and we just went with it.

NFS: For the clarity of our readers, what is a "cover set?"

Lehmann: A cover set is a set (and a scene) in a movie that you are going to be able to shoot given unforeseeable conditions. It usually involves interiors, anything that may be a little more flexible and less weather-dependent. It's the stuff that gives you the flexibility to shoot in snow, wind, any sort of apocalypse, and the audience will never know what's going on in the real world because you're in this contained box. It's your cover set and it's usually a scene where you have your principal actors and they're already in town. It's that thing that you know you can shoot at some point if you need to and you try to save it for later in case something comes up and you have to shoot sooner.