LOS ANGELES - On a late February morning in the editing suite of Judd Apatow's multilevel West Los Angeles headquarters, the writer-director and editor Brent White were playing back scenes from Apatow's new comedy, "This Is 40."
They had test-screened cuts of the movie the previous evening at a San Fernando Valley multiplex, running two versions in separate theaters and recording the audiences' reactions throughout. Now White was cuing up versions A and B of a scene in which Annie Mumolo, who co-wrote the Apatow-produced "Bridesmaids" and here plays the best friend of Leslie Mann's lead character, Debbie, describes the aftereffects of losing all feeling in a certain lower region of her body.
In one version Mumolo cites two examples of her numbness before a punch line that involves a shower head. In the other version, she offers more and more examples before reaching the payoff. As the editor played back the scenes synced up to the test screening laugh tracks, it was clear that the audience responded more enthusiastically to version B, the one that took more time to set up the gag.
"We can actually look at the joke when we showed it this week and when we showed it (at an earlier screening) and see if we've either made it work better or actually hurt the joke by surrounding it with different variations of lines and stuff like that," White said.
But as Apatow progresses as a filmmaker, his increasingly personal works have grown less reliant on pileups of jokes and gags. "This Is 40," which opens Dec. 21 and is the fourth movie he has written and directed, explores middle-aged angst - over marriage, family, career, identity and sex appeal - through the eyes of Mann's Debbie and Paul Rudd's Pete, characters whom they're reprising from Apatow's 2007 hit comedy "Knocked Up." The effectiveness of such a work can't be measured through test-screening reactions alone.
"We feel the movie's working when it's getting laughs, but that's actually not true," said Apatow, who turned 45 last Thursday. "The audience is actually following the drama, and sometimes we have to think hard and go: 'It's OK that they're not laughing here because this is a heartfelt moment or a devastating moment.' It's still not my strongest suit understanding all of that. I always say I wish there was a noise people made that let me know that drama was working."
"This Is 40" is being billed as "the sort of sequel to 'Knocked Up' " (the earlier film's stars, Seth Rogen and Katherine Heigl, are absent here - Apatow felt they'd be distracting), and the Apatow-Mann family echoes are unavoidable this time. Mann, 40, has been married to the director for 15 years - they met on the set of "The Cable Guy" (1996), which he produced and in which she co-starred - and their daughters, Maude and Iris (now14 and 8), once again play Pete and Debbie's children, Sadie and Charlotte. (They also played Mann's kids in Apatow's 2009 film, "Funny People.")
Apatow shot "This Is 40" just 10 doors down from his family's house in a tony Los Angeles neighborhood, so, yes, the movie literally hits close to home, with Rudd's struggling record-label owner functioning as a more dashing - though no less neurotic - stand-in for the scruffy Apatow.
"Nothing in the movie happened, but it is based on emotional feelings that we have that we talk about all the time," Apatow said. "I don't own a record label, Leslie doesn't own a store, but I think emotionally - I do spend too much time in the bathroom, I do have kind of an overbearing Jewish family that makes you want to spend most of your life in the bathroom, so we connect to some of those issues."
As do others. Despite Apatow's and Mann's status as 1-percenters, they're plying in the comedy of recognition. I'll disclose this now: The Pete-and-Debbie scenes from "Knocked Up," showing what couples really talk about when they're in the bathroom or how they negotiate their so-called free time, were the ones that resonated most with this particular married guy and his wife, and "This Is 40" ups the ante in terms of such candor.
"What's been fun is as we've shown the movie to people, everybody says, 'It feels like you've been secretly recording me and my wife,'" Apatow said. "And that's what I always hoped: that the more specific it was, the more universal it would become."
Apatow said he took a more open-ended approach to developing "This Is 40" than his films "The 40-Year-Old Virgin" (2005), "Knocked Up" and "Funny People," which covered, respectively, coming of age sexually, becoming a parent and facing mortality. In his knickknack-filled office, which includes cutouts of Mann and their daughters from "Funny People," he pulled out a grid, color coded by location, that charts various scenes that might occur over the film's eight-day time span.
"I shot it almost like a documentary, so I had the script, and we did a lot of improvisations," Apatow said. "It was like here's eight days of their life, and then I also at the end shot a whole bunch of extra scenes which could go in there or not, and it was so complicated that I needed to remind myself what happened every day, because I also wanted to have the ability to move some scenes. So I would have to look at what they were wearing and say, 'OK, if at night Paul Rudd wears a white T-shirt, I could use this scene anywhere in the movie.'"
Mann, who accompanied Apatow to Chicago recently for a "This Is 40" screening and Q-and-A, said her husband first mentioned the idea to her when they were on vacation, and they discussed it on and off for a couple of years. He said his impetus was to make a movie about this period in people's lives - its never-ending rush of demands and anxieties - rather than specifically to continue the story of the "Knocked Up" characters.
"Then just one night, literally in the middle of the night, I just thought: Oh, it's Pete and Debbie. I could make the whole movie about Pete and Debbie," Apatow said. "Because we just did 'Get Him to the Greek,' which is a spinoff of 'Forgetting Sarah Marshall' (both of which Apatow produced), and I thought that worked well, like 'Rhoda' off of our 'Mary Tyler Moore (Show).'"
The "Knocked Up" connection also gave Mann and Apatow a chance to offer a corrective to some folks' perception of Debbie in the earlier movie. Mann, cozy under a down comforter next to her husband on their downtown Chicago hotel sofa, said that when they traveled to Australia to promote "Knocked Up," "all of the journalists were like" - she put on an Aussie accent - "'Why are you such a beetch? Why are you such a beetch all the time?'"
Apatow, laughing, added: "This is a little bit of a response to that point of view, which is Pete's driven her crazy, so it's fun to show the whole story of how somebody gets to be that way."
Rudd, who has appeared in several Apatow-directed and -produced comedies, was brought into the process early as well.
"We'll talk about facets to the character or conversations or aspects or storylines, things like that," Rudd said last week by phone from New York, where he is starring in the Broadway production of Craig Wright's "Grace." "Then Judd goes and writes it out, and then we play around with it when we shoot it too."
Mann, who off camera is unsurprisingly assertive in a soft-spoken way, recalled of Rudd: "When we first started rehearsing with him for 'Knocked Up,' he's like, 'Isn't it just funny, like when you're in a big fight with your wife and one of you just cracks a smile, and you both just start cracking up?' And we're like, 'No. That has never happened."
Now Apatow was cracking up, adding that a realistic film about him and Mann would be "much more morose," prompting more laughs from the two of them. "I'm not as light and charismatic as Paul," he said. "But that's one of the great things about Paul: He's so likable that you could make him play a really flawed character and a pain in the ass as a husband, and he's hiding all these issues he should be sharing with his wife, and he's passive-aggressive, yet you really like him and connect with him because there's an Everyman quality to him that makes it OK."
Although the filmmaker and actors stress that the movie and its situations are made up, a certain level of real-life investment is evident. When I told Mann that if you kept a scorecard, Debbie would turn out to be right more often than Pete, she responded, "Thank you for saying that," then laughed.
"They are fictional characters," Rudd said, "but there are aspects of their relationship in the marriage that are specific to, I think probably, Judd and Leslie. There are a couple of specific things that have made their way into these movies that are from my own life."
The autobiographical elements aren't necessarily flattering. "My own wife was like, 'Oh, I love it when you say, "Everybody thinks I'm so nice, but I'm really such a (jerk),"'" he said, laughing. "That one really seemed to land with my own wife."
Apatow and Mann also hailed Rudd's ad-libbed gas-passing while Debbie tries to sweet-talk Pete on their bed.
"There's a rule on the set that anyone can say anything whenever they want; I'll never be mad if you change it," Apatow said. "Leslie knows to be in the moment, so her disgusted reaction is her actual disgusted reaction, and she doesn't yell, 'Judd, he farted!'"
"I just felt why not just do that and then just see what happens?" Rudd said with a laugh. "Because certainly that can be an issue in a marriage."
But Rudd drew the line at one of the "This Is 40" posters that Apatow was considering. In his office in February, the filmmaker had mock-ups of several potential posters, including the two that have since been in use: one showing a mirror reflection of Debbie brushing her teeth while Pete sits behind her on the toilet with his iPad, and another in which Pete (with a remote control) and Debbie (with a book) sit in bed while their girls, including an airborne Charlotte, horse around.
The rejected poster is an image from the movie in which Pete lies with his legs splayed in the air as he tries to angle a mirror to see whether he has a hemorrhoid, all while Debbie looks on in disgust.
"Paul's like, 'I really don't want to have my anus presented to the world on the poster,'" Apatow said. "Even with the mirror (blocking the view), he didn't feel like it was the best possible presentation. I kind of liked that one."
"I'm glad they didn't go for that one," Rudd said. "I mean, he's already got me taking a dump on one of them."
With Mann and Apatow both using the word "crazy" to describe Pete and Debbie's behavior at times, the movie is willing to make its leads unsympathetic in the quest for some greater truth, if not humor.
"I like when people don't try so hard to obsess over likability," Apatow said. "I wanted it to be balanced. I wanted Pete and Debbie to have an equal amount of good qualities and bad qualities. But it was helpful working with Lena Dunham on 'Girls' (the HBO series that Apatow executive-produces) while I was working on this, because she doesn't care at all if you like her character. It just doesn't even occur to her that that's part of what you factor in. And so just talking about the script with her - and she's such a great cheerleader of this film - put me in a good frame of mind to not polish things up."
"I don't think you do polish things up," Mann said. "I don't think that's your thing."
"I try not to, yeah," Apatow said.
Something that has been added is a shot of Maude Apatow's hormonally challenged Sadie having a profane meltdown while selecting clothes from her closet.
"We debated whether or not we liked that," Apatow said, turning to Mann. "You weren't sure if you wanted the world to see Maude screaming and losing her mind in her closet."
"No, it's the cursing part," Mann said.
"Yeah, the cursing part," Apatow said.
"Just cursing in the movie," Mann said. "I don't like too much of that."
This is a perspective that, if you've seen any of Apatow's work, you know he doesn't share.
"Leslie always says to me when we get near the end of the edit, 'How many (F-words) can you lose? Do you need that much cursing?'" Apatow said. "It's easy to have too much cursing because on the day (you shoot) it makes you laugh, and then you get into editing, and you realize everyone's cursing every other sentence, and then you spend six months cutting all the curses out." That's not all he cut out. "When I first showed this to my friends to get some reaction, it was three hours and 36 minutes, and then slowly like a game of Jenga, you pull things out and see if you've ruined the movie," he said. The movie wound up at 2 hours and 14 minutes, long for a comedy but about par for the Apatow course.
The director said he starts viewing one of his movies with his wife when it's almost finished because "Leslie is great at catching an inauthentic moment."
"I watch the scene, and if it doesn't like hit me in my gut. ... I can't say exactly what is wrong, but that's the difference between us," Mann said. "He's more in his head and thinking about - "
"The frame count," Apatow said.
"But I can have like a gut reaction, and if it doesn't ring true, then it's - "
"And that's really annoying," he said.
"Yeah, it annoys him." She laughed.
"I'll go, 'Isn't that good?' She's like, 'Ah, it's not working.' 'Why?' 'I don't know! I don't know. It's just not working at all.'"
In the end, Apatow said, he became ruthless about axing jokes that, no matter how funny, didn't ultimately serve the story.
"Sometimes you notice that joke gets a huge laugh, but it's actually kind of killing the emotion of the rest of the scene," he said. "So there were some great changes right at the end that really helped the last five minutes of the movie that were a result of just being really tough."
Then again, Apatow and Mann agreed, little of "This Is 40" was easy, what with supervising their kids on the set while she and Rudd acted out marital spats.
"The big blowout scene was hard," Apatow said.
"That was only hard because my tooth was missing," Mann said.
"Oh, yeah, what happened to your tooth?"
"I had a tooth problem. A mean dentist who wouldn't give me the crown, and it was like a knife in my mouth."
"And you thought that you were lisping."
"I was lisping. If you watch it you can see I'm talking like this," she said out of the corner of her mouth. "Because I don't have a tooth there. My crown was gone."
"We didn't have too many hard days," Apatow said, then added: "The whole thing was hard."
"The whole thing was hard," echoed Mann, later asking: "Does the ending make you happy? Does it give you hope? If you're hopeful at the end, that's what people need. At this time in their lives, they want to have hope, and if you don't have that, then ..." She let slip one of those curse words and laughed before concluding, "... what's the point?"