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Listening as an Action: Mike Mills on C'mon C'mon

Among the varied roles in his acting career—which includes both Joker and Jesus Christ, one year apart—Joaquin Phoenix gives some of his most meaningful work in "C'mon C'mon" sitting quietly, holding a microphone, listening. Sometimes he asks questions of his subjects, who are non-scripted children from different cities with a lot on their minds about their emotions, how they see the world, and what hope they have for it. These moments are made possible by writer/director Mike Mills, who has always presented central white male figures with a certain curiosity and sensitivity in acclaimed films like “20th Century Women” and “Beginners.” Having such a full-bodied Oscar winner play a radio journalist might be one of Mills’ most on-brand flourishes yet. 

These documentary scenes are cut in-between Mills’ narrative about Johnny (Phoenix) and his nephew Jesse (Woody Norman, described by Mills as a “fireball”) growing together, hanging out, getting on each other's nerves, sharing certain frustrations about life. Both of them are kind of making it up as they go along, in a journey that takes them to different cities where Johnny is recording for his series. Johnny’s mother Viv (Gaby Hoffmann) meanwhile tends to her ex-husband Paul (Scoot McNairy) and his mental health issues, while offering Johnny a lifeline of hard-worn, emotional intelligence, not just about being a parental figure but about being a person. 

“C’mon C’mon” was shot in black-and-white, as Mills sees the film as “a fable interwoven with documentary qualities … it’s intimate, but it also gives you more elbow room, pulling the characters out of time.” The film’s calm nature, and its constant sensitivity toward the emotions of its people—scripted and non-scripted—is of its own feeling. It's cinematic, timeless, and wise all at once.   

Mills spoke with about collaborating with his actors, what he learned about being human from Joaquin Phoenix and Gaby Hoffmann, a big question asked throughout his filmography, and more. 

How are you doing Mike? I’m stoked to be talking to you today.  

Did you say stoked? That’s rad, I’m from California so I know all about stoked. [laughs] I’m in Detroit, and we had a screening for the kids from the film last night, a little tiny screening with their families and their teachers. It was really meaningful, fun, sweet, nice. 

How did those scenes work with Joaquin being on camera, asking the kids questions, in terms of what is scripted or just being felt through? 

Those are all real kids, those are not actors. Those are completely their words. We had a list of questions that I would write with Joaquin, and we would go back and forth about it. And it was shot in order, so we could kind of shift the questions how we felt fit the narrative part of the story. Joaquin, I think he loved doing those in a way and just what it does to you as an actor, the practice of it. We were worried that, because it was made at peak “Joker” time when he was promoting it, and a few kids would be like, “Oh, you’re the Joker” at the beginning. But they would melt away, and Joaquin would stay present and really alive during the conversation, just following conversation.

We’d be coming into people’s homes in the morning, and you’re a visitor and you’re just hypersensitive to how this innocent person is in your movie. But then that kind of sensitivity would go back to the narrative film process that we would do in the middle of the day. It was a really energizing thing to do as part of our filmmaking practice. 

Did it help center the movie? I’m really curious about how you can make a movie like this when I’m sure there are stressful days or moments that don't match the film's immediate vibe. Did these interviews help make sense of why you were telling the story? 

I feel like it just kept telling me the stakes of just the world for young people. It kept reminding me of the power and the intelligence and importance of all these kids. That was humbling. It put you in a really humble place. And they’re all just really brilliant, and they shared so much. You’d come to their house, you ask them all these big questions, and they’d love answering them. I think kids aren’t asked often to be present, or, “What is your opinion of your teacher?” And with a film crew and movie star in their bedroom. But it had a really positive effect, I felt they were really happy and excited to answer. It definitely was something we would dip into almost every day, or every other day. The rest of the film was kind of steeped in those moments. 

When you’re working with Woody and Joaquin, how do you know when a scene does and doesn’t work? In reflection of what you want to do with the story. 

Well, part of it would be just how it’s feeling with them. If it’s really alive and bubbling. And if they’re stumbling on a line, or you just don’t feel the casual one-two-three kind of scene, then it leaps out at your very often. There were very few scenes where it was like, “Ooh, that isn’t working” [laughs]. I actually can’t think of any, but maybe that’s my own blindness because we wrote it so of course you feel like it’s gonna be great, or you hope it is, or you’re really excited for it. They really had such a good thing going, especially with Joaquin. And Woody, there was always something exciting, surprising, alive-feeling going on between them. 

What was the toughest scene to not include in the movie then? 

Oh, those are secrets! They went to film heaven and they are gone now. There’s many beautiful scenes which really, they have so much closeness between those two. But there’s other moments of real closeness that’s very genuine and feels very real. But the film has its own requirements outside of what you want as a filmmaker [laughs]. So there’s some great scenes that I really loved, that the film as a whole didn’t need. 

When in the process of creating this story did you realize that Joaquin Phoenix is who you wanted to play this character? 

Pretty early on. I’ve always loved him. I’ve tried to get him into my things before. It’s not like we’re alike, and that character does have a me-ish beginning to him, as my perspective as a dad. But I just think he’s the best, that he’s so intelligent and so interesting, and always just “What the heck is he going to do next?” when I watch him in other movies. And so I started writing this like, “Well, that would be amazing if he started doing this, very dreamy.” A lot because I just sensed there’s some big differences between us, which would just be a plus for the film. 

With those differences in mind, what conversations did you have with Joaquin even before shooting the film? 

We had a lot of conversations, because at the beginning Joaquin was like, “Oh, this is really interesting and you seem really interesting, but I don’t know how to do this. I can’t do it. I can’t find my way into Johnny.” But we just really enjoyed talking to each other, so we talked for months. And I had no idea if he was going to do it or not, but all the conversations we had were so interesting. And then we got into this thing of reading the script, and I would act out all the other parts, and he would act out the Johnny part. And then we would bump into things or questions like “Why this” or “Why is this happening?” And often, he would be pointing out a really great problem in my script, and I’d be like, “Oh, I see now.” And that editing process, that writing process, I loved so much because I was getting so much better. I was like, “I don’t care if you’re in this movie or not, we’re making it better.” And I think he enjoyed it, and it was the beginning of our collaboration. It was a lot of laughing, and it was very funny. [We had] a lot of making fun of ourselves, and that just carried on through the whole thing. 

Every weekend we would get together, or we’d just go through and act it out and chat about and make some great changes at the last minute, and I really loved having this back and forth, just how much he invested in it. Beyond his character, too. He’s in other parts of the movie, he just cared about the movie and he was my great comrade filmmaker friend. 

How did that process help Gaby Hoffman’s character evolve? Or help you hone in on that? 

In that great scene where she’s like, “Sometimes I can’t stand him, I can’t explain it … sometimes I can’t stand to be in the same f**king room as him.” That scene is a Joaquin Phoenix idea, and it came from him observing a woman who was like his mom, who was saying something similar. And at the end she says, “And now you must think I’m horrible, right?” And then giving some amazing mom advice that only a mom would give, like to eat some protein or take a nap and it’ll be OK. And he was like, “Isn’t that amazing, what she has to go through and how judged she is if she expresses any ambivalence?” And I was like, “Can I put this in the script?” And then I wrote that out. 

But then Gaby brings her own experience as a mom. Joaquin and Gaby are two of the most intelligent actors I’ve ever been with, they’re almost intimidatingly smart like as a director. They know every note about I’m about say before it comes out of my mouth, and they can articulate it better than I can half the time. They’re really quite smart. Gaby similarly, we did some reshoots and especially in the reshoots it was some of process of, “What do you think of this line, what do you think of that line?” She’d be like, “Umm, this part’s hard. Why is this hard?” And I was like, “Because I’m saying so much.” A lot of that stuff would be going on. 

Does working with intelligent actors, and I assume in terms of emotional intelligence—does that help you with your own growth? 

Yeah! Totally. Big time. Oh my god, I just learned tons about me from both of them, sincerely. 

If you can share, then, what’s something you learned from Joaquin or Gaby about being human? 

[laughs] Um … well, from Joaquin there’s a really fluency and fluidity and ability to go into parts that you’re afraid of, ashamed of, feel bad about and like swim around in there and come back out OK. Or to kind of lead with a lot of your foibles and your failures. But that’s a very empowering move, and just like an honest move. All too often, I’m one of those people who is like, “I have to be good! I have to impress!” Because ultimately I feel like I’m a failure at some point, right? Or there’s some insecurity I’m relying in. And Joaquin will come up and just lean into the insecurity and just go with that. And so, very powerful. 

And Gaby … they’re both very, like you said, emotionally intelligent. Every conversation is just high-level for me. Of course I just want to know all directions that I am. And they’re just f**king funny, I’d have a jaw headache after hanging out with either of them for a day, because they are so funny. And I really treasure funniness. To me, it’s one of the better benefits out there, and it’s radical and subversive and insightful, and just the best. And Gaby has this thing where she’s just one of the most spiritual people I’ve ever met, and she has this amazing ability to connect with kindness with everyone she meets during the day. So if you’re doing a press day, she’ll know your name, she’ll know something about you, she’ll have a real conversation even if it’s just for 20 seconds. And it’s not a put-on, it’s just someone walking through the world like that. I love to be around someone who does that. 

Thinking back through your features, especially as you get older, do you feel have more certainty on what makes a good man? I was rewatching “20th Century Women” and that massive question comes up in the dialogue a few times, so I wanted to check in with you how you feel about that. 

I haven’t thought about that question in a very long time. That was very my mom, that question, my real mom. That was a big thought for her. I have no idea how to answer that question, I’d be so presumptuous to say I know what a good man is. Obviously, it’s around this film, I think Joaquin is asking that question. I think it’s valid, and true. I never really put it that way. But how to be a good man going out in the world … It’s such a fraught, toxic, crazy space being a man. It’s like being white [laughs], you are complicit with an intense, oppressive history. How do you make a positive space in that?

So one of the answers, related to this movie, is listening. That was a really important part of obviously his job, but it just became a thing that we thought a lot about. Listening as an action. I don’t think people think of it as an active thing, right? And it’s not just true when he’s interviewing the kids, it’s also true when he’s with Jessie. And that’s a big part of what parenting is, or being a male parent. Just listening, with intensity and robustness and all of your emotional intelligence. And I know that became a big part of Joaquin’s acting. He was like, “Oh, my job as an actor is just to react to Woody.” Because Woody is like a fireball. And you just never know, he’s got that lightning bolt stuff going on, so that’s my job. He as an actor figured that out. 

So I would say, listening as an action, within the larger frame of “as a man.” Why don’t those three words go together? Listening is an action, and for a man to do it, is especially positive. Or especially against the grains. 

The grains? 

Yeah, the river of man that we are all taught. The mainstream, neurotypical, historically typical man-space. 

"C'mon C'mon" will be playing in theaters starting November 19th.

Nick Allen

Nick Allen is the Senior Editor at and a member of the Chicago Film Critics Association.

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