An uproarious Q&A with director Scott Waugh and ‘Breaking Bad’ alum Aaron Paul of the ‘Need for Speed’ movie

Electronic Arts has sold more than 140 million copies of Need for Speed video games over the past 20 years. They have generated billions of dollars in retail sales, but EA never had as good a commercial for the racing series as the new Need for Speed movie that’s about to debut nationwide on March 14.

The film stars Aaron Paul, the Emmy-winning actor from the Breaking Bad television show. The director is Scott Waugh, the son of a Hollywood stuntman. Paul plays Tobey Marshall, a would-be racing star who has had lousy luck. He agrees to rebuild a dream car, a Ford Mustang Shelby GT500, for the bad guy snob, Dino Brewster. Their egos clash, they race for the car, and a friend is killed in a fiery accident. That sets in motion a double-cross and then a cross-country trek for revenge and redemption. Unlike other films where the story is just an excuse for a car chase, this one has a finely tuned script.

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I enjoyed the film a lot and won’t argue with critics who say it will be the next Fast & Furious, another franchise that focuses on fancy sports cars and racing. The movie is a perfect example of transmedia, or entertainment that expresses itself in different media like video games or film. In this case, Need for Speed has a built-in audience among gamers, and it will appeal to car aficionados who enjoy classic car chase films. It also has a hot actor in Paul, whose popularity is at an all-time high thanks his performance as the Jesse Pinkman on Breaking Bad.

The movie is filled with homages to the car culture films of the 1960s and ’70s, such as Steve McQueen’s Bullitt. It has a scene in Moab, Utah, that was filmed on the same cliff as the ending of Thelma and Louise.

DreamWorks Studios and EA coproduced the movie, with EA executives getting credits on the film.

After the screening, Lars Ulrich, the drummer for the heavy metal band Metallica, interviewed both Waugh and Paul in a screening in San Francisco. Here’s an edited transcript of their conversation. (A word of warning: Lots of profanity will follow).

Lars Ulrich: This obviously has its origin in a video game. How does the video game, that’s so superpopular, this EA video game, give us a quick story about how it goes from the video game to the big screen?

Scott Waugh: I did a film before this called Act of Valor. It was a Navy SEAL movie. I was so lucky. I met with Steven Spielberg, who for some crazy reason liked Act of Valor. He wanted to do a movie with me, and then he bought the rights from EA and developed the movie, Need for Speed. He called me and said, “Do you want to direct Need for Speed?” I was like, “Who is this? I’ve never heard this voice before.”

It was great, though. Need for Speed the video game was just such a great game. I was so thrilled that they wanted to make a movie about it. It was a great car racing game, but it wasn’t tied to a storyline that was built for a game, which is sometimes a problem. If you think of a great cinematic story that follows a character like Aaron Paul’s and thrust it into a video game kind of genre—I just thought it would be a lot of fun.

Ulrich: When it landed in your lap, was there already a screenplay, or was it just an idea?

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Waugh: There was already an initial screenplay before I got involved, and then I had a lot of ideas. I wanted to do a throwback. I drove as a stuntman. I started doing stunts when I was 12. My father was a stuntman. I watched him work on, to me, some of the greatest car movies ever. I grew up being on the set of Smokey and the Bandit and Vanishing Point and Bullitt, which was filmed out here. I wanted to do a throwback to the movies that started that genre.

Ulrich: Obviously, there are some references.

Waugh: There’s a lot! Did anybody spot any of the nods to great car chase movies in there? The Thelma and Louise bit. They used that exact same drop-off. There was a reference to American Graffiti, with the cop car getting his axle ripped out.

Ulrich: Were all of those references already in the screenplay?

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Waugh: No, no. Those were things I put in, because I grew up with those fun movies. I wanted, for car connoisseur people—it’s a movie you have to watch a couple of times, because there’s a shitload all through the movie. I promise you, you didn’t get all of them. There’s Car Wash references in there. Vanishing Point.

Ulrich: We were talking earlier about how there’s an authenticity to this movie that you don’t see in the genre very much. All of the cars that you guys are using in the movie, are they off the dealership? Are they modified? Were they specially built?

Waugh: Do you guys appreciate that there was finally a movie with no fucking (computer-generated imagery) CGI in it? I mean, that’s something that I try to—it’s my signature. I’m all about no CG. Let’s just do shit for real again. That meant using real cars. The supercars, I mean, fuck, what are you going to do with them? Two and a half million dollars, I mean, they’re great.

The Gran Torino that Aaron drove was a full-on race car underneath the hood. It’s the car that he and I still fight over.

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Aaron Paul: Yeah, we do still fight for it.

Ulrich: Who won?

Waugh: Neither of us have won that battle. But yeah, the supercars, we’re not going to wreck a $2.5 million Koenigsegg.

Ulrich: Not even on somebody else’s dime?

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Waugh: We didn’t really have the budget for that. But we did build, for the crash sequences, kit cars for that. Just for safety reasons, for the stuntmen in those cars—those cars aren’t meant to be flipped multiple times. We had to build these kit cars, build roll cages for them, just for safety reasons.

Ulrich: The shot where the car goes airborne, and then it flies right into the camera—you don’t see the impact with the camera, but just tell me. Ten seconds after you cut there, did the car really go into the camera? Is there no CGI, nothing involved in that whatsoever?

Waugh: The funny part was—no, there’s definitely no CGI. The fucking stunt guy undershot the jump, though, by like three feet. We set up these cameras, and I’m like—I’m going to put really expensive cameras right here. Promise me you’re not going to hit it! He’s promising me, up and down, there’s no way. He fucking wiped out three of them! I used every single frame that I had before the camera grenaded.

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Ulrich: The other shot that blew my mind was at the front, that shot where he’s spinning right up and does a couple of spins and ends up right by the window and you’re sitting there. How many takes are we looking at for that? How does that end up so perfect?

Paul: That was on the third take. That was one of the shots that he wanted to get way before we started shooting. He said, “I’m going to need you to drive the Koenigsegg directly toward the camera, put it into a spin, and then stop within inches of the camera lens.” OK? I was a little terrified, because someone is holding the camera, and I don’t want to kill that person.

The first take, I’m flying about 60, maybe? I ended about 10 or 15 feet short. He comes up to me and says, “Listen, I need you to hit your mark. If you hit me …” – because he was holding the camera at this point, since none of the cameramen wanted to be in his position, because they were too terrified of my driving — “I just need you to hit your mark. I need the audience to know that you’re the one driving. I can’t even see you in the car if you’re that far away. If you hit me, don’t worry about it. I’ll just roll over the car.”

I thought to myself, “All right. That doesn’t make me feel better at all.” But he’s a second-generation stuntman. He was born into the business. He’s like, “I’ve been hit by cars before. Don’t worry about it.”

Ulrich: That’s comforting.

Paul: By the third take I finally did it.

Waugh: It’s actually a funny story. What I did, I came up to him after the second take, where he stopped like 10 feet from me again. I said, “Hey, man. Don’t worry about hitting me. I’ll get out of the way or whatever. Just focus on your mark.” So he comes in. He’s driving at me. I can tell he’s shifted into the fucking higher gear. I’m going, “Oh, no. He’s coming in deep.”

I’m like, “I’m gonna stay in there.” He hits the brakes, and he’s sliding toward me, and I’m thinking I’m gonna get hit. I’m still gonna get the shot. So I closed my eyes and just waited for him to smoke me. The tires stopped screeching, and there was that pause — oh, it’s over? I opened my eyes, and he’s two inches from me. I was like, “Oh, shit!” He got out and I didn’t even know I’d gotten the shot, which is the funny part. He goes, “THAT WAS GREAT!” and I’m like, “I didn’t see a damn thing.”

Ulrich: The other sequence that totally blew my mind was the Thelma and Louise, when they were driving on the ledge and you had those helicopter shots of them barreling along that ledge.

Waugh: What’s funny, when we went to do the helicopter saving the Mustang, the studio were freaked out that I wanted to do it for real. They were like, “We should think about doing this in CG.” And I was like, “No, man.” On everything to date — this was at the end of the filming process — we’d gotten everything practical, for real. I refused to do it in CG. So I said, “Let me prove to you that we can do this. I’ll do multiple tests to prove that we do it.”

This had never been done before. There were a lot of things that went into it. I was so proud. It’s rewarding when you watch that movie and realize that it’s not CG, when you see the dust rip off the car. And you only do shit once when you do stuff like that.

Ulrich: Speaking of authenticity, everyone here in San Francisco can attest to all of the sequences in San Francisco. They were real. The famous Tonga Room, right there on California, places like that. Were you guys there for a week, doing nights and things like that?

Waugh: Yeah, we were here for a week. I mean, fuck, man, the best car movie of all time was Bullitt, and that was here. We’re not going to fake it. We’re coming here. The Mark Hopkins, which was the Intercontinental back in the day. That was the hotel Steve McQueen went into.

Paul: That was kind of an homage.

Waugh: Yeah, that was a total homage to Steve. And then the 1968 Mustang. God, I still am nostalgic about that movie. It was so fucking awesome, right? It was cool, because Steve drove his own shit. That was what I told Aaron. “If we’re doing this car movie, you have to do your own driving. I’m not gonna hire a stuntman and do a bunch of CG replacement.”

Paul: He was like, “Do you have a license?” I did! Imogen Poots, who plays Julia — she was fantastic — to this day does not have her driver’s license. And so when we were doing that Moab shot, where the car is about to drive off the cliff, I was so terrified. And not simply because she was driving. There were cliffs on each side. It’s like, “Oh my God, she might kill me right now.” But it was great. She was great.

Ulrich: You guys invaded the small, innocent, idyllic town of Mendocino at the end. That must have just blown everyone’s minds up there. The pot growers up there, it’s a whole different kind of lifestyle. It’s the quintessential laid-back Northern California coastal community.

Waugh: They were really nervous about all the helicopters flying around. But no, it was great. It was incredible.

Ulrich: We were talking about that famous bridge there, and the redwoods, coming up to Mendocino. Did you shut that whole area down for a couple of weeks? How did that work?

Waugh: The funny thing is, that was the first thing we shot in the movie, the De Leon race. It was because Mendocino wouldn’t let us shoot except in the beginning of April, because that’s when the high season starts. We weren’t allowed to shoot past April 15.

Ulrich: High season?

Waugh: Yeah, yeah. Literally, when the plants would bloom, you can’t film there. So the first day, we were going to shoot in the redwoods. We were at base camp. We were leaving base camp, and this is true. First day, I had 13 supercars, 12 cop cars, three high-speed insert cars, and two fucking helicopters. We’re all leaving base camp, like this armada, and we’re going to take down Mendocino. I sat there and thought to myself, “What did we do? This is not going to end well. This is too much mechanical engineering going on.”

It was great, though. Mendocino was awesome. The locals were really gracious. I was really happy.

Ulrich: But for the actual shooting, did you guys just block the Pacific Coast Highway? Did you get a couple of hours of the day for it?

Waugh: I wanted to. I’m not going to lie. But we had what they call ITC, Intermittent Traffic Control. We would work in 10-minute increments.

Paul: It was 10 minutes, 20 minutes. I would talk to or over hear a lot of locals saying, “Man, I was stuck in this traffic for about two hours because of Need for Speed.”

Ulrich: It’s because they’re high. “It was like two hours, and it was awesome!”

Waugh: They were so excited about it, because they got to see some helicopters, got to see some supercars. They loved it.

Question: Did you have Aaron in mind when you guys were getting the movie set up?

Waugh: I was the alien just landing on Earth that hadn’t seen Breaking Bad. There were a couple of actors we were looking at for the lead. Personally, I was trying to find, in my mind, the next Steve McQueen. Someone who was cool, who had the edge that Steve had.

The studio wanted to see who we were going to surround these new kids with for the villain, for Dino. Aaron Paul’s name came up. They said, “What do you think of Aaron Paul?” and I’m like, “Who the fuck’s Aaron Paul?” They all looked at me like, “Breaking Bad! You don’t know Breaking Bad?” So I see some of the stuff that he had done, and I’m like, “My God, this kid is fantastic. I think the obvious choice would be Dino, the villain, but the more interesting choice would be the lead.” I felt like that defined the movie we wanted to make, which was something different than expected. I thought Aaron harnessed that Steve McQueen vibe in that edgy, cool way.

Question: Given that you wanted to avoid using too much CG in the movie, what did you have to do as far as visual effects?

Waugh: Seriously, there really were no fake cars, planes, boats, any of this stuff, but there was a lot of visual effects work as far as painting stuff out. When you wreck shit for real, you can only do it once. You can’t re-wreck the car. It’s already wrecked. I would have 27 cameras everywhere, and then we’d have to go in and paint them all out so you guys don’t see them. That’s how that worked.

Question: Aaron, how does it go from mainly being known as a meth-head to being compared to Steve McQueen? That’s a pretty big jump.

Paul: Uh … it feels good? I have to tell you, I was part of that show for so many years. I was so proud of it. I was so unbelievably lucky to be a part of it. I’ll be the first to admit that I lucked out with that show. I played a character that I loved. He was a meth-head, a sad little meth-head.

Waugh: Let’s not judge people too harshly.

Paul: Yeah, let’s not judge. He’s just struggling to keep his head above water, trying to figure out his own life. I started this film, literally, the day after the final day of the show. I flew from Albuquerque to get started at 6:30 a.m. on the final day of the show.

Ulrich: Did you have to do a lot of—this sounds silly, but did you have to go to some kind of next-level driving school to learn some of that?

Paul: I signed on to this project about three and a half months out, so we had three and a half months, four months of training. This was right before I started shooting the final season of the show. I really went to stunt school, trying to—he said, “If you’re going to join this film, I’m going to need you to be really behind the wheel. I want the audience to know that you’re the one driving.”

I jumped on the track as often as I could. Any time I had some days off from the show, I’d fly out to California or get on a track near where we were shooting and just learn how to maneuver these cars.

Question: I wanted to congratulate you on your top speed on Top Gear. My question is, the Shelby Cobra you talked about, was that your first dream car, or did you have another splurge car like that?

Paul: My dream car, since I was a little kid, was the ’65 Shelby Cobra. I got that four or five years back. I love that car. She’s my baby. I protect her. But yeah, it’s a great fun car.

Waugh: I used to have a ’70 Chevelle. Still drive it. That’s my everyday car. It has no fucking air conditioning, which really sucks in L.A.

Paul: Tell them your story, when you went to go meet with Spielberg.

Waugh: It’s so sad. I was going to meet Spielberg for the first time in the summer. It’s 105 degrees. I’m on the 405 going zero miles an hour. I’m in a dress shirt. I want to look nice for Steve. I’m sweating my ass off. I’m like, “I gotta get some fucking air conditioning.” We finally got up to speed, and I’m so embarrassed. I’m going to walk in with a sweat ring around my whole shirt. He’s going to think I’m some dirtbag from the Van Nuys airport.

So I take my shirt off. I’m driving down the 405 holding my shirt out the window to dry it out. Seriously. All the way. I don’t want to put it back on in case I start sweating again. So I drive all the way into Universal Studios and I pull in to the guard gate, and I’m like, “Oh, shit.” I’m trying to put my shirt back on so they’ll let me on the lot. It was that moment in time where I realized my ’70 Chevelle wasn’t as cool as I thought it was.