The Lookout, which is open now in theaters near and far, is a smart, intricate heist flick with a twist: the bad guys tag Chris Pratt, former golden boy/star athlete and currently recovering head trauma patient, to help them with achieve their goal of robbing the small rural bank where Chris is the night janitor. Cinematical recently sat down with Frank, the Oscar-nominated screenwriter (Out of Sight, Get Shorty) who both wrote and directed The Lookout, to talk about the film.

Cinematical: The first thing I wanted to talk to you about was making that transition from screenwriter to director – what motivated you to do that and the process of making that happen.

SCOTT FRANK: Well, I'd say first of all that I'm probably the least bitter screenwriter in all of Hollywood. I had my share of horrible experiences, but for the most part I feel like I've had a great ride, and I'm really happy and comfortable with my life. And I'd started off wanting to direct, I'd always assumed I would.

What happened to me was, I've got three kids kind of close together, they were all young and it was really hard, as you know, for me to think about leaving home to do directing. I've seen it with friends, and it's so disruptive to their personal lives. It's really hard on your marriage and your family, and so I waited and waited. But I really became too comfortable and so into this groove that I became a victim of my own inertia.

And then I stared to feel myself growing older and the way to feel younger is to keep learning and to scare the hell out of myself. And the one thing I'd been directly avoiding was directing -- I'd been sort of hiding in my comfort level and the needs of my family. Then my wife said, quit hiding behind us, if you want to do this do it now. And I could see, 20 years from now, looking back and feeling I was too careful, and I made a career out of pleasing others, and I knew I wasn't going to like the way that made me feel. And so I decided to make the leap.

More after the jump ...

strong>Cinematical: With The Lookout, you started it a decade ago. Where did the idea come from?

SF: Most of my stuff starts with character. Most of the time the reason I get turned on or excited about something, it's because of character. And I had known someone peripherally who'd had a head injury, and he woke up an entirely new individual. This guy was very active, very intellectual and athletic, and he was totally different. And here's what I became obsessed with: we spend every day thinking about our identity, and protecting it in one way or another. He didn't even remember, didn't even really know the person he used to be anymore, and yet he kept trying to get back there, back to who he used to be.

And so I kept trying to locate that character -- to figure out where to place him in a story. And at that same time I'd been reading about this small town banks in the middle of nowhere, and how twice a year they get this big amount of agri-business money that's there. So I thought, well that's really interesting. It used to be the farm subsidy money that would show up, although I think that now that money is just wired. So I had these two ideas that somewhere along the line became one in my brain. And then I started thinking – what a great underdog character to have in a thriller, what a great guy to use. And that's where it was really born.

I really liked what you did with the character of Chris and how many layers there were to his personality. I went through a similar experience with someone I knew who had a head trauma in a car wreck, and the way Joseph portrayed the character, and the way you wrote the script – that portrayal of a person in that situation was very realistic.

SF: Well, and say with a person like Chris – he was very athletic, he was a hockey star, and in the blink of an eye, off it goes. He was very defined by that identity as the athlete, the popular guy, and by the way, he was probably a bit of a dick back then. And so he's probably a better person after the accident than he was before. And he's lost all his friends who were there before and he's so lonely. And even though he thinks he's independent, he's not. He's very vulnerable. And that's the sweet spot they find, that they use to manipulate him. But the other part of it is that underneath it all, Gary grows to actually like him – well, kind of the way a cat likes a mouse that it's playing with -- and he feels genuinely betrayed when it all goes wrong.

Cinematical: Can you talk a bit about the casting choices for the film?

SF: I cast Joe first. I had a year-long casting process because the film left Dreamworks and was kind of homeless for a while. So it took a long time. I didn't know about Joe at all. I knew him as a child actor, but I was unaware of him as an adult. So my casting director said that I should see Mysterious Skin. And I'd seen so many guys, but no one that really excited me. And then I saw that film and I was like, that's my guy. And so I met him in person and just talked about the script, I shook his hand, had spent 30 seconds with him and knew he was my guy. I read him and put him on tape and the producers were all like – yup, that's your guy. He was just so head and shoulders above everyone else. He's just amazing .

So I cast him, and then I saw The Squid and the Whale and that was it for me. I met with Jeff (Daniels) and we had a conversation over lunch. He wasn't convinced that he wanted to do the film, but then I told him there was a scene I wanted to write that wasn't in the script yet – this scene between him and Luvlee where he says, I may be blind but you can see a lot more than you think I can. And I pitched him some of the dialogue, and he said, if you write that, I'll do it. And I think it's one of the best scenes in the movie now.

And then Matthew, I was reluctant to meet him. I'd seen Match Point, and I wasn't that hot to see him for this part. But my casting director said, you should meet him. I said, he's all wrong for it, he's like Rupert Everett, what are you talking about? But I met him, and he came in and gave me a spectacular reading. But I tortured Matthew for about a month before I cast him. (laughs) I was still casting Luvlee, and all the chemistry had to be there. I had something else entirely in mind for Luvlee, but Isla came in and she was so refreshing and different, and I immediately wanted her for the part.

Cinematical: Can you talk a bit about the difference technically between adapting a screenplay versus writing an original screenplay? And do you find one easier than the other?

SF: I think they're both difficult, they're just very different animals. It's very tough, and very slow, it takes me a long time, and in some cases I've done adaptations that were almost original – I kept the original concept but beyond that I wrote pretty much an original screenplay. And those are very difficult.

Cinematical: Which ones were those?

SF: Minority Report was the most difficult script I ever wrote, probably. It was very hard. I had a concept which was the short story, but it was very different from the movie, the characters were different. And I remember adapting Out of Sight because we'd had our third child and needed to move to a bigger house and I didn't have any money. And I sold Out of Sight as a concept, and I thought it would be easy, but it was incredibly difficult, it turned out to be almost a two-year haul. I'd already done Get Shorty, I had no intention of adapting another Elmore Leonard novel. .but he'd sent me his new book, so there it was. But I started out doing it for purely mercenary reasons, and it ended up being the best one, and I was nominated for an Oscar for it. So you never know.

But to answer your question, I think what's most satisfying is originals, because it's your own -- your ideas, yours creatively. And so it's different, but I think more satisfying ultimately.