Alison Eastwood was in Telluride last week to promote her feature film directorial debut, Rails & Ties, which is now playing the Toronto International Film Festival. The film, about a railroad engineer who learns his wife is dying of cancer, just as he's facing an inquiry for his train hitting the car of a suicidal woman, stars Kevin Bacon and Marcia Gay Harden. Eastwood took time out of watching films at Telluride to sit down with Cinematical to talk about her film.

Let's talk about reaction to your film, how's it going so far?

Alison Eastwood: The first screening was yesterday afternoon, and then the one last night. This one just sold out. Which is great, but it also makes me really nervous.

Cinematical: But it's nice that it's getting that kind of word-of-mouth to draw crowds here.

Oh, yeah. I'm so honored to have had the film accepted at Telluride, we're going to be playing some other fests, so this is a really nice send off. It's such a beautiful place, everyone here seems really into watching films, and they're really into them, it's just all about the films. We couldn't do better.

Cinematical: So let's talk about your film. I know you've acted quite a bit before this, this was your directorial debut. What made you want to take that leap from acting to directing.

AE: Well, in the past, you know, I've had people ask me, don't you want to be a director, be like your dad, that whole following in your father's footsteps thing. And I was already trying to make it as an actor without relying on the name. And it's hard, as an actor, I've worked in some good films with some good people, and I've worked in some crap, and I don't regret anything I did because everything I've done helped me make this film. Everything I've done as an actor, as a kid growing up on movie sets, watching my dad, it's all brought me to where I am right now.

But yeah, it's tough, being the daughter of someone who's so successful, so revered, and to kind of struggle along and find good projects, and also somewhere in there to make a living ... hence the crap (laughs). You have to be able to support yourself, you know. I never really thought, okay, I want to be a director. Obviously it's a great job, and I love the idea of storytelling, but I always thought, I don't know if I'd want to get into that – it's a lot of work! strong>Cinematical: Well, you watched your dad do it for so long, you saw that side of it.

AE: Yeah. You can't just kind of go okay, I'm gonna just show up, know my lines, hang out in the trailer for six hours until they call me. It's definitely a shift. But I had this material, I found it a couple of years ago and it really resonated for me, I'm not even sure why. But at the end of the day it was a story I wanted to tell, and I had a vision for it. I originally attached myself as exec producer and thought maybe I could help with the financing, or bringing on the cast or something. But then I worked with the writer on it quite a bit, and after working on it with the writer for years, and polishing it, getting out there and trying to find the money, it just kind of became infused with me.

I came across the script through Barrett Stuart, one of the producers, and he gave me the script to read, and I read it and I was like, oh, I really like this.

Cinematical: Did he know you were thinking about directing at that point?

AE: That I was producing yes, but not directing. That didn't come about until about a year later. And then I was like, you know what, I think I want to direct this. I know I'm throwing myself out there into the shark pit, but I really want to direct this film. So here we have a director who's never directed with a writer whose work had never been produced, so, you know ...

Cinematical: Made it kind of a hard sell, then?

AE: Yeah, but whatever. I took the script around a bit, I showed it to my dad and other people and everyone kind of championed it and said, we really like this project, we know you can do it. And crazy people gave me money, but they're happy with how it turned out, so it's all good.

Cinematical: I think there's a bit of an assumption out there that, if you've got a famous last name, that must mean the path to getting a film made is just easy for you. But it doesn't seem that that's really the case, that sometimes it makes it harder.

AE: Yeah, it can be, there's a lot of expectations and weird baggage that goes along with being the kid not just of someone famous, but an icon, this guy who's literally paved the way. It's difficult. It wasn't easy. Obviously, I probably had a little help and support here and there that other young filmmakers don't have, but it wasn't easy. I shopped it around for quite a long time, I had my own struggles with finding someone who would let me direct for the first time, the contingencies around me being a first-time director and what that meant – it wasn't exactly the worst thing, but it wasn't easy either.

Cinematical: So as a first time director did you make it easier on yourself by surrounding yourself with people who knew what they were doing?

AE: That was one of the contingencies, yeah. I was able to work with a lot of people who work with my dad. And he kind of, in his own way, without being too helpful, and kind of trying to shove me out of the nest, was like, "Look, why don't you do yourself a favor and surround yourself with incredible people," and I got to work with Tom Stern, the DP – I've known him since I was nine. At the Q&A yesterday, and she's like "I'm sure some of the crew has changed Alison's diapers" and I was like, "Okay..." - but really, it wasn't that far off.

The great thing about my family ... my brother Kyle did the music, we all like to support each other and help each other. You know, we're very tight as a family that way, in a good sense. I've worked with my dad as an actress, and he's worked with a lot of my siblings. My brother's done a few of his films, and now my film. It's good, I mean, it can also be horrible, there've been some missteps, some family stuff. But on the whole, it's been good.

Cinematical: Probably a lot of your crew felt like family, too.

AE: Oh, for sure. They're like family to me, and it's basically like being surrounded by these people that all want to see you do something well. There was no ego involved, there was no bullshit, you're just supported and surrounded by their efforts. And I knew I wasn't going to be strong in certain points; I knew I wasn't going to know the lenses, or how to cross the axis, and getting certain shots. I knew I'd be good with the actors, but I knew I had a lot to learn. And I kind of did a crash course in it and learned a lot. I know it's good to go to film school and all that, but at the end of the day, if you have the opportunity to make a movie, you learn more from that than just sitting in class. If you can actually do your craft, it's the best way to get your chops up.

Cinematical: Talk to me about the story, then, what really drew you to that? What about the message of the story really struck you, out of all the scripts you could have chosen for your first film?

I thought it was unique, it was different, I hadn't seen anything like it. It certainly wasn't the best script I've ever read, but I couldn't do the Hollywood-hybrid thing with it – "It's like American Beauty meets Talledega Nights!"

Cinematical: That would be a scary movie.

(laughs) That would be a very scary movie. With Kevin Spacey instead of Will Farrell. But really, I just hadn't read anything quite like it before, and I liked that aspect of it. And it dealt with loss, tragedy, but there's still something that comes out of it that's bittersweet, lovely but kind of tragic. I just thought the story was really beautiful, and I liked the characters' journeys. I liked Tom's journey, his character arc, the most – he makes a very subtle shift. And I thought, if I can do this film, and show it where it's not melodramatic, not begging for tears, but it just sort of naturally, organically happens ... there was just something about the script that made me really like these characters. And I thought, what a weird little family, the way they come together, was different.

Cinematical: And Kevin Bacon does the stoic guy with buried emotions very well.

AE: Yes, and at the end his whole face has changed. And to see him in that last shot, when he looks over at the kid when they're walking in. He looks completely different than he does at the beginning of the film. It's subtle, but that's what I wanted, for the film to have these subtle kinds of transitions.

Cinematical: When did you know that you wanted Marcia and Kevin for the main roles? Was it early on?

AE: No, that was the one thing that was kind of difficult for me, it was like, who's going to be the right person here. The script was written to be for the main characters to be in their 30s, not their 40s. Marcia and Kevin both really loved it, and were passionate about it. They both loved it. I believe that the universe brings people together for the right reasons. And it worked out.

Cinematical: Did you not think they'd have the right chemistry as a married couple?

AE: It was more that, the script was written to be younger characters, and it took me a while to come around to seeing them in the roles, they're both in their 40s.

It's hard for me to believe Kevin Bacon is in his late 40s .-he's still Footloose to me, in my mind.

AE: I know, I know. Someone on the set pulled up all these pics of him with that great '80s mullet, and I was like, Kevin, Kevin, how about a mullet for those flashback scenes? He wasn't buying it. He's done with the mullet.

But anyhow, through the process of working with the script, and playing around with it, I came around. And of course my dad was like, you couldn't ask for more professional, excellent actors to work with, consider yourself lucky that these people want to do a film with you. I couldn't have been more blessed, it worked out wonderfully.

Cinematical: See, I couldn't picture the film working with characters in their 30s ... the whole thing about why didn't we have children, the running out of time, rings more true with the characters in their 40s.

AE: Right, and in the end I was like, actually, this works really well. So I'm very happy with how that came out.

Cinematical: How much did you search in casting the role of Davey?

AE: Miles came in, this was a situation where he hadn't done much except for TV, but as soon as I saw him on tape, I knew it was him. He has this old soul, but a young face. He's a great little actor, and I hope he ends up being someone that can kind of grow into being an adult actor. When I interviewed him he came into read the third time and I said, I don't want to read, I just want to get to know you. And I asked him, "Do you think you could handle this role?" And he was the only one, out of the two or three kids that I really liked, who said, "I don't know, but I'll try my hardest." Every other kid was like, no problem, I can do it, I can cry on cue.

Cinematical: How did you get Miles to get in touch with that deep emotion for the film?

AE: I think he's got stuff going on in his own life, I'm not sure. He can tap into a lot of emotion. It's totally genuine, it's not "Disney," you know? As an actor, a lot of kids you can hear their parents doing their line readings, "Do it like this, Timmy." He didn't have that, he was just really genuine and sweet and honest. And when things were tough and he needed to be emotional and he was having a hard time I just helped him through it, I gave him everything I could. I'd ask him, what can we do to help you get there. We'd do a lot of imagination stuff. When you're a kid you still have that imagination to tap into, you haven't been squashed or beaten down, nobody's tried to conform you into whatever expectation society has of you, what they want you to be.

His mom was on the set all the time, she told me this story that really broke my heart ... him and his mom and his sister, they lived in Kentucky, and he wanted to be an actor. So they up and moved to California so that he could pursue his dream. And so he's got all this pressure. They moved for him, his sister cries because she misses her friends, his mom had to find a new job. But he was really a great kid.