I have a good job. As an actor, executive producer and sometime director on “Curb Your Enthusiasm,” I’m very happy. Really. So then why would I make an independent, equity-financed film? It’s not because I like stress—I don’t. Or nausea—I don’t like that, either. (Though I do like stress better than nausea.) But this article isn’t about my hatred of nausea—it’s about the making of my film, I Want Someone to Eat Cheese With.

I Want Someone to Eat Cheese With, which stars Bonnie Hunt, Sarah Silverman and myself, is being released in theaters this September through IFC Films and afterward on DVD by The Weinstein Company. I could, of course, write about deliverables and post-sale contract negotiations, but that would be a long and frustrating read (for me and you). And if a young moviemaker were to read such an article, he or she would never, ever make a film—and I don’t want that.

I’ll also skip talking about my experience of getting the movie financed (though I will tell you that I started filming in April of 2004 and, having lost financing twice—the first time by a bald Spaniard with dandruff in his eyebrows—I didn’t finish shooting the film until September of 2005). In fact, as I look back on the making of this movie I think, ‘Why do I want to relive all that crap? People should just go see the movie.’ So go see the movie. I think and hope you’ll like it. It’s like a Woody Allen or Albert Brooks movie, except it’s not as good and I star in it.

I know that you’re a busy person, so I’ll keep this article—or, as I like to call it, “little ditty”—very short. So here are just a few random recollections (or lessons learned) from the making of my first feature film…

When You Can’t Do Anything Else… Laugh
I had a great first week of shooting. But after the final take of the week, the man in charge of sound (I’ll call him “Flint”), seemed disturbed. He ripped off his headphones and let out a strange sound. I asked, ‘What’s wrong?’ He said to give him a minute. He began popping tapes into his recorder. His strange sounds were getting louder with every tape. He put his face into his hands and informed me that no sound had been recorded. ‘No sound?,’ I shrieked. “No sound,” he grunted.

I didn’t know what to say: ‘Are you sure?’ ‘How did this happen?’ ‘Has this happened before?’ (You know his answers.) My mind went back to prep, when Flint had sat at my desk and told me how completely thrilled I would be with his work—he guaranteed it. I couldn’t believe this was happening. How good was his guarantee?

I pulled aside the producers and told them what was going on. Shock? Dismay? Yes. But I have to tell you, I don’t remember ever laughing so hard—we couldn’t stop. What else could we do? We never told the crew about the sound problems, but I had to tell the actors. I found Saul Rubinek eating with the crew and told him. He was so kind and calm, he told me whenever I needed him he would be there.

You Can’t Change History…But the Audience Will Never Notice

One of the characters in the movie is my pal Luca, played by David Pasquesi. Luca works in an old person’s home, for which we shot at an actual nursing home, which was all good. Well, actually not. Because it was a low-budget film, we had to re-shoot a scene that takes place in a casting director’s office at the home.

In the film, my character is frustrated by the fact that someone is remaking the movie Marty. He’s even more frustrated that he can’t get an audition. So eventually he makes his way to the casting director’s office to plead his case.

Because we were filming the scene at night, we were told to keep things as quiet as possible. Understand that just outside the door of the room that we were filming in were many sleeping elderly people, each one of them ripe for a heart attack. I actually don’t like the scene. Not because of the acting, the writing or the directing. I don’t like it because it’s entirely performed in stage whispers. Watching it now makes me crazy. However, people who’ve seen the film seem to like the scene, so who am I to complain?

There’s Always a More Descriptive Phrase That Will Easily Make it Past the Censors
Here is another fun memory: We were ready to film the scene where I first meet Sarah Silverman’s character, Beth, who works in an ice cream parlor. My character, James, having just walked out of an Overeaters Anonymous meeting, goes for an ice cream. I’m eating the ice cream that she has made me and, while making a little small talk, she suddenly asks me if I’ve ever “titty fucked” a girl. My character is shocked and the scene obviously takes a strange turn.

Before we filmed this, Sarah and I were in the makeup trailer when one of my producers, Steve Pink, came in. “Stepping up,” he loudly announced. (That always makes me laugh. Unless you’ve got a crappy trailer that shakes, what does it matter if you yell “Stepping up?”) Anyhoo, Steve strongly requested that we think of an alternate to “titty fuck,” because he was sure this would get us an R rating. He actually pleaded. I told him we’d think of something.

I looked at Sarah and she said “Hoagie.” I instantly replied ‘Shack.’ “Hoagie Shack.” I then told her to use the terms “weiner” and “bosom” as much as possible when describing the act.

When we shot it, I couldn’t believe how funny it is. So funny that we never went back to “titty fuck.” As a matter of fact, I went through the script and took out every swear word. I actually made an adult comedy with no swearing. MM

I Want Someone to Eat Cheese With was released in theaters September 5, 2007 by IFC Films.