[lounge music] ♪ ♪ ♪ ♪ [Narrator] "On Story" is brought to you in part by the Alice Kleberg Reynolds Foundation, a Texas family providing innovative funding since 1979.

[waves] [kids screaming] [wind] [witch cackling] [sirens wail] [gunshots] [dripping] [suspenseful music] [telegraph beeping, typing] [piano gliss] From Austin Film Festival, this is "On Story," a look inside the creative process from today's leading writers, creators and filmmakers.

This week on "On Story," Michael Arndt, the Academy Award-winning screenwriter behind "Little Miss Sunshine," "Toy Story 3," and "Star Wars: The Force Awakens," joins us to share his strategies for story mapping, creating a convincing villain, and writing a great ending.

- Your ending is so important because a lot of times it's the punchline to a joke.

The setup to a joke is creating this tension, right?

You don't know where the joke is going, and when you get to the end, suddenly everything makes sense.

The logic of the joke is revealed and you get a payoff.

Hopefully people laugh like it's funny, but I think a lot of times a story works in the same way.

Storytelling to some degree is this sort of dance of the seven veils where nothing is more boring than a film that's sort of plotting towards a predictable outcome.

[paper crumples] [typing] [carriage returns, ding] - So because we're at the beginning of a panel, let's start with endings.

You debuted your endings lecture at AFF some years ago.

"The Good, The Bad, and The Insanely Great."

And I thought we would just start with you kind of defining what the distinction is between those three, and with "Little Miss Sunshine" and "Toy Story 3" knowing that you were really headed toward moving your way through breaking the stories with the ending in mind, how you kind of harness that into creating two insanely great endings.

- Yeah, okay.

That's an interesting place to start.

I think that, I'll just tell you the story about writing "Little Miss Sunshine."

I had written like five or six scripts that had had sort of downbeat endings, and they just weren't working and nobody was interested.

And it was for screenplay number six, And I was like, "You know what?

This time I'm gonna write a happy ending, but I'm not just gonna write any ordinary happy ending.

I'm gonna write the happiest [censored] ending of all time."

[audience laughing] And my goal was I'm gonna drive the audience insane with happiness, that was my goal.

And so I was thinking about that.

I was thinking like, "What are my favorite endings?

What are the endings that I love?"

The endings that blew my mind when I first saw them.

And I remember being 10 years old and seeing the original "Bad News Bears," and that's a great [censored] ending, that is a great ending.

And things like "The Sting," what I realized was that they were endings in which it seemed as though the worst possible thing had happened.

It seemed as like everything had gone wrong and there was no way out of it.

And then in one single moment, everything turned around and the best possible thing happened.

And so I was like, "That's the kind of ending I want to write.

I want to write an ending like that."

And so then I was just thinking like, "Okay, how?

Where is that?

How do you do that?"

Is it a sports movie, because maybe there's a reversal and the guy wins or the girl wins the big game at the end I was like, "It's kind of cliched."

And then I was like, "Maybe it's like a romantic story."

Still it's very hard to avoid the cliches there.

And then one day the TV was on and there was this footage of this little child beauty pageant, and all these little skinny blonde girls.

And I just thought to myself, I mean this is one of the... Where do ideas come from?

I just thought, "Wouldn't it be great if a little chubby girl got up there and you just thought it was gonna be the worst moment of her life, the most humiliating, mortifying fiasco of her life, and then the music came on and she just blew everybody away and started dancing."

And I was just like, "That's a great ending.

I know that's a great ending."

[upbeat music] [infrequent applauding] - Yeah!

All right!

So then the question becomes like, "Who is this little girl?

What is this pageant?

How did she get there?"

And I had sort of been thinking about a family road trip movie, but I didn't have an end to it, so I just sort of took this ending and married it to my family road trip movie, and two great tastes taste great together.

- There!

there's the hotel!

- There it is.

- Little Miss Sunshine!

- There it is, Olive, we're gonna make it!

We're gonna make it.

[vehicle whirring] [vehicle honking] All right.

How the hell do you get over there?

Sheryl?

- No, no, no, no, no, no!

[Olive] No, no!

Stop passing it!

[Sheryl] Richard, we gotta turn around.

Turn around!

- You drove passed it!

- You gotta turn around!

- What are you doing?

It's back there!

- I can't turn around.

- Come on, dad!

- Does anyone see a way back?

It's a one-way street!

[vehicle honking] - Rich, Rich!

We got parking lots on the right.

- Here, here, here!

- Put your seat on, baby!

- What are you doing?!

- I can't slow down!

I can't!

- The way you get around the win-lose, either the good guy's gonna win or the villain's gonna win, you wanna set up a false binary, right?

So in "Little Miss Sunshine," you go, either Olive is gonna win the beauty pageant, which you kind of don't believe in, it's a little cheesy, or she's gonna lose the beauty pageant and that's gonna feel terrible, right?

But you wanna corral the audience's expectations.

So you think those are your only two options, right?

And then you open up door number three, which nobody saw coming, right?

Which is going, "[censored] you" and just doing her dance and having fun.

So you're asking me about endings and where I came up with these things, it was a deliberate strategy, A, to have that sudden reversal happen at the end, and then, B, to set up a set of false expectations, so you think there's only a binary choice and then you open up a third door that your audience didn't know was there.

- I'm curious about this element of surprise where you're kind of bucking the expectations, what it is that the surprise does for us from that catharsis standpoint.

- Yeah, I think that you ending is so important because a lot of times, it's the punchline to a joke, right?

The setup to a joke is creating this tension, right?

You don't know where the joke is going, and when you get to the end, suddenly everything makes sense.

The logic of the joke is revealed and you get a payoff.

Hopefully people laugh like it's funny.

But I think a lot of times a story works in the same way.

You are, storytelling to some degree is this sort of dance of the seven veils where nothing is more boring than a film that's sort of plotting towards a predictable outcome, right?

So what you're really trying to do is a lot times just distract from what the ultimate outcome is gonna be.

I remember on "Toy Story 3," Andrew Stant was like, "You know, she's gonna end up with Bonnie, in Bonnie's bedroom, so we've gotta make that feel like an obstacle.

We've gotta make it feel like it's not gonna be an eventuality."

- Three, two, one, blast off!

- I mean, I just got completely obsessed with endings because I was a script reader, I used to read scripts for a living, and just over and over again, I just saw stories just kind of fall apart at the end.

And the thing that became very important to me was this notion of the philosophical stakes.

That there were obviously an external set of stakes and an internal set of stakes, but then the question was, it's not just enough for your hero to get what they want, or to win, or to fail to get what they want, but the question is why?

Why did they get what they want?

Or why did they fail to get what they want?

And that's where I felt like there was this other third set of stakes that people weren't really talking about.

- Can you define those for us?

The external/internal philosophical stakes.

- Essentially, your external stakes is something out in the real world, something outside your hero that you put at stake.

And the important thing is that it's a binary pass/fail thing.

You're gonna either win the heavyweight championship of the world or you're gonna lose it.

It's just something that's out in the outside world.

The internal stakes of the emotional stakes of the story.

It can be romantic love, it can be parental love, it can be self-respect, but you're gonna put something at stake, but it's gotta be this sort of binary pass/fail thing.

And then I think that this is, I mean, this gets into where stories are meaningful, right?

Which is the philosophical stakes of the story.

When you take a writing class, your high school writing teacher always loves to talk about theme.

Like, what's the theme of your story?

But I think that the language of theme is misleading because what's really going on in the story, to me at least, a lot of times, not always, but a lot of times, is you're setting up a contest between two philosophies of life, right?

And the simplest one is like selfishness versus altruism, right?

Another simple one is sort of individualism versus community, right?

And you're setting up two different values, and a lot of times you're creating a contest between those two sets of values.

And just in a nutshell, for lack of a better term, you have sort of a good set of values, let's say altruism and community in "It's a Wonderful Life," right?

Versus the bad values, which are selfishness and individualism, you know?

And you're just gonna set up a contest between these two sets of values and have it seem at the very end that the bad values are gonna prevail.

Like, not only is the villain gonna prevail, but the whole ethos that the villain represents is also going to prevail.

And you want it to be like, "It's a done deal, the hero's screwed, there's no possible way your hero can win."

And then somehow this is the pulling the rabbit out of a hat of storytelling, is you want to flip the philosophical stakes of your story and have a rabid reversal of stakes so that you go from external failure, internal failure, and philosophical failure, to a philosophical success, which then leads to external failure, to an external success, which then leads to going from emotional failure to emotional success.

[typewriter dings] - You talk about this dynamic between the private life and the public life.

And since you brought up the antagonist or the villain, I'm curious if you can talk a little bit specifically about Richard, about Lotso.

In "Little Miss Sunshine," in "Toy Story 3" respectively, and how you are thinking about their philosophical stakes and how that ultimately gives us greater insight to kind of this meaning that's repressed in your hero.

- This was years ago and there was this whole thing about you're voted off the island, there's 19 losers and one winner.

And I just hated that vocabulary.

Olive starts out a little bit like Luke in "Star Wars."

A lot of times your hero is a little bit unformed, right?

They could go either way, right?

They're in the fulcrum moment in their life.

So when Luke says he wants to go to Space Academy, his uncle Owen says, "No, your only job is to make sure those condensers are working,' right?

And that's conversation one in the first act, then your inciting incident happens, "Help me, Obiwan Kenobi, you're my only hope."

And then in the wake of your inciting incident, you have conversation two, which is with Obiwan.

Your hero in conversation one is stuck.

Hamlet is stuck in Denmark, or the toys in "Toy Story 3," they're kind of stuck.

They have that first conversation.

And they go, "Oh my God, Andy's growing up, now what are we gonna do, we gotta go to the attic, right?"

Your inciting incident happens and that turns your hero's world kind of upside down and shakes it up.

And then in the wake of your inciting incident, you have conversation two.

And that's the thing that makes your hero be unstuck.

With "Little Miss Sunshine," you're setting up two sets of values, and Richard is the philosophical antagonist of the story.

- Well, what do you think your chances are?

- I think I can win, because some of the other girls, they've been doing it longer, but I practice every day.

- Yeah, good luck.

- Not about luck, Frank.

Luck is the name losers give to their own failings, it's about wanting to win, willing yourself to win.

You gotta want it better than anybody else.

- I do.

- Then you're gonna be a winner.

- Richard.

- It's the truth.

- So Olive, she's torn between the Richard, the dad set of stakes, which is the world is divided between winners and losers.

There's two kinds of people in this world.

There's winners and losers, right?

And then the grandpa's worldview, right?

Which is, "We're gonna have fun tomorrow, we can tell 'em all to go to hell," you know?

And so what you wanna do in a story, the way you tee up the second act of that story is Richard sits down with Olive and says, "Olive, there's no sense in entering a contest if you don't think you're gonna win, so are you gonna win?"

- Is Grandpa coming to California?

[Sheryl] We're all coming, honey.

- Hey, hold on, Olive, come over here for a second.

Come here, sit down for a second.

Look, there's no sense in entering a contest if you don't think you're gonna win.

So do you think you can win Little Miss Sunshine?

- Richard.

[tense music] - Are you gonna win?

[tense music] - Yes!

- We're going to California.

[laughs] - And Olive says, "Yes," and then they hug, right?

But that's a super important exchange, right?

If Richard had sat down with Olive and said, "Olive, we're gonna drive you to this contest, but if you win, that's okay, if you lose, that's okay, we're just here to have fun," right?

You wouldn't have a movie, right?

It just would not, you wouldn't have the tension of that.

You have to, in conversation two, you have to create this tension in your story so that when you embark on the second act, you've sort of lit the fuse on this bomb that's gonna go off in the third act of the story.

And then you have Olive backstage and Dwayne goes backstage and says, "Mom, I don't want Olive going on, she's never gonna win, she's just not a beauty queen."

And Olive overhears that, right?

- Hey, where's the dressing rooms?

[Kid] Are you allowed to be here?

- Just tell me where the dressing rooms are.

[Richard] We're not in Albuquerque anymore.

- Hey, how are you feeling?

- Better, where's Olive?

- There, what's up?

- Mom, I don't want Olive doing this.

- Oh my God.

- Look around, mom, this place is [censored].

- He's right!

- Look, I don't want these people judging Olive, [censored] them!

- Listen, it is too late.

- No, it's not too late.

You're the mom and you're supposed to protect her.

Everyone is gonna laugh at her, mom.

Please don't let her do this.

[Crew] Olive Hoover, two minutes.

[Dwayne] Look, she's not a beauty queen, she's just not.

- And then you just set up this climatic decision.

Do you listen to your dad and go, "There's no sense in entering a contest if you don't think you're gonna win?"

So if Olive followed that advice, she would just go, "You know what, I'm not gonna win, so I'm not gonna even try.

I'm not even gonna go on."

Or does she, she's got Grandpa in her head like Obiwan Kenobi going, "We can tell 'em, we're gonna have fun tomorrow, we're gonna tell 'em all to go to hell."

And so you want set up this climatic decision where the hero goes, "I'm gonna listen to the better values of the story."

When Ben Braddock starts wrapping on the windows, he's just making the whole situation worse.

But because your hero commits to those values, because your hero goes, "I'm gonna listen to my feelings, or I'm gonna listen to Obiwan, or I'm gonna listen to what Grandpa told me one night ago."

That's the thing that allows your hero to triumph at the end of your story.

- I've heard that called the Global Goal, and it's almost like this mantra that you're holding the tension between, like this concept of beauty in "Little Miss Sunshine" and how that's ultimately like redefined at the end.

That was a beautiful representation of what Olive brought to the stage.

And then in "Toy Story 3" you have this concept of being there for the kid.

- Yeah, yeah.

- Talk more about how you find your way to that.

I mean, last night you were telling me about this wonderful story about getting lost in the woods.

[typewriter dings] - When I was a kid, my family and I went on a hiking trip.

So we drove down to the Smoky Mountains, and we went hiking, and the hiking trail was pretty abandoned 'cause it wasn't summer, it was the fall.

And we hiked about 20 miles into the Smoky Mountains, we found this campsite.

My parents are like, "Okay, we're gonna camp here," right?

And so they pitch camp, and then they're like, "Well, there's still like an hour and a half of daylight left, you kids go have fun."

So I decided I was gonna go by myself and just keep hiking up the trail.

So I kept hiking up the trail.

I went about two miles further up the trail.

And then for some reason, I can't remember why, but I left the trail, and I went off to look at something, and then I came back to where I thought the trail should be and I couldn't find it.

So I kept going a little further and I still couldn't find the trail.

So then I doubled back and I couldn't find the [censored] trail, and I'm 10 years old, I'm in the middle of the woods, I'm like, "Where am I?"

I kept going back and forth to where I thought the trail should be and I couldn't find it.

And then I saw there was like a burn mark on the tree, and I was like, "That burn mark has to mean something," right?

So I went to the tree, and from that tree I could see another tree with a burn mark on it.

So I went to that tree, and then from that one I went to another one and I was following these burn marks on this tree 'cause this has to be leading somewhere, right?

And so it was getting dark at this point, and it's cold, I only had a t-shirt on.

And then the problem was that the trees started going uphill.

And so the burn marks were leading from one tree to the other, but it was going uphill, and I had been walking on flat, so I felt like I'm kind of going in the wrong direction because I'm going where I think the campfire was, but I'm going uphill.

And then it kept getting steeper and steeper, and I was like, "This feels like I'm not going back to where the campfire is."

And at the same time, the path became more and more overgrown.

I'm going through underbrush and prickers and stuff like that.

And I finally get up to this point where the sun has gone down, it's getting cold, I'm only in a t-shirt, I'm like, "Oh my God, I'm really [censored], I could really... I don't know what to do."

And so I got to a point where it was this rock face that I was gonna have to crawl up and there were all these bushes that I was gonna have to crawl through.

And I was like, "I'm going in the wrong direction 'cause that's just going straight up."

And I know I didn't come from wherever I'm heading, so I should just turn around and go back to where I started from.

So I turned around to go back to where I started from, and I was like, "If I go back there, I'm still [censored] because I'm still lost and I don't know what to do."

And I looked up and I saw, through the woods, I could see the moon rising through the trees.

I'm like, "That's gotta mean something."

So I climbed up this rock face through all these prickers and I got to this clearing on top of the hill and suddenly I could look down, I could see the campfire where my family was.

I could see the path that I had walked down.

I could see where I had left the path and got lost in the woods.

And I could see the path that I had taken coming up here.

And now I wasn't home yet, but I could see the path home.

I could see where I needed to be.

And the punchline is, it's not a real story, okay?

It didn't actually happen to me.

- Surprise!

- It's a story about storytelling and it's a story about the nature of truth in stories, right?

Actors always talk about the truth in a scene, right?

And the truth in your... Every hero, not every hero, but lots of times your hero starts off and they're lost in the woods, and they're confused, and they wanna get home, they wanna get something, there's something that they want.

But they're not quite sure how to get there or what the path is.

And scene one is finding that first burn mark, and scene two is finding the second burn mark, and scene three, scene four.

Your scenes are because A therefore B, because B therefore C, because C therefore D, right?

Your story is leading your character on, and there's a specific truth to each tree.

There's a specific truth in each scene.

And that's what actors talk about.

"I wanna find the truth of the scene.

I wanna find the truth of the scene."

But my argument is gonna be, you can't have your whole story just be going from one tree to another tree to another tree to another tree, and then you get to the final tree and that's it, right?

Your story has to be going somewhere.

It has to be going up to this clearing where suddenly you're not gonna pay attention to the trees, you're gonna see the forest instead of the trees, right?

There's this sort of underlying truth where you're gonna get up to a point and your hero is gonna be able to see everything that led them to this point.

I think that Shakespeare does this in "King Lear," where your hero suddenly gets to this beautiful moment where he says to Cordelia like, "Let's go to prison, and as long as we're together, I'll be happy with you."

Othello kills Desdemona, but then he has this moment of clarity where he goes, "Oh, my passion overthrew my reason."

And I would even say, one of my favorite endings is Fellini's "Eight and a Half."

Go watch Fellini's "Eight and a Half" because he's trying to find a coherent and unitary truth to his life, and he's getting more and more confused, and more and more discouraged.

He's going from one tree to the next, trying to find a coherent and unitary truth to his life, and at the middle of the third act he despairs and he goes, "That's it, it's over, I'm [censored]."

He fails externally, he fails internally, and he fails philosophically.

And then he gets to, to me, one of the most beautiful epiphanies in the history of movies.

But it's again, philosophically he's gotten up to the top of this mountaintop, to this clearing, and he can look back and he can see his whole life.

I think this speaks to the nature of truth in a story, is that your scenes all have to feel true.

They all have to be true and they all have to lead from one to another.

But you have a secret agenda as a writer, right?

A, you're trying to get your audience more and more confused along with your hero, more and more not sure what the right thing to do is, the right way to go.

You have a crucial moment as I told in the story where you go, "Well maybe I'm on the wrong path, maybe I should just go back to where I was at the beginning.

Maybe I should just turn around and go back to where I started from, even though I was lost back then," right?

And then you get your hero to, however you do it, this is pulling a rabbit out of hat, but that's what's gonna make your ending satisfying.

[typewriter dings] - This feels so important to how you make your way through the second act.

Using that as kind of this anchor.

- We gotta go home!

[door creaking] - Lotso!

- Hey there.

How y'all doing this fine evening?

- Thank goodness!

Have you seen Buzz?

- There's been a mistake, we have to go.

- Go?

Why, you just got here.

In the nick of time too, we were running low on volunteers for the little ones.

They just love new toys now, don't they?

- Love?

We've been chewed, kicked, drooled on.

- Just look at my pocketbook.

- Hmm, well here's the thing, sweet potato, you ain't leaving Sunnyside.

- Sweet potato?

Who do you think you're talking to?

I have over 30 accessories, and I deserve more respe-- - Ah, that's better.

[toys chuckling] - Hey, no-one takes my wife's mouth except me.

Give it back, you furry air freshener.

- I remember Andrew going, "Well, wait a minute, why is Lotso bad, why is Lotso in our movie?

Why is he a bad guy?

We can't just go, 'Oh, he's bad,'" right?

Like, that's sort of a meaningless... Oh, you met a bad guy, great.

They're all over the place.

And so we had gazillion conversations and what we realized was the villain Lotso, has to be a projection of Woody, and Woody's darkest fears and insecurities.

And you want to have your villain articulate, usually end of the second act, beginning of the third act, articulate to your hero, your hero's own worst fears and insecurities about themselves.

- Yeah, I knew Lotso, he was a good toy, a friend.

Me and him, we had the same kid, Daisy.

I was there when Lotso got unwrapped.

Daisy loved us all, but Lotso, Lotso was special.

They did everything together.

I've never seen a kid and a toy more in love.

One day we took a drive, hit a rest stop, had a little playtime.

After lunch, Daisy fell asleep.

[car humming] [somber music] She never came back.

- So in "Toy Story 3," Lotso says, "We're all just trash waiting to be thrown away," right?

This is why Woody can't really let go of Andy because he can't blah, blah, blah.

In "It's a Wonderful Life," Mr.

Potter says, "You're a miserable little clerk crawling in here on your hands and knees and begging for help.

I'm the richest man in town.

If you want money, why don't you go ask all your friends for money."

And Jimmy Stewart goes, "Well gee, Mr.

Potter, nobody has that kind of money.

You're the richest man in town, you're the only one who can help me."

So your villain is poking at your hero's deepest vulnerability.

And suddenly the underlying truth of the film has been revealed not just to George Bailey the hero, but to us at the same time.

That's really crucial is you want your audience to have the same epiphany as your hero does at the exact same moment.

[typewriter dings] - I think this is brilliant because it speaks to this dichotomy between the stakes and the dichotomy between the worldview shifting, which I think gets to just the very basics of story, which is showing the way that something's changed.

I'm curious because meaning is so important to your own writing.

What it is you think from a humanistic perspective, that's satisfying in us, this quest for meaning.

- This is a great question.

You know, I spent so much of my life watching stories, and writing stories, and thinking about stories.

At a certain moment I just got vertigo.

I was just like, "Why am I spending my whole life?

I should just go to the beach and go surfing or something like that.

Like, why are we sitting there telling each other stories all the time?"

And I called up my twin brother who's a professor of literature and I said, "Why do we tell stories?"

And he said, it's because we're ignorant.

We live in darkness.

We don't know ourselves, and we don't know the world, and we don't know the best way to live.

And stories are our roadmap to finding out who we are, what the world is like, and what is the best way to live.

And it's this constant negotiation because we are ignorant of ourselves, we are ignorant of the world, we're ignorant of the best way to live.

And stories are sort of our guides to that.

[typewriter dings] [Narrator] You've been watching A Conversation With Michael Arndt on "On Story."

"On Story" is part of a growing number of programs in Austin Film Festival's On Story Project, that also includes the On Story radio program, podcast, book series, and the On Story archive, accessible through the Wittcliff Collections at Texas State University.

To find out more about On Story and Austin Film Festival, visit onstory.tv or austinfilmfestival.com.

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