[lounge music] ♪ ♪ ♪ ♪ - The best response you can have to a payoff in a thriller is someone goes, "Oh, right, I forgot, of course..." [multiple voices chattering] [Narrator] "On Story" offers a look inside the creative process from today's leading writers, creators, and filmmakers.

All of our content is recorded live at Austin Film Festival and at our year-round events.

To view previous episodes, visit OnStory.tv.

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

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[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's "On Story," "Damien" creator and showrunner behind "The Walking Dead," Glen Mazzara.

- I never took into account the audience is gonna like this, the audience is gonna object to this.

You know, you can't be fearful of [bleep] off the fans because that can become paralyzing.

The fans want it to be good.

So if you can deliver a good episode, they will follow that.

[paper crumples] [typing] [typewriter ding] [Narrator] This week's "On Story," writer and showrunner, Glen Mazzara, discusses his journey through the television industry and how having multiple roles in television has developed his versatility as a storyteller.

[typewriter ding] - I'm curious, have you always considered yourself a storyteller or a writer, and when did you start finding that as maybe not just your passion, but something you wanted to do for your whole life?

- I always wanted to be a storyteller.

I wanted to be a writer since I was a little kid.

And I remember when it started was, you know, my first day at school.

I came home and my mom said, "What happened at school?"

You know, "How was school?"

And I was like, "Oh, it was fine."

And so she goes, "Well, you know, your older brother and sister always tell me what happened."

So then I proceeded to tell her exactly what happened.

Like, "I walked over to the desk.

I didn't know what I was doing.

You left, I was crying."

And after about an hour and a half, she goes, "You really have no idea what you're talking about."

[laughing] I don't know why my mom would say that to a five-year-old, a six-year-old, but she was like, "You gotta get to the highlights.

You have to learn how to tell a story."

My mom was a good storyteller.

So I was like, "Oh, okay."

- She was your first manager.

- Yeah, she was my first agent, yeah, exactly.

- Was crime your first passion?

Or what did you enjoy writing at first?

- I did grow up watching Sidney Lumet movies, like, you know, kind of New York City in the 70s.

I liked that kind of style.

And if you look at my stuff, it's always very kind of grounded and visceral and very "street."

But when I went onto "Nash Bridges," I have a brother who was NYPD at the time.

He's retired.

So I did kind of gravitate toward cop shows.

And I did a lot of research.

I was writing my own stuff.

I brought that onto "The Shield."

- Let's talk about you breaking in, and then breaking in in general.

"Nash Bridges" was your first show.

- So when I was working at the hospital, I was just a pain in the [bleep] and I just kept asking people, "Hey, do you know anyone in Hollywood?

Does your cousin know anyone in Hollywood?"

And I would like literally cold call people.

And they'd be like, "Who?

What?

How'd you get this number?"

I did that for like four years.

And you had very nice assistants who would say, "Can you call back in six months?"

I would call back in six months.

They'd go, "Really?"

Like, I just did not take no.

So I finally connected with a manager, okay?

And this manager read my "ER," read my "Homicide."

And he sent them over to an agent.

Okay, a guy at Gersh.

'Cause they had wanted to have a client together.

So they called me and said, "You know, well, listen, "The 'ER' is kind of a gimme, because you work in an ER, can you write something else?"

So I used to write my scripts, I worked at NYU Medical Center at that time, so I used to go down to the library and write my scripts there.

And right in the East Village they had just opened up New York's first Krispy Kreme.

So I got on a sugar high and I wrote a "Buffy" in like 18 hours.

I drank like two liters of Coke and a box of Krispy Kreme.

And you can write a real nonsensical "Buffy" if you're jacked like that.

So they read that and they were like, "Wow, that's a bananas script.

Okay."

So I came out, I met these guys and they said, "Why don't you come out for a staffing season?"

I was like, "What's staffing season?"

So I came out for a staffing season.

I rented this ant-filled apartment.

It was terrible.

And within three weeks I got a meeting at "Nash Bridges."

Okay, they had read the script or whatever.

So I got this pitch meeting at "Nash Bridges."

So I go in and there's three guys in the room.

One is, the showrunner is Carlton Cuse, okay?

Carlton then ran "Lost."

And Carlton's kind of like a tall guy with a booming voice, and he's sitting against the window.

There's a window behind him and the sun's going down.

So he's just a silhouette, okay.

He's just like a scary voice.

You know, like when "20/20" does like the drug dealer, you know, it looks like that.

And then John Wirth, who ended up running "Hell on Wheels" and a number of shows.

He was his number two.

And Shawn Ryan, who created "The Shield," he's on a couch and he's wearing like a hockey jersey and shorts, right?

And I'm coming from New York.

I think it's like a New York job interview.

So I'm wearing a black suit and tie.

[audience laughs] That's what you wear to a job interview, right?

- Yeah, yeah.

- So they thought I was from business affairs or something.

And I sit down and they say like, "What... what...

okay."

So they're thrown by me.

I'm thrown by them.

It's not a good fit right away.

And Carlton goes [mimics deep voice], "What do you have?"

And I go, "Well, I have this old case that Nash [beeps] up on."

And they go, "Well, okay.

Well, Nash doesn't screw up.

He's Don Johnson.

He's the smartest man in the world.

What else do you have?"

And I had papers and I was like, "Oh yeah, sure, I got something else."

But I had one story like worked all the way through.

I didn't have pitches.

So I started going, "Erm, yeah, sure, I got some other stuff."

And I'm rattling my paper and stuff.

And I start having a panic attack.

So I start [gasping].

I can't catch my breath.

I start sweating through the suit.

And finally Carlton goes, "Are you okay?

Should we call 911?"

And I'm like, "No, I'm fine, [gasping] I'm fine."

And so he goes, "Can we get him some water?

Can we do something?"

So they take me into another room and I lie down.

Someone opens my tie.

I felt like someone opened my pants, but that's not true.

But anyway, so, and they put ice behind my neck.

[Harrison] Oh my God!

- And they're like, "Kid, you were just trying so hard."

I just felt like a fraud.

I felt like I had been wasting everybody's time.

It was a disaster.

So John Wirth actually was like, "Listen, it's TV, you just..." And he pulls a book off his shelf that is like, you know, all the plots from "I Love Lucy."

And he goes, "You just watch old TV shows and rip 'em off."

[laughing] I was so disappointed in that.

I was like, "Don't say that.

I wanna be an artist!"

So I came back and I sold them an idea.

And I was hired to, you know, staff.

[typewriter ding] - So let's talk about "The Shield."

That was one of the first prestige dramas that really it seemed like kind of rocked how people saw crime dramas working and how cable could really lead the way.

Did it feel like a groundbreaking thing at the time?

- I had read the script for "The Shield."

I met Michael Chiklis on the day he was shooting that famous, you know, good cop/bad cop, went home for the day, you know, "I'm a different kind of cop."

So I met him that day he was shooting that.

I'm like, "This is bananas.

They're never gonna pick this up."

And Shawn said, "Listen, I think you'd be great on this show.

I'll hire you if it gets picked up."

I just remember thinking like, "I'm screwed!"

So, he kept his word.

I was the first writer he hired.

And he actually called me and said, "They just picked up the show."

And he actually said, "I have to hire real writers first.

So come to my house tomorrow and kinda work off the books to help me break episode two and then we'll get you a contract."

So I don't know what that meant.

But anyway, I was hired onto that show.

At the time though, you know, people feel that "The Shield" came out and was a big splash.

It wasn't.

It premiered very well, okay?

It premiered like four million, which they thought they were gonna get 400,000.

So it was, people were interested, but critics did not like "The Shield," because "The Shield" aired in March, 2002, after 9-11, and all cops were heroes back then.

So to create a show that was actually more relevant now, talking about police corruption, police brutality.

You know, I've watched a few episodes recently, and the minute someone does something wrong, other cops say, "We gotta cover this up."

That's part of the conversation now.

Back then, it was wrong of us to do that.

That's what people...

So LAPD refused to cover our sets.

At the time, it was kind of like a dirty show.

And then, you know, when Emmy nominations, Michael won his Emmy, but year after year, we were shut out of a lot of awards like that.

You know, it was all about HBO, it was all about "The Sopranos."

I mean, they would review "The Sopranos" and "The Shield" together in Entertainment Weekly and say like, "This is a good show, and this other show's out there too, you could check that out."

You know, it was all about "Six Feet under," it was not about "The Shield."

So it's only after "The Shield" really stuck the landing with a very good finale, a series finale, that I think "The Shield" holds up and has kind of joined that place on that shelf with some of those other prestige dramas.

But at the time, we were kind of like the ugly stepchild.

That's how it felt like working on that show year after year.

- Looking back at "The Shield" now, especially the first season, are there moments or scenes or characters, anything like that, that you're particularly proud of?

- There's a scene in my first episode on "The Shield" in which they kidnap a basketball player.

And Shane is getting unraveled and it kind of escalates.

And suddenly Shane pulls a gun, and Vic pushes him into the next room and goes, "What are you gonna do?

You gonna execute the guy?"

And he goes, "Isn't that what we do?

We killed a cop."

- Drag your lily white ass back home to Simi Valley!

- Hey, I live in Hollywood, [bleep]" - Come here.

What's the matter with you?

- What?

The guy resisted.

- Resisted what?

I asked you to babysit him-- - Well somebody needs to teach him a lesson.

- By doing what, executing him?

- Well, why not?

I mean, isn't that what we do now?

- I told you.

That's over.

- We killed a cop.

- And so now this guy's trauma, and what we thought was a funny storyline, is really he can't deal with the trauma of the crime that they committed two episodes ago.

And that became a seminal fixture of the Shane character after that scene.

What I'm proud about is we did not discuss that scene.

That was not broken in the room.

I was in the moment writing that scene and suddenly I was just there and I saw it in my head.

Vic pushed him into another room.

And there was no other room.

We had never discussed it.

There was no other room in the outline or whatever.

And then I wrote that scene.

And I think it's the best scene I've ever written.

You know, 'cause it was just, it surprised me.

It was just really honest.

It was right there.

Walton only has one line in the pilot, and there were other actors, like Kenny Johnson, who have no lines because we just didn't have enough room to fit everybody in.

And so then suddenly we were like, "Oh, it's not just about Vic.

It's about the strike team.

We can go to Walton."

Walton's a tremendous actor.

You know, I love Walton.

And Shawn, as a showrunner, took from Carlton, you can feel the energy breaking, you know, like it doesn't have to be, you know, "Oh, I'm the showrunner.

It's all in my head."

You can say, "Oh, this is where the show is going."

Artistic material reveals itself to the artist sometimes.

And when you have a group artistry, you can start to say, "Oh, we're going in that direction.

Follow that."

You know, "Follow that writer, to that actor, to that thing.

That's the show."

And so I'm very, very proud of that scene.

[typewriter ding] - I want to get to "The Walking Dead" because obviously this is one of the biggest things you've done, and has the crazy following.

Can you talk about, you wrote an episode before you became showrunner on season one, is that right?

- I wasn't available to staff on season one 'cause I was doing another show and the dates didn't work.

But they said, would you write a freelance episode?

I was happy with that script.

And so Frank Darabont, we were meeting, and he was giving me notes and he was asking me a lot of questions.

He was having difficulty running the show.

It's very hard to learn how to become a showrunner, okay?

And one of the things that Frank, I think challenged Frank was, you know, he was used to doing a movie over two years, now you're doing so many times that in a much shorter amount of time.

So he was asking me showrunning questions.

- Oh, yeah.

- And I really liked that show and I really like Frank.

So then he asked me after season one aired and they got picked up for season two, he asked if I would come over and be his number two.

And a lot of people advised me that that was a step back.

I had already been a show creator.

I had been a showrunner.

Now I was gonna be, you know, a number two.

But like I said, I like Frank.

I really liked the show.

And I thought, okay, you know what, let me figure out what I want to do next.

So I'm gonna step back and, you know, it'll be great.

They'll never fire Frank Darabont.

I can just kind of be on his staff and that'll be a nice gig.

Well, they fired Frank Darabont.

And I became the showrunner.

And had to face those challenges.

- That must be intimidating.

What was that process like in taking it over and that changing of the guard?

I kind of imagine there's some sort of like stepdad thing where people were like, "That's not how Frank did it."

- I do remember there was a conversation I had where I was meeting with the post team, the post-production team, and one of the editors asked me, "So I guess they're not happy with Darabont's cinematic vision for the show.

So they've brought you in as the TV guy and now we're just a TV show, is that correct?"

And I was like, [bleep] So what was great about that conversation was it pushed me to develop, so I was like, well, why is Frank cinematic?

So I looked at his shots.

I looked at at his type of story.

And Frank is a master, a world class director.

[tense music] - [kisses] Let's go.

[hooves clopping] [Glen] So I studied that, you know?

And I started to look at, "Oh, here's..." 'Cause on "The Shield," it was just, you know, documentarian style filmmaking.

"The Walking Dead" did need to be cinematic.

So that question kind of forced me to look at how do I use filmmaking?

And I think it changed me a lot.

I think it changed my writing.

I'm very thankful for that experience because it really made me kind of go back and say, "Well, what am I doing this?

Why am I, you know, gonna do 'Walking Dead?'"

- What kind of pressures were you under with that level of a hit on your hand?

- You can't be fearful of [beeping] off the fans.

Okay.

Because that can become paralyzing.

The fans want it to be good.

Okay, they want it to be good.

So if you can deliver a good episode, they will follow that.

One of the things that you have to be careful about is once you finish the process and you put it out there, you cannot control what happens to your material.

You know, it just has its own energy and the world will either respond to it or it's not.

So you kind of have to enjoy the process.

And so with the process, I really always kind of made sure that we were trying to showcase our characters, find stories that put those characters together in interesting ways.

I really loved the idea of, you know, one of the things, I am a zombie film fan.

And at that time I would say there were really only 20 zombie films that you had to study.

And zombie films have a lot of the same kind of stuff.

So now we could kind of think about, and I got this from "Nash Bridges," what haven't we seen?

You know, so there's a scene, for example, in which Merle and The Governor captured Glen and Maggie.

Right?

And they're questioning Glen, "Where's your camp?"

[chair slamming] [zombie snarling] - Alrighty!

I want you to imagine how I felt fighting my way off that roof.

One hand.

Losing blood.

Walkers chomping down at me every step of the way.

Last chance.

Where's your group?

All right.

Suit yourself!

You're a pretty big snack for this fellow, but you know what they say, he's gonna be hungry again in an hour.

[Glen breathing heavily] [restraint clicks] Go grab him, boy!

- Okay, so Glen's tied to a chair and they're slapping him around, right?

How many times have we seen that scene, where someone's in a warehouse and they're being slapped around, "Tell us what we wanna know or we're gonna beat you up."

Right?

- Yeah.

- How many have times have you seen that scene with a zombie?

Never.

So I was like, bingo!

We got it.

'Cause I would just go get a zombie and say, "Tell me where your camp is."

And now, how does Glen fight his way out of that chair, and kill a zombie while he is...

I've never seen a person kill a zombie because they can't, because they're tied to a chair.

So we could kind of follow our characters and then just add the magic sauce of "zombie" and we had a good time.

- I'm curious, were there characters that you were gravitating more towards when you took over, ones that you were like pushing to have bigger roles, or more challenges?

- Yeah, two things.

One is, this I've spoken about, and the other one I've never spoken about.

So let's go into the first one, the easy one, first.

One of the things is when I took over "Walking "Dead," it was a lot of checking in with the characters, okay?

And we were losing focus on Rick.

And I remember even watching an episode with my son, who was very young at the time, and he said, "Dad, who's the star of the show?"

And so if you look at the beginning of season two, Rick is, he's kind of lost in the shuffle.

He's passive.

He's not doing anything.

When I took over, I was like, I need to make Rick the thing.

'Cause Shane was overshadowing him.

- Yeah.

- And it was becoming Shane's show.

But if Rick is weak, if Shane ends up going against, Shane's already a strong characteristic.

So for him to go against a weak character is not that interesting.

So we get to this incident where, you know, Sophia is really a zombie, she's in the barn, and Rick steps forward, and everyone's horrified, and Rick steps forward and he shoots the girl in the head.

Well, when we met Rick, the first time we saw him in the pilot, he shoots a little girl in the head, a little zombie girl.

So that's not fresh for me to do that.

I'm kind of hitting our greatest hits.

Even though it has a lot of emotional impact here, it didn't really work.

And that script had been conceived under Darabont, but Darabont did not polish that script, okay.

So I polished that script.

So now the next script is called "Nebraska."

And, there's a-- Hershel is upset.

He goes into town.

He goes to get some alcohol.

Glen and Rick follow him.

And as they're talking to him, and "The Walking Dead" was crowded with existential speeches about, "Are we gonna be okay?"

So we were kind of trying to burn off one there.

And a couple of guys walk in.

It's literally, some guys walk into a bar.

- You gotta understand, we can't stay out there.

[liquor glugging] You know what it's like.

- Yeah, I do.

But the farm is too crowded as is.

I'm sorry.

You'll have to keep looking.

- Keep lookin'.

Where do you suggest we do that?

- I don't know.

I hear Nebraska's nice.

- And these guys are asking questions and you start to feel they're threatening and they're gonna kill these guys and go back and take that safe farm.

- Right.

- Now, Rick is a cop and he's dealt with drunks in bars before.

So I've got him on stage.

And Rick ends up, you know, the guy moves, Rick's faster.

It's a classic Western showdown.

[laughing] Nebraska.

This guy!

[revolver blasting] - And in one scene, I had Rick as the star of the show again.

In one scene.

That comes from "Nash Bridges," that comes from all of that.

So I was able to correct the show, or make a correction that I felt the show needed.

The other thing that I did on that show that I felt I had a lot was the Carol and Daryl connection.

I felt that they were both outsiders.

I felt that they were both lower class, and he wanted to find Sophia.

Okay, that was giving him purpose.

So I remember, you know, we kind of had them dancing around each other or whatever.

And then there was a scene in which, after the barn burns down, like everything burns down, you know, the whole thing, she's running from a zombie, and he goes up and she gets on his motorcycle and they drive off.

He's literally a knight in shining armor saving her, okay.

The barn burns down.

We go to commercial.

And they come driving through the fog.

[engine roaring] [zombies snarling] [engine roaring] And AMC was like, "Please cut that driving scene."

And I was like, "No, we need to know they're okay.

If they're okay, everyone's okay."

You know what I'm saying?

And so it was kind of putting them together.

And then I wrote a scene for them in the season three premiere where they were talking on top of the bus or whatever.

And I kind of always felt like there was magic for those two to be together.

That was something I felt I pushed in the writers' room, 'cause I just felt those characters needed to be together.

[typewriter ding] [Narrator] You've been watching "On Showrunning: A Conversation with Glen Mazzara," 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 Wittliff 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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