STREET: What is the meaning of the title of the film? Derek Cianfrance: It’s an homage to Tom Waits. He had that album called Blue Valentine, and I think its kind of self-explanatory what it means. Tom Waits – I’m such a fan of his. I feel like he changed my life so many times - when I was lonely, or whenever. So I named it Blue Valentine for him.

STREET: What was the inspiration for using Honesdale, Pennsylvania as a location in the film? DC: I had worked on this script for 12 years and worked on like 66 drafts, storyboarded 1224 shots, and really just watched the movie in my head everyday. That movie that I had in my head took place on the beach and I searched all over the coastline, and I finally found a great location on the central coast of California, Morro Bay. That’s where it was going to take place. Blue Valentine was going to refer to the water and the sky and it took forever to get this film made. Everything that could go wrong did go wrong. I’m not trying to complain, because I feel like every time you make a film it’s a small miracle to get it made.

But anyway, I finally got everything together. I got the money together, I had Ryan on board, and Michelle, who had wanted to do the movie since 2003, finally had the opportunity to make it. I called her and said, “Michelle, we’re ready to go. Pack your bags, we’re going to Morro Bay.” And she got very quiet and said, “I can’t do it.”

“What do you mean you can’t do it? We’ve been talking about this for six years. Now is the chance, let’s go.” And she said, “You don’t understand, I can’t do it. I promised my daughter that I would tuck her into bed every night and take her to school every morning.” And I said, “We can have that in California too. We can get her a tutor, it’s going to be okay.” And she said, “No, I made a promise to her. I have to keep her home.”

Being a parent myself, I understand about not lying to your kids, so we were heartbroken, and she was crying on the phone. This was a film she had almost spent a third of her life dreaming of doing. So I hung up the phone and I was just so depressed. I started thinking about it – the fact that she could make a decision like that, such a selfless decision, was the reason why she was the only person that could play this role. It was that heart and soul of her as a human being. That’s what the film was really about. It was about people – not places.

I called her the next day and I said, “Michelle, look – I have a deal for you. If I can relocate the movie to within an hour of where you live, I can promise to get you home every night to tuck her into bed and be there every morning to take her to school. Will you do it?” And she said, “Oh my God, that’s the most generous thing anyone has ever asked me.” And I said, “Okay,” and hung up the phone with her and I went on Google maps and I typed in her address, then I just figured out what was an hour from her house, and Scranton and Honesdale were right on the cusp of that hour from her house.

I had never been there, so I got in my car that day and drove up to Scranton and Honesdale, and really fell in love with the place. It was actually a lot like Morro Bay – the same kind of demographics, kind of a blue-collar place, small town. There seemed to be a history there – I felt like there were ghosts walking around downtown Scranton, and I just found everything I was looking for. My eyes were wide open, so we just planted our flag in the ground right there and decided to shoot there, and I have to say it was one of the best decisions I ever made in the film.

[media-credit id=224 align="alignright" width="300"][/media-credit]STREET: I read that you only had one take for a lot of scenes. Was there a lot of rehearsal done with you and the actors, and what were the conversations like from before you started shooting?

DC: I met Michelle in 2003, and she had read like the 42nd draft of the script. She came to the meeting with a book of poetry and a CD for me. And she was just so passionate about the film it just had to be her to make the film. But this was pre-Brokeback Mountain, so you couldn’t get a film financed on Michelle Williams back in 2003. We had to wait. And then I got Ryan in 2005 and it was kind of a similar thing with him. I felt like the movie was cursed for so long, but what ended up happening was I kept in touch with Ryan and Michelle, and I would l have like a nine hour dinner with Ryan and Michelle every six months or so, and we would always talk about Blue Valentine. It never got old because the dialogue continued, and so much so that I consider them to be co-writers because I would go home after these meetings with them so inspired and rewrite the script based on what we had talked about. By the time we started shooting, they knew who they were. They had so much information. They knew where they went to elementary school, they knew what their best friend’s name was, they had a history about their first driving test – they knew everything about themselves, and when I started rolling the cameras I felt like I was making a documentary about people falling in love, because Ryan as Dean was getting to know Michelle as Cindy in front of the camera. It was magical. We would shoot all day basically.

For instance, there’s the scene where he played the ukulele and she tap dances – that scene came about because we had all night for Ryan and Michelle to get to know each other, and we had 12 blocks of this street in Honesdale. We started when the sun went down, and I just told Ryan and Michelle that that day I was just going to follow them with a camera and let Dean and Cindy get to know each other. And they just walked up and down the street all night long, just talking to each other about stories of their past, getting to know each other; it was really the characters meeting on screen for the first time.

There was also a moment in the script where they would show each other their special talent, and so many years before we started shooting I asked Ryan, “What instrument do you think you could play?” Ryan said, “I was thinking of the ukulele.” And I was like, “Can you pick another instrument please? I’m not that crazy about the ukulele.” And he said, “No, just trust me.” And about a week later he left me a voice message where he played me that song, “You Always Hurt the Ones You Love.” It was just so great; it reminded me of Elvis Presley in 1955 when he recorded “My Happiness” for his mother. He had that same quality in his voice. So I said, “Keep that. That’s something to keep in your back pocket for Dean.”

Meanwhile I was meeting with Michelle and asking her, “What are your special talents? Can you do anything?” And she says, “I used to be able to tap dance. So I say, okay, dust off your tap dancing shoes – you’re going to use that in this movie, and so we were shooting the scenes up and down the street, and I told them that when we came to the bridal store, that was their signal to ask each other what their special talents were. And so they got to the bridal store and asked each other what their special talents were, and neither one of them knew what the other was going to do. And they do it, and it's happening at the same exact time that I’m discovering it behind the camera. At the same time the audience is discovering it, and it was just such a magical moment.

STREET: How did you keep the mood on the set light when you were working with what was at times, very heavy material?

DC: It was really like a vacation shooting the movie. It was probably the best time of my life, and I know Ryan and Michelle would probably say the same. Going into those dark places, there’s catharsis in that and we were just all so engaged. Me shooting a movie is the only time in life where I can really be awake. The rest of the time is kind of day dreaming, thinking about being in a hundred other places, or thinking about my email, or thinking about what I’m going to eat, or what’s on TV, but in the middle of making a movie there’s nothing – just that moment that you’re working on. To me, that’s what I waited 12 years for, to get in that moment with them.

STREET: What was your reaction when you found out that the film had received the NC-17 rating? DC: I was shocked. That was never the intention, to make a movie that was pornographic. We were just trying to tell an honest story of a relationship, and I think if you’re going to talk about a relationship you’re going to have to talk about sex. And when things aren’t going well, it becomes a bone of contention. And so we wanted to look at sex the same way we looked at other scenes. It was just straight-on, raw, with a certain kind of responsibility. And I felt like we were being punished for doing too good of a job there, because you don’t really see anything in Blue Valentine. I don’t think they gave us the NC-17 because of what they saw, I think they gave it to us for what they felt watching it. So in some ways that’s a compliment, and it speaks to the power of the film.

But when you get an NC-17 rating it takes away the ability for so many people to go see the movie. I’m a parent myself, and basically NC-17 takes away my right as a parent to decide for myself if my kids can watch something. Now I’m happy to say that my kids who are six and three cannot watch Blue Valentine. They watched the first 20 minutes - that’s all I will let them see. But, when they are of age, and I think when they are ready, I don’t know if that will happen, but if it does I’ll know that because I’m the parent. I’m sure I will much rather have them watch Blue Valentine than some other kind of sexually explicit film that’s in the Hollywood film cannon, like Basic Instinct or something where sex is overly-eroticized, and it’s titillating and sexual, and there’s music swelling and close-ups.