Austin Williams (Henry Clayton) and George Clooney in Michael Clayton. Myles Aronowitz/Courtesy of Warner Bros.

How did the fact that you have a son contribute to the inclusion of Michael Clayton's son and the fictional fantasy novel "Realm and Conquest" into the film?
I've a raised a son. My son and his friends were very much like [Henry Clayton, Michael's son]. They were deeply, deeply involved in fantasy fiction and that. So my house was filled with all that kind of stuff for many years. And I think it's kind of fascinating. It's hard to talk about it too much or it loses its specialness. But I think it's fascinating to watch really, really smart young boys, particularly in an urban environment, trying to figure out what heroism means, and what it means to be a man in a world that's very unnatural. And I think that all of this fantasy fiction is very formalized. It's almost all the same. There's good ones and bad ones, but they're pretty much all the same, all this journey stuff. So it's interesting to me that the manic-depressive litigator and the nine-year-old boy who's searching to try to figure out what it means to be a man are both on the same page. There was a period of time as well when that was a much larger part of the script.

How many script drafts did you go through before you reached a final version?
The really interesting process is the pre-draft process. My way is [to] sort of make a huge mess in the beginning, a big compost pile of hundreds of pages of different things. By the time I actually move to the actual script, it's kind of more organized. But there's lots of sketching before I get organized.

Are you big on story-boarding?
You mean visually? No, I thought I'd do a lot of story boarding, but I found story boarding really inhibiting. We did a lot of — and I'll probably do this again — crucial sequences by just videotaping, sketching, and cutting. I did the whole opening sequence [that way]. I spent about six weeks after we finished shooting designing all that and working that out. When we did the field, as I said, we could only shoot five minutes in the morning and five minutes at night. So we went to the field several times with video cameras and shot the coverage and had a cardboard horse on the hill and, seriously, AD's running down the hill and doing the whole thing. And then we went back to the cutting room and cut it together. So we knew exactly what pieces we needed. I [did] a lot of sketching, but in the end, what was really helpful to me with anything that was really complicated was to [use] little cameras, and then take it back and put it together. And see if it cuts, and how you like it, and get rid of the shots you don't need.

Now that that you have cut your directing teeth, are there any other scripts that you're thinking about directing?
I'm trying to get another movie together right away to direct. Everything's very close, but it hasn't finally closed, so I get nervous about [talking about it], but we'll see... It's a bigger movie. Yeah, it's a big movie, a different kind of movie. Very different.