Everybody who works with director Alexander Payne trots out the same phrase, it seems -- "actor's director."

"Saturday Night Live" veteran Will Forte hasn't done a lot of films, and isn't even positive what that phrase means. But it suits Payne, he says.

"He would sometimes say a lot, and sometimes give you no direction at all," Forte says of his work in Payne's latest, "Nebraska." It always worked out. He always got his desired outcome."

Veteran character actor Stacy Keach also stars in this dramedy about an old man (Bruce Dern) who stumbles with his son (Forte) from Montana to his home state of Nebraska in a delusional quest for a sweepstakes prize he "may have already won." Keach has worked with his share of actor's directors, including the most famous of them all -- John ("The African Queen"/"Prizzi's Honor") Huston.

"Actor's directors are like great conductors," Keach says, comparing Payne to Huston, whom he worked with on "Fat City." "They give you very specific, small suggestions -- 'a little softer here,' 'a little louder there.' He sculpts behavior, plays with the clay, moves it around in different directions, looks at it from a lot of angles. He does about five takes. Not one or two, which is normal. He inspires you and gives you the freedom to do different things, from take to take. You get a good take, and he gives you another, just to try something."

Payne is flattered by that, and the accolades for his films -- Oscar nominations for performances in "Sideways," "About Schmidt," "The Descendants" -- back that label up. He's not stingy about revealing the secret to the Payne touch, either.


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"The extra takes are there for performance," Payne says. "I get a really fast DP (director of photography), key grip and gaffer, so I don't spend any time worrying about lights or the camera. Actors, I think, sense that in me, that I'm there for performance. I want the film to be technically perfect, if that's possible. But acting is still first among equals in importance."

It started in film school at UCLA. Back then, Payne, now 52, noticed all the other kids "were hotshot guys who knew all the film stocks, all the names of the lights, all the lenses and equipment. But when it comes to working with the actors, they were kind of nonplussed.

"I'm the opposite. I'm there to work with actors, to learn what they're about. I like to make comedies, and those are all about acting and rhythm and casting. And I still don't know that much about the technical stuff. I don't know the names of all the lights. I don't care to. You pay good people to know that."

Casting, to Payne, means finding a TV actor or actress ready to be a movie star (Shailene Woodley in "The Descendants," Thomas Haden Church in "Sideways," Forte in "Nebraska''), or discovering new life in a long-in-the-tooth character actor (Beau Bridges and Robert Forster in "The Descendants," Tippi Hedren and Mary Kay Place in "Citizen Ruth''). "Nebraska," with its world of dying small towns and the old folks who inhabit them, was a field day for Payne.

"I love working with those old pros -- Stacy Keach, Bruce Dern, Robert Forster, Jack Nicholson, Beau Bridges. Working with those guys in their 60s and 70s is awesome. June Squibb (as the amusingly shrill wife of Dern's comical, yet sadly confused alcoholic in "Nebraska") I had worked with in 'About Schmidt,' and I knew this script had the jokes and tone in it that would let her almost steal the movie. You get people like this, they know film inside and out, and they know acting. ... As technology changes, the acting doesn't. I love having people with that kind of experience on the set in front of the camera."

"Nebraska" may not have George Clooney and Hawaii, or wine country and a career-making performance by Paul Giamatti. But it does have a Nebraska native behind the camera, one who gets "the austere quality of the place and the people, and this (Bob Nelson) script." Growing up in Omaha convinced Payne to shoot this movie, in the fall, in black-and-white wide-screen Cinemascope, "with no leaves on the trees, no snow, just corn stubble and flatness ... austere."

And thanks to its performances (Dern won best actor at the Cannes Film Festival) and rave reviews, the Oscar buzz is already building around it. Dern's performance "has an indelible something-or-other quality that may stick to industry ribs," says online Oscar prognosticator Jeffrey Wells of Hollywood-elsewhere.com.

Payne? He just hopes people want to visit "Nebraska."

"Hopefully, if it's good, the audience will find it. Even though it isn't set in wine country or Hawaii."