This article was originally published on October 10th, 2013 as part of Film.com's coverage of the 2013 New York Film Festival.

Don't be fooled by the monochrome color palette or the fact that, for the first time in his career, the director isn't also a credited screenwriter – "Nebraska" is unmistakably an Alexander Payne film. The somewhat quixotic story of a senile midwestern man (Bruce Dern as Woody) who receives a bogus Publishers Clearing House letter informing him that he's won $1 million, and the conflicted son (Will Forte as David) who offers to drive him Omaha in order to "collect the winnings," "Nebraska" is a wry, wistful and thoroughly heartbreaking family portrait of fortunes lost and found. Bleaker than Payne's previous films, if only because it obliquely addresses our current recession and rather bluntly confronts the cold apathy of time, "Nebraska" is nevertheless as wistful as "Sideways", as tender as "The Descendants", as mercilessly funny as "Election", and as aware of June Squibb's inimitable glory as "About Schmidt". Oh, and I guess it has... citizens? Just like "Citizen Ruth."

Bob Nelson's script unfolds as though it began as an homage to Payne's films, only to be so nuanced in its tone and so beautiful in its own right that it ultimately became one of Payne's films (and one of his best). Eventually jettisoning the road trip narrative to which the film seems committed in the first act, "Nebraska" truly begins to bloom into its own thing when David's car breaks down near Woody's hometown, and the two men are forced to reconcile the treacherous but highly sardonic space between where they come from and where they're going. Devastating, poignant, and eventually both at the same time, "Nebraska" is arguably one of the best films of the year, but it is definitely as much of an Alexander Payne film as they come.

On the eve of the movie's appearance at the New York Film Festival, I briefly spoke to Payne on the phone about the obvious stuff, like how "Nebraska" reminds me of Chinese director Zhang Yimou, and why Payne only writes when he's desperate.

Warning: The following interview reveals some details about the ending of the film.

FILM.COM: Woody is confused and senile, but in some ways he might be your first protagonist who's completely made up his mind. Did that character feel like a uniquely new challenge for you in that way?

ALEXANDER PAYNE: Oh, that's interesting. Well, you know who he reminded me of? Those monomaniacal women whom Gong Li played for Zhang Yimou. There's this whole "Story of Qiu Ju" and, uh... [trails off]

"Raise the Red Lantern?"

Yeah, her not so much. Did you ever see "Not One Less"? Like, that's not Gong Li, that's somebody else, but those Zhang Yimou films are based on monomaniacs. And so was this one. This character, Woody, is definitely the most monomaniacal character. I never realized that he's the most decisive of them. Huh, that's interesting.

Well, I think of George Clooney in "The Descendants", who's wavering on whether or not to pull the plug on his wife, and I think of Paul Giamatti in Sidways who isn't sure what to do with just about anything. Woody, as confused as he is, knows from start to finish that he wants to collect this ticket and give the money to his sons.

Yeah.

For me, this is partially a film about how we're always being recast in our own lives, and I'm wondering, when you first read the script, given that you didn't write it, was there a single idea or theme that jumped out at you and made you feel like you had to direct it?

Nah, I don't really think that way. I think I liked these characters, I liked the deadpan sense of humor, I liked the act of kindness to which it was leading at the end. I like tough movies about kindness. And also, I'm just interested in the act of making a film, and I thought I could make this into a film. I don't think so much about themes. I trust that they're there if I just like the story on a very visceral level.

Sure. And to jump ahead to the ending that you referenced, the last shots in your films are always beautiful in how they point forward toward the future and you feel the weight of what's to come for the characters. Was the last shot of "Nebraska" written into the script that way, or did it evolve…?

No, I wrote that. I wrote the whole ending,  even with the drive down main street, with all the people from his past coming out. That part was mine. I think Bob, in an early draft, did have some shot of... something. Like the car crashed into a tree or something like that. But, exactly how it is now, you know, they're just like old characters, it's an old movie. They're driving off into the sunset, literally.

And were there, speaking of older movies, I got a - maybe it was just the black and white - but I got a Leo McCarey vibe, with maybe just a little bit of Ozu in there for good measure. Were there these older films that you thought of as reference points when you were conceiving the look and feel of this movie?

Do you know the connection between Leo McCarey and Ozu?

Of course. "Make Way for Tomorrow" and "Tokyo Story."

Right. I admire those films very much and certainly I admire in McCarey what we also admire in Chaplin and Woody Allen to some degree, because comedy directors - people trained as comedy directors - can do pathos without sentimentality. And I admire that a lot in McCarey. You know, he directed some of the greatest Laurel & Hardy shorts and arguably the greatest Marx Brothers film, "Duck Soup". And then pulls something like "Make Way for Tomorrow", which is just fantastic.

Was there a particular, maybe not a McCarey film, but something  besides like "The Last Picture Show", that you thought of in your head when you were trying to shape the movie?

I thought a little bit bout early Jarmusch. I thought about the Japanese director Shohei Imamura, you know, using widescreen scope and not cutting very much. Then the movie just comes. Then the movie just becomes its own animal.

I know you've talked a lot about how this animal was shot in black and white, but I was struck by how it helps Hawthorne feel like a place that's not just in the past, but actually lost in time. I'm wondering how you sort of negotiated that broad feeling with the specific details that create this place, and how you channeled all of these things to reflect Woody's character.

F**k, man, that's a big-ass question.

I know, I'm sorry.

No, it's a beautiful question, that I think a lot of the answer to - if there is an answer - is contained in the question. And I just feel like, instinctively, that black and white was the right way to go. And, you know, also the sense of that starkness and the austerity of the story and those lives in that part of the country in that part of the year. It does - when you do a contemporary story in black and white, it can move the story a bit more into the folds of history. Or out of history. I don't know, I don't know what to say. I never want to talk too much about "why black and white" because I don't think it's my job to do that. I will say one thing, though, that happened, and not because I was intending it necessarily, but because of the time in which I was shooting, at the tail end we open this economic crisis, the movie acquires a certain depression-era feel because of the black and white.

Yeah, it's really interesting how it does that. And I think that the depression-era feel obviously points to the present. There's a very–

The present depression, that's what I meant.

Right. And there's a really interesting push and pull of the movie between the past and modernity.  I was really struck by the TV above them in the bar that shows very contemporary images of like, Glenn Beck's news show or something. Was there a concerted effort on your part to plant these little contemporary moments in the texture of the movie?

No. I think when Woody sneaks out of the car and he's having a beer, I think that's football on the TV. No, I'm just out there making a movie. And that was what was on TV while we were shooting. So, that's where the movie's just a documentary.

So, if that's the case, the "Payne" gravestone that was in the cemetery was also just something you found?

Complete coincidence.

Was it a bit uneasy for you?

No. I'm not related to those Paynes. I'm a Papadopoulos.

Did the fact that, for the first time, you were directing a movie for which you weren't a credited screenwriter lead to any practical differences with how you directed the actors? Was there like a second voice in your head?

No. As we observed from the great directors of Hollywood, you don't have to have written a screenplay in order to make the film personal. I'm so grateful to Bob that I've finally, after all these years, got a script that I wanted to make that I get to infuse with my own personality somehow, but I didn't have to write. F**k, what a relief.

So it's not like you weren't looking for one of those scripts, you just hadn't found it.

I write out of desperation. I'm more interested in the act of directing than the act of writing.

I guess I should ask something about the great actors you have here. Bruce Dern and Will Forte have such a lived-in history, but at the same time they're characters that struggle to relate to one another. Did you force them together to build a relationship, or did you try to keep them apart to focus on that estrangement?

By the time we shot the movie, they'd only met the week before. So they have to spend some time together so they have some connection that shows up on screen. Will Forte told me yesterday that Bruce tried to keep some distance between them when we were shooting precisely for that, because of that disconnect.

But no rehearsals.

Um, we read through the scenes, I think. But no, you know, on movies you don't really rehearse all that much. It's stating the obvious, but it's not like a play, you're only doing two or three pages a day. Every day is, in a way, a rehearsal for the entire rest of the shoot. The most important thing is simply that the actors become those characters. And then we just do those two or three pages a day.

And they certainly became those characters. This movie really shook me up, just personally, and I was really glad you made it. So, thank you very much.

Thanks, man. And thanks for the – [recording cuts off].

"Nebraska" will open in theaters on November 15th.