There aren’t many professions in which asking your co-workers whether or not they’ve participated in an orgy is part of regular life, and even fewer outside of the adult film industry. Between Us filmmaker Rafael Palacio Illingworth doesn’t want to shy away from exploring sexual fantasy, as well as the disparity between those desires and reality. It’s what prompted him to appear fully naked as the lead actor in his debut feature film Macho. It’s also what inspires his deeply intimate story about a couple tempted with adultery in Between Us.

As for the filmmaker’s penchant for asking frank, sexually-skewed questions of his co-stars during their first meetings over coffee, Rafael explains that he was seeking, “an assurance that we can tell an honest story. For me, when somebody shows up and he comes with his social media in mind or publicist in mind, all these things are blocks to the story. If they have a problem with telling that truth then I have a problem.”

In Rafael Palacio Illingworth’s interview on Between Us with Way Too Indie during the Tribeca Film Festival, the filmmaker discusses the real-life spat that inspired the movie, what types of questions he peppered the actors with prior to casting, and how Mad Men helped put Ben Feldman on the director’s radar.

What lead you to the creation of Between Us?

I developed it for three years but the idea first came to me a couple years before that. I had this fight with my girlfriend, and I stormed out of the apartment – which I had never done before – and then walking I thought to myself, “What I find the perfect girl right now?”

Of course, that never happened. I came back 20 minutes after. Actually, I’m married to her now, even. It was then I realized that all these fantasies are more like an antidote for your anger than anything [else]. It’s easy to think, “If I leave you I’ll have a line of girls waiting for me.” But the reality is not that.

So that idea came a long time ago and I wanted to shoot it as an unscripted thing before having my first child – only child for now – but I didn’t have time. So then I connected with Caviar [Production Company, which also produced last year’s The Diary of a Teenage Girl] and it just organically happened from there with a script.

How did the idea mold from your writing process?

Talking about these impulses – these kinds of naïve impulses – of doing something unscripted and powerful. Usually, at that point, your ideas are like, “I’m going to do a movie about everything.” You know? [A movie] about everything that’s ever existed. QW you sit down to write the words and realize you have to translate whatever you’re feeling to something it becomes real.

I think the process was really good for the project, and really helped shape it into something because it had to become real and intimate. For example, there are these bookends of the clouds. The movie used to be called The Force, up until recently. Because it spoke about that force always wants to push us around and make you think there’s someone else around; all this temptation and desire. In early versions of the script, [this sense] came from outer space to the inner world through clouds.

I realized whatever it is, it’s between them. It’s there in that apartment where they’re sitting. In front of them, between them, no pun intended.

That [process] is what I went through for the whole script. It was a grand story that tried to talk about everything until we shaved it down to be about this intimate couple and these struggles that they have.

Right, at some point you have to hone in on your focus.

So finding that was the challenge but compared to the general structure, the script didn’t change much. It was always the story of this guy walking out of the house in a rage and then dealing with the consequences of finding this girl that he thinks is the perfect girl.

How early did you get Ben Feldman and Olivia Thirlby involved, and what made you know they’d be right for their parts?

When we went out to start casting it was very important for us to get that main couple right. First, we started going out to guys. The first person that really responded on my list of preferred guys was Ben. This was when he had just finished Mad Men, and he had done an amazing job there. He liked the script. At that moment he hadn’t done any dramatic films, he had only been in horror films.

So I found it interesting that he was not a guy who would come with his own baggage or his own brand. He responded to [the script], we met, had a nice conversation and we connected really well as friends. That was the most important thing to me because being a small movie I needed someone that I could trust that was going to help me out. Whatever that means.

I wasn’t experienced in directing A-list actors, so I also wanted to be open in expressing what I was expecting and what I was fearing. I shared all that and I realized this guy’s a friend. We barely talked about our film; it was more about, “Where do you live? What do you like?” I knew we could sit down for a coffee regardless of any movie. That was what made me think that this guy was going to be right.

After [Ben was cast] we went out for girls, and Olivia also responded [to the script]. Funny enough they hadn’t met until after they were both cast. I had the same experience with Olivia when we met. In a different way, obviously, but I also felt like she was into exploring, and helping, and being open. I realized that if they both can do this then the three of us could do it. It was risky but I think it was fine and they’re both so open and nice.

Were those conversations with the actors partially about their own views toward love or intimacy, since those feelings play such major roles in Between Us?

Yes, I think most of our conversations were about our very private lives. Look, I have nothing to lose. Everything’s on the screen. Sometimes I would just come to them and say, “How is it? You’re married. Have you ever cheated? Have you ever gone to an orgy?” It was all these things. It was kind of rushed, very quick, but it was nice. The advantage that I have is that my movies are clearly self-referential so there’s no secret. I’m not talking about a character.

Especially if you’ve seen my first feature film, which has me acting [in it] and I also get naked. That gave me a really good platform to say, “It’s not going to be as explicit as my first movie but it is in this world of honesty.” I don’t want the camera or the Hollywood desires to be in front of us telling an honest story.

So I would ask if they were okay getting naked or how okay they were with sex scenes. How not [okay they were]. Where could I go with it. I had that conversation with Ben although he had no nudity [in the movie]. It was just about knowing that if needed we will go there.

And also to know that they would be open to feeling that necessity. They could suggest it to me. Which would happen with Olivia. Sometimes I would be like, “Cover her here,” to be very proper and she would say, “Come on, it has to be real.” I expect that and those are the things I make clear from the beginning.

In 1971, Stanford professor Philip Zimbardo began what was supposed to be a two-week experiment on the effects of a prison environment on both prisoners and guards. A group of male students, still hanging around during the summer break, volunteered to take part in the study for its guarantee of $15 dollars a day. Classrooms turned into prison cells, a hallway became the cafeteria, a broom closet acted as “The Hole,” and the volunteers split into two groups: prisoners and guards. Zimbardo had no idea how dangerous and unethical the experiment would turn out to be. Both sides almost immediately absorbed into the roles they were given, with the guards physically and psychologically abusing their prisoners. Zimbardo pulled the plug on the study six days in after the abuse—and his allowing of it—reached a breaking point. Zimbardo’s project, like Stanley Milgram’s studies on obeying authority figures (coincidentally receiving its own cinematic treatment this year as well), is now known one of the most infamous experiments on social psychology. The ethics of the experiment are dubious, but the outcome continues to remain a chilling reminder of how fragile our identities can be underneath the power of societal structures.

That kind of material begs for a film adaptation, and after nearly 45 years of false starts, Zimbardo’s experiment has finally made it to the big screen in The Stanford Prison Experiment. The plain, descriptive title reflects director Kyle Patrick Alvarez and screenwriter Tim Talbott’s approach to the material (adapted from Zimbardo’s 2007 book The Lucifer Effect); this is little more than a straight up re-enactment of the experiment itself. Billy Crudup plays Zimbardo, and aside from a moment with his girlfriend and former student Christina Maslach (Olivia Thirlby), the film’s focus is more procedural than personal. This choice makes perfect sense, and it’s not the first time someone has stubbornly stuck to the facts to make their point clear. Craig Zobel did the same thing with Compliance, a film that meticulously recreated an incident so preposterous it was difficult to believe it really happened. Zobel’s direction was stomach-churning by design, and it worked brilliantly. Alvarez does the same thing here, and while the results are certainly effective, they’re not as powerful.

That could be due to the fact that Alvarez has a bigger scale to work with, considering The Stanford Prison Experiment has an ensemble of around two dozen actors. Talbott’s screenplay winds up honing in on a few of the test subjects, including Ezra Miller & Tye Sheridan as the more rebellious prisoners in the group, and Michael Angarano playing a prison guard who fully embraces his ability to torment and abuse the inmates. The ensemble works together quite well, with most of them taking full opportunity of the brief moments they get to shine. Crudup turns out to be one of the weaker links since the attempts to sympathize with him fall flat as he allows the experiment to devolve more and more. Miller, Sheridan, and Angarano are all standouts, but the most impressive turn comes from Nelsan Ellis as Jesse Fletcher, a former prisoner hired on by Zimbardo to ensure the experiment’s authenticity. A sequence where Fletcher improvises a brutal takedown of one prisoner (Johnny Simmons) during a mock parole hearing is riveting to watch, as Fletcher begins relishing in his chance to play the part of those who oppressed him for so long.

In fact, the most compelling moments of The Stanford Prison Experiment occur between the observers and not the participants, with Zimbardo and his colleagues slowly realizing they’ve become a part of the study. But the ongoing turmoil in the mock prison is what primarily drives the film, and it’s fascinating to watch how quickly things spiral out of control. Alvarez doesn’t sustain the tension from the situation as each day passes, and much like the experiment itself it feels like the film starts to slip out of his hands once the two-hour runtime starts getting felt. By the time the climax hits—where Zimbardo finally reaches his breaking point—its impact doesn’t match the psychological degradation shown earlier.

But at least the lacking conclusion—including an awkward and misguided coda that has the cast re-enacting documentary footage—doesn’t take away from the power of what came before it. Alvarez does a terrific job at cranking up the tension over the first two acts, and at some points it’s easy to get immersed in the roleplaying going on, believing in the simulation because of the very real emotions going on within it. Jas Shelton’s excellent cinematography goes a long way in keeping the claustrophobic, oppressive mood going, mainly by shooting the tight, cramped and dull office settings with a wide Cinemascope ratio, a choice that makes every character look as trapped as they feel. The Stanford Prison Experiment’s procedural approach to Zimbardo’s now legendary study may only work up to a certain point, but even so it’s hard to deny how gripping this fact-based drama can get.

It seems to be quite a difficult task to create a film that features an intrinsically upbeat message without feeling tawdry or mind-numbingly sugarcoated. There’s a reason most films of the aforementioned nature appeal only to toddlers, and it’s because anyone past pre-school age knows that life is never perfect. There are always going to be obstacles, and finding happiness will never be as easy as it seems. In Welcome to Happiness, writer-director Oliver Thompson invites viewers into a world where genuine happiness is obtainable, but only to those who are all too familiar with the inherent difficulties of life.

Kyle Gallner stars as Woody Ward, a children’s book author whose closet features a mysterious door that allows special, troubled people to enter through in order to find happiness. Despite serving as a pseudo gatekeeper of the door, Woody has no idea what lies on the other side, though he is incredibly curious. After he meets Trudy (Olivia Thirlby), a charming young woman with whom he shares an apartment complex, Woody’s life begins to change, resulting in his desire to uncover the truth behind the door to a happier life.

Welcome to Happiness is an extremely “quirky,” Wes Anderson-style adventure comedy with an incredible ensemble cast and a dozens of wacky characters. Make no mistake, though, the film is completely comfortable venturing into very dark places. In order to stress the importance of happiness, Thompson opts to show many of the characters at their lowest. However, these moments of bleakness are never held for too long, and there is always a powerful sense of hopefulness throughout.

While the bizarre plot is reason enough to buy a ticket to Welcome to Happiness, the film’s star-studded cast secures the film’s success. At this point in her career, it seems almost impossible for Olivia Thirlby to not be violently charming, but she outdoes herself here, as one of the most absurdly adorable girls next door to appear onscreen in years. Her chemistry with Gallner is honest and sweet, and ultimately, very realistic. On the complete opposite end of the performance spectrum, the always-hilarious Keegan-Michael Key is absolutely fantastic as a peculiar baseball card collector named Procter, and appears to be having the time of his life in the role. With supporting roles from Nick Offerman, Brendan Sexton III, Josh Brener, and Molly C. Quinn, among others, the film has the feel of a big-budget Hollywood production, but the homey charm of an indie flick.

Thompson (who also edited the film) chooses to use a few strange editing choices throughout. Songs fade in and out somewhat jarringly, and some of the cuts are a bit peculiar. It fits fairly well with the storybook style of the film, but it is still noticeably weird at times. Perhaps that’s part of what makes the film so lovely, though. Welcome to Happiness feels like this strange children’s story but darker and for adults. There’s this universally relatable nature about it, because everyone desires to find happiness in life, but we’ve all experienced hardships that constantly seem to get in the way; and pasts that we can never seem to fully shake.

As a debut, Welcome to Happiness proves to be a pretty remarkable arrival for Oliver Thompson, who quickly stakes his claim as a filmmaker to watch. Despite a few moments that seem out of place in the grand scheme of the story, there’s so much to enjoy about this film that it’s really an easy recommendation. It’s a feel-good tale that manages to remain mature and, most importantly, honest. It’s the ideal two-hour road trip to happiness.