Director Bennett Miller has been collecting praise for his smart, restrained film-making since his debut documentary The Cruise in 1998, through his Oscar-nominated Capote in 2005, and 2011’s Moneyball.

Miller’s latest film, Foxcatcher (written by E. Max Frye and Capote writer Dan Futterman) is yet another look at real-life characters, this time the Olympic-medal-winning brothers Mark (Channing Tatum) and Dave Schultz (Mark Ruffalo) and their tragic relationship with John du Pont (Steve Carell), a member of the wealthy du Pont family and a fanatical financial supporter of U.S. Olympic wrestling. Both Schultz brothers and other wrestlers lived on du Pont’s Pennsylvania Foxcatcher farm while training for the 1988 Seoul Olympics.

Quietly, broodingly examining such themes as the subculture and psychological currents of wrestling; Reagan-era patriotism among the super-rich; and even the nature of guns and the military industrial complex in the American psyche, the film is brilliant, one of the best of the year. And while you’ll hear a lot about Carell’s astounding performance and physical transformation, Tatum and especially Ruffalo both also completely vanish inside their characters, in part thanks to Miller’s nuanced, minimalist approach.

Miller is one of my favorite directors working today, so I was thrilled when I and another writer got to sit down with him in Chicago a few weeks ago to talk about Foxcatcher and his approach to film making and storytelling.

Foxcatcher opens today nationwide.

(Spoiler warning: The following interview contains references to the film’s conclusion, based on the real events of 1996.)

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All your films have centered on real people, real stories. What draws you to a subject?

Bennett Miller: You’d think I’d have a stock answer by this point, but I really don’t. Now that I’ve made four films, I can look back and begin to notice patterns, but going into a project I never think about that.

Looking back I’d say I’m attracted to outsider characters. I’m attracted to people who are in worlds where they do not belong, people from different worlds trying to operate together. Every one of my films has a person where he does not really belong with some great ambition. That only occurred to me recently when someone pointed it out. I’m attracted to these outsider characters.

What was it about the world of wrestling that caught your attention?

Miller: Just that it’s a weirdo sport, it’s a subculture. People who wrestle belong to a sect. I knew nothing about wrestling, I don’t know anybody who wrestles, and it just seemed like a weird, odd thing. I was of course drawn in by the story, the oddity of one of the wealthiest men in America having this sect move onto his property with some declarative goal some huge, patriotic ambition, and it ending tragically, that was all just too much to resist.

Of course, once I started researching and getting to know about wrestling, I realized that it’s an amazing sport, and I began to understand why it’s not a popular sport, and I think it has something to do with the fact that it’s hard to understand and appreciate.

It’s not like boxing where it’s pretty clear what’s going on, not that boxing doesn’t have its nuances. It’s really more like chess, and you have to be trained to grasp what’s going on to appreciate the sport, but also learn about the fraternity and the community of wrestlers and the common virtues that they share, the absence of material reward.

You’re not going to get rich or famous off wrestling, period. Therefore, the reasons to pursue this, possibly the most difficult sport in the world, have to be for intrinsic values of it, and that’s fascinating. Who does that? Not for the extrinsic award, which is more the interest of someone like du Pont, who is just going to take this sport of fraternity and virtue and try to exploit it for his own personal gain.

DuPont feels like a collector, a dilettante buying his way in.

Miller: It’s very similar to what his mother did. She had her stable of horses, and he had his stable of wrestlers, and they both compete and win ribbons.

One of Foxcatcher’s key creative forces is Megan Ellison, renowned producer for recent films like True Grit, Killing Them Softly, Zero Dark Thirty, Spring Breakers, Her, American Hustle, and The Master. Was her influence on Foxcatcher different from your previous collaborations with producers?

Miller: When you work with Megan, there’s no possibility of being at odds with competing interests. If you’re working in film, you have to be financed, which means that there is a collaboration with an entity that has separate interests. Your interests cannot be identical.

Everybody wants a great movie, but that’s not the whole of it. Nobody wants to lose money, but with Megan—she doesn’t want to lose money either—but once she commits to something, the governing principle comes from her desire for it to be everything that it’s meant to be. That’s it.

We were meant to release this movie last year, and we needed a few more months. I think we were all prepared to bear down and get it done, and it was Megan who made the decision that the film would benefit, despite some additional expenses, from more time to gestate. That is the mark of a producer. She actually led that. It also can be crazy-making if the competing interests of those who have a financial stake in the film are broadcasting their anxiety over creative decisions. Doesn’t mean you’re gonna give in, but I think the process is truly exceptional with Megan because your interests are the same.

Did the film change during that extra post-production time?

Miller: The way I make all of my films so far has been very similar in that it’s a process of experiment and discovery from beginning until end, and you’ve got three major periods to get it right: In the conception with development and writing, the shooting, and post-production.

Throughout all three stages, in the engineering of the film, every beat is constantly being challenged and questioned, but the initial conception of the film, the character and the spirit of it, I think remained consistent.

But how it materialized, and how it was to incarnate, is what is explored and discovered. But it really did begin with that feeling that you have for a film when you walk out of it. That’s what you get possessed with, and you’re looking for a way for that to materialize. The whole process remains fluid from beginning to end. It’s really constantly questioning, blowing it up, putting it back together.

What I love about the film is that it starts out examining the mysterious motivations behind this event, but in the end these characters feel even more unknowable to us.

Miller: I do think about learning without concluding. The film doesn’t tell a story so much as it observes a story, and I think there is a temptation to make conclusions along the way, to put a point on things, and this is not that. The film restrains itself from simplifying with conclusions, good or evil, labels. The moment you make a conclusion about something, by definition you’ve stopped thinking.

Everything that we might know about these themes that are woven throughout this story, from class and wealth and entitlement… I didn’t want to just regurgitate an attitude about any of these things, but to look at where the rubber hits the road with these classes, and try to observe in an unflinching way something that isn’t always easy to look at. Because we want to get there and have that opinion about it, but my feeling is that if you can discipline yourself to not react like that, and to look past things, then there are discoveries to be made that are otherwise obscured by the polarizing impulses.

When researching all the lurid and sensationalist stuff that was written in the media about this story 18 years ago, how did you sift out the human connection?

Miller: It was from talking to everybody at length, over long stretches of time. Conversations that began eight years ago and continued through the edit, with Mark Schultz, with Nancy Schultz, with Nancy’s kids, with the police who worked on the estate, with the son of John’s mother’s chauffeur who was paid to be John’s friend, with the many, many wrestlers who were down at Foxcatcher farms, who were close to Dave, just dozens of people, and just cultivating relationships with all of these people. At any moment I could just call them up and in certain cases, meet. I flew around going wrestling tournaments where all these guys meet.

Carell and Ruffalo are so unbelievably good, but what struck you about Channing Tatum, who’s also fantastic, that made you want him as your lead?

Miller: I offered him the part to him eight years ago after seeing A Guide to Recognizing Your Saints. I offered him the part before there was a script. I saw that film, and I said, “Holy shit. This guy is electric, and dangerous, and dangerous in the way he doesn’t even realize himself, and he’s a fully realized character, who can’t possibly understand how the world is seeing him.” And it was a role that he was playing that was really not similar to Channing at all. This is eight years ago, out of the gate. He really had an extraordinary performance in that film, and physicality. I offered him the part then.

It took six years to get to day one of principal photography on this film, and in that time, other roles came along, and his career had taken a totally different path. But to be honest I didn’t really watch much of those films, but I was convinced that whatever that was in A Guide to Recognizing Your Saints, I’m sure it’s still there.

And when it was time to get the film going again and I revisited it with him, his level of commitment, seriousness, and intelligence about it was all very convincing. All of those other roles were just way-off in my periphery, I didn’t even look at it.

Mark is the center of the film, and yet he is more withdrawn and silent than Dave and John, on whom the story eventually turns. Was that a challenge?

Miller: It seemed sort of, in a way, obvious. It would have been possible to have made this film without Mark Schultz at all, it could have simply been the Dave Schultz and John du Pont story. In fact many involved with the story itself were surprised that Mark was even featured in the movie at all, much less the center of it.

But as I researched the story, it just seemed clear that this relationship between du Pont and Mark, followed by du Pont and Dave, followed by what happened, was the story. And understanding these characters through the Mark and du Pont relationship seemed to make sense. And the fact that he is animalistic and not communicative is also part of the film, it’s also part of the point, it’s another theme in the movie of male non-communication.

In terms of film making, style, and storytelling, your films always seem to pull back from giving the audience what it wants or expects. Is that something you’re very conscious of and working towards?

Miller: Yeah, without a doubt. The austere style that observes but not tell. I think the other thing is boring, I really do. I don’t need to see one more romanticized version of any story ever for the rest of my life, I really don’t. I don’t need those tingly feelings. I think that we can all do with a healthy dose of disillusionment. Disillusionment isn’t a bad thing, it means enlightenment.

Entertainment is entertainment, and there is absolutely a value and a place for it, and I don’t condemn any of it, but for me, personally, what I find satisfying is to be challenged and to see something that’s provocative and truthful and is not putting me on and pushing my buttons, selling me some romanticized shtick that makes me feel sweet and tingly about something.

This is not the main reason or the motivation for this story, but a part of the added interest for me that it was a story that was covered by the media. The news trucks raced down to Du Pont’s mansion, and there were also a couple of books written about it. And the version that does enter into the airwaves has a particular nature to it. It is a sensational thing that we can consume like potato chips.

But when I started researching and flying around and meeting everybody who had anything to do with the story, I discovered, A) the aspects of the story that were completely neglected in any coverage of it, and B) the things that really only cinema can convey. Cinema can shine a light where no other medium can, and so it’s not just the story or the facts, but it’s a three-dimensional complex of art forms that can realize a story.

I’m thinking of something that one of Dave Schultz’s friends said to me yesterday at a screening at Philadelphia with Dave Schultz’s widow and the prosecutors and many of the wrestlers who’d lived on the farm.

I started getting people’s responses from the movie, and one of Dave’s really close friends said to me that he was there the day of the shooting, and though he knew the story inside and out, for him the film made it more real than what happened, because cinema is experiential.