Brett Haley wrote and directed “I’ll See You in My Dreams,” a bittersweet romance starring the luminous Blythe Danner as Carol, a widow taking some tentative steps toward love with Bill, a handsome new neighbor played by Sam Elliott. Haley talked to me about why he chose to make his story about people in their 70’s and why music plays such an important role in the film.

Blythe Danner is magnificent in the film. In the scene where her beloved dog is put to sleep, she is mesmerizing.

Yes, that was a very challenging scene to film because we’re obviously dealing with an animal and animals are unpredictable. We have really amazing trainers and they really got the dog to a level of calmness that I’ve never seen. He’s trained to just get very, very calm and then I just let Blythe take her time and do what she wanted in there and she knew the script, she knew what we were doing and I just let kind of roll with it and we just set multiple takes back to back to back so that the dog would just stay calm. I didn’t want to come in and say cut and reset and all that. So we just rolled the camera and Blythe would just do the scene and then stop. And then she’d take a breath and then she’d do it again. It was a really tough scene to shoot obviously. It was a very sad scene and I thought, “Oh boy am I being manipulative? Am I being exploitative in any way?” But no, I really stand by it. I think the way it’s done was honest and truthful and that is my ultimate goal with everything that I do.

What interested you in writing about people of that age?

I’m very sort of intrigued and curious and fascinated by older people because I think they have a lot of life experience and they’ve gone through so much more than what I’ve gone through. I’m starting to ask questions about life and loss and why are we here and why do people die and how do you deal with loss and things like that. I think older people have experience quite a bit more of that. So to me it was a no brainer if I wanted to make a movie about those themes I should make it about older people. And then I think on the same hand when you think about it and you go yes, it’s like older characters especially in films are marginalized. They always put on the sidelines, supporting characters or plot movers, wacky characters.  They’re never the leads, they’re never fully dimensional, three dimensional leads or rarely I should say. And especially rare being romantic in any way and that was something that I was really intrigued by.

What are the biggest differences between romance early in your adult life and romance near the end?

People who are towards the end don’t have as much time to mess around. They cut to the chase more and I found that actually really refreshing to write. Bill certainly knows what he want and he goes for it. And I think there’s less time to sort of beat around the bush so to speak. I think when you’re young you think the world is ahead of you. You just don’t think about the realities as much when you’re young. You’re sort of caught up in a moment which is a great beautiful thing but I think when you’re older you can feel the weight of that ticking clock a little bit more. I think you’re a little bit more decisive. You just go after what you want more. I thought that was really fun. That was really fun to write.

Music is very important to the film.

Music does play a huge role in the film. There’s karaoke and Carol was a singer in her younger years and Martin’s character, Lloyd was in a band and a poet. I don’t want to spoil it for people but there’s a huge emotional moment in the film that is centered around the song of the title and I think it’s really crucial. I love music and I felt that it a really fun way to explore some of the emotions in the film.

Malin Akerman plays Carol’s daughter. What do we learn from the relationship between the two of them?

I think it’s unfortunately a bit of a common one. I think we get pretty self-obsessed in this world. I think we kind of we forget about the other people around us, who we love and who we think about. I think that they both had sort of been drifting naturally. No hard feelings but living in their own lives. They live on different coast and that sort of adds to the drift. I was trying to get at something to show a different side of Carol, that she is not perfect and neither is her daughter. I think they both should probably put more effort in their relationship. I wanted it to just be real. I didn’t want her daughter to show up in the movie and just be this perfect daughter and have this perfect relationship because that’s just not the way people are. There’s always something more there; there’s always something more layered. To me it rang true to pick them as slightly distant but then it’s really about them realizing how much they need other, how much they truly love each other and that they shouldn’t take each other for granted. The film is all about relationships really, and connection.

One of the highlights of the film is Carol’s relationship with her friends, played by three fabulous actresses, June Squibb, Rhea Perlman, and Mary Kay Place.

Everyone was my first choice and everybody just came on board this small budget movie without too much hoopla. They just responded to the material, I think they appreciated a three dimensional role that was on the page for all of them and I think that they just wanted to be a part of it. I was just super blessed to have them want to join the party. Blythe described it as a repertory company, in this together and not in it for the money but in it for the passion of the piece. And we just had a wonderful time, it was just a wonderful experience and so lucky to have these amazing actors believe in me and put their fate in me to go and make this film and gosh, I’m a lucky guy.

Did they have a lot of fun filming the pot smoking scene?

Yeah the girls were having a great time shooting that scene and it just shows how funny they are. They’re all comic geniuses. Obviously they were not really smoking pot, but everybody has been asking me if they were really high! Of course not. I think it’s very interesting that these ladies, they didn’t go for the cheap laugh. They went for the really honest stuff that comes out of that scene and I think that’s why it works. They don’t yuck it up too much. They keep it really grounded and honest.

What’s the best advice you ever get about directing?

The best advice I ever got was to be kind and gracious to everyone who works on your movie. Understand that no one is better or worse than you on a film set. A lot of directors take their power into their head and feel like they can treat people without respect. I’m a big believer and especially on the set but in life you should treat everyone with kindness. And then you should be grateful to everyone for their hard work especially when they’re working on your film. It’s very important to me that everybody gets treated with equal amounts of respect and no one is better than everybody else on a movie set or in the world. If you’re kind to people they’re going to be good to you and I think that’s the big life lesson. I think we forgot that. The energy that we had on that set did come through on the screen as well, from Sam Eliot down to the PA. Everybody wanted to be there and felt a part of this film and there was a really nice energy and I think it translated to the film.