Credit: Elsa Guillet-Chapuis

After wrapping production on Marvel Studios' gargantuan summer tent-pole The Avengers, writer-director Joss Whedon was supposed to go on a monthlong vacation with his wife, Kai Cole. Instead, Whedon tells EW exclusively that his wife suggested he finally make the feature film version of William Shakespeare's Much Ado About Nothing he'd been ruminating over for years.

And so he did — adapting the script, casting the film with Whedonverse alums like Nathan Fillion, Amy Acker (Angel), Alexis Denisof (BuffyAngel), and Sean Maher (Firefly), and shooting the self-funded, black-and-white indie in secret over 12 days at his Santa Monica, Calif., home. (Production wrapped on Sunday, and Whedon says it will be ready for spring 2012 film festivals.) How did Whedon pull all this off? What was it about this particular Shakespeare comedy that drew him in? And what did stars Sean Maher — who plays the fiendish villain Don John — and Amy Acker — who co-stars with Denisof as the sarcastic, talky couple at the center of the play — make of all of this ado about Much Ado? Check out EW's exclusive Q&As with Whedon, Maher, and Acker below, as well as exclusive shots of Maher, Denisof and Acker from the film:

ENTERTAINMENT WEEKLY: This announcement took people by surprise to say the least. How did this all come together?

JOSS WHEDON: Well, it's not a bit secret that I've done these [Shakespeare] readings before, and I always had a vague notion of shooting Much Ado. But I didn't really have a take on it. And then, for some reason, I kinda sorta did. As we were finishing The Avengers in New York, my wife and I were planning our vacation for our 20th anniversary. And she said, "Let's not take the vacation. Make a movie instead." I was like, "I'm not even sure if I can adapt the script, cast the movie, and prep it in a month." And she was like, "Well, that's your vacation time, so you do it." And so I did.

So how did you get the ability to bend time and space to your will to be able to pull this off? It's not like you don't have a bunch of other things going on.

[Chuckles] You know, I am busy. But you know, if you want something done, ask the busy man; nobody else has time. There is an element of "I have a serious problem" — that's one thing. And then there's an element of this is the best vacation I've ever taken. I mean, yes, it was super hard, it was a ton of work, and there were moments where I went, "What's wrong with me? What am I thinking about? I need to rest!" But I've never been so well rested and so well fed as I have on this movie. You know, you make the time, because no one's going to make it for you. There's never going to be a good time to do it. You make the time and you make it work if you really, really want it. And I really did.

You shot this at your home, I understand?

Yes. One of the advantages of Much Ado is it all takes place on Leonato's estate. It's all one location. I don't have an estate. I have a nice house.

Like Dr. Horrible, did you bankroll this yourself?

I did. My wife and I started a micro studio, Bellwether Pictures, in order to do things like this, creator-controlled small fare.

What is it about Shakespeare that you love so much, especially this play? My understanding is one of the strange things about Much Ado is it's one of his few plays that's predominantly in prose, and not poetry.

I didn't even notice that until Alexis pointed it out. But that actually proved useful for is. It wasn't why I chose it, but I do think it's one of the reasons why I love it. It's very modern. The language, the jokes, and the attitudes translate really, really easily. [The actors] do say the words as they're written [in the play], but they connect to a modern audience in a way that portions of the other comedies don't necessarily.

Was this one of the plays you'd done readings of at your home?

Yeah, we'd done a reading of it starring Amy and Alexis years ago, and that's when I knew that if I could ever do it, I would do it with them.

You said earlier that you hadn't had a take on it until you were in the middle of shooting Avengers. What is your take on this? What did you end up wanting to do with this film?

I had trouble at first, because it had the words "About Nothing" in the title. So I was like, "I don't have anything to say about nothing." But really when I started pouring over it, I got a very strong sense of how a little bit dark and twisted it is. The movie's in black-and-white partially because it's kind of a noir comedy. I realized that everybody in it behaves like such a dolt — an articulate dolt, but a dolt. I fixated on this notion that our ideas of romantic love are created for us by the society around us, and then escape from that is grown-up love, is marriage, is mature love, to escape the ideals of love that we're supposed to follow. So that clicked for me when I realized, oh, I get why it matters everybody goes through the weird machinations we go through.

Have there been any nibbles of interest in distribution today?

I haven't heard anything yet. I've just been enjoying the Internet response. We're feeling our way on this one, just like Dr. Horrible. I do mean it to be in theaters. But we haven't gotten any real plan except [going to] film festivals because it sounded like it would be festive.

Finally, how did you keep this a secret? A lot of your cast are Twitter addicts, especially Nathan, and you're not Mr. Low Profile right now.

Well, I asked the cast specifically and everybody involved not to say anything until we wrapped. And, you know, it all happened very, very fast. That's how you know. When it's something that fast, you actually have a shot. When something's rolling around for three years, it's harder. This film was a month from inception to production, and then 12 days to shoot. Even Nathan did not tweet for that long.

Credit: Lewis Jacobs/NBC

ENTERTAINMENT WEEKLY: How'd you guys keep this film a secret?

SEAN MAHER: I think everyone was on board, just waiting for him to give us the go, so we could talk about it. After your article came out [about me coming out of the closet], I was doing tons of press, so I had asked him specifically if I could talk about the movie, and he said, Not yet. I would never in a million years betray his trust like that, and I think that everybody felt the same. It was such a magical experience because everybody that was there just wanted to be there, you know, with every part of their soul and heart. It was really a wonderful experience, and I don't think anybody would have leaked it anywhere.

It's totally fun that you guys keep this stuff secret.

Nathan and I hadn't seen each other in forever, so we're taking pictures left and right on our phones. And Tom Lenk and I haven't worked together in awhile either. Last time I was at Joss' house, [Buffy scribe] Jane Espenson had taken a Golden Girls episode and made it The Golden Boys. Tom did that, and I came and did that for Jane. That was the last time I was at Joss' house, so Tom and I and Nathan and I are all taking our pictures on our phones. Joss was like, "Don't you dare tweet that! Not yet!"

Tell me, how did this come together? How did Joss pitch this to you? How did he convince you to do it?

I was in Chicago at the time. It was like 2 or 2:30 in the morning, and I was arriving back to my hotel from work. I had an email from Joss, telling me that he was putting together a cast for Much Ado About Nothing, and he wanted me to come play Don John. He said, "I need a sexy villain, what sayeth you?" I initially was terrified because I've never done Shakespeare, and Shakespeare with Joss — I always want to do right by him because I love him so much. So I told him, I'm absolutely on board, let me just make sure I can clear the dates. I spoke to my manager, he called Playboy Club. Ironically, we got some time off from Playboy Club, and the day I started rehearsal on Much Ado About Nothing, the show got canceled. It was a little bittersweet, but look, anything that Joss would ask me to come do, I'm pretty confident I would do. It was a no-brainer on my part. It still was scary for me. It was one of the most challenging things I've ever done, but yet, it didn't feel like work.

What about it was so challenging?

That it was Shakespeare! Shakespeare, to do it right, is not easy at all. I think in this instance, because we were shooting it in such a short period of time, we all had to come to work completely prepared, know all of our words, know the ins and outs of the play. There wasn't a lot of time for multiple takes. There wasn't a lot of time for many set-ups, in terms of camera angles. He was sort of getting in there and filming a live performance, which was exhilarating and scary at the same time. I mean, it was incredibly challenging, yet it didn't feel like work, as well.

Well, and you were with the Whedon alums — what a great group to work with, right?

Some of them I hadn't met at all. And obviously, others I was overjoyed to be able to spend some time with again, like Amy Acker and Nathan — our lives get so busy that we hardly get to see each other. It's just such a gift to get to come together and work on something we love for him. Then, of course, there's the handful of actors I knew had worked with Joss, but I had never worked with before.

Is playing a villain a new thing for you?

Completely new. And I said that to Joss! Last night, we were wrapping up my last scene. I was just having so much fun playing this role. He's just deliciously mean, trying to thwart his brother's happiness and foil the wedding in the play. We had finished a take, and I walked off and I was sort of sitting there smirking with Joss, and he's like, "You're such a dick." It's so much fun to be a dick because I've never been a dick! He's like, "Are you kidding me? You do dick well." I was like, "No, it's the first time." He's smart, he's not just mean. He's setting up all of these misunderstandings and planting all of these seeds of deception, and he's just so mischievous, but in such a calculated, intelligent way. That was really, really fun to play.

How is this updated? What's the vibe like of the movie?

It does feel contemporary. The direction we were getting from Joss was to make it was real, especially with the language, not to be big and Shakespearian, but to bring it in and be intimate and bring it as close to a realistic way of speaking as we could. And Joss' house is just magnificent. Not ostentatious by any means, but just a maze of halls and so many different bedrooms and this pool that overlooks the Santa Monica mountains. It's gorgeous, just the most perfect setting. Everybody who was there, so desperately wanted to be there and you felt that. It really felt like we were doing something great. So I'm excited.

Interview by Tanner Stransky

Credit: Lewis Jacobs/NBC

ENTERTAINMENT WEEKLY: Joss told me he had done a reading of the play with you and Alexis. Do you remember when that was?

AMY ACKER: I feel like it was maybe three years ago? Somewhere around that time.

And he's been doing these for a while?

Yeah, since even before I met him. When I came on to Angel, which was a long time ago, he had already been doing them for awhile. For several years we would do, like, them every month, and then we'll go three years and not do one. Then he would bring everybody back and kind of get on a roll with it again. There's usually a group of people whose always there, and then he picks up new people each time.

When did you get the call that he'd be doing Much Ado About Nothing as a film?

I think it was about three weeks before we started. Maybe two-and-a-half. I know when Clark Gregg decided that he was going to do it, there had been some other people who were maybe going to play that part, and then they had conflicts that came up, so he kind of came in and saved the day at the end. He was like, "Well I only had four days to learn all of the lines," and I was like, "Yeah, we all found out last week, so don't feel too bad." [Laughs]

Do you know who was going to be playing Leonato before Clark?

Anthony Head.

What went through your head when you got the call. That was the end of September?

Yeah, right towards the end of September. I mean, first of all I was like, "Sure, that sounds awesome!" Alexis and I met with Joss maybe one or two times right after we decided that we were doing it, and then we rehearsed kind of the week before. But when we showed up the first day, I was like, "Oh, this is a real movie!" We didn't quite know what it was going to be, and seeing all of the trucks and the lights and everything, everyone was kind of like, "Oh, we really are doing a movie!"

How did Joss explain keeping this a secret?

Well, he basically just said, "We're not going to tell anyone until we finish." Luckily since everyone was scrambling to learn their lines and figure out what the heck they were doing, no one really had time. I think it was mostly making sure Nathan didn't tweet about it. That's how all news in the world seems to spread. [Laughs]

What were those 12 days like? Anything really stick out?

Oh geez, the whole thing was really awesome. I mean, it was all my favorite people, so we were all just hanging out in their amazing house, and we just kind of had to keep reminding ourselves that, "Oh wait, we're actually working!" It just kind of felt like a big 12-day party.

What was the look of the film? How did it all look?

The costume designer went shopping in all of our closets, and she just sort of chose. We are all wearing our own clothes, and then she kind of added little pieces here and there.

Did you conclude filming yesterday? The website is already up…

Yeah. I think they had [the site] ready on Saturday, when we were shooting. From what it looks like, I wasn't actually filming at the end of the day yesterday, so I wasn't there, but it seems like they must have posted it the second they wrapped the film.

Why do you think Joss did this film, and did it so quickly?

I thought it was just because he was super cool. I think his wife and him were going to Italy for a vacation, and then she was kind of like, "Why don't you just shoot that movie you've been wanting to do instead?" So, that's sort of why it happened now. She's kind of just really amazing. She built the house that it shot in. You know, she just kind of makes stuff happen. If Kai says something, then she like, actually does it every time.

Wait, Kai designed the house?

Yeah, she's an architect. She built it and designed it and decorated it and everything. Pretty much you could just film the house without all of us talking in it, and it would be a really great movie.

What kind of style?

I'm not sure if it's from France or Italy, but everything is old and warm and it's just the most welcoming place ever.

(Shaunna Murphy contributed to this report)

Follow Adam on Twitter @adambvary

For more on Whedon's Much Ado About Nothing, check out the issue of Entertainment Weekly on newsstands Oct. 28.

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Much Ado About Nothing
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