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'Louie' Guest Star Sarah Baker Shares Why The 'Fat Lady' Episode Made Her Nervous

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It's not often that an episode of television leaves me slack-jawed, but that was my reaction to the third episode of the current season of "Louie."

In the first of two "Louie" episodes that aired Monday, a waitress at a comedy club asks Louie out a few times, and he rebuffs her. When she gives him some hockey tickets, purely as an altruistic gesture after she quits her job, he finally goes out with her.

It's a fairly standard "Louie" setup, but what's so brilliant about the show is how it takes everyday situations and puts them under a microscope, finding the difficult, riveting, often amusing opinions and truths at the heart of those moments.

Early in the waitress episode, titled "So Did the Fat Lady," Louie and his brother indulge in something called "bang-bang," a ritual they invented in which the two men have big meals at two restaurants in a row. It's a necessary bit of context, one that highlights how common food issues can be (the guys plan to start working out and eating right the next day, a plan that is quickly abandoned). The bang-bang ritual -- which is preceded by Louie and his brother ogling women on the street -- also calls attention to Louie's hypocrisy.

The thing is, Louie's reluctance to go out with the friendly waitress has nothing to do with her sharp, funny personality and everything to do with his perception of her appearance. When Vanessa and Louie do finally have a relaxed, enjoyable date, she casually utters the word "fat" in conversation, and Louie immediately tries to tell her that she's not fat.

Vanessa turns to him with a crestfallen look, and she delivers one of the most heartfelt, hard and truthful speeches you're likely to hear this year. The scene touches on social status, weight, dating, loneliness and a host of other issues that never get talked about on TV, and actress Sarah Baker, who plays Vanessa, brings both passion and nuance to the scene. Whether or not you agree with how Vanessa frames the issues, it's a relief to have someone -- even a fictional character -- bring up the knotty issues of body image and self-esteem that so many of us (all of us?) wrestle with.

A lot has been written about Louis C.K.'s ability to write and act in uncomfortable yet fascinating scenes, but Tuesday's episode demonstrates the breadth and depth of his directing skills as well. During the crucial scene, the camera circles around Baker, reinforcing the idea that what she's saying should be listened to and taken seriously. Prior to that conversation, the depiction of the date is unforced and joyous, and throughout, C.K. takes pains to present Vanessa as a complex, interesting person, something that's hard to pull off in just over 20 minutes.

Perhaps most important, the last seven minutes of the episode -- Vanessa's entire speech and Louie's stymied reaction to it -- consist of one long, unedited take, which reinforces the intimacy and the immediacy of this difficult moment. As Libby Hill pointed out, the episode essentially gives the floor to Vanessa, and allowed her to bring a whole range of complicated emotions into the light of day.

"Why do you hate us so much?" Vanessa says as the camera circles around her and Louie, whose brow is knit in concentration. "What is it about the basics of human happiness -- feeling attractive, feeling loved, having a guy chase after us -- that's just not in the cards for us? Why am I just supposed to accept it?"

Baker, who was one of the stars of the NBC comedy "Go On," was understandably nervous about taking this complicated role. Adding to the challenge: her part was shot during two very busy days. But she praised C.K.'s sensitivity to her nerves and his ability to make her feel comfortable on set. Once the big speech scene had been filmed in its entirety the first time, for example, he told her not to worry anymore -- no matter what, they had the footage they needed in the can and they could just experiment with the scene from then on. C.K. also told the director of photography, Paul Koestner, not to worry about getting him in the shot.

Koestner "was worried about getting enough shots of Louie, and Louie was like, 'I really don’t care. It’s all about her. As long as you’re getting her, then that’s fine,'" Baker said. "I think that was the feeling in this episode -- that he wants it to be about what she has to say. Which is ultimately what he has to say, you know."

In an Q&A with HuffPost TV, Baker talked about what it was like to work with C.K., about what she does and doesn't have in common with Vanessa, and about Hollywood's continued trouble with the idea that women and men come in all shapes and sizes. (The interview has been edited and condensed.)

Did you know Louie C.K. before this role came up?

No, not at all. I got an email that there was an audition for "Louie," and I’m a huge fan of the show, so I was already really excited. But he keeps his scripts pretty carefully guarded, so there were no sides [pages from the script]. They just said, "Come 15 minutes early and you can read the scene." Then they called back and said, "Actually, come a half hour early, because there are nine pages."

Wow.

I was like, "Hello!" I just assumed that, it being "Louie" and him having all these amazing, award-winning guest stars -- I thought, "Oh, it will be a small part, but that’s great. I’ll do a small part on 'Louie,' I don’t care." I was really surprised when I got there and saw what it was -- that it was this giant part. Then I just auditioned and it was the normal deal.

Can you talk about your reaction or the thoughts that were going through your head when you read those pages and then later, when you read the entire script?

I really thought, "Wow, I’m going to have to be a little brave to play this part, in every aspect of me as a human being but also as an actress." It’s a giant part on a super high-profile show and a show that I love. And it does bring more to it when it’s a show that you actually watch.

I thought it was beautifully written. I thought he made a lot of really interesting, insightful points. I thought it was hilarious and genius that he is playing this guy who doesn’t totally get it -- but in actuality, he wrote the script, so he is the one making all these insights.

I got to meet ["Louie" consulting producer] Pamela Adlon at the audition, and she’s incredible. She said this particular story is about weight, but there’s a lot of different reasons why women and men can feel invisible, especially when it comes to dating. She was saying, maybe it’s weight, maybe you think you’re too old, maybe you think, you know, "I’m a single parent. Nobody’s going to want to date me." Or "I’m not educated. I’m not good-looking enough," whatever it is. There’s a million different things. This is just one of them.

And you know, that last speech -- it’s a moment in time between two people. I think some people could see it as this big monologue, or diatribe even, but I think they’d been talking all day. I think she sees the vulnerability in the character of Louie. She’s kind of frustrated because she thinks he should get it, but she also feels comfortable enough to talk to him about this kind of thing.

In that last scene, I think he didn’t want it to seem like it’s just this speech that she has ready to go, because it’s not. This is a moment that’s evolving, and it turns into a moment where she’s sharing a lot with him. But I don’t think she intended for it to be that way -- for that moment to happen. There’s a lot of pauses that he left in, because it’s not a speech that she has [prepared in advance]. She’s thinking about it.

Was the script pretty locked down -- and from what I understand, that's how Louie tends to work -- or were there some improvisational moments?

[Baker said the bit about the penny and the rhyme came from an off-screen moment, and C.K. asked her to incorporate that into the scenes of Louie and Vanessa walking around New York.] There’s also a little moment where I do a weird Brando impersonation, and that was just something that I did to make him laugh and he ended up keeping it in. So there are little moments like that that were either unscripted or had sort of a looser feel to them, where he kind of let me do what I want.

[But] the last speech is completely scripted. We did it some different ways in terms of the feeling of it, but the words were his.

We think of TV as being so adventurous nowadays, but this just struck me as so honest and real, and yet it's the kind of thing that you never see people talking about on TV.

Yeah.

So you shot the whole episode or your part of it in two days? That had to be crazy.

Yeah, it was bonkers. On a typical show, it would be a five-day episode schedule and you’d do a scene here, a scene there. But this was two days of scenes and I was there in every scene, so I had no real respite. Maybe it was good, because I didn’t have time to get too nervous. I just had to then focus on the next thing.

Was that big speech the hardest part of the shoot? I'd imagine you were fairly nervous.

Super nervous, yes. Like a 12 [out of 10]. It’s funny, because if you’re not an actor, people always tend to say, "How do you memorize all those lines? Is that really hard?" I’m always like, "That’s just a small part of it. I have to seek my craft and my emotions" -- you know, all this gross, actor-y stuff.

But in this case, I was like, "Yeah, I hope I can just make all those words come out of my mouth in the right order, because it’s a lot of words!" Whatever this says about women or overweight women and Hollywood, I don’t get a lot of words to say a lot of times. It was pages of essentially a monologue, so I was definitely nervous about just getting all the words out. Then, too, it’s sort of the focal point of the episode. So it’s like, "Oh, I hope I don’t ruin his television program in one fell swoop."

We basically did [the big monologue] one time. I got all the words out. After that -- Louie is such a kind person. He said, "Look, if the cops come right now and tell us we have to leave, we got it. We did it. It was great. We have it. So now we can just do whatever we want. We can just play around with it. We’re going to do it more times, but we’ve got it. So we don’t have to worry about it anymore."

So I could kind of take a deep breath. We did subsequently do it a bunch more times, but then we could have a little bit of fun with it. He guided me through some different takes on it.

I think that one of the nicest things about his show is that they let him do what he wants to do. In most anything you work on, there are some other voices coming in, offering notes or corrections or some differences of opinion. But this is completely his show. I mean, he has people that he bounces things off of [like consulting producer Steven Wright, who was on set that day], but he can make it exactly how he wants it, which also means that he can tell me exactly what he wants me to do. It ends up being a pretty intimate experience. He was the only person I really talked to. It’s actually really nice for an actor, because you’re not getting any mixed signals at all.

Given what Vanessa is talking about in that scene, was that a really hard place to go to, or was it a relief? I'd imagine it was a lot of different things.

Yeah, it was lot of different things. It’s a lot harder to sit here and talk to you about it than probably it is to do [on camera], just because that's a character and they’re his words -- they’re not my words. But it's still coming through my body and my mouth, my voice, and so it definitely was nerve-racking.

I've come across some scripts that deal with weight in some kind of way that’s just gross or lowest common denominator. That kind of stuff is very easy to say no to, and I always have. Even when I was brand-new and had hardly done anything, I found it very easy to say, "No, I’m not going to do that. That’s not all I have to offer, so that’s not what I’m going to put out there as my No. 1 selling point -- how I look, however that’s perceived."

But I’m such a fan of this show. I knew it would be artistically done, and having read the script, I thought this is the one time that it’s worth it to me to put myself out there a little bit. I know I’m going have to talk about this stuff, and maybe every point that Vanessa makes in that speech isn't my experience. But I think it will resonate with people and, you know, I think that was his goal.

Do you want to talk about at all what you disagreed with or agreed with, and what resonated for you personally about the things that she said, and what didn't?

Well, there were a couple of things. For me, I would never say, "I’m fat," or call myself a fat girl. But I think her point -- my interpretation of the character’s point -- was this: She was upset that he was saying, "Oh, you’re not fat," and that [reaction] is not about the word. It’s about [the idea] that calling somebody fat would be the worst possible thing you could say about them. That was my interpretation. She was upset about it because the feeling behind it is, "Well, I can’t say you’re fat, because fat people are disgusting and I don’t want to say that you’re disgusting." That was my take on it.

My other take on it from just being a fan of the show and watching every episode is, Louie has a hard time making meaningful connections to people. Here he has this woman who’s outgoing, fun, funny, pretty together as a person, just giving him love. Every time she interacts with him, she's just being so open and so direct and she's not impressed with the whole showbiz aspect of him. She just likes him and sees something in him. And he can’t take it. He still has to be Louie about it. He can’t make it happen, even with this nice girl that maybe he could be very happy with. And that was sad to me -- all these hang-ups that we all have, whether it’s about weight or whether it’s just our own issues with being happy people. He has a chance for happiness and he just can’t quite take it.

When you look at most TV shows and films, we really only see a very narrow range of body types up there on the screen. Do you think that’s changing? Is the fact that shows like “Louie” or "Orange Is the New Black" exist a hopeful sign? I would hope there's something of an evolution in how writers and directors are thinking along those lines, but who knows?

I do think there is. I’m grateful to Louie just as a person for wanting to tackle stuff like this. Louie is the first person to show the seedy underbelly of himself, you know. He does not present himself in a perfect way at all. He lets us know all the deep, dark things he thinks about. Everybody is flocking to that, because we all have those moments or those thoughts. And he crystallizes them in a perfect and probably more hilarious way than any of us would. But we all have those deep doubts and those horrible, mean thoughts. He brings them out and lets us look at them and talk about them.

And laugh at them.

And laugh at them, yeah. I do think things have evolved and I think there are a lot of people out there that are showing that, you know, it’s not just about one way of looking. I’ve seen a lot of people compare his show to “Girls” and what Lena Dunham does, and there are people like Melissa McCarthy out there. I think people are becoming a lot more open to that. Some people are always going to see things from their own perspective. But hopefully at least these conversations will mean that some of those perspectives can widen and change.

Are you going to be back this season?

No, I’m not coming back.

Well, not this season, that we know of.

Yes. Who knows? I think it’s very open for interpretation at the end. To me, they’re sharing the moment together. You could look at it from a more cynical point of view -- that he [took Vanessa's hand] to be nice. I think they share a moment there. What that leads to -- who knows? Maybe nothing, but I think it definitely ends more on the hopeful, positive side.

Two episodes of "Louie" air each Monday at 10 p.m. ET on FX.

Around the Web

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