-By Ethan Alter

At first glance, Greg Mottola seems far removed from the kind of hard-core, Klingon-speaking, lightsaber-wielding fanboys who invade the San Diego Comic-Con every year. But the 46-year-old writer-director behind such perceptive coming-of-age comedies as Superbad and Adventureland freely admits that he has a geeky past.

“I loved science fiction and fantasy as a kid,” he says, on the phone from his home in Manhattan’s Tribeca neighborhood. “When I was seven years old, my parents took me to a re-release of 2001: A Space Odyssey. They fell asleep, but the film completely blew my mind even though I didn’t understand it at all. That’s the movie that made me want to be a filmmaker. And then Star Wars came out a few years later when I was 12. I couldn’t have loved that movie more.”

Mottola continues rattling off the titles of some of his other childhood favorites—among them, Close Encounters of the Third Kind and E.T.—until his list comes to resemble a museum-curated survey of generation-defining nerd cinema. “Perhaps my limitation [as a geek] is that a lot of my references end circa E.T.” Mottola adds, laughing. “But it isn’t hard for me to get into that nostalgic mindset about those movies.”

It’s a good thing that Mottola still has a fondness for the geeky favorites of yesteryear, because his latest directorial effort, Paul, wouldn’t exist without them. Written by and starring the British comedy team of Simon Pegg and Nick Frost—who are card-carrying members of the Comic-Con brigade thanks to their cult-favorite TV series “Spaced” and the features Shaun of the Dead and Hot Fuzz—the film is a loose and rambling road comedy that affectionately tweaks the genre titles that all three men grew up watching.

Arriving in theatres on March 18, Paul revolves around a pair of British sci-fi enthusiasts, aspiring author Clive (Frost) and his best mate and illustrator Graeme (Pegg), who follow up their pilgrimage to Comic-Con with a self-guided road tour of America’s most famous alien hotspots. Driving down a lonely stretch of Southwestern highway late one evening, they have their own close encounter with the title character, a large-headed, wisecracking alien from the far reaches of the galaxy. After accidentally crash-landing on Earth several decades ago, Paul (voiced by Seth Rogen) has been kept in government lock-up at—where else?—Area 51. While the military brass and top scientists studied him, he observed and absorbed this nation’s most important export: our popular culture.

Flash-forward to 2011 and he’s a thoroughly assimilated Alien-American who loves television, junk food and practical jokes. (And, as he’s more than happy to tell his new friends, Paul is secretly responsible for some of the most beloved science-fiction properties of the past 30 years, from E.T. to “The X-Files.”) Unfortunately, his government minders have decided that he’s outlived his usefulness and schedule him for dissection.

Paul catches wind of their plan and manages to escape to the open road, whereupon he literally crashes into Graeme and Clive. Once they get over their disbelief—and then their annoyance at the alien’s puckish antics—the duo agree to escort him to the rendezvous point where he’ll be airlifted back to his home planet. As they make their way across the country, the hard-traveling heroes are pursued by two hapless agents (Bill Hader and Joe Lo Truglio) and a determined man in black (Jason Bateman) acting on orders from his unseen boss, played by one of the biggest sci-fi icons around. (No, we’re not going to tell you who it is.)

Mottola’s first contact with Paul came in the summer of 2007, when Pegg requested a meeting on the same day that Superbad opened in theatres. It was not, as he remembers it, a particularly auspicious meet-and-greet. “Simon was coming off a night shoot for How to Lose Friends and Alienate People and hadn’t been to bed yet. Meanwhile, I was biting my nails because Superbad was coming out that day. It was my first studio film and I hadn’t made a movie in a long time. So we were both really out of it, but got along well. He told me the premise for Paul and that he and Nick were in the process of writing it. As we left, he said, ‘I’ll watch Superbad and we’ll send you the script.’ And I said, ‘Assuming you like Superbad, you’ll send me a script!’ Six months later, he called to say that they had a script and still wanted me to read it. I immediately fell in love with it. The sincere love for the movies that are being sent up was evident on every page.”

As much as Mottola liked the script, he did have some concerns about stepping into the director’s chair usually occupied by Pegg and Frost’s frequent collaborator, Edgar Wright, who had helmed “Spaced,” Shaun and Hot Fuzz. But Wright was in the process of getting Scott Pilgrim vs. the World off the ground and his partners intended to forge ahead without him.

“I was very intimidated in the beginning, because I was a fan of the work they had all done together. So early on, I decided that I would not in any way try to impersonate Edgar’s filmmaking style, because that would be a recipe for disaster. And Simon and Nick made the transition easy because they’re incredibly nice guys. They’re just so enthusiastic about what they do and they appreciated that I took them seriously.”

Working with a new director also allowed the actors to try out different variations on their usual personas. For example, where Frost served as the slobby sidekick to Pegg in Shaun and Fuzz, here he gets to be the one who seems vaguely in control. “We wanted Nick to be the marginally more mature one in this film,” Mottola confirms. “He’s more of the alpha male in this particular dynamic, but with his own insecurities, of course. It was fun to see them make that change, because in the past it’s usually been the other way around.”

Even with a well-liked script, two rising comedy stars and an established director coming off a big hit, securing a green light for an alien road comedy inspired by three-decade-old sci-fi movies proved difficult. So while Paul made its way through the Hollywood development process, the talent worked on other things; Pegg played Scotty in the new Star Trek adventure, Frost had a sizeable role in Richard Curtis’ Pirate Radio and Mottola wrote and directed the semi-autobiographical Adventureland, starring future Oscar nominee Jesse Eisenberg. Finally, two years after Pegg and Mottola’s first meeting, Universal Pictures agreed to bankroll the movie and they reconvened in New Mexico in the summer of 2009 for the mostly outdoor shoot.

“I learned why New Mexico is not a highly populated state,” Mottola jokes. “It’s because people don’t want to live in a place that rains and hails every half-hour! I would be out there thinking, ‘God, it’s so beautiful. Why don’t more people live here?’ And then it would start raining and I’d go, ‘Oh right! Because it’s raining for the fourth time today.’”

Inclement weather aside, New Mexico did offer an extensive variety of locations and backdrops that allowed Mottola to give the audience the sense of being on a cross-country journey without ever leaving a single state. He also found a number of settings that could have come straight out of an early-’80s intergalactic creature feature. “I wanted to steer away from anything that felt extremely of today, mostly because I felt like the characters Simon and Nick play lived in their fantasy world. Even the look of the movie is meant to be like something from another time. There probably is a dangerous tendency to fetishize the past, which I had to be careful about. But at the same time, this movie is supposed to be a love letter to Close Encounters and E.T. and other early Spielberg movies. In fact, two of the films I watched the most before starting Paul were The Sugarland Express and Duel, just because they both feature lots of driving around in the desert.” (Eagle-eyed viewers will be able to spot a Duel shout-out in the background of one scene, one of many Easter eggs hidden throughout the movie.)

Had Paul actually been made in the early ’80s, the main character likely would have been played by an animatronic puppet or, if the production were really strapped for cash, a kid in a rubber alien costume. Mottola says that the latter option was proposed at one point during pre-production. “Someone pitched the idea of putting a kid in an alien suit with prosthetic hands and feet and then CGI a head on him,” he remembers. “And I think that just would have sucked! It would have really sucked. It would have felt like, well, if the jokes are funny, it’s okay. But on some level, I knew that Paul just couldn’t be a person in a suit or an animatronic effect. It’s hard to pull that off in this day and age with a character that’s meant to be remotely human. And I wanted Paul to really fit into this ensemble and deliver a well-rounded, sustained comedic performance.”

With that in mind, Mottola eventually sold Universal on the challenging (and pricey) idea of a completely digitally generated leading alien. Before production started, the director spent several days filming Rogen—who was unable to be part of the main shoot due to his commitment to The Green Hornet—acting out his role in a motion-capture suit to provide visual reference for the animators. On set, Paul was played by an LED mounted on a wall or a stick with ping-pong balls stuck to it, while Lo Truglio performed his dialogue to give the other actors someone to play off in the moment. Once filming wrapped, Mottola reconnected with Rogen and had the actor essentially revise his entire performance to fit the rhythm of each scene as they had been shot.

While very little of the motion-capture footage made it into the finished film, it did give the animators lots of creative inspiration for designing the alien’s facial expressions and body language. “That’s the stuff that makes Paul feel like a real person,” Mottola explains. “Something I talked about with the animators very early on was that Paul’s performance would help us over the humps of technology and budget. My hope was that if people believed he was part of the ensemble, they would stop looking for the flaws in the CGI. And I can point out flaws to you! Scenes where the eyelines don’t match and that sort of thing. We thought a lot about how Paul needed to be listening to people when he wasn’t talking and always needed to be doing something in each scene. If we had had more money, I would have added more wide shots with Paul in the background just doing stuff. At a certain point, though, it became a financial checkerboard—like, we need to use a close-up here so we can cut away and he won’t have to be in the next shot. Because every second he’s onscreen costs money and it’s a shocking amount of money. My first little independent film, The Daytrippers, could be made for two shots of Paul in this movie.

“I can’t even begin to imagine how someone like James Cameron does what he does,” Mottola continues. “I think I would have a hard time directing something like Avatar or Transformers, because those films are real spectacles. But this film had its own challenges, because we couldn’t hide behind big explosions and a lot of action happening in the frame. Paul is pretty exposed throughout the movie. In fact, before shooting started, I asked my friend David Heyman [the producer of all eight Harry Potter movies] for advice and he said, ‘You’ve got a lot of day exteriors and those are really tough to pull off with CGI. It’s easier to give [digital characters] more volume with night scenes.’ So that was a real challenge for the animators. But as hard as it was and as dull as it was at times, it was incredibly satisfying whenever we made something work that hadn’t worked before. I’m not saying that Paul is a huge accomplishment compared to some of the stuff you see happening in movies now, but I think it’s a cool thing that he’s a funny, believable character in a live-action movie. And that isn’t how the technology has been used very much.”

Having satisfied the inner 12-year-old geek who once thrilled at the adventures of Han, Elliott and Roy Neary, Mottola is moving on to more grown-up fare with his next film, an adaptation of Leanne Sharpton’s 2009 book Important Artifacts and Personal Property from the Collection of Lenore Doolan and Harold Morris, Including Books, Street Fashion and Jewelry. More of a conceptual-art project than a conventional novel, the book—which Mottola is penning for the screen as a vehicle for Natalie Portman—takes the form of an auction catalogue, tracing the beginning and end of a couple’s romance through their many personal effects.

“I was kind of crazy to take this on,” Mottola laughs, adding that he’s found inspiration in the works of Charlie Kaufman and Olivier Assayas’ Summer Hours. “I wanted to do something completely different from Paul and the young-adult films I had made, something with older characters that looks at people’s lives from a weird vantage point. It’s been a difficult film to write, but I’ve really enjoyed the process and there’s no point in doing this job if it were easy.”

As for the difficult film he just completed, Mottola hopes that Paul will play well with fanboy and civilian audiences alike and also perhaps school a new generation of moviegoers in an important era in geek history. “We had a screening of the film in London and some of the young adults in the theatre had never seen E.T. So I felt like I had to explain to them that we stole a lot of stuff from this other movie. What really surprised me was that a few of them said this was the first time they had seen an alien film where the alien was nice. And I just thought, ‘My God—I grew up on nice aliens!’” Ah, those were the days…