Before Matthew Lillard begins his first interview ever as a director (this interview took place in March 2012 at SXSW), he calms down the clowning around ("Check out my boner!") carried on by the two leads of his directorial debut, Fat Kid Rules the World. "Guys, I'm trying to be serious," Lillard says.

Such a call for control from a man with a post-party rasp in is voice doesn't just ring with authority, but poignancy to the "metamorphosis" that Lillard is experiencing. Lillard may be most known for Scooby-Doo or SLC Punk!, but now he has a pivotal supporting role in The Descendants, and work in Trouble With the Curve on his resume. His biggest declaration of artistry so far is his movie Fat Kid Rules the World, starring Jacob Wysocki (Terri) as an overweight teen who befriends another lost adolescent, played by Matt O'Leary. The film celebrates the same spirit of SLC Punk!, adapted from a young adult novel by KL Going.

With the film only having had one previous screening (the world premiere the previous night), I sat down with Lillard to discuss his own past as an overweight teen, the exciting weirdness of now being able to call himself a director, and more.

Fat Kids Rules the World opens in Chicago at Facets Cinematheque on November 30.

Are you still in the punk scene? Are you going to punk shows?

I was never in the punk scene, and am still not. I have been to punk shows in the past, a couple. But in general, it's really the energy of punk music, and the disenfranchised kids that I respond to more than the actual music. I happened to be in SLC Punk!, and I made this movie [Fat Kid Rules the World] in the same vein as that movie. I wanted to do a movie for those kids. I think that SLC Punk! is a film that translates through generations. If you make a movie that speaks to kids, and honors them and respects them, then it will carry over. You make a film that doesn't speak the truth, it will be harder for that film to hold on. And I feel like every generation of punk rock finds SLC Punk!, and finds it in their own way. I know that because I walk down the street, and ten kids come up to me and say "Hi," five of them are there because of SLC Punk!.

How often does that happen?

Every single day.

Do you ever have to tell them what you told me?

I tell them. But it's really about the character in the movie, and not about me playing him.

Going along with the idea of outsiders, you mentioned earlier that when you were in high school you were in difficult places like Wysocki's character. What would you say saved you, and how is your acting and directing reflected by that?

I was an overweight teenager. That's how I found the book so telling. When I was 13 years old, I found acting. The one thing that I was good at, and the first time that an adult said, "Hey, you're good at that." That is the inspiration that led me through my life. For me, the book, and for Troy, when he goes to that gig, his entire world opens up.

How did acting specifically help you?

I related to these kids. In terms of how it changed my life, through acting I found humor, and became funny. I could be funny in class and not get in trouble. And [kids] getting support from adults, and having them validate that they're good at something, hugely empowers kids, especially when kids are lost. When you're that kid lost and don't have that identifiable thing and an adult acknowledges it, that kind of inspiration will lead you through those rough patches. The more you identify who you are, the better you are. Homosexual kids across America came out and said, "I'm a gay kid." If they own that space, the less power a bully has.

Hearing about this powerful effect of having people believe in you, I can't help but think of the roads that independent filmmakers travel. Would you say that it's comparable to making a movie where you need people to believe in you rough patches etc?

Sure. Nine years to make a film. I don't think that's an original story, a lot of movies out there take a long time to get made. As a filmmaker you can go out there and make something by yourself, but to make something requires a team of people, every day, for 23 days. That takes money, and a leap of faith. Whitewater Films is called that because of the process of getting into rapids and trying to ride them the best you can. Rick [Rosenthal] was willing do that, and it was huge and changed my life. Yesterday, I was that guy from The Descendants, and today, I woke up an independent filmmaker. It's a metamorphosis that feels pretty fantastic.

Do you feel you are evolving in that perspective? On your IMDb page it still says 'Scooby-Doo' is your most popular movie. Do you feel you are changing much from that as an artist?

If you are lucky enough to change in this business. I started off as young actor, and came up with a lot of movies in the '90s, and I am lucky to have another rebirth as a man. A lot of people will just disappear and never come back, and I am lucky to have another swing at it, and have a new facet to my life, that will keep me going over the next 50 years. Whether I am doing a movie or "Man of La Mancha" somewhere in Pomona, CA, I am going to be an actor. It's not for fame or celebrity — that's the least interesting part of my life. I just love acting. I have just been lucky to get where I've gotten so far.

Do you think directing will become a bigger part of your creativity?

I would rather, to be completely candid, direct rather than act. I've been an actor for a long time, and I love acting, but acting in movies becomes difficult and becomes a job. If I could direct movies and teach acting, that would be the greatest thing I could do. That's what I'd love to do. But I like directing. Directing is so much more satisfying as an artist.

Do you take your directing, especially with these young male leads, as an opportunity to be a teacher for actors?

I teach at Vancouver Film School. When you get to set, it's not about teaching by any stretch of the imagination. It's professional to professional, trying to get the best out of somebody. There's not a moment where you're trying to crack someone open and see what their heart is. There are moments in the movie that I think without my acting teaching background, I don't know if we would have gotten to the same level, because there is also a confidence that I have in myself to be like, "Okay, come with me, try this." But I certainly don't want to be on set teaching acting. I am just trying to guide great performances. The great thing as a director that comes from acting is that I completely value the actor a lot more than I think a lot of other directors do. I believe that is to my benefit. I believe in the power of acting, and improv, and I think the script is great.

With Jacob, what for you made him such a good choice for the character? How did you go about crafting his character with him?

He has these eyes that have this open soul. He starts as victim, which is not what Jacob is - he's a strong kid. And super powerful in his own right, and confident in his own right, even with that weight. He has that strength about him. That was a natural place for him to go. Early in the film, we just tried to keep this character wide open. In terms of the character, it was a lot of keeping him simple early.

Which actor-turned-directors do you look up to?

It's so weird that's even in my world. George Clooney is pretty amazing. He makes movies that inspires him. Good Night and Good Luck is a fantastic film.

Is that your favorite movie of his that he has directed?

Probably. I think that Ron Howard has done pretty well. A lot of actors who end up directing, there are some actors who were born to be directors, but ended up directors. My goal right now is just to make a second movie. Hopefully it won't take nine years to make a movie again.

You mentioned earlier that you like popcorn movies. Are you at all interested in making those types of films yourself?

Yeah. That's all I want to do. Totally. I want to make big movies.

So this is definitely just the beginning for you.

I like independent film. But I'd be lying if I said I didn't want do big, big movies.

With your second film, are you going to make more statements about high school? Or take your interests in different directions? What stories do you want to tell now?

I like characters at high stakes; I like comedy and stakes. I like that fact that our movie is funny and deals with issues. That's material I am drawn to. But I don't think I am an adolescent or teen filmmaker. It's funny to be on this side of the question. You've asked me questions about acting, which I can answer ad nauseam, but as a director I feel like a baby chick who is trying to figure out how to walk.

How does this feel different for you?

You're my first interview on my first day. The more you talk about your art, or perhaps your career, the more you find conviction. You could argue religion, the more you believe your ideology. Talking about directing, I still don't have that conviction. It is interesting to be here. It's still exciting to think, "Oh, maybe I'll get a chance to do this."

Quick Questions with Matthew Lillard

Favorite fruit? I don't believe in fruit.

Favorite summer movie? I like big-ass movies. I don't see movies because I have 3 movies. I like Mission Impossible, I like pop movies.

Age of first kiss? It was spin the bottle, and it had to be eighth grade.