Brothers director explains 'silly and weird' vibe on set: Glenn Close 'mooned all of us at a certain point'

Max Barbakow, the director of acclaimed time-loop rom-com Palm Springs, still can't believe the caliber of actors he got to work with on only his second movie, Brothers, including Josh Brolin, Peter Dinklage, Glenn Close, Brendan Fraser, Taylour Paige, E. Emmet Walsh, and Jennifer Landon. "Like a murderer's row of esteemed actors who were so down to get silly and weird," he remarks to Entertainment Weekly. "It is quite a romp."

That, though, is an understatement, apparently. The filmmaker recalls specific shenanigans the cast pulled on set, and they are somethin' else.

"In between setups, Josh somehow commandeered a techno crane and chased Peter around with it, wearing a pink wig, voguing for the camera," Barbakow remembers of the hijinks. "Glenn was so surprising in terms of how willing she was to try things, make a fool of herself, and go there. I think she mooned all of us at a certain point. It was remarkable."

Call it what you will — creative genius or wild antics among friends — but it proved to be a benefit to achieve the vibe of Brothers, which follows its titular twins on a quintessential "one last heist." Moke (Brolin), a reformed criminal trying to live on the straight and narrow, is forced back into the game by his scheming sibling, Jady (Dinklage), with the promise of a one-and-done job that could set them up for life. They embark on a cross-country road trip, dodging bullets, the law, and an overbearing mother (Close's Cath) along the way as they attempt to heal their fractured relationship...before they kill each other.

The director remembers the first day of filming when Brolin made a suggestion that set the tone for the rest of the wild shoot. "The very first scene we shot was with the brothers in a motel room, taking turns using the shower," Barbakow says. "Josh calls me on the way to work and he's like, 'I think I should be in my tighty-whities in this scene. I think that would be appropriate. And I think I should be eating a nutter butter or something like that. Can we make it work?' And Josh, I should also say, gained like 20 lbs. for this movie, so he had the perfect dad bod."

That meant Brolin had to perform a big stunt in his underwear, since his character then falls over the motel room balcony onto a car parked below. And, oh yeah! Did we mention it's pouring rain in the scene? "It was the perfect way into the experience and it was so funny," Barbakow says. "It just emboldened everybody to try stuff. We have crazy stuff from an orangutan in a room with Brolin to picking up a cadaver on a golf course. It was just an embarrassment of riches in the edit."

Barbakow fell in love with Macon Blair's script because the comedic tone had similarities to his breakout directorial debut, 2020's Palm Springs, which starred Andy Samberg and Cristin Milioti. He prefaces, however, that Brothers is very different. "It has one foot in the grave and another on a banana peel," he says, "which means just pathos and emotion and anarchic comedy, really swinging for big laughs not so much through jokes but through character."

It's the same kind of feeling he was chasing on his time loop rom-com but told through a very different lens. "Like Josh Brolin in this movie, I'm a younger brother in my family dynamic," he adds. "So it's really an opportunity to continue to chase my sensibility and also explore a different part of myself, because Palm Springs was very personal, as well. This really was all about distilling the story of this dysfunctional family, which I think everybody could relate to, through the lens of a caper heist."

He highlights how Brolin and Dinklage play against type. The former, a tough-guy actor behind the "Mad Titan" Thanos in the Avengers movies and gruff cowboy in Amazon's Outer Range, is the beta to the Game of Thrones actor's alpha. If Moke is what Barbakow calls "the feeler" who "very much gives away a part of himself to feel at home in his family," then Jady is "the fast-talking grifter" who Barbakow says "is so full of love at his core, but it very much comes out in really inappropriate, surprising ways."

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Yes, they are twins, but Moke is technically the youngest child by minutes. Barbakow laughs at how that distinction doesn't really matter. "There's always a hierarchy in families and it changes as you get older, which is where we meet Brolin's character," he explains from the perspective of being the baby of his own family. "I got married and started a family of my own. It was really interesting to see how the expectations stayed the same but you changed, so you have to figure out a way to fit into those growing pains."

Brothers, ultimately, is about those growing pains of sibling/family dynamics, but in an extreme way — Brolin in tighty-whities, an eight-time Oscar nominee flashing her derrière, and all.

Brothers opens in select theaters Oct. 10, and on Prime Video Oct. 17.