When you're making the film where we, in effect, known the end-- or sort of know the end. So, that you have to build-- create a sense of dramatic tension. What did you two talk about how that dramatic tension should be built? And-- and that-- in what ways you developed the-- the arc or the rhythm of it.

Hilary Swank: Well, you think you know how it ended. You have to go see it (Laughter) to see if really ends the way you think it ended. 'Cause there's a lot of theories, aren't there? (Laughter)

Mira Nair: Well, we were lucky to have actually Elgen's-- a lot of people have-- basically, what we-- truth is much stranger than fiction and, often, much more powerful. And-- the ending, we have the records of the last transmissions. And nothing could be more dramatic or heartbreaking that that. Besides the fact that we know there is a mystery. There is-- no evidence of what happened. But we have this hard core evidence. So, I came from the streets. I came from documentary. And I ca-- and I have-- one of the greatest-- you know, artists of-- drama, really, with me in Hilary. So-- we-- we-- I very systematically, with a lot of help from people here and my crew-- really staged very, very carefully and truthfully the actual transmissions. And then-- my work is also to create some sense of poetic power. And I imagined what it would be like, you know, as-- as you see your fate in front of you. And so-- one of the things we actually was we-- we recreated all that. Hilary did what she does beautifully. And when we felt we had it, then I whispered some not so sweet nothings in her ear. And I said, "Let's just-- let's just fall apart now. You know, let's just do something that we-- we've already covered it now. Let's-- let-- do something else, you know?" And most of-- it's a combination of those two ideas. Of being, like, Amelia was: controlled, but could see what was happening to her. And then realizing it. And then it's, I hope, a certain visual drama that will take you to where she was.

Hilary Swank: I-- you know what? Everything Mira just said. I Mean, obviously, making a movie is a collaboration. And it takes a lot of people's ideas. But in the end, you know, I just tried to do what I was told and what was on the page. And I'm trying-- bring the-- the honesty to-- it's-- it's a big responsibility to play someone who really lived. You know, it's-- it's a big responsibility to play someone who is iconic as Amelia, too. I mean, we all have-- it's such a-- a-- a great idea of who she was and what she looked like. So, there wasn't a lot of room for fictional license. And we had to just-- I think, do the best we could to-- to do honor to that person. And-- under Mira's guidance and-- keen eye and-- she's an incredible visionary, I think we just-- tried to navigate the best we could. And that-- that, I-- is-- is hopefully on screen.

You touched a little bit on my question a bit, playing someone this iconic. And-- my question is more towards the research of-- of going into Amelia's life. And as a director, what do you focus on, in a life this big? And as an actor, what notes did you take away? I presume it wasn't just reading the script. I would hope that you did some research as well. And what were the important notes that you took away from her personality? Or, what surprised you that you, sort of, hung onto in your performance and the making of the film?

Hilary Swank: I think, obviously I learned about Amelia from a very young age. Okay, and-- but what I learned is what you learn in textbooks. And so-- for me, obviously, getting under the skin of a person-- that I'm playing is-- really important. We're all specific human beings. We're specific. We know-- you know, what our favorite color is. We know what we love. We know what we don't like. And trying to figure that out about a person-- that you're portraying is very important. In reading-- there was lots of literature-- about Amelia. These two books. They're two books I-- I-- I obviously read. As-- as well as-- the book-- (BACKGROUND VOICE) yeah, "20 Hours and 40 Minutes." And-- so, reading-- reading all of-- all of the-- that literature. Also, trying to understand who she was. I think Amelia was a very private person. So, you know, what she was expressing out in the world might not necessarily have been what her true thoughts were. So, just breaking down-- how her childhood formed who she was. But I think one of the things that-- that I took away from-- Amelia that I found very inspiring and moving, and why I feel a lot of the people, more than any of my movies, have come up to me and said, "I cannot wait to see 'Amelia.'" And you know, it's something-- I kind of expected from women to really wanna see this movie. But a lot of men are also coming up to me saying, "I can't wait to see this movie." And I think what people are, in my opinion, kind of, magnetized to is the idea this person, Amelia, who lived her life the way she wanted to live it. She-- she, you know, made no apologies for saying, "This is my life. And this is how I see it. And this is how I want it to be done." I think that in 2009, that's really rare. Especially for women. I think it's more-- you know, it's a more male-centric world. And I think that a lot of male they're able to have the life that they envision for themselves. But women not-- not as much, even in 2009. So, when we're talking about somebody who lived in the '20s, when women just got the right to vote-- and '30s, you know, it's incredible. And so, it's obviously, a period piece. Yet, it-- it even transcends what we even know now. And I think that's a reminder. And it was, certainly, a reminder for me to live my life-- you only have one life. And it's so short. And Amelia's was certainly short. And she accomplished a lot in her lifetime. More than most people really do, I think, in-- in a really long life. But it was just a reminder, you know, that you have to constantly, kind of, look within and continue to live the life that you know you wanna live for yourself. And not for other people. You know, I'll look at my life and say, "I might be doing this because it's-- my mother's idea of my life." Or your friend's idea. Or your partner's idea, or whatever it is. And I think Amelia was just such a great reminder that you can live the-- your life the way you want it and find love and experience your dreams. And-- you can have it all. So, to me, that's what I really learned in diving deep into who she was. And-- you know, like I said, you only live once. You might as well be doing what you love.

Mira Nair: For me, there-- there is a lot of enigma, despite the fact that there's so much material with the real Amelia and news reels and documentaries and so on. There is still a very interesting enigma about who Amelia really was. And we, kind of, used that in the film as well. For me, the real window on-- on to understanding who she might have been was her own writings. And she wrote really, very interesting turn of phrase. You know, there's more to life than being a passenger. Why do you fly? I fly for the fun of it. You know, she-- she had simple, pithy, but really-- pretty contemporary ways of s-- writing and speaking. The-- you know, I-- we used to jokingly call it, "the pre-nup agreement." You know, she wrote the first pre-nup, really, to George Putnam, who she resisted many, many times, you know-- of-- of her marriage. And then she laid down her conditions. Which were very gracefully laid down. But they were very direct and very modern, you know? You know, I don't agree with marriage. And anything that will keep me from my life and flying and so on. So, for me, the window was her own writings. Her sense of humor, which was wonderfully abundant in her writing. And, I must say-- the way she spoke in the news reels that I saw of her. Before I even read the-- first script that was sent to me, I saw news reels of her. And what really attracted me was her sense of-- I thought, her sense of great humility. You know, that she did all this hoopla, publicity, and whatever-- in order so she could fly, you know? And I loved-- I mean-- humility is not an-- often-- not a real America trait. And I come from somewhere where we are taught to be humble. (Laughs) So, I thought, "That's interesting, that she's consistently got that humility, you know, in all-- whether she's getting the medals or whether she's flying in the cockpit." You know, she has a sense of, "I'm really here for the ecstasy of this flight, rather than for the awards or the accolades." Those were the things that really got me about her. And then as we went deeper with the wonderful books, and Anna Hamilton Felon (PH), the writer, who was a devotees of-- of Amelia in her youth as well had been given some Amelia Earhart luggage by her mother. She had a piece of clothing (LAUGH) that actually had Amelia's name on it. And, no, she was one of those real devotees. And so, between us all and our amazing crew-- we hope that we have captured something in Hilary's artistry-- of the beating heart that was Amelia.

Ms. Swank, you were taking flying lessons, I understand. Could you talk a little about that? And do you have future plans to get a license and maybe even become involved with general aviation a little bit?

Hilary Swank: Obviously, you can't play Amelia Earhart and not learn how to fly. That would just be wrong in every way.

Mira Nair: She would tell me what to do in the cockpit. "No, Mira, over there." (Laughs) I said, "Okay, just do it, you know?"

Hilary Swank: I have to say, you know, when you're a kid, there are so many firsts. There are so many things that you're learning all the time. You're learning how to ride a bike. You're learning how to read. There's so many things you haven't experienced. And it's euphoric, you know? You're really in the moment. And you know, and then as you become adults you've experienced a lot. And there's not a lot of firsts anymore. And learning how to fly, for me, was so euphoric. Because it was like I was learning how to ride a bike. It was a first. And, you know, it takes all of your senses. You are completely immersed. It's you know, it's dangerous. It's adventurous. It's all of the things that I love and that I think Amelia loved. I love to learn. It was exciting to learn something new that really was challenging. I didn't realize the calculations that go into flying. It was like I was back in calculus. And I'm not a big sweater. But I would find after a two hour flight lesson, I would land and my back was drenched-- just from the concentration (LAUGH) and it was really wonderful. I flew 19 hours. I was wanting to get my pilot's license. But for obviously reasons for insurance purposes, they couldn't really let me go up by myself in order to do that, especially before filming a movie. I'm sure now they're like, "Sure, go ahead." (Laughter)

Mira Nair: After about two months.

Hilary Swank: "Yeah, when you're done with the press, go for it, kid!" (Laughter) So, but I would like to get my pilot's license. It's something that you know, I like to see things through to the end. And I don't wanna just say, "Yeah, I flew." I'd like to get my license and continue to go up on my own. It's not something-- you know, one of the great things about my job is I get to do all of these things that I may not experience had I not been an actor. And I think saying that I learned how to fly to play Amelia Earhart is pretty great.

Mira, you talked about-- mentioned that Hilary brings a spiritual quality to a role. The obviously, she's a courageous and a brilliant actress. But I wonder what you mean by that. And if you can tell me why you think that she-- you know, why you chose her and why she is so amazing in the role. And I'd also be really interested to know what the rest of the panel think about-- Hilary's performance. And Hilary, you know, what do you have in common with Amelia?

Mira Nair: Well-- you know, for me, I think I'm trying to make a film which was finally about the way Amelia wanted to achieve-- if she could achieve a balance between the ecstasy that she felt in the sky and the responsibility that she felt on this earth. And that see saw, which is a modern see saw of all men and women today. You know, how do you-- how do you combine your passion with your responsibility? Because that's what I wanted to do. Something that was a tale that spoke to us today beyond-- this icon's life. You know, really feel that idea of how did she negotiate that balance? In that sense, one time I joked with Hilary. And I said, you know, it's like a yogani (PH) in the sky. Someone who is ntrying to achieve this balance. Anyway, when I said that she had this really spiritual quality, I meant it really, besides all the accoutrements of the outside-- you know, getting her to look and all of that like Amelia, which is what we all do. But it's really from within, I felt, that her strength and also her daredevil quality. And I mean, Hilary is completely a spiritual daredevil. She is a daredevil, this chick. And she likes that. She likes the adrenaline of, "Okay, you want me to jump off the parachute?" I said, "No, no, no, no. (Laugh) Hold on. You don't have to really go down." But she would do it in a second. She would-- she's a physical and spiritual daredevil. And that's not something you can direct. You know, you can't say, "Listen, I've gotta have that adrenaline in your eyes when you jump." You can't-- I mean, you can, but it's not real. It doesn't come from within. With Hilary, it comes from within. Because she is someone who gets excited about, you know, just taking leaps and having-- taking challenges and then mastering them. And then, spinning on them, you know? So, in that sense, it was very Amelia-esque. But also, there's a lot of real study and real work and real Amelia's voice, literally, in her ear in some ways, to understand what happened, so that all of it is from something she-- as Hilary learns. But when she actually would perform with us and our ensemble and so on, it felt all of that was left. You're feeling something from within, not these things you put on and feel, it's from within. And if you don't feel it, if you don't have that, you've got a hollow performance. You know, and that's not what we are dealing with, thankfully.

Like Hilary, what I learned about Amelia as-- a student was very few lines in the book. And in thinking about how this-- film is contemporary-- very recently-- a family in Colorado-- let a dirigible go up in the air. And people are thinking that was promotion for their passion. And there-- there was a lot of that in this film that I didn't know about. Could anyone speak to that, whether you know, you can-- you know, the contemporary way of promoting things for your passion?

Hilary Swank: Of promoting things for your passion like, as in press and going around and so on, well, obviously, my passion lies in telling stories. It's what I've wanted to do since I was nine years old. I love people. I love what makes people unique and what makes them similar. One of the things you had asked-- some similarities betweenAmelia and I, one of them is that she loved to travel. And I love to travel. And I've been so fortunate in my career and in my job to travel all around the world. And part of that is to talk about the films that I am a part of. You know, it's-- sometimes, I'm not gonna lie, very grueling and difficult. I mean, in the last-- 16 days, I was in Italy, and then back to Los Angeles, then Dubai, then London, then back to Los Angeles, and now in New York. Stewards actually laugh 'cause I know them so well and say, "Hilary, you-- it's illegal for us to fly as much as you fly." I'm constantly in the air, and I'm constantly out promoting my films. I think as Amelia did, she understood that without that, without the understanding of the business side of things, you can't have your career. If I'm not willing to go out and talk about the things that I'm a part of, which I in fact love, so it's not like it's really difficult to get in touch with why I'm a part of a film-- then you can't have the other side of it. That makes complete sense to me. It makes sense to me that I understand the business side of it, and, although I really love the art side of it, they're intertwined. You just try and do the best you can, and I wonder what Amelia would say. I mean, I remember her saying that it was hard, and you know, there's a line in the movie, "I feel like I'm jumping through hoops. This white horse jumping through hoops." You know, sometimes you feel a little bit like your in a circus. But-- it's-- it's-- you know, it's when-- it's-- it's kind of when things become more personal, and you feel like I'm just an actor tryin' to talk about my-- my love for movies. And (COUGH) you know, and you just have to-- to-- to remember why you're doing it. And-- and be in touch with that really.

As a two time Oscar winner, you have your pick of roles. So, is this something you always wanted to do, to play Amelia, or what? And secondly, as a woman, how did you relate to her open marriage?

Hilary Swank: I wouldn't say I was always longing to play Amelia Earhart, but I do long to play roles that challenge me and scare me and make me learn new things about the world, about myself, about my art. So when I had read a script on Amelia about ten years ago, right after I did Boys Don't Cry, and it didn't capture Amelia to me. And so, it was obviously not a movie that I was a part of. When this one came across my desk I just felt that connection which I spoke to you about. I think one of the things that I also touched on was Amelia's way of going about her life, the way in which she carried herself and the way she expressed herself. And I feel like if we could all be so up front and forthright about our feelings, our emotions, our desires, our needs and it could somehow, I think, manage expectations out of relationships. But I think it's really challenging to be that honest. And it's really-- you know, even with the people that you really love and you feel are supposed to be loving you unconditionally, it's really hard because there's a lot of reasons why, we could sit here all day and talk about that. But I think that, you know, Amelia's way about living her life was very honest and very open. So, when she lived her life the way she wanted and the way she said she wanted to live it, she had already expressed that's how she was gonna do it. So, it wasn't like she was hurting anybody along the way. It was like she said this is, and it was almost made it an unconditional sort of relationship that they had, which is really rare. You know, I respect anyone who is able to be so forthright about themselves. Again, I think that that's-- a lot of what our life is about figuring out. How can we be as honest and live as honestly ourselves and in our relationships.

Well, I wanted to ask a question-- about the aircraft that we have here. What was sort of the impact whenever you saw that aircraft? I mean, did it really help you sort of get into that mode of portraying Amelia as she went off on her...

Hilary Swank: Mira fought hard to get that plane there. I mean, it's a character in the movie. How can you have--

Mira Nair: Well-- Lydia Filcher who is our producer who's here-- went on a mission, from the first week we began shooting that we have to have the real Electra. And as we know, there are only hardly ten in the world. And when-- when they flew in this one, this was the one we had actually in the Toronto section of the movie. And oh, my God, just look at it. I mean, firstly, an astonishing design, astonishing piece of design-- astonishing-- I mean, it was exciting. I used to call it my hero. With all due respect to Richard Gere, the Electra was definitely a big hero, a big character. And that's why Lydia and I really went on a mission to make sure we had one for the actual final flight. Because one of the things I didn't wanna make was a big computer fest of a movie. I really wanted the real planes in the real places. And we really recreated Amelia's final flight around the world very systematically. We chose South Africa as our base, and we created the different countries that she went to in the whole region of the Southern Africa, but with the real Electra. I mean, Mark Wolf, our aerial cinematographer, it was all plane to plane cinematography. We actually used the plane, immediate, everywhere. And it just couldn't have been more dramatic, epic, you know, exciting. In fact, I have to say that the format of the film, I chose to shoot in anamorphic, the widescreen, you know, cinemascope format which I had never done because of the Electra, because I wanted it to be the horizontal width to really recreate the width of the planes, both the Electra especially, but also the Friendship, and also the Vega. So, you have to have a sweeping horizontal wide frame for this kind of movie, otherwise, it doesn't have the action adventure aspect which I was very resolute to give you. But the Electra, without it, we couldn't have.

Hilary Swank: I mean, you can't tell the story without the Electra. I mean, the whole latter part of the-- it's-- it's-- it's talked about throughout the film, and in the latter part of the film, it's a character in the movie. I think one of the interesting things that people take for granted now is I was just telling you, I just spent 36 hours in the air in the last five days. So, I was in the air practically more than I was on the ground, and you know, I just got onto the flight and sat back and enjoyed it. And you know, I mean, really think about it, we fly all the time. There's hundreds of planes in the air right now. And they're gonna be there tomorrow and they're flying all the time. And it's just-- you know, when Amelia was doing it, it was a sport, and she hoped that someday it would be a way of transportation. And this plane in particular is a beast to fly. It's not easy and flying when Amelia was flying was dangerous. So, to fly that around the world is really, if you really take that into consideration, it's quite remarkable. When we had the plane, I taxied it but I didn't obviously get to fly this plane.

Can you talk about how beneficial it was for you to have all of that archival footage that we talked about about Amelia? And also, what do you think Amelia's reaction would be to how commonplace flying has become now?

Hilary Swank: Well, to answer the last question first, I think she'd be thrilled. It was something that she was always commenting about when she was working with Gene, I think, weren't they one of the first creators of the FAA as we know it now. It was all about the progress of aviation in any way, shape and form she could be a part of that. The footage on Amelia, I think there's something like, maybe 16 minutes. It might only be 12 minutes. A lot of it is from newsreels so it's more her--

Mira Nair: Public face. Yeah.

Hilary Swank: But there are little moments within the newsreel where she doesn't know the camera's on, and you actually see her tone down her way of speaking and her kind of physicality. But I mean, I really felt like Amelia had a specific physicality. I mean, she had a unique pattern in which she spoke, which was really the most challenging accent that I have done to date. I've spent over eight weeks trying to figure out how she spoke. And you know, there's that period way of speaking, you know, that you hear Katherine Hepburn and you see all the old movies, and there's that way of speaking which can sound on, for lack of a better word, kind of posh. It sounds kind of upper class. And Amelia wasn't that. She was a girl from Kansas. And she sounded period, yet she sounded different than that. And trying to figure that cadence out and also not make it the elevated public persona that she put on except when needed, was really quite a challenge to figure that out. Thankfully, I had Mira saying, you know, push it a little here, bring it back here, that's a little too much here because it was challenging I think to walk that line, to find the human quality in it and also to relate to it now because we don't speak like that, so.

Mira Nair: I would often say, "A little less Amelia."

Hilary Swank: She would. (Laughs) She'd say, "A little less Amelia." Isn't that funny.

Mira Nair: And-- Hilary would get it like that.

I want to know, did you walk away from this role completely satisfied in the knowledge of Amelia because I enjoyed it so much, it just whetted my appetite to learn more.

Hilary Swank: Thank you, first of all. You know, I think in order to play a role, I think you have to try and dive in so many different aspects and ways and I felt like by the end of it, I had a pretty good idea of who Amelia was, or at least what we feel Amelia was from what we-- from the books we were reading and the information we had, and then, just trying to go deeper in telling the stories through the scenes that-- that were written on the page. You know, I feel in getting to play these roles, they're all in my heart. You know, it's my life's just richer walking around with Amelia in my heart, you know, she's right in there. It's really wonderful. I try and remind myself, throughout some things that I'm experiencing, I often think about what would the characters I play do in these situations? You can't help but have that in you. So, it just makes for a really rich life. And I feel like she's in there.

You can watch Hilary Swank star as famed pilot Amelia Earhart when Mira Nair's film Amelia opens in theaters on October 23.