40-Year-Old Virgin: Action Hero (2005)

Steve Carell stars as Andy Stitzer, a middle-aged guy who has yet to do the deed. When he reveals his secret to his crass coworkers (played by Rogen and Paul Rudd), they band together to get him some action. Virgin is loaded with puerile gags, but Apatow's message is surprisingly mature: Your love of a Six Million Dollar Man collectible figure can't compare with that of a genuine woman.

Steve Carell stars as Andy Stitzer, a middle-aged guy who has yet to do the deed. When he reveals his secret to his crass coworkers (played by Rogen and Paul Rudd), they band together to get him some action. Virgin is loaded with puerile gags, but Apatow's message is surprisingly mature: Your love of a Six Million Dollar Man collectible figure can't compare with that of a genuine woman.

Apatow: People related to The 40-Year-Old Virgin way more than I thought they would. I thought they might be irritated. But the truth is everyone relates to the feelings of inadequacy. Everyone feels like a loser sometimes.

Creating the SmartTech Salesmen

Rogen: We came up with the rest of the characters in the rehearsal process.

Paul Rudd: I don't even know if they sent me a script. I don't even know if there even was one at this point. So Seth Rogen, Romany Malco, and I were in a room, and we'd talk about these guys and just improvise anything. There was no structure.

Rogen: Romany Malco was doing the funny guy. Rudd was doing the sad, depressed dumped guy. What was left was the tough guy.

Apatow: Very early on we decided that Steve Carell should work someplace where he is around a lot of young people who are having a lot of sex — so he would really not fit in. So we thought, "Where's a place where people are hitting on women a lot?" and I don't know why, but we thought a Circuit City kind of place.

Rogen: I would go to Circuit City, and the stock guys were so burly looking, but they had such a dumb job. You know they're not tough. They're just really into audiovisual equipment. I thought, "That's funny."

Apatow: I don't know if the salesmen at Circuit City really are getting lucky with the ladies. In my fantasy world they are.

Rogen: And I'm so not tough. But I thought if I kinda looked tough, people would realize as soon as I started talking that I'm a mass of Jewish pussy, which would add that much more humor to it.

Because You Macramed Yourself a Pair of Jean Shorts

Apatow: In 40-Year-Old Virgin, Seth and Paul had only one scene to play off each other, and that was the scene were they said, "You know how I know you're gay."

Rudd: I think the scene was going to originally be about how I was going to kill myself or how I was thinking that abstinence was the way to go. It wasn't really much of a scene. It wasn't a big scene.

Rogen: We actually shot almost the whole scene and then stumbled on the whole "You know how I know you're gay" thing. We actually went back and shot additional coverage to get all that stuff in.

Apatow: My only talent is when they first did it, I said, "Why don't we take a 20-minute break and write some more of those?"

Rogen: I definitely remember looking at the crew and thinking that they thought we were wasting a massive amount of everyone's time.

Rudd: They thought that we were completely fucking around and it was almost time for lunch.

Rogen: I think they thought there was no way in hell that it was going to be used in the movie at all.

Rudd: I don't know if we had a sense that that was going to be a scene that people would, you know ... We certainly didn't think it was something you'd see on the T-shirt. We knew it was fun. I don't remember thinking anything special after that. It was pretty wild to make up some dumb little thing, and it works its way into pop culture and reference. That's kinda mind-blowing.

Rogen: Me and Rudd — we were just dying. It was just stupid enough to be hilarious.

Apatow: As a goof, during the shooting of Knocked Up I had them do the "You know how I know you're gay" thing when they were driving in the car to Vegas, just for the DVD. I said, "Why don't you just do a run of those?" and they literally went for 10 straight minutes.

Rogen: It's idiotic meets hilarious, which is where I like to live.

Einstein Did What?

Apatow: My favorite scene in The 40-Year-Old Virgin is when [Catherine Keener] is trying to have sex with [Steve Carell], and he uses her knocking his toys off the bed as an excuse to not have sex with her, and then they have this terrible fight. She says, "You're a 40-year-old man who rides his bike to work," and he says, "I'm a manager now, and Einstein rode a bike." And she says, "Yeah and Einstein had a wife, who he fucked." That scene was a big influence on Knocked Up, because it was brutal but it got big laughs. With Knocked Up I tried to make an entire movie that was like that scene. It's very real and confrontational but fun to watch.

Feature Writer-Director (and Geek God) Judd Apatow Invites You Into His Mind