Director Kinka Usher's background is in commercials, including putting the Taco Bell Chihuahua through its paces. (He's also admitted that "Kinka" is a bit of confected flash.)

"Mystery Men" has a daring mix of tones for a first-timer helming a studio film, particularly with the many performance styles on screen. The packed audience I saw it with never laughed in unison, but everyone seemed to find one character or some goofy portion to chortle over.

William H. Macy was once known as a stalwart of old friend David Mamet in truly Mametian roles in movies like "Homicide," but roles on "E.R." and in movies like for "Fargo," "Boogie Nights" and "Pleasantville" have made him a recognizable, dependable and usually delightful performer.

Was it tough working with all these actors? "If anyone had their work cut out for them, it was me, because I'm not improvisatory. I'm not particularly good at it and I guess if I had to define my aesthetic, I'm in favor of a great script. Learn the lines exactly, say them exactly, and when you're done, go home. So I'd come in and do my shot, do my four takes, that would be it. The others would go four hours, they'd keep improvising. I think I had to adjust more than these other guys."

Macy has some wild moves with his implements. I wondered if he had a shovel wrangler or an adviser from Streets and Sanitation? "No, a martial arts guy. Even he was daunted. He gave me this exercise with two Filipino bamboo sticks about yea long. We'd get these complex patterns of whacking each other. I said, 'Yeah, but I have to fight with a shovel.' He says, 'It's the same idea.' He picked up the shovel and said, 'Oooh. This is hard.' After all that, I could have been the drum major in a parade with my shovel. I was ready to go."

A lot of Macy's roles seem apple pie and fatherly, some sort of take on the American male. "I think it starts with the way I look, an all-American sort of look. The roles that I like..." He takes a long pause. "Y'know, the truth of the matter is, it's the script. I'll take a lesser role in a better script any day. I like to be in the good movies. The best of all worlds is the best role in the best movie. But I think I've been lucky because I know how to read a script."

And what does he look for when he's reading? "A terrible thing for an actor to do is to cop an attitude about his character. He's stupid, he's heroic, he's ugly, he's bad, he's a thief. You can't do that. It will blind you. No one says, I'm the ugly guy, I'm the bad guy, I'm the thief. Everybody does things for a reason. Everybody really wants to be the hero or his or her own movie. I think I got a reputation for taking really odd characters and humanizing them, because I look for the best intentions. The most obvious example is Jerry in "Fargo." I always thought the motivation behind everything he did was for his family, to save them."

Macy, a longtime acting teacher, describes an exercise. "I've taught a lot, and in acting classes we always used to give the idea, play Adolf Hitler coming up with the Final Solution. The Hollywood solution would be he's evil, he's evil incarnate. But if you really want to tell the truth about it, you show it in such a way as the guy who's standing up for what's right. That makes him a compelling and frightening bad guy. It's a rule, you can't have a good guy without a great bad guy. He's just evil, he's not a person. He beats the bad guy - who cares?"

What was the fun of "Mystery Men"? "I loved the whole idea of these losers, they're not superheroes. They just don't have what it takes to beat Casanova Frankenstein. But at the end? They realize there's no one else. Those are the best kinds of heroes, I think. The guy who doesn't have what it takes, but he walks to that last battle anyway, scared to death, but he shows up."