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Beethoven's Opus 131, completed in 1826, is a celebrity in the classical music world. One of the composer's late string quartets, it's famously beautiful – upon hearing it, Schubert reportedly said: "After this, what is left for us to write?" It's also infamously tricky to perform: At 40 minutes long, its seven movements are meant to be played without a break. This means that the instruments (two violins, a viola and a cello) will go out of tune, and the musicians will have to adjust to one another or face disaster. So there's drama in the piece – its seven intricate movements mirror seven stages of life – and drama in the playing of it.

No wonder Opus 131 has been featured in a play (Michael Hollinger's Opus), a TV miniseries (HBO's Band of Brothers) and in films, including I Heart Huckabees and Welcome to Sarajevo. It's also the star of the new film A Late Quartet, about a crisis in a successful, long-standing New York ensemble. (It opens in select cities on Friday.)

Written and directed by Yaron Zilberman – a film newcomer who knows his music – A Late Quartet stars Christopher Walken (cello), whose impending retirement threatens to destroy the group; Catherine Keener (viola) as Walken's protegee; Phillip Seymour Hoffman (second violin) as Keener's husband, who wants to move up in the group; and Mark Ivanir (first violin), who complicates things further by sleeping with Keener's and Hoffman's college-aged daughter (Imogen Poots), a violinist herself. It's a thrillingly grown-up film in which character is drama, and picking up a cello is as suspenseful as picking up a gun. It's also a rarity in cinemas these days, a movie that makes you feel smarter after seeing it.

Zilberman structured his story in conjunction with the movements of the piece: The first, a slow fugue, introduces the characters; the second, a light, airy sonata, sketches their relationships and conflicts; in the fifth, which is played presto (energetically), everybody fights; and so on. He lured smart actors and let them play against type, especially Walken and Keener.

"I play a lot of villains," Walken said in a joint interview with Keener during the last Toronto International Film Festival (which, coincidentally, also featured the upcoming film Quartet, Dustin Hoffman's directorial debut, about four opera singers in a retirement home for performers). As Walken spoke – softly, with characteristic, idiosyncratic pauses – he sat stock-still in an armchair, with his arms stretched out on its armrests. Only his mouth and eyes moved. It was a bit like interviewing a robotic model of Christopher Walken, albeit a remarkably lifelike one.

"When I got started in the movies, I played a sequence of people who were troubled: Annie Hall, I was a suicidal driver; The Deer Hunter, I shoot myself in the head," Walken continued. (The latter earned him an Oscar.) "Because movies are very expensive to make, whatever you succeed at, you can get stuck with. So this role was great for me, more human, the avuncular, decent man who means well."

He grinned. "The villain thing has always made me laugh a little," he added. "If I'm a villain, I make sure I'm kind of a silly villain. I've shot a lot of guns, but any time you see me do it, I sort of point vaguely in the direction, close my eyes and turn my head the other way."

Keener, whose voice is sexily raspy and whose hair was dyed blonde, had a disconcerting habit of her own: When Walken was answering a question, she'd gaze intently at me, as if she were assessing my sincerity. Together, they played a duet of polite, don't-screw-with-us-ness.

"After Being John Malkovich, there was a type of role that came my way," Keener said, referring to her Oscar-nominated role as the icy Maxine. "There's a word for it that I hate, starting with B and ending with itch. I didn't like it. It might have been appropriate" – she laughed dryly – "but I didn't like it, and I didn't want to do it. Some people actually thought I was Maxine, not because of how I am, but because of how she was acting in the film." She remembers a grip saying, "Maxine's not my type," and giving her "the high hat."

Thankfully, that subsided after Capote, where she played Harper Lee, earning a second Oscar nod, and The 40-Year-Old Virgin, where she was Steve Carell's love interest. "This role was great for me, too," she added, "a real family drama that's so intense, and so contingent upon everyone staying together and developing this organism."

The film's success was contingent upon something vital, too: The actors had to play auction-quality instruments authentically enough to portray a storied quartet, on a tight 25-day shooting schedule. Though not a musician, Walken grew up around them on Manhattan's Upper West Side – "It's a mecca for serious music, where whole families perform, tour and teach; it's a whole way of life," he said – and he was raised by Broadway comics and gypsies, the chorus singers and dancers. "That's a whole community, too, but it's a different thing," he admitted. Keener's son Clyde (with her ex-husband, the actor Dermott Mulroney) plays the cello, "but it was this whole other world for me as well," she said.

So Zilberman gave them a crash course. The film's score is played by the Brentano String Quartet, a highly regarded, 20-year-old ensemble whose name comes from Antonie Brentano, believed by some to be Beethoven's "immortal beloved." Zilberman brought the quartet into an intimate music studio, sat the actors at their sides, and had them perform Opus 131. He then filmed the quartet with five cameras, edited the phrases down to the ones he wanted to showcase in the film, and made a DVD for each actor with his or her part shown from five different angles. He assigned two coaches to each actor, and they learned what they needed for their five-, 10- or 20-second shots.

"I broke a big problem into small segments they could handle," Zilberman said in a phone interview. "The bow, the left hand, the body language." He used three cameras to film the sequences, and didn't stop shooting until the real musicians, stationed by the monitor, told him it looked authentic enough.

"I had this idea seven years ago, and I had to convince the world to join me on this journey," Zilberman said. "It wasn't easy, but it was worthwhile. I wanted to show a chamber music story, and a family story, to show that it's a life-cycle, that you can't stop. And that sometimes you go out of tune. That's how Beethoven designed it – he designed it for drama. The actors and I followed our passion, as Beethoven followed his."

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