After 15 years editing some of Hollywood's biggest comedy smashes ("Meet the Parents," "Austin Powers: The Spy Who Shagged Me"), Jon Poll was feeling ready to make his directorial debut. The film is "Charlie Bartlett," starring Anton Yelchin, Robert Downey Jr., Hope Davis, and Kat Dennings.

Here's a synopsis:

Expelled from a private institution, Charlie Bartlett (Anton Yelchin) is off to public school, where his privileged ways are immediately rebuffed by his classmates. Searching for popularity, Charlie begins to manipulate his psychiatrists to get his hands on ADD and anxiety drugs, which he then sells to his classmates. An immediate hit, Charlie soon becomes an ear for his school, with his peers coming to the makeshift analyst to help solve their problems. It also engages the attentions of Susan (Kat Dennings), the daughter of the principal (Robert Downey Jr.) who knows what Charlie is capable of and wants nothing to do with him.

The film opens on February 22nd.

Recently, Poll visited Scottsdale, Arizona to talk to DVD Talk about directing "Charlie" and the many challenges he faced while assembling his first feature film.

Question: How did your extensive editorial past prepare you for directing?

Poll: I've always considered myself a filmmaker no matter what I was doing and I've worked in a bunch of different capacities. It all seems like it leads to the same place, I went to film school and made short films, and it feels like a big circle. Since working on "Charlie" I've worked on a few big movies, I just don't take credit anymore. No question, sitting in a dark room for 20 years and talking to the actors who were just on a screen and asking them to do things, it's much easier on a set.

Also, I've worked with a lot of first-time directors too, and whenever you go through post, by the time they were done they would say, "If I knew back then what I knew now it would've been so much easier." I knew I needed a lot of takes, a lot of angles, and a lot of options. It was funny, because the studio said to me, "Oh great! You're an editor, and you're just going to shoot the pieces you need." I was like, "No!" And I ended up shooting double my film budget, and they let me because I think they thought I knew what I was doing. I told them, "Look, this is how you make a movie," and they trusted me. I had a very good sense of when I had scenes and didn't have them because I've been through that process.

There were three times when I didn't think I had it: two of those scenes didn't make the movie, and one of them was just an extraordinary amount of work to get it there. I've been doing this awhile; look, I've worked with Jay Roach, who is a great collaborator and mentor. I've worked with Mike Myers, Danny DeVito, Peter Weir, David Zucker, Judd Apatow; I've had the great fortune to work with all kinds of great filmmakers. I think I would've been a jerk if I hadn't picked something up along the way. Being an editor is a very good training ground. Actually, my favorite director who was somewhat inspirational for me making this movie was Hal Ashby, who was also an editor first.

Question: Is Robert Downey Jr. a miracle worker?

Poll: Robert Downey Jr. is astounding. I used to wake up and say, "Robert Downey Jr. is in this movie! I have to go work with him today." At first it was terrifying because, how am I going to say anything to this guy? But he's such a generous spirit on-screen and off. He takes on a role here that has some serious reflections on things in his personal past, and that's pretty brave. And he wasn't doing this movie to buy a Rolls-Royce, he was doing it because he responded to the material.

The first time I talked to him I said, "You know, Robert, if this was 20 years ago, you would've been Charlie Bartlett," and he laughed knowingly. His character's relationship with Charlie is a big part of the movie because he's more Charlie's father than Charlie's real father, and he starts out as a complete antagonist. Most teen movie you have a bad-ass kid who's dealing drugs, going after his daughter, selling fight videos, and just causing trouble in his school, and he (Downey's character, Principal Gardner) would've booted him out, or tried to. But he saw something in Charlie that he liked and responded to, and Charlie saw something in Gardner that he liked. It's actually touching to me that Charlie tries to take Gardner and get him closer to his daughter.

It's a lot of fun as a director to play with the surprises. It starts off a little more like a typical teen movie, an edgy one; not every teen movie has kids dealing drugs in school bathrooms, but it starts out in a more humorous vein. There are some laughs, but we do get serious. I think people are surprised by that in a good way. I hope they are at least. I hope that we were able to make a movie that was funny: had a lot of humor and a lot of heart, and actually offered something to talk about when you drive home.

Question: How would you describe Downey's acting process? Anton Yelchin's?

Poll: They are kind of different. This is a tricky thing to talk about, so be careful what you write so it doesn't get me in trouble! The fascinating thing is, Robert you could say anything to and he would go 180 miles in that direction. He's a very free, experimental performer and every take is different.

Anton is an extraordinarily prepared and hardworking actor, and very deep and rich as well. Even though he's a teenager, he's got a wisdom beyond his years. Anton wouldn't move as far with a suggestion as Downey would, and their styles were different. There was one scene where I really pushed Anton by having Downey play it differently off-screen than he did on-screen. Anton was actually worried at first, telling me, "Do you think the scene will cut together?"

They did come at it differently, but that's part of the puzzle for a director, where every actor approaches what they do a little differently. Look, I had a lot of good actors, and I didn't have to do much pushing at all. They really knew what they were doing. I had a lot of rehearsal with all the kids and only a couple of days with Robert, but he was only there for half the shoot. Hope Davis was only there for seven days. I showed Robert all the dailies from the first two weeks of shooting when he came up. I said, "This movie's different. We do some odd things, just take a look and see what you think." I think it let him know the world of the film, because its tone is a little different than other films, or I hope it is.

I think that helped. I was very inclusive with all the actors. Look, I was a first-time director and every moment was a gift from those guys. You said it, he's a miracle worker.

Question: How did you decide on Kat Dennings?

Poll: I would love to say I knew it from working with her on "40-Year-Old Virgin" (Poll executive produced the film) and that she would be perfect for this part. I walked into casting one day and there she was, and I went, "Kat!" And she went, "Jon!" She read the scene and was amazing. I think Kat is a really beautiful girl, but she's not your typical teen movie skinny blonde girl, and she has a lot of character and a lot of depth. There's not a lot of funny stuff she gets to do in the movie, but she's the heart of the film. It's a movie about listening, and Charlie's the guy who proves he knows how to listen to other people and has empathy for them, but she's the one who knows he needs someone to listen to him too. I find her performance quite moving.

Also, one of my favorite scenes in the movie is when Downey questions her about sleeping with Charlie, and she really stands up to him with some guts. Charlie is a pretty special kid and I knew he needed a pretty special girl for him to fall for.

Question: "Bartlett" appears to reflect influences from a number of teen rebel classics, such as "Harold and Maude" and "Ferris Bueller." Did you have any specific inspirations in mind while in production?

Poll: The biggest inspiration was Gustin Nash's script, and let me tell you his two inspirations. For me, specifically, when I did pitch to the producers and Gustin and the studio about what I wanted to do with the movie, I was hoping to make it a little bit like the films of 1970s, like Hal Ashby's films where darkness and light are mixed in scenes. I felt there was a lightness to "Harold and Maude" even though there was so much seriousness, and I felt in making this film to have humor would make all the seriousness easier to take.

There's stuff on the internet about all these movies I've seen and was inspired by, and some of them I haven't watched, like "Rock 'n' Roll High School" and "Some Kind of Wonderful." Everyone sees what they want. "Ferris Bueller?" They are similar in that they are both characters people follow and are somewhat charismatic.

Gustin was 26 years-old when he wrote the script. He went to USC film school, as I did, and he was working in the Burbank Mall in the Ritz Camera selling memory cards. He would hang out with the kids in the mall and he would talk to them about teen movies. They were always disappointed in the movies Hollywood was putting out, saying they felt talked down and that the movies didn't feel like an authentic voice for them. So, Gustin took it as a challenge to try and write a film that felt authentic, and he's going back to the mall to see it with those kids.

To be honest, for all of us on the film his script was the inspiration. I read a hundred scripts trying to find a movie I wanted to do, and the two I found were "Charlie Bartlett" and "Juno."

Question: The story concerns the world of teengers, yet the film is R-rated. Was there any pressure to cut the film to a PG-13, and are you comfortable with the R-rating?

Poll: I wouldn't say pressure, but there were suggestions. Sidney Kimmel Entertainment was extremely supportive. The truth of the matter is, we sent the MPAA the script before we shot the movie, and I have a lot of experience with them as an editor. Let me be clear here: in Canada or England you only have to be 14 to see the movie, they rate things differently.

It's R-rated because kids give other kids drugs. We could've taken out the swear words, we could've taken out the quick side view of a breast. That would've been easy. Does it create a marketing problem for these guys? Huge. Would this movie double its box office take as a PG-13? No question. The MPAA said, "If you take out every shot where a teenager has pills in his hand in the movie, you might be able to get a PG-13." But we had a too many shots. There wouldn't have been a movie. I should count them one day.

We play fast and loose with it and it's a source of great humor in the film, but it's also a source of some depth and seriousness. Charlie makes some big mistakes in the movie.

Question: What thoughts and feelings on anti-depressants and ADD medication do you hope the audience walks away with?

Poll: I hope people leave this movie feeling better than they did walking in. I hope it's a feel good movie in a very old-fashioned way. None of us have a beef with anti-depressants. We all know people with lives that have been helped by them when they're the right drug for the right person. Our only question is: there are a lot of kids taking a lot of drugs, and some of them are not the right drugs. I question how easy it is to have a kid hyped up on playing video games and eating sugar, and say "Well, take some Ritalin and we will see if you have ADD." I think that's a dilemma. We're really not a message movie, but we bring up points of discussion. I think we provide an alternative. We're not just slagging people for throwing pills around.

Funny, nobody mentions a few movies I thought we were similar to. "Chumscrubber" for instance, that deal with pills. I hope that we win trust back in the end because we show that alternative of just talking. I guess what I hope is that if there's one kid somewhere who instead of going for the easy fix of a pill talks to someone: a friend, a parent, someone about their problems. That's just a better thing in the long run for all of us.

Question: Yelchin's voice is an enigma of unique curiosity for me. Please explain to America: is it an elaborate Christian Slateresque affectation, or is that his actual voice?

Poll: That's his voice. That's totally his voice. That's not an actorly thing.

I ended up having to see 82 kids and 30 year-olds who would have to shave four times a day. Anton really is a 17 year-old and some of that may be part of his voice, but a lot of young actors in Hollywood have a cool thing going on. There's a slurring of words and a little bit of an affectation of a blue-collar variety to be more regular, and maybe because Anton's parents are Russian and he still speaks Russian at home sometimes, but he's got a quality…he needs to be an outsider at the beginning of the film. When Charlie goes to public school he has to seem like a real oddball. There's almost an aristocratic air that he's got and I wonder if that's almost what you're getting at with his voice. He doesn't do those things other kids do.

Question: How do you feel about Anton in "Star Trek?"

Poll: Well, it's pretty funny, we did our junket in L.A and I said to him, "You talked about 'Star Trek' the whole time!" Usually in these interviews I say, "Yeah, he's in a little indie movie called 'Star Trek.'"

Look, he's going to be a big star. Chekov is obviously not the lead in that movie but he's an extraordinary actor and he will do a great job. We might get a little more press because of "Star Trek" than we wouldn't have received otherwise, so I like "Star Trek!" Me likey.

Question: "Charlie Bartlett" had a bit of a release delay (from August '07).

Poll: A delay I'm happy about. We would've been buried and you probably wouldn't have had time to talk to us if we had come out in the summer. There were so many movies coming out.

Question: What's coming up next for you?

Poll: I was full-on preparing to spend the next year not working due to strikes, so how could I get anything going? Now I'm doing a movie with UA, who signed one of the first WGA deals, and we've had a writer working for a few weeks. It's a little similar to "Charlie" in that it has humor, heart, and something on its mind, but it has a lot more humor; more of an overt comedy.

It's called "Something Borrowed" and we're in negotiations with Anna Faris to star in it.

Question: She's wonderful.

Poll: Wonderful. Really funny. Not a lot of women will fall down in the mud for you. She will. And I've edited on a couple of the "Scary Movies," so I've seen her footage and I love the girl.