Salvador Dali, Lindsey Buckingham, Judd Apatow: Sometimes artists look close to home for inspiration. But few women have embraced the partner-as-muse role the way Leslie Mann has. Stealing scenes in everything from The Cable Guy to Freaks and Geeks, Mann embodies Apatow's ideal female with a lack of vanity and a whole lot of charm. We recently talked to a very sick Mann about her role in Apatow's new movie, This Is 40, out this weekend, and about snot stories and gentiles and distinctive voices.

ESQUIRE.COM: Hi, Leslie. How are you?

LESLIE MANN: Good. How are you?

ESQ: Doing well. You sound sick, though.

LM: I'm sick, yeah. Being sick and doing this is not fun.

ESQ: I'm sorry. I hope they're at least giving you some codeine cough syrup or something.

LM: I do have that, yeah, but I'm supposed to take that at night. Is that fun to take during the day?

ESQ: I wouldn't know anything about that sort of thing.

LM: So yes?

ESQ: You're in two of my favorite scenes in film history.

LM: Really? Which ones?

ESQ: The bouncer scene in Knocked Up and the car scene in The 40-Year-Old Virgin.

LM: I have so many people coming up to me yelling "French toast" or "Doorman, doorman, doorman!" It's just all the time. I love it.

ESQ: So making these movies that draw from your life must be kind of like being on The Marriage Ref with the public acting as judge. Is it vindicating for you when people tell you that your character's right?

LM: A little bit. It feels emotionally truthful to me — some of the feelings you have as a woman turning forty and being in a long-term relationship. But it is fictional. It's not my life. But in the years before making the movie, there's a very long conversation between Judd and I about these two characters, and sometimes we'll have conversations or arguments through the characters, and things that we're afraid to say to each other we can kind of say through the characters.

ESQ: I didn't know you were so integral in coming up with the story until I heard Judd say on NPR's Fresh Air that you came up with the scene where your character is seducing Paul Rudd's character with her breasts out. You look amazing, by the way.

LM: Oh, thanks.

ESQ: What else did you come up with?

LM: Probably 95 percent of it. No, just kidding. But... I'm the female voice, but Judd writes everything. I wish I had his discipline to be a writer. I don't know how you guys do it. To go and sit down and just write everything down. But it's a struggle for you guys, right?

ESQ: I can't speak to Judd's level of prolificity. I've been with my boyfriend for five years, but I was a little bit scared by how much I related to this movie at age twenty-four.

LM: Really? That's so good! I hope that younger people will go see it, and not just think that it's about a bunch of old people. And you're only twenty-four?

ESQ: Yeah.

LM: You're just a baby.

ESQ: People must ask you all the time if it ever gets too personal when Judd puts these things on screen. But I saw you on The Tonight Show telling way more embarrassing stories about him than anything he's written about you.

LM: What did I say on The Tonight Show? About his snot?

ESQ: Yes.

LM: No, we talk about it beforehand. And just the same with the movie: Everything is discussed beforehand. And like I said, it is fictional. The feeling, the emotion is real. But it's fictional.

ESQ: I just saw that you're going be in the film adaptation of Jonathan Tropper's This Is Where I Leave You, which is one of my favorite books.

LM: I don't know if I am or not. Adam Shankman was gonna direct it, and now Shawn Levy's gonna direct it. I don't know if they would have the same cast as Adam Shankman picked. But I hope I can. That would be fun.

ESQ: It's a book all about Jewish people, but all the cast members listed on IMDB are gentiles.

LM: They're not Jewish. I know, I don't understand that. I'm not sure how that would work, but yeah, kinda doesn't make much sense.

ESQ: You have such a distinctive voice, and you've done voiceover work in ParaNorman and Rio. Did it always help you get parts?

LM: When I was younger, I had a lot of people telling me that that was an issue, and that's why I wasn't getting jobs. I was teased relentlessly when I was a kid about my voice, so it's kind of nice that now I'm making a lot of money with it. I tried to get into a commercial workshop class when I was in high school, and the woman wouldn't let me in to the class because of my voice. She said that I would never work as an actress. And I was gonna pay for the class. So that's how bad it was for her — she didn't even want my money. I have a friend who has a very different way of talking, and he's hugely successful. And people always told him that he should change the way he spoke.

ESQ: Are you telling me you're best friends with John Malkovich?

LM: I wish he was my friend. Oh my God.

ESQ: Then there's Christopher Walken, and Seth Rogen.

LM: He's like a bear with a Tourette's laugh.

PLUS: Judd Apatow, the Assessment, by Tom Chiarella >>

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Anna Peele

Anna Peele is a culture writer and editor who has written features for Esquire, GQ, The Washington Post Magazine, and New York Magazine.