When director Mark Waters gave us the high school satire Mean Girls in 2004, he probably didn't expect that nearly every line of dialogue in Tina Fey's script would be immortalized in GIFs, memes, and everyday conversation for the next decade. Where does one start when choosing the ever-fetch Lindsay Lohan film's finest attribute? Could it be "queen bee" Regina George's (Rachel McAdams) fearsome reign over the popular Plastics clique? What about impish outsider Janis (Lizzy Caplan) and her best friend Damian (Daniel Franzese), a polo-wearing cynic who is deemed "too gay to function"? What of Amy Poehler's turn as a vapid, fabulously tracksuited "cool mom"? Or the shrill, worried bleat of Gretchen Wieners (Lacey Chabert)? All are acceptable answers.

Now, Waters -- who also helmed The Spiderwick Chronicles, Mr. Popper's Penguins, and the Lohan-starred remake of Freaky Friday -- is pairing up with another cutting writer for his newest film Vampire Academy: Blood Sisters, out February 7. The scribe is his older brother Daniel Waters, the man who wrote the grimmest yet most croquet-positive comedy of the '80s, Heathers. He also penned Batman Returns, which remains the most watchable Gotham classic based on patent-leather catsuits alone.

Vampire Academy: Blood Sisters is based on Richelle Mead's YA novel and concerns a pair of discreet vampires (Zoey Deutch and Lucy Fry) who return to their vampire boarding school to rediscover the sinister hierarchy within it. Sarah Hyland costars in a role that stands in pretty stark contrast to her character Haley on Modern Family, and the movie dishes out as much wicked dialogue as you'd expect from the minds of Mean Girls/Heathers originators. We caught up with Mark Waters to discuss his path to moviemaking, his favorite irreverent comedies, and the legacy of Mean Girls' great gay character.

The Backlot: I read in your Huffington Post essay about making Vampire Academy you were drawn towards the original YA book's irreverence. Why is irreverence such a powerful force in this and many of your movies?

Mark Waters: My brother says that he likes to work on a genre when the genre is dying because then people are ready to poke into it and riff on it. When he wrote Heathers, we were at the tail end of the John Hughes era of teen movies. People were kind of sick of teen movies, so then Heathers came along and kind of tore the whole house down on what people thought they could expect from a teen movie. With Vampire Academy, we realized early on that the vampire genre is way overplayed right now. People have a lot of fatigue with the Twilights and Vampire Diaries of the world. But there's something about the books that Richelle wrote that felt fresh, interesting, and fun. It's mostly this character of Rose -- there's something about her that's different from all the other characters in the YA books. That made me say, "Danny! We could do a vampire movie where we're servicing the life-or-death stakes of a vampire movie while injecting some of that high school comedy." People say it's a mashup of Harry Potter and Twilight, but if anything we're taking those ideas and doing something fresher and dare I say irreverent. We're riffing on both of those kinds of movies. If it were another serious, sincere, on-the-nose vampire movie, people would want to vomit. But with the Waters humor in it, hopefully that makes it worth checking out.

The Backlot: Do you have favorite movies that feature particularly wicked dialogue?

MW: You have to go back the time when people actually wrote dialogue. [Laughs.] It's hard to even talk about that! The movie I always think of is Casablanca. It's one of the first movies where I noticed it was written. I was dragged to it, and I was thinking, "Ugh, I can't believe I'm seeing Casablanca." But I was really taken with it, even though it was this old black-and-white movie. I was loving the fact that it felt very much scripted, yet the actors played it completely straight. That was part of the beauty of Bogart. I try to do that with my actors; I want to make sure they're not playing anything like they know it's funny or that there's a joke there. You never play a joke. You play going after what you're trying to get. If the dialogue is good, it pops out and can be funny. Network is another movie that had a huge influence on me. Paddy Chayefsky -- and his movie The Hospital, kind of an unacknowledged gem that has this great stylized dialogue, but it's played completely straight. It's one of the things that I loved Mean Girls when I first read that script. I just felt like I was reading something that as a piece of writing on a page was really, really inventive and frankly astounding to read. It made me think, "OK. Let's see if we can bring this to life without having it feel arch and stylized." That's what inspired me about it.

TB: The idea of you finally working with your brother sort of scares me. Was it daunting to combine forces? What don't we know about your collaborative skills?

MW: Well, the thing about Dan is, you have to go back to square one. Danny was a movie freak and a cinephile from out of the womb. He's only 18 months older than me; we're Irish twins. At a certain point when we'd be playing a football game outside, Danny said, "I'm not playing. The Rockford Files is on." We're like, "You're going to watch a TV show instead of play football?" He became this guy who wanted to do nothing but watch TV and movies. And write. In seventh grade he wrote an entire screenplay that was like a spy thriller with him as the lead with the other people in our school as the cast members. When he saw Jaws, we were having ice cream and he said, "I'm going to move to Hollywood and be a screenwriter." He was Mozart when it came to movies. He knew exactly what his goal was and what he was doing from the beginning. I, on the other hand, had a completely different pathway. I barely saw movies when I was kid. I remember not even seeing Star Wars when it came out and saying to my brother, "Why would you be sitting in a theater in the summertime when you could be out playing basketball?"

TB: Wow.

MW: That was my mindset! I went to college for pre-med, and somewhere in the middle of college I discovered that there were really hot girls in the theater department. I took a theater class and pretty soon I thought, "Maybe I'll take another theater class." Then I found myself uninterested in my pre-med classes and dropped off the deep end and was sneakily getting a minor in theater arts. When I left college, I moved into being a director in theater. Then in San Francisco I did nothing but act and direct theater for five years, and then I made a couple of short films, got into the American Film Institute, and by that time my brother was a fully working screenwriter. I used to visit his sets. I always loved my brother's screenplays. They were always inventive and interesting and fun to read. Then I'd go to the sets of his movies and see Renny Harlin trying to direct comedy or Tim Burton trying to direct comedy with Michelle Pfeiffer. I'd be like, "Oh my God. They're completely missing this. They're completely f*cking up this screenplay. How dare they!" I suddenly had this inspiration, like, "If only I learned about all these cranes and crap, I could probably do this better." I started to do movies and less theater, and then once the AFI happened, I became fully invested. But it took Danny awhile to even acknowledge the fact that I was doing what I was doing. It was only when Mean Girls came out that he acknowledged I was a director and in the DGA! But he always knew that as far as "getting" his stuff, most people can read it and enjoy it, but very few people know how to direct his material and walk the tonal balancing act needed to make it work. He'd include himself in that group of people who doesn't know how to direct his own writing! He says, "There's something about my writing that requires fine care so that the tone works right." Like with Network and Casablanca, you've got something that is stylized on the page, but it needs to not be arch or phony when enacting it. I always feel like because I know him and his work so well, I feel like I know how to do that. I think we did it in Vampire Academy, frankly. I think Danny's humor and wit comes through, but not at the expense of storytelling.

TB: In Mean Girls you directed Rachel McAdams, Lacey Chabert, and Amanda Seyfried in roles that were really against their types. Did it feel similar directing Sarah Hyland here?

MW: She has a certain persona that everyone knows from Modern Family, but it couldn't be further from who she actually is. She's actually much more like Natalie [her Vampire character] than her Modern Family character. She's this really fun, goofy, Lucille Ball-like person. But not unlike Natalie, she's not under-confident in that, in how much of a goofball she is. She undergoes interesting transformations throughout the movie, and it was fun working with her and getting to those places she needed to go.

TB: Whenever I think of Mean Girls, I always remember what a great character Damian is. He's kind of a pariah, but he's happily sardonic, really funny, and fine with being "too gay to function." How did you go about making that role work and finding Daniel Franceze to play him?

MW: You know what? That was a huge struggle for us, that character. Tina, on the page, we had an idea about it. We kept auditioning people and everything just felt wrong. Daniel is interesting because we were hanging out in a waiting room -- Tina and I -- before the audition began. We were just talking to him and loving him as a personality and as a natural persona. Then he came in and didn't do a great audition. [Laughs.] Nobody did! Then it came around time for the read-through, and we were about to start shooting the movie. We still hadn't cast Damian. Tina said, "You know, Daniel was really funny. Give him another shot. Have him come do the read-through. I know he'll at least read it funny. Maybe he won't book the part, but he'll read it well." Then he came to the read-through, worked and worked and worked on it, and he basically destroyed the read-through. There was another cast member I won't talk about who ended up getting fired on the read-through because they were so bad at the reading. We had to replace them. Daniel didn't even have the part, and he came in and was so amazing that we gave him a contract as he walked out. We were waiting for someone to define the character for us, and what you're getting at is what he has. He's somebody who's cocky in his awkwardness. That made it seem cool. Like Kevin Gnapoor. Tina and I always say one of the funniest things in all comedy is a small person playing big. Big in their egos, their energy. Kevin Gnapoor had that too, another great character.

TB: Watching the Mean Girls DVD special features, it's clear you tried out several different lines and jokes in most scenes. Were there any impromptu comic choices that you're particularly proud of?

It's hard to remember that now because one of the great things and luxuries then was to have the best punch-up writer in the business on your set. If a joke wasn't working, I'd be like, "Tina, what can we do?" She'd say, "Give me a minute" and give me five new lines that were all funnier than the last. We'd try out discarded jokes that got lost in production from, like, two drafts back. And that would sometimes be the thing that worked. You never know with comedy. You have to put it in front of an audience before you know whether it's funny or not. Sometimes what's on the page is funny and sometimes it's what's onscreen.