Skinny dipping with Michael Jackson? Improbable as that sounds, it's exactly what Jane Fonda did with the late superstar.

It was the early 1980s, and Jackson had come to visit her and one of his heroes, Katharine Hepburn, on the New Hampshire set of "On Golden Pond," in which Fonda starred with her father, Henry, and Hepburn.

"[He] came and stayed for 10 days," recalled the actress, whose new movie, "Youth," opens Dec. 4. "And when I first asked [Hepburn] permission she was not happy. Then the crew said, 'You don't understand. It's Michael Jackson!' We lived together. I went skinny dipping with him; also, by the way, with Greta Garbo."

Speaking on October 7 to a student audience at the Loyola Marymount University School of Film & TV, where she was taking part in the ongoing "Hollywood Masters" interview series moderated by THR's Stephen Galloway, Fonda added: "But she accepted him; he wanted to be a movie star -; he had just finished doing The Wiz. And he had a tape recorder with him, and every day I would bring him to the set, and in between scenes she would sit down in a chair and pull over a chair for him and tell him stories. I wish I knew where those tapes were. And every story embedded a lesson: for example, she talked about Laurette Taylor -; and anyone who was alive to see Laurette Taylor in Glass Menagerie has seen as great a moment of acting as [there is]. So she described to Michael seeing this transcendent piece of acting [and how] she then saw her 25 or 30 years later playing the same role, [and] the magic was gone. And she said to Michael, 'She wasn't hungry anymore.' What a great thing to say to a young, rising star like Michael: 'You gotta stay hungry.' "

A scene of 'Sunday in New York', with Cliff Robertson comforting Jane Fonda, his sister in the film. New York, 1963. (Photo by Mondadori Portfolio via Getty Images)

The US actors Rod Taylor and Jane Fonda are sat close, at the races, in a scene of the film 'Sunday in New York'. New York, 1963. (Photo by Mondadori Portfolio via Getty Images)

Actor Henry Fonda (centre) with his children, actors Jane and Peter, attending a tribute to Henry by the American Film Institute, at the Beverly Hilton Hotel, California, circa 1975. (Photo by Frank Edwards/Archive Photos/Getty Images)

A scene of the film 'Sunday in New York', with Cliff Robertson introducing Jane Fonda (on the right) to Jo Morrow (on the left), who are his sister and his girlfriend respectively in the film. New York, 1963. (Photo by Mondadori Portfolio via Getty Images)

WASHINGTON, DC - DECEMBER 06: Jane Fonda attends the 2014 Kennedy Center Honors Gala Dinner at the U.S. Department of State on December 6, 2014 in Washington, D.C. (Photo by Ron Sachs-Pool/Getty Images)

HOLLYWOOD, CA - SEPTEMBER 15: Actress Jane Fonda arrives at the premiere of Warner Bros. Pictures' 'This Is Where I Leave You' at TCL Chinese Theatre on September 15, 2014 in Hollywood, California. (Photo by Kevin Winter/Getty Images)

HOLLYWOOD, CA - SEPTEMBER 15: Actress Jane Fonda arrives at the Los Angeles premiere of 'This Is Where I Leave You' at TCL Chinese Theatre on September 15, 2014 in Hollywood, California. (Photo by Gregg DeGuire/WireImage)

HOLLYWOOD, CA - SEPTEMBER 15: Actress Jane Fonda arrives at the Los Angeles premiere of 'This Is Where I Leave You' at TCL Chinese Theatre on September 15, 2014 in Hollywood, California. (Photo by Gregg DeGuire/WireImage)

TORONTO, CANADA - SEPTEMBER 08: Jane Fonda attends the Guess Portrait Studio during 2014 Toronto International Film Festival on September 8, 2014 in Toronto, Canada. (Photo by Aaron Harris/WireImage)

HOLLYWOOD, CA - SEPTEMBER 15: Actress Jane Fonda (dress & hair detail) attends the premiere of Warner Bros. Pictures' 'This Is Where I Leave You' at the TCL Chinese Theatre on September 15, 2014 in Hollywood, California. (Photo by David Livingston/Getty Images)

TORONTO, CANADA - SEPTEMBER 08: Tina Fey and Jane Fonda attend the Guess Portrait Studio during 2014 Toronto International Film Festival on September 8, 2014 in Toronto, Canada. (Photo by Aaron Harris/WireImage)

TORONTO, CANADA - SEPTEMBER 08: Jane Fonda attends the Guess Portrait Studio during 2014 Toronto International Film Festival on September 8, 2014 in Toronto, Canada. (Photo by Aaron Harris/WireImage)

CANNES, FRANCE - MAY 16: (USA SALES ONLY) (L-R) Caroline Gruosi-Scheufele, Jude Law and Jane Fonda attend the Diamonds Are Girls Best Friend event during the 64th Annual Cannes Film Festival held at Hotel Martinez on May 16, 2011 in Cannes, France. (Photo by Eric Ryan/Getty Images)

BOMBAY, INDIA: US actress Jane Fonda (C) gestures along side playwright, Eve Ensler (L) and Dr. Armida Fernandez (R) as they talk to the press at the Society for Nutrition Education and Health Action (SNEHA) for Women and Children in Bombay, 09 March 2004. Fonda and Ensler along with other celebrities who are in town to perform in a Poor-Box production of the provocative play 'Vagina Monologues', did a tour of a part of the SNEHA Mecial Centre to lend support to the great work being done there. AFP PHOTO/Rob ELLIOTT (Photo credit should read ROB ELLIOTT/AFP/Getty Images)

Jane Fonda during Children's Aid Celebrates 20 Years of Teen Pregnancy Prevention at Harvard Club of New York in New York City, New York, United States. (Photo by Djamilla Rosa Cochran/WireImage)

002 06/24/98 Washington Dc Jane Fonda Addresses A National Press Club Luncheon In Washington, D.C. Where She Talked About Teen Pregnancy And Offered Tips To Parents For Guiding Their Children. (Photo By Karin Cooper/Getty Images)

Media mogul Ted Turner and his wife actress Jane Fonda arrive 04 October 2003 in Washington at the premiere of 'Guettysburg' a new four-hour motion picture chronicling the three-day battle of the U.S. Civil War. Turner's production company Turner Pictures presents the movie based on the Pulitzer prize winning novel 'The Killer Angels' by Michael Shaara. AFP PHOTO JENNIFER YOUNG (Photo credit should read JENNIFER YOUNG/AFP/GettyImages)

Jane Fonda snuggles with a child in a scene from the film 'Hurry Sundown', 1966. (Photo by Paramount/Getty Images)

The two-time Oscar winner ("Klute," "Coming Home") also spoke about her father, the star of such pictures as "The Grapes of Wrath" and "12 Angry Men." "I'm older than he was when he died," the 77-year-old actress noted. "And at this late stage of my life, I'm happy to be able to say: 'Dad, I love you dearly. I know you did your best, and I'm proud that I've evolved past you.' I've worked really, really hard on myself to not be judgmental, you know. He was a certain generation of person who believed that therapy, and religion, and Prozac, and all of those kinds of things that some of us really need -- belief, faith, therapy -- were crutches. 'They're all damn crutches.' And so, you know, I've worked hard to not be mired in depression and judgment and things like that. And I say that with great love in my heart for him. I think that if there had been Prozac then, our lives would all have been different."

A full transcript follows.

STEPHEN GALLOWAY: I'm absolutely delighted to welcome Jane Fonda. [APPLAUSE]
JANE FONDA: Thank you. Thank you for that generous invitation. [Pointing to her dog] This is the kind of dog that can't be really left alone. [LAUGHTER] It's not like I need her, but I can't --

GALLOWAY: I want to start with your father. One of the great actors, a man whose acting you admired, but not the easiest relationship. How did he influence you and shape the way you imagined your life when you were young?
FONDA: Oh, phew. [LAUGHTER]

GALLOWAY: We start with the easy questions.
FONDA: Well, he was the parent that I wanted to have love me. He was the one that I wanted to make proud. He didn't talk very much, but the movies that he did that I knew he connected to on a primal level were "Grapes of Wrath," "Young Abe Lincoln," "Twelve Angry Men;" roles where he stood up for the underdog, roles where he fought, sometimes risking his life for fairness and justice. And because I loved him and wanted him to love me, I knew that that's the kind of person he wanted [me] to be and that I wanted to prove to him that I could also fight for underdogs and try to stand up for justice. So in terms of, how come I became an activist and everything, it's because of dad, I think. Although when the time actually came that I as an activist, he who remembered the McCarthy witch hunts in the '50's was not very supportive of me, but anyway. That's another, that's a whole other -- you all are too young to remember hat.

GALLOWAY: Well not everybody, but...; [LAUGHTER]
FONDA: He did not encourage me to become an actor nor did he encourage my brother Peter Fonda because he was too afraid that we wouldn't be talented and we'd end up having to do automobile shows and things like that, the way some of his friends had.

GALLOWAY: Did you ever talk with him about your future?
FONDA: No. I didn't talk with him about anything.

GALLOWAY: Ever?
FONDA: Not really. He didn't like to talk much.

GALLOWAY: When you did start acting, did he like your work?
FONDA: He never told me directly, believe it or not. But since his death in the early '80's people sometimes send me interviews that he's done, like with Jonathan Ross in London, that made me cry, where he talked about, you know, me as an actor [and] it just blew my mind. I had no idea that he admired me.

GALLOWAY: Do you see similarities between the two of you?
FONDA: Well, he was a man of great integrity. I'd like to think that I have integrity. But, you know, to tell you the truth I'm almost 78 years old. I'm older than he was when he died. I'm older than Katharine Hepburn was in "On Golden Pond." And at this late stage of my life, I'm happy to be able to say "Dad, I love you dearly. I know you did your best, and I'm proud that I've evolved past you." You know what I mean? I've worked really, really hard on myself to not be judgmental, you know. He was a certain generation of person who believed that therapy, and religion, and Prozac [LAUGHS], and you know, all of those kinds of things that some of us really need -- belief, faith, therapy -- were crutches. "They're all damn crutches." And so, you know, I've worked hard to not be mired in depression and judgment and things like that. And I say that with great love in my heart for him. I think that, you know, if there had been Prozac then, our lives would all have been different. [LAUGHTER] Wow, I didn't expect you were going to ask such personal questions right out of the box.

GALLOWAY: Oh I'm sorry. You did one film with him?
FONDA: I did. I produced it. Oh for years I wanted, before he died, to make a movie with him, and I tried to develop a movie about the American Revolution called A House Divided, based on a true incident, and it didn't work. Anyway, I saw the play On Golden Pond and I thought, you know, my part is the smaller part, but oh boy this is a great part for him. It could win him an Oscar before he died. He died five months after he won his Oscar. And so I produced it, and we didn't know right away who we were going to get for the woman. And one day, me and my producing partner Bruce Gilbert, the office phone rang: "Hello. Guess who? It's Katharine Hepburn." And you know, she pretty much said, "I want to do this."

GALLOWAY: You met with her, and you have this fascinating meeting where she says to you, first of all she's not going to do it, and within an hour she's talking about who's going to get billed first.
FONDA: Well her first words to me in person were, "I don't like you," which, you know, is kind of like having God say that you're worthless. [LAUGHTER] And the reason that she was so angry I realized, I found out, she told me, is because she and my father had never met. I mean that's one of the interesting things about Hollywood. You can be a big star but never meet each other, and they had never met. And so it was in the context of: they were going to be working together on "On Golden Pond" when they met, and I wasn't there.

GALLOWAY: Oh wow.
FONDA: Which to her was a huge sign of disrespect. I had chosen instead -- because I was about to do a movie I'd spent 12 years developing called "The Dollmaker" -- I was on a road trip with Dolly Parton, trying to discover what it meant to be a hillbilly. I mean, you know, right? But she was so angry with me. And then she said, "I've torn my rotator cuff, and I think you should hire Geraldine Page." And the minute she said that I knew what the deal was. She was going to offer to quit before I or my partner would have a chance to say, "We can't really, you know, you're not going to be well enough in a month," and so she took the offensive. And then when I said to her -- totally, by now, I was a shriveling piece of humility -- "Oh, Miss Hepburn" (which I always called her: Miss Hepburn, always) "We will wait for you. There is no one else that can do this part. We will make the canoe you have to carry out of balsa wood if necessary, but you must...;" So once she realized, then she said, "Who's going to get top billing?" [LAUGHTER] Because she thought, you know, it's interesting 'cause right at that moment in cinema history she was a much older woman who was no longer a box office draw, and I was more of a box office draw. So she assumed, because it's what she would have done, that I would request top billing.

GALLOWAY: I think it's the most extraordinary thing. And you say something really interesting in your book ["My Life So Far"]. You say, "Maybe that's what separates legends from stars." That she has this competitive streak.
FONDA: Let me just tell you the last thing she said to me. When I was nominated as best supporting actress, she was nominated as best actress. My father was nominated as best (actor), they both won and I didn't. Neither of them were there, they were too sick. I called her the next day to congratulate her. You know what she said to me? "You'll never catch me now." [LAUGHTER] And it took me a second to realize what she was talking about. She's so competitive. I had two, she had three. If she hadn't won and I had we'd be tied. [LAUGHTER] Now she had four, there's no way I'm going to catch up to her. Such a character. [LAUGHTER]

GALLOWAY: You said she was one of the two most fascinating people you ever met. The other being your third husband, Ted Turner. Why? What made her fascinating?
FONDA: Oh, well she was on the one hand very prickly. I mean she was a snob, she was very moody, she was very judgmental. Michael Jackson came and stayed for ten days on the set. And when I first asked her permission, there's this young singer, a black young singer that I would like to invite, she was not happy. Black kid is going to? But then the crew said you don't understand. It's Michael Jackson. And so she went... --

GALLOWAY: And he stayed at your house?
FONDA: He did. We lived together. I went skinny dipping with him.

GALLOWAY: Wow. [LAUGHTER]
FONDA: Also, by the way, with Greta Garbo.

GALLOWAY: Oh wow.
FONDA: Which you would know if you read my book. Anyway...;

GALLOWAY: Well the Michael Jackson story isn't there.
FONDA: No, I took -- listen, the stories that I took out of there could make a whole new book, and probably will one day. [LAUGHTER] But, you know, so she had that attitude about allowing a young kid that she'd never heard of...; But she accepted him; he wanted to be a movie star -- he had just finished doing The Wiz. And he had a tape recorder with him, and every day I would bring him to the set, and in between scenes she would sit down in a chair and pull over a chair for him and tell him stories. I wish I knew where those tapes were. And every story embedded a lesson: for example, she talked about Laurette Taylor, probably one of the great American actors of all time, and anyone who was alive to see Laurette Taylor in Glass Menagerie has seen as great a moment of acting as...;

GALLOWAY: Did you see her onstage?
FONDA: No, I'm not that old. [LAUGHTER] So she described to Michael seeing this transcendent piece of acting. She then saw her 25 or 30 years later playing the same role, the magic was gone.

GALLOWAY: Oh wow.
FONDA: And she said to Michael, "She wasn't hungry anymore." What a great thing to say to a young, rising star like Michael: You gotta stay hungry. Don't ever phone it in. Don't ever take it for granted. You know what I mean?

GALLOWAY: Are you still hungry?
FONDA: Oh, you have no idea. [LAUGHTER]

GALLOWAY: But you gave up acting for 15 years.
FONDA: I did, I did. You know, when I'm going down a dark hole...; I must have stopped the Prozac I guess -- Can you hear me talk? Is my mic loud enough? OK -- When I go down a dark hole on a personal level and feel really, really bad about myself, I can't act. And that happened to me -- it started to happen in like '87, '88. My last film was with Martin Ritt.

GALLOWAY: Stanley and Iris, right.
FONDA: Stanley and Iris. And I just said, I can't anymore. I just can't. It's too painful. I'm going to become a full-time activist. But then Ted Turner sailed into my harbor and that was that. [LAUGHTER] And so I spent 10 years with Ted and then five more years writing my memoir. And by the time I finished my memoir I thought: I think I could be an actor again. By now I'm 65. And it's unusual to be able to get a new career. I mean I'm really blessed that I could rebuild my career. I didn't miss it for a minute, actually. How did we come to talk about that?

GALLOWAY: Well, we're going to go back for a moment because I don't want to let go of On Golden Pond. This is a scene with her father, and she writes in her book about the moment when she touches him. By the way, she does a back flip in this -- you were going to use a stunt person and Katharine Hepburn dared you to do it -- but she talks about the moment in this scene where she lays a hand on her father, and we're going to see it and then...;
FONDA: Can I just explain it, a little back story? My father was the kind of actor who had to have everything planned in advance. And for some reason, it seems counterintuitive for an actor -- emotions terrified him. If he was in a scene with somebody who was crying and emotional, it disgusted him. And everything had to be exactly the way it was at rehearsal or he would be very, very angry. This was a big scene for me. Not just in the movie and everything, but I've never worked with my father before in a movie, and he wasn't the kind of man where you say, I love you. And he didn't say, I love you. And so in this scene I am asking him to say things to me, and I'm saying things to him that we never said in our lives to each other. It was so important to me that he exhibit emotion. So I wanted to do something that we had not rehearsed, and I waited for his close up. And you will see the moment after I say I want to be your friend, and I reach out and I touch his arm, and you'll see him go like this. Tears [SHE CRIES] came to his eyes, and he was ashamed to have the camera see it. So he hid. But I saw, and it mean the world to me.

GALLOWAY: Let's take a look at this clip from "On Golden Pond."

[CLIP] [APPLAUSE]

GALLOWAY: What did you think, watching it?
FONDA: I didn't watch it. [LAUGHTER]

GALLOWAY: I noticed you didn't.
FONDA: No, I get too emotional.

GALLOWAY: You do?
FONDA: I can't watch the movie without blubbering. [LAUGHS]

GALLOWAY: You left home. You went to Vassar as a young woman. You did some modeling. You really weren't sure about acting, and then you had this extraordinary meeting with the great acting coach, Lee Strasberg. What did he say and how did that change your life?
FONDA: Well, he accepted me into his private classes, much to my father's dismay, he hated acting school. Just like he hated religion and therapy. And I was there, I sat next to Marilyn Monroe in the back of the room, and she never did do a scene because she was too scared. And it took me a couple of months and finally he said, I want you to do an exercise, sense-memory exercise, and you know, I did one, and he said to me that he thought I had a lot, really a lot of talent. And I really had been about to quit the class and I really didn't think I needed to be an actor. I had no ambition to be an actor or anything like that, but I have to get a job, so I could move out of my father's house...; and Lee telling me I was talented just kind of, I felt like the top of my head came off and birds flew out. And when I walked downstairs after the class was over, out into the streets of New York, I owned the city. The sky looked different, air felt different, everything was different. And from that day on, I woke up knowing what I wanted to do. And there's nothing greater than knowing what you want to do.

GALLOWAY: Did you continue to work with him?
FONDA: I did. Unfortunately, I became a star right away -- and it really was unfortunate: you don't want that to happen.

GALLOWAY: Why?
FONDA: I didn't have enough time really building a strong foundation technique, I think. You know, I wish that I'd studied more with him, and I wish I'd gone to Juilliard. And really gotten the whole thing, the voice, the body, the movement, the whole...;

GALLOWAY: Do you feel you lack some of that?
FONDA: Yeah, I do.

GALLOWAY: Really?
FONDA: Yeah, I do.

GALLOWAY: Are you nervous when you take on a role?
FONDA: Of course. If you're not nervous, there's something wrong. And the challenge is not to not be nervous, but to relax with your nervousness, and harness it to energy. You know, relaxing -- that was the big thing that Lee taught everybody, the importance of relaxing, 'cause if you're not relaxed, you know, all the doors of creativity slam shut.

GALLOWAY: And how do you relax?
FONDA: Well, I meditate. But just breathing. And doing a scan of your body and making sure that every muscle in your body is just: start at your toes, and work up, or vice versa. While you're breathing.

GALLOWAY: So you started making, you start on stage, you did Tall Story, you did some films, and then you give it all up and you move to Paris.
FONDA: Well I moved to Paris, I moved in with a director. And didn't give it up, like I just made movies over there. And I came back, I made Cat Ballou during that time.

GALLOWAY: Right, which I love.
FONDA: The Chase and a bunch of other things.

GALLOWAY: How do you think moving away affected your career?
FONDA: Oh, it was probably a terrible idea. I mean I'm just, it's like, I cannot believe that I even have a career for so many reasons. You're not supposed to go to Paris when you're just starting and then go and live in an attic with a French guy who can barely speak English. I mean --

GALLOWAY: Did you speak French together?
FONDA: Yeah, that's how come I can speak French pretty well. If he'd spoken English better, I probably would never have married him, but anyway. [LAUGHTER] He was the director of Barbarella. No, it was a terrible for my career. I never did anything strategic career-wise, until "Monster-in-Law."

GALLOWAY: Oh wow.
FONDA: Here's what I mean by strategic. OK, I had not worked in 15 years, I decided at the end of riding that, that I wanted to work again, 65 years old. I was sent a script called Monster-in-Law. It was a terrible script, but Jennifer Lopez was connected to it. I don't know why she accepted to do it. It was terrible. But I went to Richard LaGravenese --

GALLOWAY: -- who wrote it.
FONDA: I asked my best friend, who's a producer, Paula Weinstein, to be one of the producers, 'cause if she's on the project, I'm safe. She brought in Richard LaGravenese, [and] he and I worked together and he wrote me the character of Viola, and I thought, it's a popcorn movie, you know, the critics are going to hate it, which they did. But Jennifer Lopez! A whole generation of young people are going to come to the movie; they have no idea who Jane Fonda is. But they're going to come for Jennifer. And to this day, if I walk down the street, and I see some young people, especially young girls, especially young girls of color, and they recognize me, and I can see they're getting excited, I know exactly what they're going to say. Forget Julia, and Coming Home and Klute, and all the rest of it. "'Monster-in-Law.' I've seen it ten times. You know." Because I was really funny, and you know why I was really funny, 'cause I spent ten years married to Ted Turner. [LAUGH] And you know what he taught me, is that you can be totally outrageous and over the top, and still loveable.

GALLOWAY: I wrote a profile of him. I don't want to spend this limited time talking about Ted, but he was extraordinary. And -- should I say this? -- missed you enormously.
FONDA: Oh this was post-Fonda? [LAUGHTER] We're very close.

GALLOWAY: You are?
FONDA: Yeah, we're very close.

GALLOWAY: And he is an extraordinary man.
FONDA: I'll give away a secret that's not really a secret. OK, after me, he has four girlfriends, one for each week of the month. And he calls them his Coalition of the Willing.

GALLOWAY: That's funny!
FONDA: Yes.

GALLOWAY: And by the way, you say lovely things about him in the book.
FONDA: I adore him. Yes.

GALLOWAY: I want to go back to Vadim, your first husband, and just to see this extraordinary growth you've had, we are going to take a look at a clip from "Barbarella."

Let's watch it, the Excess Machine.

[CLIP]

FONDA: Oh but you didn't show what happened. She causes the machine to short-circuit.

GALLOWAY: Right.
FONDA: And it goes up in smoke. That's the most fun part.

GALLOWAY: Tell us about this. This was your image at this point. The term sex kitten was used. Looking back, are you happy about that? Not happy?
FONDA: I don't care. I don't care. The guy that I married had been married before to Brigitte Bardot and Catherine Deneuve, and a few others, and he kind of tried to make me into that image, and I went over there so he could teach me how to be a woman, [but] he taught me how to be a transvestite. [LAUGHTER] So, he was a kind, he was a good guy. He's dead. But we were friends up until he died. And I did not enjoy making Barbarella, when now I find kind of charming and kitsch. And you know, nobody had ever filmed anybody flying you know, and my lover becomes a blind angel.

GALLOWAY: That's a great scene, really.
FONDA: And he flies with me in his arms. We had a hard time getting it so we weren't flying backwards. 'Cause nobody had ever done that before. So it was kind of, it was sort of fun. And you know, it's kind of a cult movie.

GALLOWAY: Pauline Kael, probably the greatest American film critic, recognized even there that you had something special. Do you remember that?
FONDA: I do. I memorized it.

[LAUGHTER]

GALLOWAY: Was it hard coming back from that to serious Hollywood filmmaking? Did people accept you?FONDA: I'll tell you what, it was hard coming back from, see I left France right after making Barbarella, to come here, and I became an activist. And almost quit movies. So you know, I'd go to make a speech about the Vietnam War in a theater and the marquee would say come hear "Barbarella" speak. You know. It was, that was hard.

GALLOWAY: You were in France for the events of May '68.
FONDA: Yeah. But you see actually, after "Barbarella," I made "They Shoot Horses, Don't They?," which was my first nomination for an Oscar, so that was kind of a pretty good reentry.

GALLOWAY: What did Sydney Pollack teach you? He directed that, and it's an extraordinary film.
FONDA: Oh. Just to try to stay simple. Just to -- he teaches everybody so much -- I mean, there's not a director I've worked with that doesn't say, and now as the great Sydney Pollack would say, let's do one for speed.

GALLOWAY: Right, yes.
FONDA: You know, he always wanted to keep it moving. He was unusual because he was both fabulous from a technical point of view, he knew lenses, he knew all about how the camera worked, and but he also had been an actor, so he knew emotional strings and how to work with actors.

GALLOWAY: You did these amazing films in the '70s, just extraordinary films, and what's been great for me is getting to see them again. I hadn't seen Klute since I was 12 or 13.
FONDA: "Klute" is a really good movie.

GALLOWAY: It's extraordinary.
FONDA: Gordon Willis' work.

GALLOWAY: Right, he's the cinematographer. And Alan Pakula, who directed it.
FONDA: And Alan. I did three movies with Alan.

GALLOWAY: We decided to show a very long scene -- this is five minutes at the end [of the movie]. And I want you to talk about this, because it's some of the most extraordinary acting I've ever seen. And what interested me seeing it again, this week, is I remembered every single beat of this scene. You know how you distort things? It's been 40 years. I thought my god, that imprinted itself on me. So, I'm just going to set this up, and then we can talk about it afterwards. Jane plays a would-be actress, who works as a call girl. And there's some man who's been murdering other call girls, and right at the end of the film, the two have a confrontation.
FONDA: Can I just add a few things? I get drawn into this. Donald Sutherland was my costar; he's a detective trying to find out who the serial killer is that's been killing the prostitutes. And the reason that he comes to me is, my friend was murdered by this man, and we don't know who he is. This man is a John, and the voice that you will hear on the tape recorder is my friend who was murdered.

GALLOWAY: Yes, truly. Well you are pretty extraordinary.
FONDA: It was an accident.

[LAUGHTER]

[CLIP] [APPLAUSE]

GALLOWAY: When did you last see that?
FONDA: Not so long ago.

GALLOWAY: I know you still love that film.
FONDA: I do, yeah. I do. I loved Alan.

GALLOWAY: Walk us through the thinking in that scene. So here you are, you're being --
FONDA: No thinking. I'm a good listener. And so my job there was to relax, like Lee would've wanted me to. And not anticipate anything. I had no idea what I was going to do, you know. The point of this is that when I realized I come in here to sleep with the guy, he's paying me to sleep with him. He plays me this tape, and I not only realize he's the murderer, but that he's going to murder me. So I had no idea what I was going to do. Two things that informed this: one is that in the months prior to starting Klute, I was very slowly becoming a feminist. I won't go into how and why, but -- well, hopefully you know why -- but I was starting to understand what that meant. About two or three weeks before we shot this scene, we shot a scene in New York in the morgue, where the cop, Donald Sutherland, had taken me to look through the photographs in the morgue to see if I recognized my friend who'd been murdered. And I asked if I could actually see the real pictures. And there were hundreds of photographs of women who had been beaten to death, by men. I had to throw up at a certain point, I couldn't, I couldn't take into myself what it was I was looking at. And what happened in this scene, as I was listening to her voice becoming more and more panicked -- I knew I was going to be killed and I started thinking about those women. And I'm crying for those women. I started to cry. It wasn't fear, it was the sadness of the women that are killed by the senseless rage of men. And that made me weep. I didn't expect it. And you know, if you lean like this and you cry, it comes out your nose, your nose cries too. And everybody thought, oh how great. It was an accident.

GALLOWAY: Not really.
FONDA: You know something really weird? So many men asked me out after they saw that movie. [LAUGHTER] This scene in particular. Weird, huh?

GALLOWAY: It's the tenderness that comes through.
FONDA: Is that it?

[LAUGHTER]

GALLOWAY: I thought it was interesting: you've said that being scared is the hardest emotion for you to play. Why?
FONDA: I don't get scared. That's why "Julia" was so hard for me, 'cause on that train, I have to be so scared. I just don't get scared. Stupid.

GALLOWAY: So you've already had all these phases: you've had the Paris phase, the "Barbarella" phase, then you have the 70s, with some of these extraordinary performances. And then you became very active, particularly fighting the Vietnam War, which was extraordinarily brave. I think that's universally recognized today. But it wasn't at the time. Were you afraid then?
FONDA: No.

GALLOWAY: Did it make your acting harder?
FONDA: No. No. Being an activist makes it -- I think I've become a better actor when I became an activist. Because you're looking at causes of things that are deeper than just some Freudian stuff about the individual psyche. For example, the character in "Klute." She's not stupid, she's relatively attractive, and you see she's kind of talented. Why would she become a call girl? I'm not sure I would've asked that question or known the answer if I wasn't becoming an activist and a feminist. She'd been sexually abused. Those are the kinds of questions you have, the broader questions. Socioeconomic, historical, the effects of violence and abuse -- these are things that activism brought to me, that I didn't have before. So I'm really grateful to that. Yeah, my career certainly stumbled a lot during the 70s. It wasn't a blacklist, it was a kind of gray list.

GALLOWAY: I'm not going to go into all that because we don't have time.
FONDA: Oh good.

GALLOWAY: And then you made this extraordinary Vietnam film, which was your idea. And you produced it through IPC Films, your company.
FONDA: Indochina Peace Campaign. Right, with my partner Bruce Gilbert.

GALLOWAY: I want to take a look at the climactic scene in this film This is about a woman who's married to a Vietnam officer.
FONDA: An officer.

GALLOWAY: And while he's away, she volunteers to work --
FONDA: In a VA hospital.

GALLOWAY: -- and meets this other man. The husband is played by Bruce Dern. The other man is played by Jon Voight -- also, these are incredible performances. Originally Jon Voight was going to play the Bruce Dern character, and an affair begins between Jane Fonda's character and Jon Voight.
FONDA: In a wheelchair.

GALLOWAY: -- who's a paraplegic. And during this, her character really begins to see things differently. And finally there's this confrontation between the three; and again, this is a long scene but I wanted to show you a good few minutes because -- it's beautifully shot.
FONDA: Haskell Wexler.

GALLOWAY: Haskell Wexler. Directed by Hal Ashby.
FONDA: He used long lenses. All the time.

GALLOWAY: And that very de-saturated look. But the acting I just find extraordinary. So let's take a look at this. You know the scene, so then we'll talk about it.
FONDA: Hal was fabulous.

GALLOWAY: Was he?
FONDA: Oh.

[CLIP] [APPLAUSE]

GALLOWAY: Isn't that just remarkable, that scene? What was your idea for the film and how did you develop it? FONDA: It was '72, early '73. I was very pregnant with my second child. I was at Pitzer making a speech. An anti-war speech with Ron Kovic. A movie was made about Ron called "Born on the Fourth of July." He was gung-ho, went over to Vietnam, re-enlisted three times, came back in a wheelchair. And it was while he was going through the VA system that he realized he came to feel that he'd been had. That the war was wrong, and that now that he'd done his thing, nobody cared. They were being discarded and ignored. And I had gotten to know him very well, and we were both on the stage together. There were about 4,000 students. In his wheelchair, he talked about how he had re-enlisted and been real gung-ho for so long. And then how he changed. And he said, I may have lost my body, but I've gained my mind. And that sentence lodged in my heart, and I thought. I'd been trying to make a movie that captured the war, in terms of the vets, because I'd been working with them; and I thought, that'll be the central idea. You know, someone like the Jon Voight character, who goes through a change like that. And then I had to be in the movie to get the money to do it, so I figured it was a triangle with the two guys, very different guys. And it's a love story. That's one of the things that I learned: if you want to do a movie that has a message, choose a style to do it in that people are going to want to see, whether they agree with the message or not. China Syndrome was a suspense story; this was a very, very sexy love story -- you'd never know it looking at that scene. But in fact there's a love scene in it, that was considered at that time one of the sexiest love scenes anybody had ever seen.

GALLOWAY: Yes.
FONDA: And my husband -- everything worked: his penis worked, everything worked, but he was a bad lover. And that may seem weird, but I wanted to bring this gender element into it. Because he was out of whack with his soul and his heart; he was believing lies; he didn't have empathy, he didn't have sensitivity. Jon Voight's character -- I discovered that you can be paraplegic and still get an erection -- [is a] wonderful lover, it turns out. Because he understood empathy, and sensitivity, and caring, and love, and taking time. And so, along with the story about what veterans were facing, there was this underlying thing about masculinity. And that was another point I wanted to make. So that was how the whole thing came together. And it took six years to get it done. Nobody wanted to make it. And I won an Oscar, Jon won an Oscar, and the writers won an Oscar -- which was really funny because most of it was improvised.

GALLOWAY: I was going to ask you.
FONDA: Yeah, we'd go into the studio, into the set on weekends, with a tape recorder, and Hal would come and his writing assistant would come and they'd tape us. This was all improvised.

GALLOWAY: There's that extraordinary moment, in an extraordinary scene where you say, I can't talk to you when you're angry like this. And it's just so real.
FONDA: Well I'm glad you think so.

GALLOWAY: You know, and it's what I love with the greatest actors: it's both intensely familiar and completely surprising. You had a big argument with Hal Ashby about penetration in that very famous love making scene.
FONDA: Right.

GALLOWAY: What was that? And who won?
FONDA: Want me to tell that story?

GALLOWAY: I do.
FONDA: OK, so I wanted to have it be that the Jon Voight character could not actually have coitus. Because at the time, I thought that it would be impossible 'cause he was paralyzed from the neck down. But he could pleasure me another way, something my husband could not do although his every -- the rig worked. But one day we were shooting at Rancho Mirage, and there were a lot of guys who were extras and they were paralyzed. Some of them were vets and some of them were from accidents. One of them, he had a beautiful girlfriend, and she'd flip him over in his wheelchair, and sit on his back, and they had a kind of physical familiarity that got me to want to ask her, "Listen I have this love scene coming up, what do you guys do?" And she said, "I never know when it's going to happen. It can be driving through a field of gas stations, but when it happens, it can be four hours." I told the story to Dolly [Parton] once, and she passed out. [LAUGHTER] We were filming Nine to Five at the time, I know the exact scene where they had to stop for a while. [LAUGH] Anyway. Unfortunately, when she tells me this story, Hal Ashby overheard. And so the problem was he wanted to take advantage of the four-hour deal, and have it be actual intercourse. And I wanted it to be non-intercourse: it doesn't matter if you can get a hard on, you can still please a woman. That was very important to me, and we had a thing. So, anyway, I'm not going to talk any more than that except that it's equivocal. When you look at the love scene, it's hard to know exactly how it's happening. Like, if it's oral or if it's penetration.

GALLOWAY: When that film came out, it was the same year as The Deer Hunter, a very different film from "Coming Home."
FONDA: Yeah.

GALLOWAY: Which won the Oscar for best picture that year.
FONDA: Yeah.

GALLOWAY: How do you feel about that?
FONDA: Bad. Bad. Because it just has some scenes in it that don't -- you know, we need help as a people in this country to understand what's going on and who the enemy is, and just because we're told somebody is our enemy doesn't necessarily mean they are, so when you have a movie where you have the North Vietnamese playing Russian roulette and all that kind of stuff, it was just phony, it was fake. It was brilliant, it was brilliantly acted; on many levels it was a better film than Coming Home, except that it was historically wrong, and morally wrong. And so I attacked it. My film was voted by the way -- ha-ha -- the VA does a poll every year: it polls veterans, and two films were voted their favorite films of that year. "Green Berets and Coming Home."

GALLOWAY: Oh my gosh. With John Wayne? Wow.
FONDA: And "Coming Home." I am so proud of that. Not "The Deer Hunter."

GALLOWAY: I remember when it came out. In England we were all praying "Coming Home" would win the Oscar. I don't know if you know this.
FONDA: Thank you. No I don't.

GALLOWAY: If you came from a fairly liberal family, we were so rooting for this. But when I've seen "The Deer Hunter" more recently, I look at it somewhat differently. Especially the ending where they all sing "God Bless America," which I hated at the time, now you can interpret that in different ways.
FONDA: You know, this is a conundrum. Maybe you have an answer to this, and it's something that you all have to be thinking about. Take "Pulp Fiction," for example, or "Deer Hunter." Movies that on some levels are reprehensible to you. On a moral level, I hate gratuitous violence. You know, on one level, I hate Pulp Fiction. But I think it's brilliant, I just think it's brilliant. And I voted for him, Tarantino. And I felt so torn, how do you --

GALLOWAY: And it's extraordinary, but -- I always change my mind about this -- great works of art are not moralistic, right?
FONDA: Yeah. Yeah.

GALLOWAY: You know, "Macbeth:" the great dilemma of Macbeth is you have this man who commits more and more brutal acts and gets more and more aware of what he's doing, so there's this extraordinary tension between revulsion and sympathy. That art challenges us. But I think those films that don't challenge us, and present a moral image that is black and white, are limited. That includes Leni Riefenstahl. Do you agree?
FONDA: You know, the difference between "Macbeth" and the movies and television is that this creates our culture, do you know what I mean?

GALLOWAY: Yes.
FONDA: This is ubiquitous. This fills our world and our culture. What the movies and what television are putting into us is so overwhelming, compared to a play, which is frankly why I'm not interested in doing theater anymore.

GALLOWAY: Really?
FONDA: Although I love theater.

GALLOWAY: What role would you play if you could?
FONDA: I don't know. I don't even know. But you know, only rich people go to theaters now. And I want to be part of getting into everybody's head, only I want to try to do it in a way that will be for the good. Without being goody-goody.

GALLOWAY: But what you're saying is not entirely true. You know, I turned the news on, maybe last night, and they had an extraordinary scene of orphan girls in Iraq, putting on a play about -- did anybody see this? -- about their own lives. I thought, oh my God. It still has the power to impact us.
FONDA: Oh listen.

GALLOWAY: What I wonder with film today is: when you were producing films, everybody was talking about film. Pauline Kael's at the center of the conversation. Film isn't as central today. Or is it?
FONDA: It's married to television. More people watch TV and watch movies on TV. [But] the great films have to be seen [on a big screen]. It's too bad in a way. But here, I want to say, you were absolutely right: except for Broadway or the West End, theater is very, very important. And we could both tell stories about how theater has had huge impacts on cultures of different countries. Just, not so much where tickets are $300.

GALLOWAY: Yes.
FONDA: Anyway, I'm sorry...

GALLOWAY: It astonishes me that [you stopped acting], given that, when you were producing, you did want to convey a political message. "China Syndrome" -- by the way, I wish we had time to talk about this, because this is a film about a nuclear plant melting down -- that was attacked by George Will, the columnist, who said it could never happen. Ten days later, it did.
FONDA: Three Mile Island.

GALLOWAY: Three Mile Island. And you at the time were shooting a film with Robert Redford, when you heard what had happened. How did you feel? 'Cause you were proved right.
FONDA: I was just bowled over. And when I heard about Three Mile Island, I was filming with Bob Redford, in St. George, Utah, where hundreds of people have died of cancer because the nuclear bomb was tested in Nevada and the winds -- "Oh, it's all right, there's nothing over there, it doesn't matter if the winds blow." Well St. George, Utah, was the "over there." And people died of cancer. I was in the middle of a nuclear story just because we were in St. George when the story of Three Mile Island happened two weeks after. China Syndrome was a good film and it would've done OK, but people went to see China Syndrome in order to understand what had happened at Three Mile Island. Ted Turner told me that China Syndrome turned him against nuclear energy.

GALLOWAY: Oh wow.
FONDA: Yeah. It's a kind of funny. Just one other little thing: I was trying to make a movie of [nuclear activist] Karen Silkwood, which Meryl Streep ended up doing.

GALLOWAY: We should say you -- maybe you didn't discovered Meryl Streep, but she has a tiny scene in Julia and you wanted to get her to play the other woman in Coming Home.
FONDA: Oh, get her to play anything. I thought, it's a really weird name, but there's something very special going on here. Anyway, [studio executive] Sherry Lansing was at Columbia; I was developing the Karen Silkwood story at Columbia; I couldn't make it get it right, and Sherry said to Michael Douglas -- because he had a script called The China Syndrome that he was trying to do, with himself, Jack Lemmon and Richard Dreyfuss -- Dreyfuss dropped out -- and Sherry Lansing said, "You and Fonda should team up here." He had the script, it was already done, it was going to be a very small movie. And me and my partner Bruce said, "No. Let's make it a bigger movie, let's get Jim Bridges to, rewrite the script and make a gender change, and I'll be transgender, and I'll do the Richard Dreyfuss part." And he and I worked on developing this character.

GALLOWAY: I'm going to tell you something you don't know: I just read his diary.
FONDA: Who?

GALLOWAY: Jim Bridges' diary.
FONDA: Really?

GALLOWAY: He loved you.
FONDA: I loved him.

GALLOWAY: He didn't love you the first day because you had the flu. Right? And then you broke your foot.
FONDA: That's no reason to not like me!

GALLOWAY: They're not published. But he was very taken with you.
FONDA: I'd love to read that.

GALLOWAY: You'd have to see his partner, his boyfriend [Jack Larson] --
FONDA: Who died. You know, he died last week.

GALLOWAY: You've got to be joking.
FONDA: No I'm not.

GALLOWAY: I didn't know. And he let me go over to the house and read the diaries.
FONDA: To the Frank Lloyd Wright house? Yes, he died. I'm sorry.

GALLOWAY: You made these films that blended art and activism. Then you said no. You stopped for 15 years. I don't understand that.
FONDA: Well, I explained that. I was in a bad place.

GALLOWAY: But were you never tempted to come back and act again?
FONDA: Not during those 15 years. No, no. I'd see all the movies, and I kept testing myself. And there was not one of them I wish I'd done then, no. I was so relieved. To be able to focus on a relationship and not have to worry about how I looked and all the rest of it.

GALLOWAY: And then you became famous for the workout videos. And for a while -- you know, it's funny, you say that people today recognize you from the Jennifer Lopez film, because in that era it was the Jane Fonda of Jane Fonda Workout.
FONDA: I really realized all of that, when I was doing a book tour, and I was traveling. I was in Des Moines and Kansas City and all kinds of interesting places, and they are interesting too. And that's a great thing: they don't even do book tours anymore. And it's a shame to not know all those great cities in America. Anyway, you give a little talk and then you sit behind a table, and you have your books and you autograph them. And one woman would come by and say, "Remember when we marched together in San Diego, in '72?" And then another one would come by and say, "When I was recovering from my mastectomy, that workout [video] that you did, that saved me from my mastectomy." And another woman would come and say, "Cat Ballou."

GALLOWAY: Yes? [LAUGHS]
FONDA: And I realized I had totally different contacts with these different people. One was activism, one was working out, and the other was film. And when does that happen?

GALLOWAY: It's extraordinary.
FONDA: And I might add, when does a 78-year-old woman come back and create a new career [APPLAUSE]

GALLOWAY: You say in your book you see your life as divided into three acts.
FONDA: Right.

GALLOWAY: And now the third act is back to acting and here with this wonderful scene --
FONDA: Are you going to show that whole scene?

GALLOWAY: I'm going to show the scene with Harvey Keitel.
FONDA: Oh goodness.

GALLOWAY: By the way, Searchlight chose the scene, so.
FONDA: Well, I only have one scene in the movie, so [LAUGHS].

GALLOWAY: One major scene.
FONDA: Yeah.

GALLOWAY: This is what I love: when you compare this to all these other films, you just see this amazing body of work. And all we're talking about is the acting, not the other lives. But let's watch a scene. None of you have seen this because I don't think the movie's been released in America.
FONDA: December 4.

GALLOWAY: OK. Let's take a look at a scene from Youth, which also has Michael Caine, who's here in a few weeks.
FONDA: Oh, he's so funny.

GALLOWAY: He's so wonderful, but we don't see him in this. Here we go.

[CLIP] [APPLAUSE]

GALLOWAY: How did this come about? Did you know Paolo Sorrentino, the director?
FONDA: No, but Paolo Sorrentino won the Oscar for best foreign film two years ago with his movie "The Great Beauty." Which was like Fellini. And when I got offered this part, and the scene goes on and it's kind of intense, I'd never worked with anybody like that. It's a great scene, and I really wanted to work with this Italian director who's auteur: he writes it; music is an important part of it; it's his vision, and it's kind of surreal. And it's an adventure. I just couldn't wait to work with him. And I'm not sorry. It's so fascinating.

GALLOWAY: How did you create that character?
FONDA: He created the character.

GALLOWAY: And what was the challenge of playing that character?
FONDA: See, the problem is that when I see myself I always want to do it all over again.

GALLOWAY: Are you a perfectionist?
FONDA: Yes. I always want to do it again; I always want to do it again. You know, from "Barbarella" to that, I want to do them again. 'Cause I know how I could do it better.

GALLOWAY: Did you like the experience of working on the film?
FONDA: I loved, loved, loved it.

GALLOWAY: Where did you shoot it?
FONDA: We shot it in a resort in Switzerland, in a town called Flims, a German part of Switzerland -- fantastic setting, that he made the most of -- and took a day. We filmed it all day long. And it was a wonderful experience.

GALLOWAY: Do you rehearse a scene like that beforehand?
FONDA: No.

GALLOWAY: Do you like to rehearse? Or do you prefer just to shoot?
FONDA: I like the director to tell me what to do. I like being directed. And each director works differently, and Paolo didn't -- I mean, Harvey [Keitel] and I talked about our relationship and everything, but we didn't rehearse. We just came in that day and did it. Over and over and over and over and over and over and over.

GALLOWAY: I want to ask you one question, then we're going to go to the students. We see you being a chameleon in these films, to an extraordinary degree. You made a film about yourself, looking back at your life.
FONDA: Mm-hmm.

GALLOWAY: And you told your daughter about this and she said, "Mom, why don't you just film a chameleon going across the screen." And I wonder if that's how you see yourself?
FONDA: No. No. But she didn't like me very much when she said that, so it was a dig.

GALLOWAY: You put that line in your book, which is pretty honest. Let's take the first question, and don't forget to introduce yourselves.

QUESTION: We've talked a lot about your activism both off-screen and on-screen. My question is, how is the physical art of movie making -- how does that make one an activist and what is a political or social cause closest to you, whether current or former?
FONDA: The first part of the question is, well -- I read a book called This Changes Everything by Naomi Klein, and it's really rocked me. And right now I would stand in front of a cannon if it would help solve the climate problem. So you said how does acting make you an activist?
QUESTION: Specifically, yes.
FONDA: It doesn't necessarily make you an activist, but what it does that can lead to activism is that it makes you empathic. That's what's so beautiful about acting. Because you have to inhabit all these different people. You have to understand, you have to try to see the world through other people's eyes. And the moment you start doing that, your heart opens. And when your heart opens, you start caring more. And so for people whose heads are screwed on right, that can lead you to wanting to do something about it. Because there's cynicism, then there's empathy, then the step up from empathy -- 'cause empathy is being able to put yourself in another person's shoes -- the step above that is compassion. Compassion means you want to do something about it. So acting can lead from empathy to compassion.

GALLOWAY: Great answer, by the way.
QUESTION: Thank you.

GALLOWAY: Next question please.

QUESTION: My question was, what is it like working with Lily Tomlin again on Grace and Frankie, and how is it different this time around?
FONDA: Oh yes. I tell you, I had never done episodic television before. I was a guest star on The Newsroom, but that's very different than having to go and work 15 to 17 hours a day. It is hard. You have a different director every episode, you don't rehearse. It was so much harder than I ever expected. If I didn't love Lily with all my heart, it would be [LAUGHTER] impossible. But we laugh. We're very, very different. And of course Grace and Frankie are very different. But we have a real love for each other, we really do. Now how is it different? When I did "Nine to Five," I had three plates in the air. I was still running the workout, I was teaching at the workout, I was an actor and a producer, and I was a political activist. And [SIGHS], I'm old now. And one of the things that that means for me: I understand the importance of friendship. So I invest a lot more time in the people I love. And she's one of them. So I really pay more attention. Lily is a little bit hermetic, she's very busy, she still does one-woman shows when we're not shooting the series. She's not super-social, so I have to really work hard to get her to come out. I got her to go to Sundance with me. We were the Thelma and Louise of Sundance. [LAUGHTER] We do stuff together. So I work at friendship, that's one of the big differences.

GALLOWAY: Next question.

QUESTION: Hi, I'm a sophomore screenwriting major. After having such like a long and extremely varied career, what keeps you motivated to try new things like Grace and Frankie?
FONDA: Oh a lot of things. First of all, I love the fact that I have a steady job at 78. When I was in my late 40s, I said to myself, "I want to give a cultural face to older women." Because it's very, very, very, very hard to get parts when you're older. I want to try to change that. I never imagined it would be in episodic television. But I have women now coming up to me -- it's just kind of mind-blowing -- and saying, "You saved my life with this series." And I say, "Why?" And they say, "Because you've given me hope." You know, these women who've come through, older women, old women, who've come through a very painful trauma, crisis, and are surviving and are doing OK. That kind of thing. So to be able to do that kind of thing and fulfill a dream of mine, to be able to play a vital, vibrant, sensual, feisty person at my age in a medium that is the most populist, is of great joy to me. I feel very, very blessed. I like challenging myself. I have a lot of energy, and I like challenging myself. And so and I'm doing another film with Bob Redford, too. Which is a really nice story. And I just want to keep working until I can't work anymore, because I'm enjoying it. Now at the end of the first season, I had the same experience that I had in the late 80s, when I thought, "I just can't keep going. I just feel too bad." I was disembodied. And so I thought, "Well, I could do what I did at 49, work on to 50 and just quit the business." Only I can't come back if I quit this time. [LAUGHTER] The alternative is that I try to get to the root of it. And so I'm proud of myself that I said, "OK, I'm going to get an acting teacher."

GALLOWAY: Wow.
FONDA: Which I haven't done in 50 years. And I'm sorry, and I wish I had. And I went back into therapy. And I conquered it. And so you know, that kind of thing just keeps you going. The trick is, the key thing is to stay curious. When I got my AFI award, my message to everybody at the end of that [was], it's more important to be interested than to be interesting. If you can stay interested and curious you'll always be young. And inspired and want to keep doing.

GALLOWAY: Next question.

QUESTION: I've heard you talk a lot about how it was harder for actors in your time than it was in your father's, and even harder for actors today. How have you managed to stay as motivated and really truly keep climbing? And do you have any advice for studying actors today on how not to lose their passion?
FONDA: I think I answered how I keep going in the previous question. When I said it's harder today than it was back in my dad's day, you know, my Dad was so angry that I went to acting school and studied the Method. He just hated that; he thought it was a crutch. When he started, before he ever got to Hollywood, he'd done 400 roles in summer stock. There were five billion fewer people on Earth. And that included in the United States, people who wanted to be actors. There were less than two billion people then. It matters. There are now closing in on seven billion people. And so many of them want to be actors. And they're always more beautiful, and often more talented. You know, I used to wonder -- 'cause I would go on auditions, and they were always the same: you're always ending up auditioning with the same people. And they were usually much prettier than me, and -- since I knew many of them from class -- a lot more talented than me. And where are they? They didn't make it. And I have to always ask myself, and still do, "Why me? Why did I make it and they didn't?" Some of it has to do with luck, but Oprah says, "Luck is preparation meeting opportunity." You can't have luck, you can't own luck unless you've prepared for it. So all the work that you'll do here is preparing to grab your luck. Part of it is resilience. You're either born with it or you're not. And this is a business as a performer -; you're a performer, right? -- it's so hard. You will get so much rejection. My first movie, Tall Story, the director told me I should break my jaw and have my molars taken out, so that my face would be more shapely.

QUESTION: I've read that.
FONDA: Jack Warner told me I had to wear falsies. I mean, every insult that could be thrown at my physical self was thrown at me. Plus bad reviews. And you know, it's just really, really hard on the heart and the nerves. It's good for the heart actually; it's bad for the nerves. So you have to be resilient. If you can't take rejection, it's not for you. And then you have to really, really want it. I am suspicious of any acting student who studies to do commercials. I'm sorry. If you don't have it in your gut to want to tell stories of other people, that you're willing to stand up against the rejection, then you shouldn't do it, it's just too painful. Because painters, you're all alone. Writers, you're all alone. Blank page, blank canvas. Brushes and paints and sculptures, the clay, the bronze. [With an actor] It's your body, your face, your skin, your emotions. That's all you've got. It's your instrument. And when it's rejected and put down, it's so hard. So anything you can do to own who you are, to really own it, and to know how to combat stress and depression and things like that, you need to do. But it's got to be a burning fire in your gut.

GALLOWAY: Last question.

QUESTION: I'm a theater and screenwriting double major. You've acted in stage, film, and television among other things. What do you like best and least about working in the different mediums?
FONDA: Oh well, what I like best about theater is the immediate audience feedback, and the fact that you can do it over and over and over, and keep... I did my last Broadway play, 33 Variations, for five months. And on the last day: "That's what that means!" [LAUGHTER] You can always dig deeper and deeper and deeper and deeper, and then getting that feedback, that's great. The worst thing is that you do it over and over and over again. And also, you can't have a life when you're doing theater. I mean it's eight times a week, [and] you have everything, every fiber of your being, every nook and cranny of your psyche, geared to those performances. That's hard. You can't really have a life. It's why I'm in such awe of athletes. We actors get a second chance. "Cut! Take two!" [LAUGHTER] We can always do it again, especially now in television with the digital stuff. You don't like the way you say it, you say it again. There's a second chance; athletes don't get that. They either do it or they don't. So I feel it's a much more forgiving profession to be in. And once you learn the camera and how to work with the camera — there's something thrilling about this strange combination that exists in both television and movies of technique. You have to know where your light is, you have to know where your mark is. And then that strange thing [occurs] where it just suddenly happens. And you know that you're hitting your mark and you know where your light is, and yet, you're somewhere else. It's magic! It's worth everything. And what I love about television is that it's so populist. You know Netflix: The show was streamed — they don't like to say dumped; it was streamed [LAUGHTER] — at midnight on a Thursday in April. Lily and I were in New York doing promotion. I woke up the next morning, drove to the airport, got a 10 o'clock flight. Flew out here. By the time I got home, I was getting emails. "Oh my God, I've seen the whole season." Takes six and a half hours to see the whole season.

GALLOWAY: Wow.
FONDA: "We love what you did in episode four." I mean, wow. That was a new experience. It's just thrilling. They're very, very different, television and movies. Movies are a director's medium. Director rules. What is just astounding to me is, in television the writer rules. It's all about the writing. The visual isn't so important, it's a tiny little screen that half of you are probably looking at on your watch and your iPad. It's kind of weird knowing that [with] all the work you put into it, they're going to look at it on a screen that big. Anyway. So a director on television has to be a very humble character, because there's the Video Village. I call them the Village People. You know, she — because very often we have women directors, which is really nice — the scene will be over and she'll have to go and ask the writers, "Is it OK? Can I go on?" It's just a whole different experience. But so many more million people see it. You know, my most favorite role that I played was a thing that I spent 12 years developing, called The Dollmaker, that I wanted to make a movie of. And when Roots — remember Roots? Well you don't probably [LAUGHTER] — but Roots came out and I realized, "This medium that I've been shunning" — knee-jerk reaction, movie star hates TV, nobody ever goes from TV to movie star — more people saw Roots than saw all of my movies combined in one [sitting]. You know what I mean? It's like, "Wow, this stuff has real broad reach." And when I saw Roots, I said