Kelly Macdonald in "Puzzle"

It was only after Marc Turtletaub put the finishing touches on his latest film “Puzzle” that he decided to check out the 2009 Argentinian film of the same name that it was adapted from, not wanting to muddy the waters as far as inspiration.

“The original’s really good,” says Turtletaub, more than a touch relieved when adding, “But it’s different – the ending’s completely different and the family dynamic is very different, yet it worked very well – and I was really glad that it was because I could’ve said, ‘Oh God, I made the same movie.’”

That’s something Turtletaub won’t be accused of now, nor has he ever been in the past as one of the co-founders of Big Beach, the New York-based production company behind such films as “Little Miss Sunshine,” “Safety Not Guaranteed,” and “Loving.” It is a testament to his producing prowess that a film like “Puzzle” could get made in the current commercial climate for American film, telling a story of Agnes, (Kelly Macdonald) a bored housewife whose passion is awakened by the gift of a jigsaw puzzle set at an otherwise forgettable birthday party that feels as routine as anything else in a quiet life with her husband (David Denman) and her two sons (Austin Abrams and Bubba Weiler) in Bridgeport, yet it is a reserved and steady hand behind the camera that makes it such a delight, allowing Agnes to blossom before your eyes as she starts taking the train to New York after answering an ad from someone (Irrfan Khan) seeking a partner for puzzle competitions.

Even if Agnes wasn’t more gifted than most at seeing the bigger picture, her greatest adversary would still be herself as she battles crippling self-doubt, not to mention a husband who can only half-heartedly endorse her new activity, and as she comes into her own, you get a sense a similar feeling came over Turtletaub, who was so dissatisfied with his debut feature, a star-studded comedy called “Gods Behaving Badly,” that it played just once at the Rome Film Festival before being taken out of circulation. Armed with resplendent performances from Macdonald and Khan, a delicate, enchanting score from Dustin O’Halloran and wry, intelligent script from Polly Mann and Oren Moverman, Turtletaub is able to bring out the very best in the material and as “Puzzle” is poised to turn into a word-of-mouth hit following its premiere earlier this year at Sundance, the producer/director spoke about why he was ready to take another turn behind the camera, the fine technical detail that went into telling the story without words and why he’s given up on rehearsals.

Kelly Macdonald and Irrfan Khan in "Puzzle"So how do your fellow producers Guy Stodel and Wren Arthur even know you’re looking for something to direct?

The film community is a small community. [laughs] I’ve known Guy for many years. He was involved in the very first film I produced, so we go back a number of years, and then Wren I know from New York circles because our production company’s in New York, and I produced so much that the word was out that I was looking to direct. They had been working already on this project for a number of years, unbeknownst to me, and it was an Argentinian film from 2009 that I’d never seen, but they’d been working on adapting it and when they heard that I was interested in directing, they sent the script over.

Was directing something you were interested in from the start of getting into the film business or did it develop over time?

It was probably somewhere in there with me. I like to tell stories and I think all of us who love film just love a good tale. I knew I wanted to be in the creative mix — I [actually] did a little bit of acting in the beginning — but the easiest path for me was to begin with was to produce and it was a way for me to learn the craft through watching other great filmmakers. Then as time went on, I went, I really want to be on the other side of that as well. I still produce and want to continue to produce because I want to bring great voices to the screen, but I get a great enjoyment out of creating myself.

You made another feature that has rarely been seen, but this sounds like a complete 180 from what that was…

Yeah, it was probably the wrong material for me to start with. It was a much bigger scope movie, but also farcical and broader and I think where I live and where I’m most comfortable is in movies that are more grounded, so when I got this screenplay [for “Puzzle”], I thought this is the world I should be operating in. I had done a couple 30-minute-long shorts in the meantime, that were grounded, real stories and I found those very satisfying and I think they were executed well, so I thought that’s what I needed.

David Denman, Austin Abrams and Bubba Weiler in "Puzzle"You can tell this comes from a personal place – was the milieu there already in the script or did you bring that in?

Yeah, part of it was the central character Agnes, played by Kelly Macdonald, is a woman who’s finding her voice later in life, past the age of 40, and I lived a life in which my mother was like that, so I got to see my mother in this screenplay. That’s why I dedicate the movie to her. I did know that woman – and a lot of people say, “how can a man make a story in which the woman is in every scene?” It’s really about her progression, and for me, I know that woman. I grew up with that woman as my mother, and I made sure I surrounded myself, especially in the editing room with a female editor [Catherine Haight], so that those eyes could be on the film every day in the editing room.

What sold you on Kelly?

Like a lot of us, I always admired her and I wanted her to have the central role in the movie ever since I saw “Girl in the Cafe,” which is a small movie with Bill Nighy, and years later, I saw her in “No Country for Old Men” and then “Boardwalk Empire” and you start to connect the dots between these very different characters and you realize this is a real chameleon. What’s interesting to me about Kelly is unlike some actors — not all — but some point to themselves in their performance. She never draws attention to herself, yet you’re drawn to her by her performance and that’s a wonderful quality. You’re interested in someone without them calling attention to themselves and it just felt like that’s who Agnes was.

Seeing it for a second time, it was interesting seeing how the camera relates to her and how the frame seems to open up to her. How did you develop the camera style?

It was largely through our cinematographer Chris Norr, who did a beautiful job. The movie is her perspective and you want to be living with her, so there are a lot of close-up shots, especially in the Bridgeport scenes where you get to see her coming alive as she’s finding this new passion. You read so much on her face as a great actor and so we just hung there, and then there’s also some real intense closeups between her and Louis, the David Denman character, and you see there’s true love there between them, which was really interesting in the screenplay, but it’s even more interesting when you see how David embodied it. As much as I wanted David Denman to be a compassionate character, he brought that even more than I expected and people truly like him, despite what he’s doing. You can read the compassion and love he has for his wife and children even as you’re cringing at some of the things he’s saying and doing, and a lot of that comes in the looks between them.

You’ve said you actually brought in a smoke machine to make the house feel more claustrophobic. How’d that come in?

I don’t know. [laughs] Chris is…we talked about having the houses – both houses – be a character, the house that she grew up in and the house she goes into in New York where she’s already met this new, fascinating Irrfan Khan character. And we wanted the house in Bridgeport to feel like it could be 1950s — it hasn’t really changed very much, so the wallpaper, the smoke in the house made it feel heavy and dense and the light coming through the smoke gave you a sense being there forever. Even the dress she wears in the opening party scene matches the wallpaper in a subtle way, and all of that speaks to the fact that she’s part of the environment there and then when she gets to New York, there’s no smoke machine. It’s all clear and bright and crisp and all the furniture we took out of the house because it’s this lonely guy banging around in this big house, so she goes from contained and limited into a space which is open and bright and I wanted that to evolve as she evolved. Chris delivered that beautifully.

Irrfan Khan in "Puzzle"It was interesting to hear that Irrfan came into the production three weeks in – this may be naive on my part since you’re not necessarily shooting the film in sequence, but given the nature of the story, did bringing him in at a certain point change the energy?

In a way, it works, and I think it added [because] he’s a whole new element in her life, so we got to shoot out all the family scenes and by the time we get to Irrfan, it’s a whole new world opening up, so the fact that he came in late, it served the movie. Irrfan Khan is [also] such an unusual, physical character in this movie that you could never predict, [so it fits] and hopefully when people see him, they don’t know how to take him in the first few minutes of his first scene. Then by the time that scene starts to go a little ways, they go ,”Oh…,” and all of a sudden, they’re along for the ride because it’s not something you expect to see.

Is it true you’re no fan of rehearsals?

Yeah, and I think the actors really like it, at least they seemed to on this movie. When you deal with such world class actors as the cast I had, you get out of their way. It’s the old Ernst Lubitsch [belief] – you get ‘em in a room, a great production designer, a great script, a great cinematographer, great actors and then you get the hell out of their way. And there’s a little bit of that— let them interpret those words in the way they feel they should be interpreted and keep it fresh. You can always later on go back and say, “Could you try it this way? Or “Could you tweak that?” But if you allow these great actors to interpret it, you’re going to get something fresh and unexpected and you see that in the film. It feels like real life.

Irrfan Khan and Kelly Macdonald in "Puzzle"Did you realize in the edit how much you could get away with with just a look?

Yeah, and then sometimes you love a scene and then you have to let it go, even though the scene was played beautifully. As you start to watch the rhythm of the movie, you go “Hmm, at this point, we got this point already. It was already made in the movie. I don’t need to repeat it as much as it’s a little bit different. Let’s keep the momentum going.” So there’s some of that that happens. You take scenes out, you take lines out. A lot of this movie is in the expressions and the music and the subtlety of all of that and that’s what I think we tend to feel more deeply than just listening to words.

“Puzzle” opens on July 27th in Los Angeles at the Landmark and the Arclight Hollywood and New York at the Angelika Film Center and Landmark at 57 West before expanding into limited release.