The Breaking Bad Director and Co-Executive Producer describes becoming a graphic novel addict and facing her fear of rats during a zombie apocalypse.

Q: How did the opportunity to direct an episode of The Walking Dead come about?

A: AMC introduced me to Frank Darabont and Gale Anne Hurd, who really like Breaking Bad. Although The Walking Dead is a very different show to Breaking Bad, they mentioned incorporating some of the pace and style from Breaking Bad.

Q: Were you a comic book reader before this?

A: Well, the Archies when I was a kid. [Laughs] I am in love with graphic novels now, though. When AMC called about the project I immediately went out and got all the comics. I couldn't put them down -- I carried them everywhere I went. Graphic novels are such a visually creative world -- it's really interesting what they can do in one sketch. Now I'm hooked. I would love to find something else in this world to do.

Q: Your episode has a lot of elements that are not in The Walking Dead comics. Was it strange to tread new ground?

A: We always had the comic in mind. I love to shoot wide, graphic shots, so we had many moments in shooting this episode where we'd make choices because it was like a graphic novel, or it reminded us of the comic. Even though we got some in, I would have liked to have had time to shoot more long lens shots -- I know Frank really likes that look -- but it does take longer when you're in certain situations, and this episode really required a lot of action. So things were a little bit more frenetic and fast-paced. [Laughs] I'm laughing because I'm thinking about some of our days, and I'm thinking, "God, that's an understatement!"

Q: Any day in particular?

A: We were shooting on the street the other day, where we find Rick and Glenn in a rather dangerously challenging situation with walkers. We had 100 walkers, control of some downtown Atlanta city streets, and Rick and Glenn running for their lives. Both Andy [Lincoln] and Steven [Yuen] got so into it... well I don't want to give anything away. Lets just say there are moments when you just have to pinch yourself and say, "This is so cool, I can't believe I get to shoot this, I am in the middle of a graphic novel."

Q: What's the most challenging aspect of shooting this series?

A: This show creates its own post-apocalyptic world. I keep saying "OK guys, I know it's an eighth of a page in the script, but it might as well say, 'And Atlanta burns,' because every scene there's something happening." You're not just dealing with two people talking, there's also 50 zombies banging at the door, and there is zombie goop and intestines and guts and everything around them, which is sticky -- it sticks to the actors and sticks to everything. You have to be really cognizant of everything going on in this world, and the rules of this world. It's very layered which of course makes it challenging and fun!

Q: You once described getting nightmares because of your work on The X-Files. Did you get any nightmares in Atlanta?

A: [Laughs] No, but when I'm directing and we're rolling I really lose myself in the scene. So if somebody comes up and taps me on the shoulder, they will completely and utterly startle me, "Oh-my-God-there's-a-zombie!" I have a major rat phobia, and we were shooting with some rats the other night, so I took an apple box and I stood on it, because if my feet weren't touching the floor, the rat couldn't touch me. And the still photographer, Scott [Garfield] kept looking at me and then down to my feet. And in his head, he was saying to me, "Why are you standing on the apple box?" But in my head, he was saying, "Hey, there's a rat at your foot." So I started going, "Where? Where! Where is it?!" [Laughs] It's just these little things that can make you jumpy because you have this scary tension around you.

Q: It's an interesting coincidence for you that both Breaking Bad and The Walking Dead feature an RV--

A: I thought you were going to say,"feature an axe." I have an axe in this show. [Laughs] I thought it was funny that there was both an RV and an axe, and I thought there might be some Breaking Bad fans who go, "Hmmm?" But the axe doesn't play a huge part, not like in Breaking Bad.

Q: Did you film it skimming along the ground at a close angle?

A: You may be on to me [Laughs]. I did a little, tiny homage to Breaking Bad. I didn't do the exact same thing, but it was close. It was funny because Andy was carrying it, and he started to scrape it along the ground and I said, "Andy don't do that." [Laughs] "That is just waaaay too similar."

The Special Effects Make-Up Artist for Romero's Day of the Dead and Tarantino's Inglourious Basterds describes getting the extras pumped in The Walking Dead and sizing up potential zombies over dinner.

Q: You've been creating zombies for George Romero for years. What made you want to tackle The Walking Dead?

A: I've been best friends with Frank Darabont since before he directed The Shawshank Redemption, and we share a similar interest and nostalgic devotion to George Romero and Night of the Living Dead. We started talking about this project probably three or four years ago, when Frank was talking about wanting to do something different with zombies, and what we could do to make these guys look fresh and original. And from then on, it's just been like, Hey man! We get to create zombies!

Q: How do these zombies differ from the ones you created for Romero?

A: We used the graphic novel certainly as inspiration. We've always tried to push the envelope, and because I've done so many other projects it's always one of those things where you finish a movie and go, "Oh man next time I know how we can make it better. And after that I know how we can make it even better than that." We've taken everything that we've learned on all these other projects, and applied them in terms of using new materials and new techniques - even something as simple as a zombie getting shot in the head: We really sat down and worked through the best way to make that look realistic and practical.

Q: What was your solution?

A: Well in the '70s they just put squibs on extras' heads and detonated them. Then you got to the point where if you had to use explosive squibs it could only be on a stunt person. But for The Walking Dead, we're going for a very specific physical type: Every zombie that we see is really tall and really thin and really gaunt looking. One of the story points is that these characters have been dead for so long that they're starving, and will eat virtually anything. They'll eat a horse, they'll eat a rat. So we built this self-contained head-hit rig that runs off compressed air. You fill a tube with blood, and then you use a foot pump to get a really great blood spray. You can clip it on to anybody that you want, and then all of a sudden you have instantaneous head wound.

Q: One of the more infamous scenes in the comic is when the zombies do in fact eat a horse. What was that like to shoot?

A: It's almost like a Piranha attack - it really was like a feeding frenzy. We had thirty extras leaning over this prosthetic horse that we created, and they started ripping its insides and its entrails out and going crazy. They were sticking their heads in it and their hands in it. I kind of whipped them into a little bit of a frenzy before we shot, and it was funny because at one point I walked over to Frank and I'm like, "Dude, these guys are so amped up you better shoot this quick before they tear the horse apart!"

Q: What did you do to get them so pumped?

A: They saw me loading the horse. We made all these silicone guts and entrails and organs. So I came over with this big giant box of entrails and a big giant bucket of blood and I started soaking everything and stuffing all of it inside the abdomen of the horse. And literally, the more stuff I put in there, the more excited they were to reach in and start pulling it out. So by the time they had seen everything loaded and the stomach was all filled and there was blood on it, it was like "Ready. 3, 2, 1. Go!" Instantaneous gore.

Q: Frank described how hot it's been in Atlanta. How does that affect your make-up?

A: The make-ups that we're doing are relatively bulletproof. But when people start sweating or rubbing their necks, you do have to go in and touch people up. It's tricky. I can't remember when I've worked under these circumstances, especially shooting in the daytime. Most zombie shows like this, they're shot at night. So to have a zombie TV series in broad daylight, running down Peachtree Avenue in downtown Atlanta, it's challenging. Everything has to stand up to pretty tough scrutiny.

Q: We featured a gallery of concept sketches showing a zombie decompose. Will the zombies go through that change as the series progresses?

A: One conversation that Frank and I had at the beginning of our prep was, How far do I take them... We want to be able to show the degradation of these zombies over time. So some zombie make-ups are a little more fresh-looking, some are a little more decomposed looking. This is the first time we've ever actually gone through and hand-picked the actual zombies that will be featured. It's one thing to glue prosthetics on somebody's face, but if you have somebody who's got a lot of character and they just have a really great structure to their face, it's great. We'll go to dinner and a waitress will go by, and we're like, "Man, she'd be a great zombie."