While Brian De Palma is best-known for directing sexually-tinged Hitchcockian thrillers such as "Dressed to Kill," "Body Double," and "Obsession," my two fave De Palmas are Stephen King's "Carrie," which is being remade with his blessing by pal Kimberly Pierce, and "Blow Out," starring John Travolta. While De Palma has scored as a studio technician with a strong sense of style--and bravura camera moves-- in such movies as the original "Mission Impossible," "Snake Eyes," "Carlito's Way," "Scarface" and "The Untouchables," the filmmaker started as an indie in the 1970s and is back in the indie world with European-financed thrillers such as "Black Dahlia" and "Passion," which recently played Venice, Toronto and completes the fest trifecta in New York. Entertainment One acquired the film for North American distribution; it opens in August 30 in theaters and August 1 on VOD.

(Check out the new trailer for "Passion" on page 3.)

I sat down with the 72-year-old filmmaker, who divides his time between New York and Paris, for an Indiewire Q & A at TIFF's Filmmaker Lounge.

Anne Thompson: "With Passion," which screened in Venice, you decided to remake a recent French movie. Why?

Brian De Palma: Well, the movie's called "Love Crime," it's by Alain Corneau and the producer came to me and said he wanted to make an English version because American distributors wanted to buy the rights [for] David Lynch. And I said, "Well, maybe I should do this myself." So I watched the movie, I saw great things to be done with it, I liked the characters and the interactions between the women, and I had some ideas how to make it craftier, sexier and more fun.

AT: Indeed. How did you come to collaborate with screenwriter Natalie Carter, who co-wrote the original?

BDP: Well, I wrote many versions of the script, and we were having problems casting the bad girl. We got people that were interested in playing Noomi's part, but not the bad girl. And we couldn't figure out [if] it was because something in the script was offending them. So I said to the producer, "Maybe there's something I'm missing here, let's bring Natalie in." And then Natalie put in some more material for the bad girl that was in the original script, but was not in the original movie. Then the girls arrived and had a whole different idea about how they were going to play the characters -- which, let me tell you, how shocked I was -- because we'd been working on this script for weeks and months and forever, and then the actresses come in and say, "No, no, no, we don't want to do that, we want to do this." Natalie and I had to go through all their scenes and re-write them with the stuff that they brought in the rehearsals.

AT: In the original, Kristin Scott Thomas and Ludivine Sagnier have a mentor-mentee relationship. When you cast Noomi Rapace and Rachel McAdams, Rachel originally thought that she was going to play the younger part. Why did you want her to play the boss, the dominant role, if you will?

BDP: I saw "Mean Girls." She knows how to be a mean girl. So, there's a lot of fun to playing mean girls. Everybody doesn't have to have a daughter who's a goodie-two-shoes. The girls came in with their own ideas on how to do this. Though I kept them on track with the mystery involved, their interaction was completely, a lot of it, improvised on the way.

AT: What was it that you saw in Noomi that made you think she was right for this role?

BDP: Danger. Noomi's very dangerous, and you don't know what's going on in her head. She also can be incredibly empathetic, but she can be scary. Believe me, I've been scared by Noomi.

AT: From the start there's sexual tension between the two women. What were you up to there?

BDP: What were they up to, is the question. They did all kinds of things that surprised me because they are very easy with each other, and all their kind of sexual stuff that's played off each other, like when Rachel's at the cocktail party and she's sending Noomi over to interact with somebody, and opens up her shirt a little bit and says, "Show a little skin."

AT: She gives her a pair of stacked red heels and red lipstick, which she applies herself.

BDP: She did, herself.

AT: So they were improvising a lot?

BDP: In terms of the kisses that they do, they tried a whole bunch of different ways. And they were pretty explosive.