Katie Holmes talks All We Had, her feature directorial debut

Katie Holmes’ feature directorial debut All We Had follows a struggling, poverty-stricken mother, Rita (Holmes) and her daughter, Ruthie (Stefania Owen), on a cross-country journey toward a better life.

The film has been a labor of love for the actress-turned-director, who tells EW she was inspired, in part, by her own experiences as a mother. Holmes opened up about the process of bringing Annie Weatherwax’s beloved novel of the same name to the big screen with a faithful (yet forward-thinking) cinematic adaptation featuring memorable characters, including Peter Pam, a waitress (played by rising transgender actress Eve Lindley) who lends the pair a helping hand.

Watch an exclusive clip from the film above, and read on for Holmes’ full EW interview. All We Had opens in limited theatrical release and on digital platforms beginning Friday, Dec. 9.

ENTERTAINMENT WEEKLY: One of the things I liked so much about this film is that it’s about people living in poverty, but it doesn’t condescend to them. That element of empathy is so important today. Why did you tell the story that way?

KATIE HOLMES: I wanted to create the most authentic characters, not as a cliché or as my idea of what it would be like [to be in their shoes], but I tried to get as real as possible. Rita, while she’s gone through [a lot], you’d think she would be completely destroyed and depressed by it all, but she has a magic to her, an ability to see the bright side of things and make them fun for her daughter; she never gives up. She was always trying to make it better. … There’s always hope. … I really tried hard to be inside the characters as opposed to sort of watching from the distance.

Like Rita, you’re also a mother. Did you connect more with this performance or your style of directing because of that?

Motherhood has informed pretty much every aspect of my life, and when I read [Annie Weatherwax’s book], I believed these characters were mother and daughter, based on being a mother myself. What’s different about these two is their relationship is unconventional; they’re each the only person the other has. They’re survivors, they’re sisters sometimes; Ruthie is the mom and Rita’s the girl, and vice versa. It’s a little bit Thelma & Louise, but it’s also Paper Moon. Stefania arrived about a week before we started shooting, and I knew we had to pull it off. Luckily we spent a lot of time together and, being a mom, I knew certain behavioral things that you do with your kids, like you rub their feet, you share clothes [to foster foster a bond].

Depicting real relationships between women is so important; it’s also vital to see more women directing movies. Do you see yourself playing a bigger role in that conversation now, especially at a time when there’s such a strong push for more women behind the camera?

I love directing, and I want to do more of it. … What I enjoy about it aside from the creative empowerment is I like having a set run a certain way; I like being in charge of that. I like directing actors. I feel grateful for the experiences I’ve had with different directors teaching me different ways to get a performance out of myself. … I want to give those experiences to actors as well. It’s exciting to be able to go and find stories you want to tell instead of hoping the phone is going to ring and it’s going to be [someone with] a great script.

Tell me about how you, as a director, cast this movie. I think Eve Lindley, as Peter Pam, was such an incredible choice for one of the most interesting characters in the movie.

I wanted to concentrate on the essence of Pam and not the fact that she’s transgender; she happens to be. It was important to me to be able to get inside that character, and then we watch her journey. Eve hasn’t [appeared in many films], but she has a beautiful heart, and she was very natural. I needed that sparkle because Pam is the heart of the diner; people enjoy being around her. She’s a human being who attracts people. She’s a light. Eve just had that naturally, and when you get to know someone in that way, when they go through something rather painful, it touches you more.

You’re now seeing the characters’ journey off into the world, so what do you hope is the essential thing people take away from their experiences?

I hope people feel a sense of empathy for others, a sense of healing, and a sense of resilience.

Why are those things, in particular, so important to you right now?

I think we’re going through a transition; obviously a transition of power with the presidency, and whenever there’s a transition, it’s scary. People need to be heard, so I hope that this film speaks to those people.