On a recent rainy Tuesday evening at an empty screening room in Times Square, writer and director Robert Benton arrived without fanfare—good-naturedly waving away all talk of a car service to pick him up—to screen Feast of Love, which opens September 28. The 74-year-old, more salt than pepper in his hair and neatly trimmed beard, had a youthful twinkle in his light eyes. He doesn’t enjoy watching his finished films. He hasn’t seen Bonnie and Clyde, for which he co-wrote his debut screenplay, since 1969. He added that this private screening of this new film for The Observer would undoubtedly be his last. The lights went down and the 102-minute-long film began, and Robert Benton crossed his legs, silently watched his work and didn’t so much as shift in his seat until the final credits rolled.

Feast of Love, based on the novel by Charles Baxter, has the earmarks of previous Robert Benton pictures such as The Late Show, Places in the Heart, Kramer vs. Kramer and Nobody’s Fool: a talented cast, including Morgan Freeman, Greg Kinnear and Jane Alexander; a thoughtful, economic script about love in a small town; and hilarious and heartbreaking small moments found in the every day. After the screening, over a dinner of linguine and clams, Mr. Benton was troubled by a scene where he felt the sound wasn’t at the proper level, but effusive in his praise of his cast. “I really do think that this picture, more than any other, is the actors’ picture,” he said.

“Once we cast Morgan,” he said, “I was aware that we had to cast everybody in that weight class. Acting is like a sport: If you have a heavyweight, you can’t bring in a middleweight. The middleweight can’t come up in weight class, the heavyweight has to come down.”

He ran through the rest of his cast’s attributes: Jane Alexander, whom he had previously worked with in the Oscar-laden Kramer vs. Kramer, was brought on to play Mr. Freeman’s wife; Greg Kinnear (“I think he’s like this generation’s Jack Lemmon; he makes you cry, he’s funny, he never lets you see the acting”); Radha Mitchell (“She has a kind of skittishness—very sexy, but very skittish. There was a discomfort in her that I liked very much for her character”); and young unknowns Toby Hemingway (“He was exactly right”) and Alexa Davalos (“She was extraordinary. She’s going to be a star”).

Casting is extremely important to Mr. Benton. “When I was going to direct the first time, I remember walking behind two people talking and thinking, How can I get actors to just talk and not act? And the secret was to hire good actors.”

And he has: he’s directed Meryl Streep, Dustin Hoffman, Sally Field, John Malkovich and Paul Newman in Oscar-nominated performances. He said he takes his time when casting. “Dustin used to say, ‘There is acting, and there is character, and you can’t act character,’” he said. “When I read actors, I talk to them for a while, so you can see a little bit of who or what they are. Not if I like them or not—though inevitably that’s a part of it—and not about how talented they are—though that’s a big part—but what else it is they are going to bring with their character? You cannot act wit. You cannot act intelligence.”

Author Richard Russo, who became a good friend during his collaboration with Mr. Benton on the adaptation of his novel Nobody’s Fool, followed by two further screen writing collaborations, said, “Benton prides himself on his casting, and I think he always casts his movies very well. But when you take pride in casting, that’s another form of self-effacement. Even when an actor who would not have been his choice is forced on him by a studio, they’ll end up doing well, because the screenplays are written so well. Even a miscast actor will come across very well in a Robert Benton movie. That’s not because he cast it well, it’s because he’s a good director and his screenplays—by the time he starts shooting them—are probably better material than that miscast actor has had in a long time.”

Mention the name Robert Benton to anyone who has worked with him and then duck while the superlatives fly.

“He’s sweet, isn’t he?” said Morgan Freeman at a special presentation of Feast of Love (and who, amazingly, really does speak in that booming voice all the time). “I adore him. Robert is one of those directors that has a clear understanding of his job as a director. One of the big draws of a director for actors is how far out of your way he’s going to be. The best directors I’ve worked with—and I’ll call him one of the best directors—keep out of the way. It’s not that they’re not there to offer you the help you think you need. He’s warm, he’s giving, he’s allowing—we all respond to that.”

“I would do anything Robert asked me to do,” said Jane Alexander. “He’s just one of the great directors that we have today in America. He knows exactly what he wants, he casts the roles exactly as he wants them. If he has anything to say, it’s a tiny little whisper in your ear, a tiny little drop. He sits there like a guru, meditatively to the side, listening to his headphones and then maybe he’ll come up quietly like, ‘Let’s do it again.’ It’s a wondrous experience, calm and joyous.”

“When I made a movie called Twilight,” said Mr. Benton, “I worked with Gene Hackman and Paul Newman. Gene would act, he’d do one take and do some modification. And I went into some elaborate explanation, and he stopped me and said, ‘Do you want me to do it better? I’ll do it better.’ And from then on, I’ve learned to say, ‘Just do it better.’ Louder, softer, keep it to a minimum. As a director you have to learn to trust the actors.”

“It was as good as an experience you could have with a director,” said Greg Kinnear. “He’s the kind of director you can work with time and time again, because he loves actors and he cares about the integrity of small stories. He has this great integrity that comes alive in his movies. He has this kind of deeply ingrained decency that maybe comes from that small town in Texas, or wherever it is he’s from.”

Robert Benton was born and raised in Waxahachie, Texas (population at the time, 5,000). His father, who attended the funerals of Bonnie Parker and Clyde Barrow, entertained his son with stories of the legendary outlaws. Mr. Benton struggled with dyslexia, and credits the movies—which he would see three or four times a week—as where he learned the art of narrative.

“I was very lucky that I had a father who, instead of saying, ‘Did you do your homework?’, would ask, ‘Do you want to go to the movies?’” he said.

After attending grad school at Columbia University, Mr. Benton became an art director at Esquire, working underneath legendary editors Clay Felker and Harold Hayes. “We were allowed to be like noisy kids trying to get attention,” Mr. Benton said. “I would never have left Esquire if I hadn’t gotten fired. I would have stayed there forever.”

Kept on as a consulting editor (“they paid me so little; they felt so guilty”), Mr. Benton decided to try screenwriting. What made him think he could attempt such a thing?

“Look, I come from a family that was deeply unrealistic,” he said. “Grasp of reality was slim at best. I’m dyslexic, I can’t spell, I can’t punctuate, and I took one creative writing class in college and flunked it. In the midst of doing this very unrealistic thing, I went to a friend of mine [David Newman] who was an editor at Esquire and I told him all about the glamorous life of the screenwriter—which was a total lie. A, I knew nothing about it; and B, it was a lie, because even if I had known that, I would have been lying. But I knew that he knew how to write; David Newman taught me how to write. I still write in a way that copies David. He was extraordinary.”

Mr. Newman (who passed away in 2003) and Mr. Benton went on to write There Was a Crooked Man …, What’s Up, Doc? and Bad Company. But it was their first film, Bonnie and Clyde, which included the team of producer Warren Beatty and director Arthur Penn, that turned them into bicoastal—and yes, fairly glamorous—legends.

The explosive Bonnie and Clyde changed everything in movieland when it was released in 1967, ushering in the era of the auteur, and kicking off a decade that would introduce the names of young punks like Bogdanovich, Coppola, Scorcese and Friedkin. “I believe there are conversations filmmakers have with one another that they don’t have across the table,” said Mr. Benton. “I believe Butch Cassidy [and the Sundance Kid] is a conversation that Will Goldman was having with Bonnie and Clyde. Its a conversation that can only be done through work.”

In August of this year, New York Times film critic A.O. Scott took the 40-year-old film to task for its depiction of violence and its role as a precursor to future cinematic bloodbaths.

“I think it was very smart,” Mr. Benton said of the article. “I think given the fact that there is the law of unintended consequences, that it’s a legitimate thing to say… Part of me wanted to say there’s two issues here: one is the aesthetic of violence, which comes from Bonnie and Clyde, but Bonnie and Clyde took it from Yojimbo and Seven Samurai, so if you’re going to hang somebody hang Kurosawa, don’t hang Arthur Penn. Second thing is, he’s right. We did something difficult—we made Bonnie and Clyde so ordinary, and that’s what’s disturbing. What made Pulp Fiction work is that there was something about Bruce Willis or John Travolta that was just like us. We understood them. And there’s something about The Godfather that was just like us. We’re drawn into the complicity of violence and that’s what’s disturbing.”

Mr. Benton has lived in the same apartment on the Upper East Side for four decades with his wife of 43 years, Sallie, an artist. He continues to go to the movies regularly. “There are directors that I’m jealous of,” he said. “In America [directed by Jim Sheridan], I’m jealous of that one. The Lives of Others [directed by Florian Henckel von Donnersmarck]—I could never have made that movie. I’m jealous of the last shot at the end of Babel [directed by Alejandro González Iñárritu], when the father finds his naked daughter on the balcony. It’s comforting and deeply unsettling. I love that.”

MR. BENTON SAID HE'S STILL LOOKING for ways to play with narrative in cinema. “I’m trying to figure out how you work in the second and third person in film,” he said. “I’m curious how to do different voices in terms of the camera. I don’t think we’ve begun to deal with that yet.”

“He’s got a bit of the devil in him, which I particularly like,” said Mr. Russo. “He’s impish in the Shakespearian sense: He likes to stir up a little trouble…He reminds me of Mark Twain in the way he recognizes human nature in all of its foibles. And I think the devil in him is that he enjoys those foibles—in himself and in his friends. He loves to laugh and he loves to chortle, which is a different kind of thing. Chortling at our weakness, our collective weaknesses, our individual weakness, in those wonderful moments in sheer glee at our fallible human nature—those are the moments we love in his movies. That’s the kind of thing Benton just lives for.”

Earlier Mr. Benton had told me: “The only thing I have to fear is my own despair. That’s my enemy, not anybody else. Not my inabilities. But if I give up. That is still to this day my biggest fear. My biggest enemy. Myself.”