Unlike last year’s Marvel star and director pairing at Tribeca Talks, which resulted in Joss Whedon expressing his regrets to Mark Ruffalo for dissing the comic-book movie label and its execution of Avengers: Age of Ultron, Scarlett Johansson brought a legal notepad of smart industry questions about the indie and major studio machines to her Iron Man 2 and Jungle Book director Jon Favreau.

Without even uttering the words Ghost in the Shell, her latest career low at the B.O. and critically, Johansson asked Favreau how he took the rough (i.e. Cowboys & Aliens) with the smooth (Iron Man 2, Jungle Book).

“You’re more pragmatic than me, your expectations are managed and you’re smart that way,” Faverau complimented Johansson in regards to the high and low tides of one’s career. “I’m not smart that way. I’m completely flummoxed when it’s not exactly what I hoped it would be.”

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Favreau said that when he’s directing a movie, it’s harder for him to stomach when it goes sideways because all of the projects he works on are passion projects, developed over two to three years. “With filmmaking, you have to be underwater with this thing: You’re pitching it, then making it, then promoting,” the Jungle Book director said. “By the time it comes out, you’ve gone full speed down a one-way track.”

“With Cowboys & Aliens, I was really bummed out,” Favreau said about the sci-fi Western that cost $163M before P&A and only grossed $173M worldwide. Knowing the dark days of the film were coming, Favreau’s therapy that summer entailed going to the pool with his kids “A lot,” he said. “By the end of the summer, I had a huge tan.” Also his response to Cowboys & Aliens? Going back to his indie roots and making Chef.

Then, getting pragmatic himself, Favreau told Johansson: “You don’t learn from your successes, you learn from your failures. [Success] gives you false positives on what you know. You need a healthy amount of failure; it’s like pruning roses. I don’t think I would have developed if I didn’t have Zathura, Cowboys & Aliens and even Rudy, the first film I acted in. Everyone involved in making that movie was so depressed, it was like a good bucket of cold water.”

Then dispensing some business advice, Favreau said, “If you can’t make a profit, you don’t get opportunities.” Which is exactly what he did with Disney’s Jungle Book, which minted over $258M in profit after a near $1 billion global gross last year.

Favreau spoke about his tall task now with taking on the live-action version of The Lion King: While he could get away with veering from the original 1967 animated Jungle Book in its storyline, there’s a bulk of precious fans who remember and grew up on 1994’s The Lion King.

“It’s like bringing a Broadway show — certain people have expectations,” said Favreau.

Earlier, Johansson asked Favreau about his experience making Swingers, the 1996 movie that launched him as both an actor and screenwriter. “It was a different world then,” said Johansson about the ’90s indie scene, “I was a kid doing Manny & Lo and there was real room for independent film to exist as independent film.”

Said Favreau: “It was a different ecosystem. The big studios were buying independents. A lot of money was being infused because if an independent film took off, it would cost only $5M and they could make $100M.

“Independent films would come out and dominate, people were placing bets and with video they knew they could make money,” he added. “As video went away, people stopped taking chances. But with streaming, there’s an infusion of financing and they’re allowing these voices to come back,” said Favreau.

In regaling about Swingers, he gave a shout-out to his then-agent Cynthia Shelton for encouraging him to make the movie. Doug Liman was brought in to figure it all out as a director. Industry screenings were held, a bidding war commenced and in the end Harvey Weinstein — then with his Miramax label — bought it.

“That worked!” beamed Johansson.

Career-wise, yes, per Favreau, but at the time, Swingers went bust at the B.O., making only $4.6M stateside. “Harvey was ultimately happy because there was a lot of video revenue,” he said. But Swingers paled in comparison to such Miramax titans as Pulp Fiction ($107.9M) and Sling Blade ($24M domestic). Essentially, Swingers did fine in the art houses but never crossed over at the multiplex.

“There are wins and losses,” said Favreau about a filmmaker’s career. “The path to success is being able to ride them and not be defined by one or the other.”