[Spoiler warning: This article includes important plot details from the second season finale of “Fargo.”]

Adam Arkin, who directed tonight’s second season finale of “Fargo,” has become one of FX’s go-to directors. Earlier this year he helmed the series finale of “Justified,” and has previously directed installments of “The Americans,” “Sons of Anarchy” and “Terriers,” among others.

He was initially approached to direct episodes in “Fargo’s” first season, though scheduling conflicts kept him out of the mix. Instead he made his “Fargo” bow directing last week’s penultimate installment, with the epic motel shootout (and UFO return). “I took it as a huge vote of confidence that they would entrust me with (the last two),” Arkin says.

He also pulled double duty onscreen in the tiny role of Kansas City crime boss Hamish Broker — who amusingly “promotes” Mike Milligan (Bokeem Woodbine) to a desk job in the finale. First seen in the season premiere, all of Hamish’s scenes were shot later in the run to overlap with Arkin’s time at the series’ Calgary locations.

Variety spoke with Arkin about directing the finale, working with the actors on some of the season’s most emotional scenes, collaborating with showrunner Noah Hawley and what it took to pull off last week’s shootout.

What were you most looking forward to filming after you finished reading the finale script?

Adam Arkin: There was a part of me that knew that everything that took place in that final scene between Peggy and Lou in the car was gold. I also knew that ironically from a logistical standpoint it was one of the less demanding scenes to shoot, you have two characters in a car talking. There’s not going to be a lot of technical showmanship going into that. I knew the heart of these characters was being revealed in a very real way. That was something I definitely wanted to protect and honor in the way we approached it.

What kind of conversations did you have with Patrick Wilson and Kirsten Dunst about that scene?

I was interested in exploring the disconnect between the two of them. There’s a tendency when something has as much heart as what’s written in that scene to use it as a catalyst for connection. I think it’s a default that people go to when (characters) are discussing things that have a certain amount of intimacy to them. There was something in those initial rehearsals that didn’t feel completely accurate.

I remember discussing with Kirsten the idea that although Lou is obviously telling this very personal story about his experiences in the Vietnam war, that I wanted to explore the possibility that Peggy was actually not really listening. That given her dangerous level of self-involvement, and that part of her that unfortunately is the catalyst for so much that goes wrong over the course of the season for her character and for Ed, that it would be interesting if she was still in her own head a little bit. There was also something about her state of shock over the previous night that seem to lend itself to that. The minute they both committed to being in their own world the scene became, to me, even more heartbreaking. In these moments when they were revealing some of the deepest parts of themselves they still weren’t really connecting. I found that interesting and somehow true to those characters.

The tragedy of Peggy comes through in that scene as well. Maybe if she had never been in this town to begin with, things could have turned out very different for her.

A lot of the things that she’s listing as the unfair expectations laid on women, the feeling of that unfairness especially when the women’s rights movement was much earlier in its genesis — a lot of what she’s bringing up is legitimate. It’s just the timing at which she’s bringing it up that makes it unfortunate. There’s been so much destruction and loss of life, and much of it related to choices she’s made. She’s just incapable of really taking that in.

Can you talk about the stylistic choices you made with the scenes of Hanzee stalking Peggy and Ed, which we find out only happened in Peggy’s mind?

There were lots of discussions about the use of light, the use of sound, even at times the lensing and choices we were making in terms of the look that gave subtle clues we were veering away from realism. Even down to the logic of how much (Peggy and Ed) would be affected by the smoke at that point — and their ability to be in the room if it really was filling up with smoke to that degree — the passage of time and the overall look of that freezer. It was important to not give away the fact that it was a hallucination but in retrospect have elements there that allowed people to track the fact that her sense of reality was being altered.

And in the midst of that, Kirsten delivers another great monologue as Peggy talks to a dying Ed.

The conversations we had there were about the commitment to the fantasy world that she’s in and the need to commit to that as the reality around her was getting more and more horrible. She’s so resolute in not seeing how bad and desperate their situation is — when it’s clear that Ed has been mortally wounded, I think it triggered her into an almost hallucinatory state of grief and shock, and that pushes her into reimagining the film, and even allows her to continue carrying on a conversation with Ed, who’s no longer really a participant in that conversation for obvious reasons.

It’s kind of like all of “Fargo”: funny and sad, tragic and wonderful, at the same time.

And Ed’s tragic last speech to her, saying “I’m always going to want things to be back the way they were.” They’ve moved beyond being able to have that. Even if he were to survive there’s no sense that — they might have something new, possibly, but the odds against that seem pretty great, and they’re never going to have anything back to the way they were. Reality has to be acknowledged and their reality is a very different one at this point in the story.

In addition to directing, you also acted in one of my favorite scenes of the finale, when Hamish shows Mike Milligan his new office. How do you feel about that ending for Mike?

Mike seems to end up being a victim of his own successes. He’s had a romanticized idea of what moving up the food chain in the organization is going to mean in terms of an autonomy. I think Noah’s nod to corporate mentality is the more success and the higher up you go, the more you have to answer to the system. You oftentimes are less your own boss when you have a bigger title. It goes hand in hand with the overall theme that seems to be inherent in the season — the loss of empire, that empires devour themselves. The correlation between the destruction of a romantic notion of empire and the reality of a corporate bureaucratic way of doing things — you see Milligan having to let go of his own idea of an empire in that scene rather quickly.

Hank lives! At least for now. Talk about working with Ted Danson on the scene where Hank tells Betsy and Lou about his new language.

Ted was a complete delight. It was the first time I’d ever worked with Ted although I’ve worked with his wife, Mary, three or four times now. I’ve adored her and every chance I’ve had to work with her. Working with him was a continuation of that kind of amazement that two people with the history, the track record and the reputation that the two of them share present in these two people who are the most collaborative, open, friendly and game actors I’ve ever gotten to be around. I just loved working with him. 95% of what I would do with Ted was just watch what he brought to stuff. There’s such heart in him and his take on Hank was so dead on that, basically, why tamper with perfection? I think he truly loved playing that character and it shows. The thing that would kill me about the way he played Hank is the obvious depth to which he’s being affected by his daughter’s illness and his fear of losing her, but the inability of the character to be overly emotional or maudlin about it.

You also directed the penultimate episode with the epic motel shootout. How complicated was that to pull off?

The gunfight was logistically one of the more challenging things I’ve ever had to take on as a director. I asked for a lot of input and a lot of help in the planning of it. One of the things I’ve enjoyed most about the transition into directing has been the increased appreciation of how much expertise is around you in a crew, certainly a crew of the caliber that was working on this show. I relied very heavily on Dana Gonzales, the d.p., and Phil Chipera, my first a.d., both of whom were very experienced. There was a lot of time and thought that went into the logistics and the architecture of those scenes. That was definitely the sequence that kept me up at night.

Time is always in short supply on TV shoots, how long did you have for that sequence?

It’s a little hard to say exactly because there were at least two solid nights of night work and additional work we had to do during the day. It was also complicated because the sequence involved stuff that had to be shot on the stage as well — the interiors of some of the hotel rooms — so those were separate days. I’d say altogether we probably spent three and a half or four days on that sequence. We knew that’s where a certain amount of time would have to be taken.

One of the finale’s biggest surprises was the return of Allison Tolman, Colin Hanks, Keith Carradine and Joey King — who I understand all flew to Calgary to film their cameos. What was it like to have them back on set?

The unfortunate reality is that I did not get to work with them in those scenes, as much as I wanted to. There were actor availability issues that involved them needing to come (to Calgary) after principal photography had been completed and I had another commitment that conflicted with it. Those scenes were done after I had left Calgary, Noah actually directed those.

Was Noah around and available on set while you were directing, or was he in LA for post-production?

He was in LA during a lot of the earlier point of my shooting. He was (in Calgary) for awhile in prep and then was around quite a bit during the latter point of my shooting. I got to consult with him quite a bit on some of the sequence in the freezer.

There’s a very specific tone to the show. Is that something you would look to Noah for guidance on as well?

Noah’s input was invaluable in terms of filling out the details of what he had been envisioning when he wrote. I think his selection of directors paid a lot of attention to whether there was an inherent understanding of that tone and the line you have to walk with that tone — the drama and the absurdity of it; the comedic moments that surprise you in the midst of scenes that are dramatically very high stakes. I think it’s safe to say that the stable of directors he brought on were all people who were very conversant with the Coen Brothers library, and a desire to walk that line. But having Noah’s additional personal perspective on all of that was invaluable.

I don’t think I’ve ever worked for a showrunner who has a more specific idea of where he wants things to be heading. He’s very specific and very meticulous. There’s a feeling about Noah that he keeps working, it doesn’t feel like it’s done until it’s done. The creative layering and additional ideas keep percolating well after the point when many people would say, “We’re on our way now, we can sign, seal and deliver this.” I found that very inspiring.

We don’t know what season three is about yet, but would you want to direct more episodes?

I would love nothing more. I really like the whole experience has been one endless highlight for me. I felt like I had a chance to learn a lot and work with people who are as good at what they do as anybody in the business. It was really fun.