After starring in the critically panned, but financially successful live-action Scooby-Doo movie in 2002, Matthew Lillard thought he was on the way to living his ideal life in Hollywood. But then his job opportunities started disappearing and his lifestyle became unsustainable. On the most recent episode of The Watch, he talked to Chris Ryan and Andy Greenwald about the reality check that allowed him to survive as an actor.

Listen to the full podcast here. This transcript has been edited and condensed.

Matthew Lillard: Any working-class, blue-collar actor has a long journey. And it is not always pretty and sometimes it sucks. And you know I tell the story all the time to kids I teach. I had a moment sometime right before I turned 40.

Andy Greenwald: He looks at me, not Chris. He knows I’m already over the threshold.

Lillard: I had this moment where somebody called me and asked if I was interested in Dancing With the Stars. And I had this moment where I had done big movies, and I had been the lead in Scooby-Doo, playing Shaggy, the lead. I got paid a lot of money, it was a huge success, and I was like, "Oh I’m set. I’m going to now sort of control my own destiny. I’m a legit Hollywood sort of success." Which was actually the farthest thing from the truth, because I had really kind of pigeonholed myself to be this kind of [hack], on a movie that nobody respected and nobody really liked, and I was kind of like, people sort of thought of me as a hack at that time. At least I felt that way.

And I wasn’t getting offers and I wasn’t getting jobs and so at the time I was with the biggest agent and the biggest manager and I’d call my agent and say, "Hey, I need a job." And I would get a job and the job was worth X amount of dollars. And it was great, but I was living this lifestyle of, "Oh I’m going to make money." I’m in a big house, and we had private schools and fast cars and we were kind of bloated. We were living on hype. And I wasn’t making the money. And I would get a job but you know then I would get another job like six months later that was for less money, and less money, and this declining scale. I was like, "Well I’ll always be able to go back to TV." Well I did a pilot, and it didn’t get picked up, and I did another pilot and it didn’t get picked up. And so I’m on this sort of spiral down and —

Chris Ryan: This is like early 2000s? When are these pilots?

Lillard: Early, no it’s after that.

Greenwald: Like seven, eight years ago?

Lillard: Yeah, seven, eight years ago. I’m 47, so it was like seven years ago, it was right before I turned 40. And you know, look, I was in a weird place. I wasn’t the kid I was in Scream. I wasn’t a star. … And long story short, along comes this offer where I can make a lot of money and people looked at me like, "You should do it." And I turned to my wife and I said, "We are living on ego." It was like this come-to-Jesus moment where I was like, "I’m not what I think I am, I’m not special, I’m not a star, I’m all these things that I’m not, and the more I sort of sell out, the less value I have in who I am." And my dream coming up was to be a great actor. If I take Dancing With the Stars, I’m never coming back.

And so on three consecutive phone calls I fired my agent, who I loved, my manager, who I loved even more, who spoke at my wedding, and my lawyer. And I’m like "I have to just change my life." We sold our house, we got rid of our cars, and we downsized our life to a point where we could manage. And I went back to take jobs that were built on work. And look, that’s a hard thing. When you don’t work for a long time and you finally do get a job and it’s a great job, they’re not paying you. You make scale-10 when you’re working with George Clooney on [The] Descendants. And Alexander Payne. I mean, you’re making [something], which is good money if you make it every week, but if you haven’t worked in a year and you make scale-10, you know that $5,000 for the year, it doesn’t go very far. So it was this kind of crazy redirect of my life and we changed everything. And I went back to teaching. So I was like, in a worst-case scenario I’ll do good work and I’ll teach and eventually maybe I’ll get another shot.

And along comes this movie called The Descendants. Where I walked in and I said to Alexander Payne, "I’m never gonna get this job." He’s like, "Why do you say that?" I’m like, "Look at me. I’m never gonna be the guy that gets George Clooney’s wife." The longer version of that story is I wasn’t even supposed to be in the audition. They snuck me into the audition. And I found out that I got snuck into the audition as I was walking in, and I said to him, "I’m never getting this job."

Ryan: And he was just like, "Just try?"

Lillard: He’s like, well just, "I have to go take my kids to this movie, do you mind if we just do this fast so I can get out of here?" It’s like yeah, great. And I audition, and it’s like that’s the best audition I’ve ever seen. Like, well, too bad I’m never gonna get this job. … And five months later, right at my 40th birthday, I get this job. … That was a long, rambling story. Sorry.

Ryan: Nah, it’s awesome.

Lillard: But the idea was that, look, it’s hard in this business to go all the way, to be an actor your whole life.