Wes Anderson‘s movies are largely nudity-free affairs, but not Asteroid City (and the pre-The Darjeeling Limited short H๏τel Chevalier with Natalie Portman). Scarlett Johansson has a brief ɴuᴅᴇ scene in the 1950s-set film, one that made Anderson deeply “uncomfortable.”

“Wes is probably the worst person to talk to about anything like that. He’s so uncomfortable around that topic,” Johansson told Yahoo! Entertainment, while laughing. When asked how the director was giving directions from behind the camera, she replied, “I’ll leave it up to your imagination. There was a lot of throat clearing and [Wes] sort of hiding his face.”

Anderson has been described as “shy” and that he “needs a deep connection with his actors,” so it’s not surprising that he turned into a red-faced school boy while shooting a ɴuᴅᴇ scene. This would have not have been the case if it involved Johansson’s Asteroid City co-star Willem Dafoe, however. He would have been too distracted by the actor’s “enormous d*ck” to be embarrᴀssed.

Asteroid City, which also stars Jason Schwartzman, Tom Hanks, Jeffrey Wright, Tilda Swinton, Bryan Cranston, Edward Norton, Adrien Brody, Liev Schreiber, Hope Davis, Steve Park, Rupert Friend, Maya Hawke, Steve Carell, Matt Dillon, Hong Chau, Margot Robbie, Tony Revolori, Jake Ryan, and Jeff Goldblum (pretty good cast imo), comes out on June 23rd.