Good friends aren’t afraid to bare it all.

Robert Downey Jr. deemed his longtime pal and former co-star Mark Ruffalo “pretty bangable” on Monday’s episode of Variety‘s “Actors on Actors” series.

In a wide-ranging conversation, the duo spoke about the movie-making measures Ruffalo took to pull off a thicker physique in his latest film, “Poor Things.”

“Do you know I had an a– pad in?” Ruffalo, 56, asked Robert Downey Jr., 58, about his commitment to the role.

“My legs were, like, four inches bigger,” he continued. “My calf was four [inches]. He [director Yorgos Lanthimos] really wanted the silhouette. So I was wearing a corset with shoulder pads, so I was so squeezed in.”

“Poor Things” is a period fantasy comedy also starring Emma Stone who portrays a woman who is brought back to life by a scientist and runs off with a lawyer (Ruffalo).

Mark Ruffalo in “Poor Things,” which hits theaters on Dec. 8. ©Searchlight Pictures/Courtesy Everett Collection

But the extra padding seems tame compared to the other details of Ruffalo’s costumes.

“It was even more extreme. [Lanthimos] wanted me to look like a bird, so I had this whole built-out chest piece that never made it because it was just too much,” he explained.

Ruffalo poses at the opening night of the new play “I Need That” on Broadway on Nov. 2 in NYC. Bruce Glikas/WireImage

“But the big a– pads, the leg pads, the thigh pads, the calf pads, those were all playing. So when you look at that and you’re like, ‘Wow, he looks great’ — now you know, I was just wearing what the Avengers wear, but underneath my clothes,” the “Hulk” star told the “Iron Man.”

Not only did Ruffalo add extra lawyers for “Poor Things,” he also got naked for the film’s steamy sex scene.

Ruffalo wore a corset, shoulder pads, and an “a– pad” for the film. ©Searchlight Pictures/Courtesy Everett Collection

“I was like, ‘Do I have to?’ All I can hear is, ‘Nobody wants to see your old a– anymore. Maybe you shouldn’t be doing movies like that anymore,’” he laughed.

“I mean, it’s my least favorite part of it, but I also saw it as very comedic and also, like, an extension of the physical comedy that we were already finding. So it was just another way to tell the story.”

Downey backed up Ruffalo’s claim with a memory from filming one of the six movies they’ve done together.

Robert Downey Jr. attends the 2023 Academy Museum Gala at Academy Museum of Motion Pictures on Dec. 3 in LA. WireImage

“I just want to say this, too, because knowing you forever, on one of these ‘Avengers’ movies, you take off your shirt, and you were in really good shape. And the director was like, ‘We got it.’ You’re like, ‘Oh, can I please stop dieting and working out now?’”

Downey continued, “There is no one I’ve ever come across who is more anxious to not be vain past the point where it is necessary to achieve an end for their work.”

Emma Stone also stars in “Poor Things.” ©Searchlight Pictures/Courtesy Everett Collection

“Was that a compliment?” Ruffalo asked, to which Downey confirmed he meant it as such.

“But I’ve got to say, you look pretty bangable to me, in case you were wondering,” he admitted.



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