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In most films where multiple women are sleeping with the same man, it ends in a catfight. With The Other Woman, the three women who all get duped by a pathological cheater decide to exact revenge on the man of their nightmares. Funny women Leslie Mann, Cameron Diaz, and Sports Illustrated cover girl Kate Upton, making her debut as a lead actress, play the scorned lovers to the three-timing sleaze played by Game of Thrones’ Nikolaj Coster-Waldau.

“I’ve never seen colors that beautiful on my ass before,” laughs Coster-Waldau, recounting a scene from the film that involved his bare butt and Upton with a whip. “But it didn’t hurt that much.”

Upton quickly quips back, “You’ve had your hand taken off in Game of Thrones. I hit your butt. What does that even mean?”

The ensemble’s onscreen chemistry in the upcoming comedy is apparent in real life, too, during a free-flowing interview with Cameron Diaz, Leslie Mann, Kate Upton, Nikolaj Coster-Waldau and Taylor Kinney in Los Angeles. “We hit it off right away,” says Mann, “We had a couple dinners together. We just complimented each other in real life and onscreen. Cameron for me is like the teacher and Kate is like my daughter. She is only five years older than my daughter. I love these girls and these boys.”

The five stars open up about making-out, fighting the MPAA, physical comedy, and what it is truly like to shoot a bikini scene.

Nikolaj Coster-Waldau, you’re on Game of Thrones where you have to face some fierce women, but how do they compare to these ladies in this film?

Nikolaj Coster-Waldau: Yeah, they take their revenge in the end, when all that he wanted to do was give them all pleasure (laughs).

Cameron Diaz: Oh, this is how it’s going?

NCW: No, it doesn’t compare. He’s a real prick and gets what he deserves. Cameron and Leslie are pros and this is Kate’s first movie; she is amazing. It’s not easy playing the naïve, young character.

CD: You have to be very smart to play that dumb.

NCW: It was a thrill for me.

Leslie Mann: It was a thrill for me, too, to make-out with the hot guy from Game of Thrones, because I have been married to the same guy for 17 years and I thought, “yes!” And you know how actors go, “It’s just very technical and the sex scenes are so tough,” and I’m like, “That’s bullshit.” So anyway, I was very excited. And then we did the kissing scene and he’s got the scruff and I got red, but not just red, I broke out into full hives. They thought it was his aftershave, but it kept happening and I was so bummed.

NCW: But it didn’t happen with Cameron.

CD: I have a sturdy constitution.

LM: But I got the job done.

What did you think, Taylor, when you first read the script?

Taylor Kinney: That I hope I get this (laughs). I loved it. It evolved a lot. There was a template and it evolved to what it is.

LM: It seems like a lot of the other movies with the same kind of idea, written by men and directed by men, like to perpetuate this idea of women fighting over the man.

NCW: But what does it tell about these women that they all go for this man?

CD: That he’s really good at what he does (laughs).

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