What Happened Was... (1994) User Reviews (51)

A Night To Remember

[reelreviewsandrecommendations · 8/10 · 21 July 2023]

Jackie is an executive assistant at a large law firm in New York. One night, she invites Michael- a coworker- for dinner at her apartment. Both of them are nervous, having never been alone together. As the night unfolds and the drinks flow, their conversation turns from awkward small talk to more important issues. Michael is trying to write a book- and has been for 15 years- about the goings on inside the firm. He is something of a pedant, though Jackie has feelings for him. Whether they are reciprocated or not remains to be seen in Tom Noonan's 'What Happened Was...'

A darkly comic, fascinating character study, 'What Happened Was...' is based on Noonan's play of the same name, and is a tense and profound examination of the lives of two lonely people. Essentially a filmed conversation- like 'My Dinner with Andre'- the movie boasts excellent, believable dialogue that ebbs and flows like it would in real life. Never for a moment does one feel as if the proceedings are scripted or staged, and watching Jackie and Michael really get to know each other makes one feel like a voyeur spying on a real conversation.

Noonan's characters are flawed, strange and startlingly realistic. Over the course of their evening together, we learn about Jackie and Michael's lives and desires, and how each of them manages to face a world every day that they find cold and cruel. Unlike 'My Dinner with Andre', which was centred on two rather pretentious and garrulous people, the conversation between Jackie and Michael isn't a constant stream; the film isn't a sparring match between witty monologists. It is a bleak and poignant story of two lonely souls trying to connect, with moments of dark humour and unexpected revelations. 'What Happened Was...' won the Grand Jury Prize and the Waldo Salt Screenwriting Award at the 1994 Sundance Film Festival; and rightly so, as it is gripping from start to finish.

Joe De Salvo's cinematography is minimalistic and realistic, as is Andras Kanegson's set decoration and Daniel Ouellette's production design; reflecting the somewhat claustrophobic, intimate nature of Noonan's narrative. The picture was shot in one location, Jackie's apartment, which is decorated simply with objects that reveal aspects of her personality and background. De Salvo makes use of subtle and unobtrusive camera angles, avoiding flashy or dramatic shots which would distract from the dialogue and the actors' understated performances. Minimalist and striking, 'What Happened Was...' contains memorable, muted visuals that enhance the story.

'What Happened Was...' stars Karen Sillas as Jackie and Tom Noonan as Michael, both delivering power-house performances full of subtlety and nuance. They manage to create a believable and complex relationship, balancing moments of tension with humour and attraction with repulsion. Furthermore, they handle the challenges of performing a script based on a play, with a few long, intricate monologues each, without losing the attention or the interest of the audience. Both display the insecurities of their characters marvellously, never resorting to theatrics or going over the top, and share a seemingly genuine chemistry. Understated and powerful; Sillas and Noonan's performances are not easily forgotten.

As is the case with the film as a whole: it is hard to forget. 'What Happened Was...' is a fantastic, believable character study about two profoundly realistic characters that enchants and entertains. Full of dark humour and genuine human drama, the movie showcases Noonan's remarkable abilities as a writer, director, editor and actor. Karen Sillas proves to be his equal, delivering a subtle performance of style and wit, and the muted visuals are striking. In short, Tom Noonan's 'What Happened Was...' really is a night to remember.

Loneliness...

[cewasmuthiii · 6/10 · 10 December 2004]

I watched this movie the other night and I thoroughly enjoyed it. However, you must be in the proper mood to enjoy a movie such as this. This movie centers around 2 lonely characters, man and woman, on a 'first' date at the woman's apartment. This movie is not too funny nor is it fast paced. The movie simply tries to flesh out each person's character for 90 minutes. This movie also led to some candid discussion between my fiancé and I, especially about the man's 'troubles' at the end of the film. We also discussed if there would be a 'second' date between them. The movie is steeped in realism and is shot very well. Worth a look if you're in the proper mood for a slow but interesting, character development story. 6 out of 10.

Once upon a time: Another heart of darkness

[lumper · 8/10 · 19 March 1999]

A daring movie with few equals: a journey into the heart of darkness of the date from hell. Two seemingly quiet, reserved folks teeming with disturbing secrets and half-truths reveal themselves to us and each other in an increasingly frightening crescendo. Deception, life, the skeletons of a nightmare closet. Gripping, a bit over-long, perhaps, but well worth the time. As of this writing I have rented and seen the film 4 times and each time I've learned something about myself, about my world and about vanity, trauma and deception.

Incredible movie

[friday · 10/10 · 15 January 1999]

This movie may not appeal to all people (as I see from another comment) but was a great, biting, black movie with A+ dialogue. It brings you into the lives of two people, who are not all they appear to be. Tom Noonan is a brilliant screen writer. It is a one-room setting, like a play, but reels you in regardless (like Lifeboat). If you don't appreciate dialogue and the idiosyncrasies of human nature, you will not appreciate this movie.

Actual Life Experience

[appc · 10/10 · 27 November 2005]

I can't say if it is a good or bad movie, but what I believe is that it is a real life movie: I must know it, it describes what many of us have lived in real life, actually, it is a mirror image of many lives. I do not mean by that I am some dysfunctional guy, but everybody has a little of that. You should watch it; it is possible that you may find yourself re-living some personal experience. It is not a typical Hollywood movie, it is a rather practical and real life experience that as you watch you begin feeling as if some knew about you and made it a movie. I watched this movie with my wife and she kept on joking about how similar the story was with our first dates.

Outstanding

[lunarbeauty · 1 October 2002]

An astonishing, captivating film. One of the toughest tricks to pull off is making film people talk like real people; director/writer Noonan does it o.k. This film generates a prickling, enjoyable sense of unease in the viewer, which gives way to discomfort and then alarm; and then on to awkwardness and the hope for reconciliation.

The only other Noonan film I've seen, apart from his cameo in the enjoyable hokum `Heat,' is `The Wife,' which I feel is less successful. One of the small cast of that film is Wallace Shawm, star of `My Dinner with Andre,' which has been mentioned her by another reviewer. As he says, `What Happened Was' is on similar territory to `Andre,' but it's much more somber and doesn't give that `redeeming' feeling at its end. Demanding and rewarding.

You have to be open and honest with your emotions for a relationship to work

[sol-kay · 7/10 · 24 October 2004]

***SPOILERS*** " What Happened Was" is a story about hurt and loneliness in the big city and how it effects two people Michael & Jackie Tom Noonan & Karen Sillas, who are co-workers at a big NYC law firm.

Michael is a paralegal and Jackie is an executive assistant as they both spend what at first seems to be a quite evening dinner at Jackie's apartment that leads to an emotional explosion which exposes the mask that they've been wearing at their job all these years. Jackie really likes Michael very much and finds in him the reason for her to get up every morning and go to work. Single like Michael she as well as him want to have a relationship to put a wedge between the loneliness that they both feel but living as they do in a major modern metropolis in a way forces them not to be themselves.

Michael is far more deluded then Jackie, who's more down to earth and honest about herself, in him thinking that he's a big time social activist who's writing a book, that he tells Jackie took him fifteen years to write, about the law profession and how it hurts those that it deals with. Michael in fact is really a very insecure young man afraid of facing life and thus losing himself in a fantasy world that he created for himself inside his living room watching TV shows mostly on the Discovery Channel. It comes as a great shock to Michael's ego when Jackie shows him a children book that she wrote that was published unlike his imaginary work on social injustice.

Throughout the entire film Jackie does what she can to loosen Michael up, with almost an entire bottle of wine, and in the end he does seem to come out of his shell and really starts to get it on with Jackie. Still his insecurity keeps him from really being responsive to her feelings about him and it's that reaction that leaves Jackie in tears as she feels she made a fool of herself trying to get Michael to fall in love with her like she's with him.

Michael is finally brought down to earth when he realizes how he hurt Jackie with his overwhelming sense of self-importance. Michael's clumsy attempt to make things right after he tried to leave her just as Jackie thought he would stay over night left her with a sense of outraged. It's then that she tells Michael just what she thought of him, this after how she felt all this time about him, and how he was the only person to make her happy in the office that they both worked at. That revelation by Jackie hit Michael so hard that for once he opens up to her and is honest about himself, not at first realizing her feelings that she had for him, and tries to make amends for what he, unconsciously, put her through that evening.

Heart-felt and moving film about how people have trouble connecting with each other and how two people who worked and were friends for years at the job together are like fish out of water and strangers when they meet and try to start up a serious relationship out of the workplace.

Slow moving, insightful and very well written

[brendan2797 · 8/10 · 29 November 2000]

This movie is certainly NOT for everyone. And I would whole heartedly agree with people who feel mislead by the cover of the videotape because it doesn't create any idea of what the movie is. What the movie is, is a very finely crafted film much like "My Dinner With Andre" but much more somber. The layers of these characters peel off as they become more and more comfortable with each other and it creates for an almost voyeristic feel that lends the movie an immediate impact credibility. This movie is reflective of how many, many people interact and present themselves as something they are not and how fragile people can really be. We see and work with people every day who could be lost souls, lonely hearts, broken egos etc.....and this movie simply reminds us that not everyone is what they seem and that the world is full of lost, lonely people. Obviously not a subject that lends itself to the average movie-goer but if you like outstanding writing and want to see what can be done with TRULY indepenent movies, this is the movie for you. I HIGHLY recommend it to literate movie fans.

First date horrors.

[DukeEman · 7/10 · 3 February 2003]

Two office Co-workers do dinner and play with each other's insecurities and paranoia . A very theatrical piece saved by a witty script and unusual situations. Watching this makes you feel rather uncomfortable because of the high tensed atmosphere of uncertainty and discomfort created by the two only actors who occupy the entire film with great success.

a fresh reworking of a familiar theme

[lefty-11 · 8/10 · 10 January 1999]

Essentially a one act play about the pathos in the meeting of two lonely, damaged people who can't communicate their feelings and intentions, this character study reminds you of the most disturbed Woody Allen personas, and Brando's character in "Last Tango in Paris"- narcissistic, haunted by the past and continually oscillating between isolation and the desire that someone will rescue them from deep seated shame. Unpretentious, tense and compelling, "W.H.W" never lapses into sentimentality, and seems more focused than comparable more recent films such as "Heavy". It succeeds because of its sensitive treatment of a difficult subject.

Being misled isn't that bad, is it?

[aanwort · 7/10 · 5 October 2000]

I do admit I bought that movie because of the cover. Its kind of funny and also a bit nonsense. It made me think that might be a comedy to laugh out loud for an hour or so. Well it turns out to be something else. The slow progress of the film in an apartment prepared a good run for what is coming. It backs up how the strangeness of the two actors to each other develops more intimacy and understanding on each other. Both of them worry about if they'll give a bad impression being themselves and so they try hard to build a pleasant image. what really works at last is a very simple and sincere heart to heart chat.

The making of the movie is simple enough. No big production. No digitally edited pictures. The dull fixtures contrast well with the actors' characters which are feeling lonely and longing to have their emptiness to be filled.

The movie is good but here is the reminder: If you don't really enjoy knowing people through their conversations, better pick other movies.

An odd film...

[MarieGabrielle · 8/10 · 14 June 2006]

Tom Noonan and Karen Sillas portray a disaffected NYC couple- co-workers who are now on a dinner date.

Tom Noonan is somewhat menacing and unpredictable. Interesting presence. (You may recall him from "Manhunter"). Basically, the film develops as the two discuss their jobs(which they hate) but they have other projects in the works, Sillas published a children's book.

Tom Noonan portrays an Ivy League graduate, working as a paralegal who is both amused and disgusted by the attorneys at the firm. He is defensive about why he works at said firm, and Sillas finds him interesting, saying he must have some grand plan to get revenge on the attorneys at the firm.

The only somewhat nebulous plot point is where Sillas reads the "children's book" she has written, which turns out to be quite violent. I will not spoil it for those who have not yet seen this movie, but suffice it to say, it is very strange.

All in all an entertaining film, about alienation and dating in NYC, which has a creative distinction- it is one film in the past ten years that does NOT try to imitate Woody Allen!. 8/10

Good For What It Is

[gavin6942 · 6/10 · 21 August 2017]

Jackie, a secretary in a legal firm, invites Michael, a paralegal in her office, over for a dinner date. The film follows the course of their evening as the two manage to surprise each other with hidden, unexpected twists of character.

In many ways, this is not unlike Richard Linklater's "Before" trilogy, because it amounts to basically a couple in conversation for 90 minutes. The key difference, however, is that Linklater utilized some great locations. Noonan adapted the film from a stage play, and this is quite evident... it could easily be shot in one room, whether it be an apartment, a library, or pretty much anywhere.

The writing is good and the acting is strong, but the film itself is just alright. It never really rises above the stage play, and it seems a shame to translate something from a play to a film without making the necessary adjustments.

What happened was.... NOTHING

[jamesyoug · 1/10 · 1 May 2015]

What happened was.... NOTHING. Sixteen minutes in, and the only cool thing that happened was she put this broken thing in a fish tank. Forty minutes later, she's still having dinner with hottie boombalottie, talking about nothing. I'm like halfway through this movie, and it has not even remotely interested me. When they showed the clips of the horror movie, I assumed it may be a horror movie. The only horrifying thing about this movie is how terrible it is. My friend loves it though. I am genuinely surprised that this has as high of a rating on here as it does. Nothing happens. The title is completely misleading. You assume something will happen. Because it SAYS "What happened was"... and you know what happens? Spoiler Alert!!!!!!!! They have dessert after their two hour long dinner!!!!!!!!!!!

Not for the faint of heart

[rubystreak-1 · 10/10 · 29 December 2004]

What Happened Was is a movie of creepy intensity that is both affecting and disturbing. Talented writer/director/actor Tom Noonan allows the viewer to be a fly on the wall for a first date that starts off awkward and painful and then veers into the uncomfortably intimate. Michael and Jackie could be anyone you work with, pass every day in the hall, and never realize what's going on in their strange inner worlds. Lonely and simultaneously starved for meaningful human companionship and afraid of it, by the end of the date Michael and Jackie reveal themselves in ways that are real and fascinating while also being scary in a way that few movies are. A must see for anyone interested in the dark recesses of the human mind.

One of the best two-character dramadies you'll see

[bob_meg · 10/10 · 11 April 2009]

Taking place entirely in the Soho loft of a young secretary played by the remarkable, seldom-seen Karen Silias, What Happened Was is an excursion in date torture, pitting a self-conscious paralegal (played to perfection by director/writer Tom Noonan) against Silias' lonely, easily impressed young woman.

What I found most fascinating about this film's script is that it introduces two people who are not at all what they seem to be at first...and we don't know this until the film progresses. We witness their veneers slowly stripped down and they are alternately weird, ugly, frightening, and hilarious.

It's an uncomfortable film to watch, especially the last third, but it's richly rewarding. The ending is plausible, appropriate, and heart-rending. Its sheer rawness is marvelous. A great ride.

We've all been there

[fifo · 20 June 1999]

Tom Noonan's excellent play describes two lonely, damaged people trying to connect, and in the process dark secrets emerge. The only hope for these people is that however difficult, by confronting the demons their respective pasts hold for them, a chance of an honest relationship becomes possible. Kudos to Noonan for keeping the delicious tension new relationships have by his treatment of the ending.

Stay with it. It's worth the time.

The Happening

[sol- · 7/10 · 25 March 2016]

Two work colleagues share an awkward first date in the woman's high rise apartment in this unusual film written and directed by and starring Tom Noonan. The movie is based on a stage play that Noonan wrote and he turns it into a very cinematic experience with lots of mobile camera-work early on and some unsettling cutaway shots later on as lead actress Karen Sillas reads a ghoulish children's tale. The juice of the film comes from the constant sense of uneasiness in the air and a general sense of something sinister afoot. Both characters have moments in which they seem borderline psychotic and it gradually becomes clear that they are not as good friends as they thought they were when together in the workplace -- which may be the very point of the film. Promising as all this might sound, the film never quite capitalises on its implications of sinister things out there. Noonan's constant glances out the window (and the voyeuristic shots that look back at him) create a particularly ominous mood in the story-reading scene, but this mood shatters once the story is over. Other offbeat touches, like a fluorescent light flickering as Noonan enters the apartment, also add little to the tale. If not a wholly satisfying film, 'What Happened Was...' is at least daringly different and it is incredibly encapsulating for a film that essentially just consists of two people talking. Both characters are extremely easy to relate to, and some of the more subtle directing touches (silences; repeated dialogue) go a long way to rendering both of them as very human despite their individual quirks.

Unique blend of comedy and pathos pulls audience back and forth.

[lboller-1 · 10/10 · 24 April 2004]

I really loved this movie. The situation is easy to relate to, at least at the beginning. These two office workers are lonely and want to find someone, but each is struggling with "how to begin" and "what to reveal." I laughed at each of the characters and felt sorrow for each of them as well. The climax, I believe, is her monologue about the children's book she is writing. She delivers a fine performance, and Mr. Noonan's response is perhaps that of the audience. I shifted in my seat, peering into a soul perverted by anxiety and solitude. In one final coup, however, Noonan leaves us hanging, with the man more interested in trying again than the woman. Nice. I was never bored with this film, not once.

a two hander

[SnoopyStyle · 7/10 · 12 June 2023]

Jackie Marsh (Karen Sillas) is an executive assistant at a New York law firm. She has invited co-worker Michael (Tom Noonan) to her apartment for a first date.

It's a simple two-hander based on Tom Noonan's original stage play. He's also the director. This has all the awkwardness of a first date in a good way. At first, I was concerned about the size of the apartment until she reveals her couch folds out into her bed. It's apparently an one room apartment although it's a very big room. This movie is one slow reveal of the characters' inner self after another. It's the actors doing good works.

Beautiful losers and lonliness

[Jack-Wareing-Films · 9/10 · 10 February 2020]

Tom Noonan is brilliant. His direction & acting performance are excellent. Though 'lonliness' is not an uncommon theme in many films, I think this film anticipated the situation many people would find themselves in this 'brave new world'. Sweet, heartfelt, tragic and wonderful. Highly recommended for fans of obscure but very cool low budget indipendent films.

time for the talk

[lee_eisenberg · 7/10 · 15 September 2023]

I remember "What Happened Was..." getting released in 1994, but at that age I wasn't watching arthouse movies, so I didn't see it. I've finally gotten around to seeing it. Tom Noonan's movie casts him and Karen Sillas as people having a dinner in her New York apartment and having a long conversation. If this sounds like "My Dinner with Andre", then it is the same sort of movie, except with a different kind of discussion. The discussion in the other movie was a condemnation of the art world's superficiality. The discussion here covers a variety of topics. It's the sort of movie that tests your attention span.

If you're only into movies with nonstop explosions and car chases, then this movie won't be for you. It feels very much like a play, emphasizing the dialog as the protagonists reveal the ups and downs of their lives. The characters' complexity and the profundity of their conversation is something that could only come from one of the '90s arthouse movies (it was the golden age of indies, after all). There's no BS about it, just the characters having a frank, realistic discussion about the good and bad.

All in all, this is one movie that film buffs have to see. It's nice to see a movie that isn't superheroes, aliens, etc, but it's especially good to see one this honest. Check it out.

Compelling!

[laurel21000 · 9/10 · 31 January 2008]

I found this film emotionally wrenching but with no catharsis. Neither of its only two characters was particularly likable and yet the film permeated and enveloped in such a way as to make it imperative to care about and root for them. Both individually and as a couple.

But the rooting was not without an ambivalence. The film unfolds and draws the viewer in but it never throws out a liferope with a hint of buoyancy to cling to. The man and the woman are intriguing but each of them has very evident psychological obstacles in their makeup. Maybe insurmountable obstacles.

You want things to work out for them but you have to ask yourself to what end. Their lives are each severely wanting and problematical to put it mildly but there is no indication that joining forces would in any way ease the situation.

Noonan never makes it easy for the viewer. It's kind of daring and exciting to realize at the end what choices he made as a writer and as a director. The characters are without any easily accessible wit or accessible charm and yet their dialogue is fascinating.

Their exchanges are agonizingly awkward and yet completely engrossing. Engrossing in a very uncomforable sort of way. The discomfort was probably because it rang so raw and without any tarting up.

I longed for more theatricality in the delivery of the lines. That would have provided an emotional distance and made it easier to take the film. But I have to admire Noonan for not choosing that route as a director.

By going completely naturalistic, there was no barrier, nothing to shield you from the film's impact.

I wish Noonan had chosen to end the film differently, though. I wish there had been more of a glimmer of hope.

Although it's beyond presumptuous to discuss changes to the script, I wish that Noonan had ended the film with the Jackie character giving a different response to the Michael character's invitation to go out with him Friday night. Rather than responding that he should ask her again when they saw each other at work (accompanied by an expression on her face indicating that she had already lost complete interest in him), I wish she had instead said that she would be glad to have dinner with him if it could be a celebratory dinner. It would be conditional. That when he had finished making the preliminary arrangements to complete the credits for his law degree, she would be glad to join him for dinner. And that would be only a small indication of the kind of congratulatory blowout she would plan for him after he had gone on to pass the bar exam.

And if Michael had also in turn given some reciprocal show of support to Jackie. She had no writing talent but judging from her apartment, she had creativity and a good eye. There was promise there. Promise to be encouraged.

I guess I just wanted to believe that there was some small glimmer of hope that they could help rescue each other. But instead the ending was relentlessly and piercingly grim.

Well worth seeing, though! The acting was brilliant, the set design, the cinematography, the music, all exceptional. And the last shot of all the buildings and all the apartment windows was very powerful carrying as it did the message that behind each window was more drama.

Get me outta here!

[MeYesMe · 3/10 · 25 January 2002]

I've been in some pretty uncomfortable situations. There was one time I wanted to escape my present company so desperately that I pretended my water broke (amazing they bought it, as I was only five months pregnant). But nothing compares to the painful evening the couple in this film endure. It's almost voyeuristic as we observe, in real time, the lulls in conversation, forced laughter, and embarrassing confessions of these two losers.

Two things that are praiseworthy: (1) Tom Noonan, who plays Michael (and is also the writer/director) is completely believable in his role, and (2) the movie's pretty short.

One more thing - I've seen, read, and dreamt a whole lotta of scary things in my life, but apparently I'm a nightmare lightweight compared to the stuff going on in Noonan's mind. The segment where Jackie reads her "children's story" aloud is, quite possibly, the most disturbing sequence on film.

Tom Noonan is CREEPY but interestinng..

[DJAkin · 12 January 2004]

This man is so odd. He was very good in this movie. I was surprised how well he did on this strange first "date". For the most part, the entire movie was shot in some NYC apartment and it was just about these TWO characters talking to eachother in a very awkward and uncomfortable manner. The female lead in this movie was HOT and I could not believe she was attracted to the bizarre looking Tom Noonan!!! Great movie though....for me.