What’s Up, Doc?: Anarchic Comedy in Raising Arizona, The Ladykillers, and Burn After Reading

Karl Marx once proposed that historical phenomena tend to occur twice, first as tragedy, then as farce. If Blood Simple is ultimately tragic, with most of the characters winding up gruesomely dead, the Coens’ second film, Raising Arizona (1987), definitely moves into the realm of farce. In fact, the ability to do both tragedy and farce (sometimes within the same film) would go on to become a hallmark of the Coens’ filmmaking. The particularly farcical, cartoonish comedy of Raising Arizona shows up here and there throughout the Coens’ body of work, and it is the dominant mode in at least three otherwise very different films: Raising Arizona itself, The Ladykillers (2004), and Burn After Reading (2008). Each of these films takes a potentially serious genre (the domestic drama, the heist film, the espionage film, respectively) and turns it on its head, injecting a gleefully anarchic note of silliness that can nevertheless also include a certain amount of violence and bloodshed. The films are also typical of the work of the Coens in the way they foreground their settings in specific geographic locations and specific cultural milieus, while at the same time producing what are essentially alternate reality versions of those settings that never correspond exactly to anything in the real, physical world.

Raising Arizona: Reagan Era Family Values

In some ways, Raising Arizona foregrounds its setting more than almost any other Coen Brothers film. Not only is the name of the setting in the title of the film, but no less than seven characters in the film are themselves named “Arizona,” while a chain of furniture stores called “Unpainted Arizona” is a prominent motif. The irony is that the setting of Raising Arizona is actually less important to the overall functioning of the film than in virtually any other Coen Brothers film.[1] In addition, the relationship between the real Arizona and the fictional “Arizona” of the film is even less direct than is typically the case with the Coens’ films. Indeed, the Arizona of the film seems so much like a parallel universe version of Arizona that critic Roger Ebert (apparently not at that time yet accustomed to the Coens’ unique play with place) trashed the film on its initial release for its unsteady relationship with its world, arguing that one cannot tell whether it “exists in the real world of trailer parks and 7-Elevens and Pampers, or in a fantasy world of characters from another dimension. … It moves so uneasily from one level of reality to another that finally we’re just baffled.[2]

Noting Ebert’s criticism, Jeffrey Adams suggests that it is typical of critics who “judged the movie by conventional standards of cinematic realism, with the expectation that unless presented explicitly as fantasy, a movie should depict a unified and credible reality. Movies can be either realistic or fantastic, but apparently not both simultaneously.”[3] But of course it is precisely this combination of the realistic and the fantastic that helps to give the films of the Coens their unique feel, especially in terms of the places in which they are set. Indeed, while the silliness of Raising Arizona might make it seem to be a rather minor Coen Brothers film, it is quite typical of their work in a number of ways.

Like Blood Simple, Raising Arizona begins with a voiceover narration, this time delivered by male lead Herbert I. “Hi” McDunnough (a wild-haired Nicolas Cage), a small-time habitual criminal who explains, in this opening sequence, how his multiple run-ins with the law brought him into contact with a young woman police officer named “Ed” (short for Edwina, played by Holly Hunter), who has been responsible for shooting the mugshots associated with his various arrests. Love blooms as Hi returns to jail again and again, in the process delivering a bit of political commentary through his voiceover: “I tried to stand up and fly straight, but it wasn’t easy with that sumbitch Reagan in the White House.” Hi, of course, is hardly an authoritative political commentator, so his distaste for Reagan hardly stands as devastating critique. In fact, given the overall tenor of the film, such comments read more like a parody of political commentary than like commentary itself, a tendency that would appear again and again in subsequent films by the Coens.

After this opening prologue, the real plot of the film kicks in as Hi decides that the chance to have a life with Ed is sufficient reason to turn away from his life of crime. The two get married after his latest release from prison, then move into a trailer in suburban Tempe. Hi, trying mightily to settle into the daily grind of law-abiding life, gets a job in a machine shop (apparently run by Hudsucker Industries), though he finds the work rather tedious. In what could again be taken as a commentator on the drudgery of workaday life under modern capitalism, Hi declares (in his ongoing voiceover) that “most ways, the job was a lot like prison.” Again, though, this commentary is really more like mock commentary, and—in any case—Hi is happy when at home with Ed: “These were the happy days, the ‘salad’ days, as they say.”

Just who “they” are is unclear, but much of Hi’s voiceover seems like he is quoting from somewhere, even if that somewhere often seems to be a catalog of clichés. Indeed,this voiceover is itself worthy of extended commentary and serves as a key part of establishing the setting in an Arizona that isn’t quite real. In a sense, Cage simply takes the voiceover delivered in Blood Simple by Walsh (who also has a minor role in Raising Arizona)and cranks it up a notch, into the realm of comic exaggeration. For one thing, Walsh’s opening narration runs less than a minute, while Cage’s runs for all of eleven minutes, providing commentary on a significant number of scenes. Cage, meanwhile, delivers his narration in a vaguely Southern accent, just as Hunter plays Ed with her own distinctive Southern accent, which itself had been the main reason the Coens had originally wanted Hunter to star in Blood Simple. Most of the other characters have accents as well, but each character seems to have an accent of his or her own, making it difficult to locate their speech as “Arizonan.” For some critics, the Coens took these odd speech habits a bit too far. For example, Hi employs such strange speech patterns and such an unusual vocabulary (especially given his background) that Ebert found his manner of speech (and for that matter the speech patterns of all the characters) to be distracting and annoying. Hi’s speech, Ebert concludes, is a bit too artificial and constructed. He sounds, says the critic, “as if he just graduated from the Rooster Cogburn school of elocution,” referring to John Wayne’s grumpy U.S. marshal in the 1969 Western classic True Grit, a characterization that would prove retroactively ironic when the Coens remade that film in 2010 (or at least re-adapted the 1968 Charles Portis novel on which the 1969 film was based).

Raising Arizona itself, while an original story, takes inspiration from a variety of literary sources as well. Josh Levine, for example, lists such literary luminaries as John Steinbeck and William Faulkner as possible inspirations, writers known for their representation of common people and of the South, respectively, and this film certainly has a Southern feel and certainly deals with common folk.[4] In an interview, Joel himself identified Faulkner and Flannery O’Connor as influences on the film[5], and it is notable that both of these writers are associated exclusively with the South, not the Southwest, just as much of the texture of Raising Arizona seems more like the film might have just as easily been entitled Raising Mississippi. The film uses other cultural resources as well. Hi’s narration, for example, is filled with proverbs and Biblical quotations. Particularly worthy of mention in terms of the film’s delineation of place is the title music, a comically folksy, yodeling cowboy song that strongly helps to establish both the comic tone and the Southwestern setting of the film. And the song sounds goofy for a reason: it is actually a classic by legendary folksinger Pete Seeger entitled “Goofing-Off Suite,” from his 1955 album of the same title. Seeger, of course, was also something of a voice of the common folk, but the Manhattan-born son of two classical musicians was hardly an authentic cowboy. Thus, while the sound of the song might be perfect for this particular film, it is made even more so because it is an artificial construct made mostly in fun, much like the film itself.

Ebert was not alone among early critics who reacted negatively to Raising Arizona, but the film has also had its supporters, and its critical reputation has generally grown over the years, perhaps because critics have come better to understand what the Coens are about. In 1987, though, Raising Arizona must have been a hard film to categorize, partly because it didn’t seem much like the Coens’ previous film and partly because it didn’t seem much like anything else being produced Hollywood in 1987. Whatever social and political commentary Raising Arizona might contain, for example, it certainly has little in common with the biting satire of capitalist soullessness to be found in Oliver Stone’s Wall Street, the signature cinematic denunciation of late-Reagan America. On the other hand, much of the American popular culture of 1987 had a light-hearted escapist quality, designed to provide a respite from Reagan-era America, rather than a comment upon it. Several of the films of the year even featured adventures with infants. Yet, while one might be tempted to place Raising Arizona with other 1987 “baby” comedies, the texture of the Coens’ film has little in common with the cuteness and sweetness of films such as Three Men and a Baby or Baby Boom, or the slightly later Look Who’s Talking (1989). After all, Bergan notes, Raising Arizona deals with the treatment of babies as “consumer goods, good publicity, and as objects for kidnapping, not a subject one generally makes jokes about.”[6]

One reason Raising Arizona is so hard to categorize is that it includes elements from a variety of different genres. For example, the plot certainly does involve cute babies, but it also involves kidnapping, robbery, a prison break, and a murderous bounty hunter. Bergan notes that Joel Coen described in the film in an interview as having all of the “essential elements of popular cinema: ‘Babies, Harleys, and explosives.’”[7] One should not read too much into such off-the-cuff remarks, of course, but this suggestion does point to the highly self-conscious and self-referential way in which this film—like all of the Coens’ films—comments not only on itself and its own construction but also on the state of the film industry as a whole, with its increasing tendency to toss in diverse elements simply because those elements seemed to be popular in other films.

The real plot of Raising Arizona begins when Hi and Ed reach a crisis in their marriage after discovering that she is unable to conceive a child. Hearing the news, Hi at first can’t believe it, given that Ed looks to him “as fertile as the Tennessee Valley.” But, he tells us in his own inimical style, “The doctor explained that her insides were a rocky place, where my seed could find no purchase.” As luck would have it, however, they get this news just as Florence Arizona (Lynne Dumin Kitei), the wife of local furniture magnate Nathan Arizona (Trey Wilson), has given birth to quintuplets after undergoing fertility treatments. Hi is not the clearest thinker in the world, but he immediately puts two and two together and concludes that it makes sense for Ed and himself to snatch one of the Arizona quints for themselves. As he explains it in his voiceover narration, “We thought it was unfair that some should have so many, while others should have so few.” If it were not clear enough already, this line makes it obvious that this heist narrative of the redistribution of baby wealth can be read as a sort of off-beat political allegory about the unequal distribution of wealth in Reagan-era America.

This film, however, is far too farcical to be taken very seriously as any sort of political commentary. As usual with the Coens, this is a film more about other films than about its real-world context. The heist itself is an extended bit of slapstick in which Hi climbs through the window of the Arizona nursery, then gets overwhelmed by the horde of babies that is suddenly swarming everywhere, constantly on the verge of disaster, as Hi attempts to take one. It’s like something from a Chaplin movie or a Popeye cartoon. And of course it comes as no surprise that, after one false start, Hi and Ed finally do successfully make off with a baby (Nathan, Jr., apparently) and that all the other babies are unhurt.

Soon after the McDunnoughs have snatched Nathan, Jr. (or Hi, Jr., or Ed, Jr., the name keeps shifting), the film suddenly switches from being a highly unconventional heist film to being a highly unconventional prison break film as we observe one Gale Snoats (John Goodman) pushing his way through from beneath the mud during a driving rainstorm. It is a scene with clearly mythical (though comical) resonances, and Gale’s appearance is clearly figured as a sort of birth scene as he emerges, screaming and yelling, from the loins of mother earth, recalling the role of the primordial goddess Gaia, mother of all life on earth and the personification of the earth itself, in Greek mythology. He then pulls his brother Evelle (William Forsythe) from the same hole, though this one is a breach birth, Evelle emerging feet first.

After this mythical birth scene, Gale and Evelle go on the run in a way that might be reminiscent of any number of crime films, except for the fact that everything they do is cartoonishly overdone and ridiculous. Hi is an old prison acquaintance, so they eventually take refuge, uninvited, with the McDunnoughs, much to Ed’s displeasure. Soon afterward, the film takes a turn into still another form of crime film when Hi dreams of a hellish biker (described by Hi as “the lone biker of the apocalypse”[8]), who then appears in the “real” world of the film in the person of bounty hunter Leonard Smalls (former professional kickboxer and then professional heavyweight boxer Randall “Tex” Cobb). Smalls is an imposing figure of doom, a seeming escapee from the Road Warrior films who takes great pleasure in destroying small, defenseless animals. Smalls has come to Tempe to seek a reward from Nathan, Sr., for recovering Nathan, Jr., thus becoming a crucial part of the plot, even though he really doesn’t seem to belong in this particular story.

10 Law-Abiding Facts About 'Raising Arizona' | Mental Floss

The film takes a detour into domestic comedy as Hi and Ed experience marital troubles due to their odd situation. “It ain’t Ozzie and Harriet,” Hi acknowledges. More domestic comedy ensues when Hi and Ed host his boss Glen (Sam McMurray) and Glen’s wife Dot (Frances McDormand) for a cookout—along with Glen and Dot’s five bratty children, who nearly wreck the McDunnough trailer. McDormand’s hyperactive, over-the-top performance (virtually the exact opposite of her stunned performance in Blood Simple)as the overbearing Dot (who insists that the baby be given a diph-tet vaccine immediately) is a comic tour-de-force. But when Glen smarmily suggests to Hi that the two couples execute a wife-swap, Hi reacts angrily and punches out his boss, leading not only to Hi’s firing but to Glen’s attempt to force Hi to hand the baby over to him and Dot, because Dot wants a baby to cuddle and they can’t have any more because something has “gone wrong” with his semen.

A series of comic robbery scenes, comic chase scenes, and comic fight scenes ensues, making clear just how cartoonish this “crime” film really is, its antecedents clearly to be found in actual cartoons and in slapstick comedy more than in the dark world of film noir or more serious films about kidnappings and robberies. Many of these scenes appear to place the stolen baby in extreme danger, but by this time it is abundantly clear that this is not the type of film in which the baby might suffer any real damage, even when he is momentarily acquired by the demonic Smalls. Unlike in the 1993 film The Sandlot, Smalls isn’t killing anybody in this film, and it is no surprise that it is Smalls himself who is finally blown to oblivion, hoist on his own petard, or at least blown to smithereens by his own grenade—but no one is bemoaning the demise of Smalls, partly because he is so evil and partly because he seems more a nightmare vision than an actual person.

Ultimately, Hi and Ed return Nathan, Jr., to Nathan, Sr., while the film ends with one last dream-vision on the part of Hi, in which he envisions a distant future in which he and Ed have not only children, but grandchildren. The vision appears to exist in a perfect dream world, “if not Arizona, then a land not too far away, where all parents are strong and wise and capable, and all children are happy and beloved. I don’t know. Maybe it was Utah.” This, the last word spoken in the film, before the credits role and “Goofing-Off Suite” again plays, once more blurs the boundary between fiction and reality by suggesting that the never-never land envisioned by Hi might actually be a real place (and one that most Americans do not particularly associate with utopian social conditions).

The Ladykillers: Goin’ South

The Coens did not return to the mode of all-out anarchic comedy that is central to Raising Arizona until 2004, with the release of their version of The Ladykillers, a film that was unprecedented for the Coensbecause it was a remake of an earlier film, the 1955 British comedy classic directed by Alexander Mackendrick. The Ladykillers was also unusual in that the Coens had originally scripted it for their old pal Barry Sonnenfeld, and then agreed to direct only after Sonnenfeld bowed out. One reason why the Coens agreed to direct The Ladykillers, despite the fact that they had not written it with an eye toward directing it, was no doubt the fact that the film, being produced via the deep pockets of Disney’s Touchstone Pictures, had already lined up Tom Hanks to play the lead role. The Coens, so matter how far outside the Hollywood mainstream they might be in some ways, clearly love working with big movie stars. Moreover, big stars seem to love working with the Coens—who don’t always show them in a flattering light but typically give them things to do that they don’t normally get to do as big movie stars.

As it turns out, Hanks might, however, be the weakest part of the Coens’ version of The Ladykillers. Of course, he had big shoes to fill, given that his role as Professor Goldthwaite Higginson Dorr, the leader of a criminal gang involved in a riverboat casino heist, was a near-direct reprisal of a similar role that had been played in the 1955 original by British screen legend Sir John Gielgud. And Hanks acquits himself well, though his performance (so over-the-top that it feels almost like a parody of Gielgud’s performance) does get a little tedious at times. However, almost all of the other characters are more entertaining than the corresponding British characters (though most of them do not exactly match up one-for-one with characters in the British film). In addition, as an ensemble, the colorful band of misfit felons of the Coens’ version of the film is far more comically grotesque than their predecessors. This is especially the case with Garth Pancake, the movie special effects technician who serves as the group’s demolitions expert—and who nearly steals the film from Hanks. Played to the hilt by Coen regular J. K. Simmons, Pancake’s overly talky explanation of his techniques and his constant, confident reassurances that every difficult task that arises is the “easiest thing in the world” provide some of the film’s most amusing dialogue. On the other hand, the film might perhaps have been able to get along without the running joke concerning Pancake’s troubles with IBS. The attempt to add black humor by having Pancake blow off his own finger, which is then made off with by a cat, is similarly unsuccessful. But then this whole film is something of a hit-or-miss affair, seemingly constructed according to the old bit of wisdom about throwing mud (or something similar) against a wall and hoping some of it will stick.

The Ladykillers (2004) Directed by Ethan Coen, Joel Coen Shown: Ryan Hurst (as Lump), Tom Hanks (as Professor G. H. Dorr), J. K. Simmons (as explosives expert Garth Pancake), Tzi Ma (as tunneling expert The General) © Touchstone Pictures

The heist element that is so prominent in the Coens’ film is an added feature that goes well beyond the British original, which places almost no emphasis on the central heist, an event that takes place quickly and neatly. Instead, the original focuses on the attempts of the gang to get away with the cash they have stolen, and in particular on their bumbling attempts to do away with an old lady, Mrs. Wilberforce (Katie Johnson), who has found them out (thus the title of the film). The bulk of the film essentially plays out as a sort of darkly comic riff on the Agatha Christie classic And Then There Were None (1939, adapted several times to film as Ten Little Indians), in which the gang itself is killed off, one-by-one, then dumped onto a freight train that passes beneath an overpass near Mrs. Wilberforce’s home. This element is still present in the Coens’ version, with Mrs. Wilberforce replaced by Marva Munson (delightfully played by Irma P. Hall), a churchly widow with whom the professor boards so that he and his gang, posing as a group of musicians who specialize in Renaissance-era music, can tunnel from her basement into the nearby vault where a riverboat casino keeps its cash.

That this heist element in fact becomes the most important part of the film suggests the way in which the Coens’ “remake” goes well beyond the British original to engage in a comic dialogue with the whole tradition of the heist film, one of the classic forms of crime-based cinema. Indeed, the Coens are able to hang onto the basic structure of Mackendrick’s original, while loading in an almost entire extra film that has more to do with classic noir heist films of the same period as Mackendrick’s film—John Huston’s Asphalt Jungle (1950), Jules Dassin’s Rififi (1955), Stanley Kubrick’s The Killing (1956)—than with the original Ladykillers. Indeed, the tunneling-into-a-vault technique featured in the Coens’ film is one that has been featured in fiction at least as far back as Arthur Conan Doyle’s 1891 Sherlock Holmes story “The Red-Headed League.” The technique has also been featured in numerous films—not to mention real robberies, perhaps most famously in the 1971 Baker Street Robbery in London (which itself became the inspiration for the 2008 British heist film The Bank Job).Even the subsequent unraveling of the gang in the Coens’ Ladykillers, while closely paralleling the main plot of the British original, also resembles (except for the comic tone) the typical denouement of the heist film.[9]

That Pancake has developed his demolitions expertise as a special effects technician for the movies adds still another dimension (or another ball of mud) to the Coens’ film in that it can be taken as a satirical jab at the excessive role being assumed by special effects in the films of the early twenty-first century. This satire even includes a good-natured poke at Coen pal Sam Raimi’s then-recent Spider-Man (2002), which had featured Simmons in a key role. Pancake (a former civil rights activist, or so he says) lectures Gawain (Marlon Wayans), the gang’s lone black member, by noting, “with equal rights comes equal responsibility,” thus offering a fairly transparent riff on Spider-Man’s most famous line, “with great power comes great responsibility.”

Such elements, along with the multicultural aspects of the film’s engagement with black Southern culture, make the Coens’ version of The Ladykillers much richer and more complex than the British original. Much of this richness comes from the setting of the film amid the black culture of the American South. If the setting of Raising Arizona is somewhat ambiguous despite the title and the clearly identified location of the action in and around Tempe, blurring the boundary between Southern and Southwestern, the setting of the much later The Ladykillers is quite clearly identified as Mississippi, and all the markers of the film (including Tom Hanks’s outrageous Southern accent) bear out that location. In addition, not only is the action in this remake transplanted from London to Mississippi, but it is set specifically amid the black culture of Mississippi. This multiculturalism adds a new dimension to the Coens’ version (though some of the racial humor comes uncomfortably close to racist humor). Similarly, Roger Deakins’ out-of-kilter cinematography is also far more interesting than anything in the visuals of the original British version of The Ladykillers. Several shots of lone buildings in the Mississippi town, standing in isolation as if they are the only building for miles, are especially striking (and especially Coenesque), though the visual highlight of the film just might be the several shots of the film’s criminal gang throwing the bodies of its own members one after another from a bridge onto a garbage barge (replacing a train in the British original) that seems to pass beneath the bridge suspiciously often. Among other things, these shots call attention to the important presence of the Mississippi River, which adds to the regional flavor of the film. In addition, the fact that the barges are carrying garbage to the middle of the river to dump onto an artificial island of refuse in the middle of the majestic river potentially produces some environmentalist commentary, reminding us that the Mississippi of the film is far from a pastoral paradise. This is not Huck Finn’s Mississippi.

As usual with the political aspects of their films, the Coens do not particularly invite such interpretations or call attention to the environmentalist implications of the film. Similarly, they put little or no energy into exploring the complex and problematic racial politics of Mississippi, despite placing so much of the film within a black cultural context. There is no indication, for example, that the black characters of the film are discriminated against. Indeed, the main representative of official power in the film is the local sheriff (played by comedian George Wallace), who is himself black (and has a white deputy who shows no signs of racism). Perhaps the most important aspect of The Ladykillers with regard to race is the soundtrack, which is made up mostly of black gospel music. This music, organized by T Bone Burnett in a replication of the role he had played with the bluegrass music of O Brother, Where Art Thou?, is crucial to the cultural context and overall feel of The Ladykillers, even though Ronald Bergan has seen the use of this music as possibly being a “blatant grab for an ancillary market,” following the great commercial success of the soundtrack of O Brother.[10] That the film employs this music in such a prominent way can be taken as a tribute to its aesthetic richness and its cultural importance, but again the Coens seem relatively uninterested in the political role of such music in the Civil Rights movement and other aspects of African American history.

This lack of interest in politics might seem like a missed opportunity to add an important new dimension to the film. However, it is also the case that, if anything, the Coens’ version of The Ladykillers might already be too rich, containing too many diverse elements that never quite mesh into a coherent whole. A certain amount of anarchy reigns in even the best Coen films, of course, but here there is no central thread to hold it all even loosely together. In this sense, the much more compact and modest British version works much better, and it is no wonder that so many critics who are normally enthusiastic about the work of the Coens have found this film lacking. Bergan’s conclusion that the British original “celebrates the victory of gentility over criminality,” while the Coens’ version has virtually nothing to say is fairly typical.[11]

Burn After Reading: The Dumbing of America

Summarized in their briefest forms, one would have to say that Raising Arizona is a film about the kidnapping of an infant, while The Ladykillers is about a casino heist that turns deadly. These summaries, though, would completely fail to capture the real texture of these films, which are mostly anarchic comedies the silliness of which borders on the cartoonish. In Burn After Reading (2008), the Coens similarly take a potentially very serious genre (this time the espionage narrative) and deploy it to comic effect. However, even more than Raising Arizona or The Ladykillers, Burn After Reading needs to be read in conjunction with its generic predecessors in order to be fully appreciated. For example, Bergan has noted the way in which the cinematography of the film resembles the “rather flat, functional photography of the seventies spy thriller,” a fact that adds significantly to an appreciation of the artistry of what mostly seems to be such a lightweight film.[12] Meanwhile, Bergan lists a number of films that can be considered important predecessors to Burn After Reading, ranging from darkly paranoid thrillers of the seventies, such as Alan J. Pakula’s The Parallax View (1974) and Sydney Pollack’s Three Days of the Condor (1975), to later spoofs of spy thrillers, such as Top Secret! (1984)and Spies Like Us (1985). Ultimately, though, Bergan finds that Billy Wilder’s Cold War spy comedy One, Two, Three (1961) “might have been the best model.”[13]

Such intensive engagements with cinematic predecessors are typical of the Coens, but, otherwise, Burn After Reading was something of a departure for the Coens, particularly as the genre of the espionage drama does not really seem up their alley—or at least it didn’t until they co-wrote the Oscar-nominated screenplay for Steven Spielberg’s Cold War drama Bridge of Spies (2015). Perhaps more importantly, the subject matter of Burn After Reading is highly political, even if that matter is not treated very seriously. While the film contains the typical mixture of elements and tones and genres that audiences had come to expect from the Coens, it functions most obviously as a satire of Washington bureaucracy (especially in the intelligence community) and as a commentary on the increasing lack of privacy in a contemporary American society in which the American government employs high-tech resources to keep its own citizens under surveillance. At another level, though, Burn After Reading suggests that the cynical and amoral operations of the U.S. government are symptoms of a larger cultural malaise that plagues American society as a whole.

Such concerns are important ones, but they also seem a bit out of character for the Coens, who have so assiduously avoided overt political engagement throughout their careers. Indeed, Burn After Reading does feel a bit different than most Coen Brothers films, but then we should also remember that even Preston Sturges, who in many ways seems to be the Coens’ role model in avoiding political engagement in filmmaking, began his writing and directing career with a political satire, The Great McGinty (1940). Still, Burn After Reading contains what appears to be some genuine satirical commentary, as opposed to most Coen Brothers films, which appear to scoff at the potential of satire to produce anything like serious commentary on important issues.

Among other things, Burn After Reading employs one of the most impressive ensemble casts ever put in a film. It is a film without a true protagonist (because there are so many characters of approximately equal importance), but it is also a film with many stars (because so many members of the cast are important Hollywood names). If nothing else, Burn After Reading stands as a powerful reminder of the stature of the troupe of regulars that the Coens have built up over the years. George Clooney returns as still another in the series of self-involved, morally challenged idiots he has now played so many times for the Coens—this time as sex-crazed deputy U.S. Marshal Harry Pfarrer, who is so busy cheating on his wife that he is completely oblivious to the fact that she is also cheating on him (and planning a divorce). Pfarrer’s most important dalliance in the film is with Dr. Katie Cox (played by another Coen veteran, Tilda Swinton, a major global star who has played only supporting roles for the Coens). Dr. Cox is a pediatrician who appears to hate children, which is perfectly in tune with the emotional tenor of this entire film. The affair between Katie and Harry is almost entirely lacking in passion: the two “lovers” don’t even appear to like each other. They are, instead, just going through the motions, seeking moments of respite from the emptiness of their lives (and their minds). Pfarrer also becomes involved with Linda Litzke (Frances McDormand), an employee of Hardbodies Fitness Center who is convinced that she needs a series of cosmetic surgeries in order to be able to live a fulfilling life. Hardbodies is managed by Ted (Richard Jenkins), an ineffectual former Greek Orthodox priest who has an undeclared crush on Linda. All of these veterans of multiple Coen films, meanwhile, are joined by Brad Pitt, as Linda’s friend Chad Feldheimer, an air-head trainer at Hardbodies, and John Malkovich, as Osbourne Cox, an alcoholic CIA analyst.

Clooney, McDormand, Swinton, and Jenkins represent one of the most impressive collections of Coen regulars in all of the brothers’ films, while Pitt and Malkovich constitute a formidable addition of major stars from outside the fold. Indeed, the film boasts such an impressive collection of top stars (all acting like idiots) that Ian Nathan has suggested that, in addition to its other satire, the film might be read as a “satire on venal celebrity culture.”[14] However, amid this impressive top-billed ensemble cast, another Coen regular, J. K. Simmons (in a minor role that only gives him a few minutes of screen time), comes up with another scene-stealing performance as Gardner Chubb, a completely amoral high-level CIA executive.[15] Burn After Reading is a sort of comedy of errors in which ordinary people (such as the employees of Hardbodies Gym) inadvertently become entangled with members of the U.S. intelligence community. No real issues of national security are at stake, and no real spying is involved. Instead, the CIA in the film seems less concerned with spying or national security and more concerned simply with covering its own ass and trying to avoid any potentially embarrassing publicity.

Burn After Reading begins with a dramatic shot of the earth from high above the clouds. The shot scans the surface and gradually zooms in on the top of a building. A cut to the inside of the building reveals it to be CIA Headquarters in Langley, Virginia. Apparently, in this world of high-tech spy satellites, even the CIA is subject to surveillance from outer space (whether by itself, by rival forces within the U.S. government, or by rival governments, is not made clear). Cox walks down a spacious hallway and enters an office where he will be informed that his “drinking problem” has led him to be reassigned to a less sensitive position than his current job as an intelligence analyst on the “Balkans desk.” Cox reacts angrily and resigns, hoping to get revenge by writing a tell-all memoir about his time in the agency, setting in motion the events that will constitute the remainder of the plot of the film.

The newly unemployed Cox feels that his memoir might be “pretty explosive.” As he apologetically explains to his father, a retired career State Department officer, government service has changed since the older man’s days. Possibly due to the end of the Cold War, “now it seems like it’s all bureaucracy and no mission.” But things aren’t going much better for the beleaguered Cox at home, where Katie, already fed up with her husband’s excessive drinking (and already involved in her affair with Pfarrer), does not take the news of his resignation well. The news, in fact, sends her into a series of secret meetings with a divorce lawyer, who advises her to begin gathering all of the information she can about the family finances preparatory to divorce proceedings—and before Cox can try to hide assets, as a man professionally trained in deceit might be prone to do. Dr. Cox sets about gathering as much data as she can, storing the information on a CD to deliver to her attorney. When the CD subsequently gets lost by the lawyer’s assistant at Hardbodies, Chad and Linda misinterpret the data on it as something related to national security and attempt to extort money from Cox for the return of the disk, especially as Linda so badly needs money for the surgeries that she is convinced will change her life.

Cox assumes that Chad and Linda have somehow gotten their hands on a copy of his preliminary work on his memoir. He’s puzzled, because the work doesn’t really seem all that valuable at this point, but he quickly realizes that Chad is an idiot, punches him in the nose, and sends him packing. Linda really wants those surgeries, though, so she angrily responds by dragging Chad (and the disk) to the Russian embassy, assuming the Russians might be the best market for the data. Cold War habits die hard. The Russians are, in fact, intrigued enough to examine the disk, which encourages Linda to try to gather even more information from Cox, sending Chad on a mission to the Cox home during which he will be shot and killed by Pfarrer (who carries a gun as part of his job as a U.S. Marshal, but has apparently never fired it until he encounters Chad hiding in Cox’s closet). Linda isn’t sure what happened to Chad, only knowing that he has disappeared. Yet she still continues to try to gather more information, even after the Russians have declared a lack of interest, thinking that perhaps she can market the data to the Chinese. So she sends Ted to the Cox home hoping to gather more data, whereupon he too will be killed, this time by Cox.

This portrayal of the depth of Linda’s obsession with self-improvement through surgery, combined with Chad’s empty-headed devotion to diet, exercise, and hydration, forms an important part of the satire of Burn After Reading, much of which can be read as a not entirely good-natured skewering of the shallow, superficial concerns of a large segment of the American population in the early twenty-first century.[16] The fitness craze is a crucial target of this satire. In addition to Chad and Linda, Pfarrer (who couldn’t be more shallow and superficial) is also obsessed with fitness (he tends to try to “get a run in” after each of his illicit sexual encounters), and even Cox is shown exercising in the film. Still, the Hardbodies gym itself stands as the film’s central emblem of a cultural fascination with fitness that is clearly meant to suggest an emptiness and meaninglessness at the heart of contemporary American life. From this point of view, it is not insignificant that Ted is a former priest, suggesting that fitness is now being used as a sort of substitute religion, attempting to fill a spiritual hole at the heart of the American psyche. Or, as Cox tells Ted when he discovers him in his basement trying to pull more information off his computer so that Linda can try to sell it to the highest bidder, Ted and the people at Hardbodies “represent the idiocy of today.”

Unfortunately, the fitness craze doesn’t seem to be very effective as a substitute for religion, and nothing at all seems to be filling the intellectual holes in the psyches of the various characters in this film. The Coens’ films feature lots of characters of questionable intelligence, but the characters of Burn After Reading might just take the cake.Chad is the champion in this regard for sure, but none of the characters behave in particularly intelligent ways, a fact that is particularly telling given that so many of them occupy professional positions that one would expect to require at least a certain modicum of intelligence.

This aspect of the film involves a pun of sorts, given that many of the stupid characters in the film literally work in intelligence—though we don’t actually see them doing a lot of that work. We’re not really sure exactly what Pfarrer does in his job, for example, as he doesn’t appear to work at all, but instead spends all of his time in the film pursuing his “hobbies.” The motif of surveillance in the film is reinforced by the fact that, wherever Pfarrer goes (and almost everywhere he goes is somewhere he shouldn’t be) he notices that someone seems to be following him. Through much of the film, we might wonder if he is simply paranoid because he is constantly cheating on his wife, though one might also suspect that he is mixed up in something more sinister that we know nothing about. In one sequence, for example, he makes a trip to a home improvement store to buy materials that look like they might go into the construction of a mysterious device that the overall setting of the film tends to suggest might have some sort of espionage-related purpose, especially as someone does indeed seem to be following him as he brings the materials home from the store. Given Pfarrer’s preoccupations throughout the film, however, it comes as no big surprise when we ultimately learn that he is using the materials to construct a sex machine in his basement workshop—though perhaps we should at least give him credit for the fact that the device is designed to deliver pleasure to women rather than directly to Pfarrer himself.

Meanwhile, if this device turns out to have a far different application than we might have first expected, the mysterious man who has been following Pfarrer turns out simply to be an investigator hired by Pfarrer’s wife to collect evidence of his philandering, a fact we discover when Pfarrer finally manages to tackle the man. This bit of divorce drama, of course, clearly echoes the action of Intolerable Cruelty, in which the shoe had been on the other foot as Clooney’s divorce lawyer employed an investigator to gather the same sorts of information that is now being gathered concerning Pfarrer. Pfarrer asks the man if he works for the CIA or NSC (which would sound paranoid, except that by this time we already know that he is, in fact, also under surveillance by the CIA). Learning the truth about his wife’s divorce plans, Pfarrer staggers away, blubbering like a baby. “Grow up, man,” the investigator (still on the ground) cynically advises him. “It happens to everybody.”

This cynical notion that everyone will ultimately be betrayed by those they love is central to the portrayal of the moral and intellectual bankruptcy of modern American life in Burn After Reading. It is also central to the atmosphere of distrust that makes everyone assume that everyone else is plotting against them. Paranoia reigns supreme. After Chad’s disappearance, Linda asks Pfarrer’s help in locating him: of course, neither she nor Pfarrer knows that Pfarrer has killed Chad. Pfarrer assures her that, with his connections, finding Chad will be a “piece of cake.” After all, he explains, while finding missing persons might once have been an art, with today’s technology it is trivial. “Now, with cell phones, I mean pretty soon, everybody’s gonna know where you are at any given moment.” As their conversation continues, however, Pfarrer suddenly realizes that Chad was the man he killed in Cox’s house. He draws back from Linda in terror, assuming that she is part of some sort of conspiracy against him. As he did with the divorce investigator, he immediately asks her who she works for, this time including the military in addition to the CIA and NSC as possibilities. Though she professes her innocence of any such connections, he leaps from the park bench where they have been talking and looks around him in confusion and paranoia, noting all the people with cell phones, cameras, and other devices that might perhaps be used in spying on him. He panics and runs away. Bewildered, Linda goes to her car to drive home, but on the way she is also overcome with an attack of paranoia as she believes she detects another car (possibly multiple cars) following her, then realizes that a helicopter is hovering directly over her vehicle. We will eventually learn that she is, in fact, about to be taken into custody by the CIA, even though the CIA would not be allowed, theoretically, to take an American citizen into custody on American soil. After all, this CIA doesn’t mind breaking the rules, as long as they don’t get caught.

This suggestion provides an important gloss on one of the important targets of the satire of Burn After Reading—the notion that Washington, D.C., is now a world populated by self-serving bureaucracies that have no real purpose other than their own perpetuation. The bureaucracy that we see the most of is the CIA, the organization that was perhaps affected more than any other by the end of the Cold War. And the CIA’s position, per the film, is encapsulated most clearly in the attitude of Simmons’ Chubb, who reacts to each piece of developing news with a self-serving cynicism so shameless and complete as to be comical. Chubb is first introduced when his subordinate brings him news (via “our man in the Russian embassy”) that the Russians have gotten their hands on some sort of files involving Cox. At first, Chubb is mostly puzzled that the Russians would be involved at all, but then the news gets more complicated when he is informed that the Russians seem to have gotten their information from Linda, described as “an associate” of Pfarrer, who is in turn described as a “Treasury guy who has been screwing Mrs. Cox.” “They all seem to be sleeping with each other,” he adds, making it clear that the intelligence gathering of the U.S. government seems to go well beyond matters of national security to include the private lives of individual citizens. Chubb doesn’t really want to know the details but is then informed that matters have become complicated by the fact that Pfarrer has just shot somebody in Cox’s house, a fact he knows because the house was under CIA surveillance. Simmons’ character is still not all that concerned (the shooting is “no biggie,” he says), given that Cox’s clearance level is not all that high, but he does instruct his subordinate to keep an eye on things and to dispose of Chad’s (unidentified) body, making sure that “those idiots” at the FBI don’t find out about the whole situation, because they would just make it even more complicated.

When next we see Chubb, he is being informed—in a scene that serves as a sort of coda to the film—that Pfarrer is being detained at Dulles airport after attempting to board a flight to Venezuela, a country with which the U.S. has no extradition. Chubb’s solution? “For fuck’s sake, put him on the next flight for Venezuela,” thus effectively removing Pfarrer from the equation, whatever that equation might be. Meanwhile, the subordinate informs Chubb that Cox has killed Ted, but that the body has been taken care of. Unfortunately, though, there is a “snag”: the CIA agent assigned to keep watch on Cox’s house observed Cox hacking Ted to death on the sidewalk outside the house and subsequently shot Cox. “Good,” says Chubb, without batting an eye. “Great. Is he dead?” To Chubb’s disappointment, Cox is still alive, but he is not expected to recover and seems to have no brain function. That leaves only Linda as a loose end, at least for now, and she is in CIA custody, offering to remain silent about all that has happened if the government will agree to pay for her plastic surgeries. Still completely uncertain as to what has happened, Simmons’ character nevertheless quickly accedes to her demand. The film then draws to a close with a reverse of the opening shot as we zoom back out into space in a final reminder that those spy satellites are still out there, still collecting data, even though the bulk of the film has suggested to us that the intelligence community might not have much of an idea what to do with those data once they are collected.

Though the Coens have (characteristically) denied that they had any intention of producing a serious satire of the intelligence community—or of the culture of Washington, D.C., in general—it is certainly possible to read such satire into Burn After Reading. Meanwhile, Jeet Heer, in an article published in the New Republic in the summer of 2017, has pointed out that the climate produced by the Trump presidency has given the film a second life as a satire of the Trump years. For Heer, the film

stands as singularly prophetic of the Trump era. The Coen Brothers’ black comedy echoes this unique period in history not only because of the Trump campaign’s collusion with Russian operatives, but the wider culture of deceit that made Donald Trump’s rise possible. More than just a satire on espionage, the movie is a scathing critique of modern America as a superficial, post-political society where cheating of all sorts comes all too easily.[17]

For Heer, Burn After Reading might just be the most nihilistic of the Coens’ films, its characters having few defining qualities other than a shared stupidity and deceitfulness. For him, these characteristics make the film highly relevant to the Trump years (especially with the Russians thrown into the mix), though he ultimately concludes that the combination of stupidity and malevolence that he sees as defining the Trump administration goes well beyond anything in the film, which is, in comparison, almost optimistic in its vision that the powers that be might finally be able to retain at least some sort of order. In any case, that Burn After Reading could still function effectively as topical political satire more than a decade after its original release suggests the extent to which the film, however seemingly silly, touches on some very real truths about the state of American politics—and American life—in the early decades of the twenty-first century.


[1] In addition, “Arizona” isn’t even the real name of the family in the film, it having been adopted by the family patriarch because he felt that no 0ne would want to buy furntiture from a store called “Unpainted Huffheinz.”

[2] Ebert, “Raising Arizona.”

[3] Adams, pp. 33-34.

[4] Levine, p. 46.

[5] Allen, p. 26.

[6] Bergan, p. 96.

[7] Bergan, p. 95.

[8] Ironically, Cage himself would play another sort of biker from hell exactly twenty years later in the comic-book adaptation Ghost Rider (2007).

[9] In terms of the heist element of the film, it is worth noting that the 1969 British heist film The Italian Job had been successfully (but loosely) remade as an American film just a year before the release of the Coens’ version of The Ladykillers.

[10] Bergan, p. 232. On the other hand, I would argue that the focus on black music in this film can be seen as a sort of corrective to the heavy emphasis on white music in O Brother.

[11] Bergan, p. 231.

[12] Bergan, p. 250.

[13] Bergan, pp. 250–251.

[14] Nathan, p. 143.

[15] Simmons’ character is unnamed in the film and listed in the credits merely as “CIA superior.” The character is named “Gardner Chubb” in the original screenplay. I used that name here merely for the convenience of having a name to refer to.

[16] In terms of more specific real-world models, Bergan suggests that Linda’s concern with re-inventing herself might have been partly modeled on Linda Tripp, a principal in the Bill Clinton/Monica Lewinsky scandal of the 1990s.

[17] Heer.