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Eight years ago, at the 92nd Street Y in Manhattan, something previously unthinkable happened: A theater full of people shelled out $30 a ticket to see the director’s cut of Ishtar, one of the most notorious flops in movie history. Or maybe they were shelling out to see the director herself, Elaine May, who makes roughly as many public appearances as Bigfoot and who is so notoriously press-averse that once, in the late ’60s, to promote a film she was appearing in, she asked The New York Times if rather than sitting for an interview she could just profile herself under a pseudonym. (They obliged; see: “Elaine May: Do You Mind Interviewing Me in the Kitchen?” by one Kevin M. Johnson.) Peering out into the sizable and rapturously applauding crowd that had gathered that night at the Y for a screening and Q&A, May—one of America’s sharpest living wits—quipped, “Either you like the movie or I’m very sick.”

Hatred of Ishtar is by now ubiquitous. In fact, it began before the film even came out. The 1987 farce starred Warren Beatty and Dustin Hoffman as two hapless nightclub singers who accidentally become swept up in a revolution in the Middle East; May modeled it on the old Bob Hope–Bing Crosby road movies, after musing to herself during the Iran-Contra affair that those benign buddy flicks were probably “the only movies [President Reagan] had ever seen about the Middle East.” (“I met him. He’s an amazingly naive person,” May said of Reagan years later. “A charming guy who really cared about show business.”) But the rest of the country was not exactly in on the joke. Ishtar made just $14 million on a budget that some have estimated as high as $55 million, and it became an instant punch line, whether you’d seen it or not. A Far Side comic strip captioned “Hell’s video store” depicted shelves and shelves of nothing but Ishtar on VHS. At the turn of the millennium, Time included the movie on its list of “The 100 Worst Ideas of the Century,” alongside telemarketing, Dan Quayle, and asbestos. Rumors swirled about May’s chaotic indecisiveness on set (a New York magazine story relayed an oft-repeated anecdote about May asking her crew to flatten the sand dunes on location in Morocco), and delays in the production schedule made the public wary. Still, there was a sense that the movie was preordained to fail. It became the final nail in the coffin of May’s already ailing directing career, leading to years of anonymous work as a script doctor and a kind of Hollywood exile in plain sight. “If all of the people who hate Ishtar had seen it,” May remarked to her one-time comedy partner Mike Nichols in a 2006 conversation, “I would be a rich woman today.”

Elaine May accepts the Screen Laurel Award onstage during the 2016 Writers Guild Awards.
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More than three decades later, though, some people are getting the chance. May’s film career—to say nothing of her reputation as a pioneer of modern American comedy—is currently undergoing a widespread reevaluation. In the past year alone, career-spanning retrospectives of her movies have screened at venues like Toronto International Film Festival and New York’s Film Forum (they’re not particularly difficult to program, given that she directed only four movies). Earlier this year, the Criterion Collection released a celebrated restoration of her long-misunderstood and hard-to-find third film Mikey and Nicky, a pitch-black gangster flick starring John Cassavetes and Peter Falk, and when Criterion’s new streaming service premiered in January, it chose May’s film as the inaugural “Movie of the Week.” (Even The Far Side’s Gary Larson felt compelled to issue an eventual mea culpa: “When I drew the [comic], I had not yet seen Ishtar. … Years later, I saw it on an airplane, and I was stunned at what was happening to me: I was actually being entertained.”) In 2016, she was given a lifetime achievement award from the Writers Guild of America. “Avert your gaze as she passes by, that’s Elaine May, goddamnit!” Patton Oswalt said on stage right after she accepted it. He invoked the legend of her war with Paramount over the final cut of Mikey and Nicky: “She stole the print from the studio, hid it in her garage like a punk-fucking-rocker, and stared the studio down to put out the version she wanted.”

That’s how the story goes, anyway. May was called a lot of things for her headstrong commitment to her vision, but “punk-fucking-rocker” was likely a first. (More emblematic of the 1960s is this remark, from the director hired to helm a play she’d written in 1962: “Elaine is a very talented girl. Elaine is a very difficult girl. I have found that the two are synonymous.”) When May rose to fame with her comedy partner Nichols in the late 1950s, she was one of the only prominent female comics. When she was directing the first three of her four movies, she was quite literally the only female director working in the Hollywood studio system. It makes sense that this reevaluation of her work is coming at a time when The Marvelous Mrs. Maisel, a prestige television series about a 1950s Jewish comedienne, is cleaning up at every award show, but more importantly when uncompromising, multitalented female auteurs like Phoebe Waller-Bridge, Issa Rae, Natasha Lyonne, Kristen Wiig, and Lena Dunham are working prolifically and connecting with audiences. Better late than never, May is in bloom.  

And in the present tense, too: Last fall, May returned to Broadway for the first time in more than 50 years for a masterful lead performance in Kenneth Lonergan’s The Waverly Gallery, playing an Alzheimer’s-striken octogenarian named Gladys. The feelings toward May were so warm that they prompted what is perhaps the kindest Page Six headline of all time: “The hottest ticket for theater lovers is 86-year-old Elaine May.” The New York Daily News critic called her performance “one of the most beautiful things you’ll ever see in a Broadway theater and one of the most profoundly sad.” The role she was playing was what those who have been restoring her legacy were most afraid she’d become—a uniquely brilliant woman in the process of disappearing before our eyes.

But, in a sense, that might have been what she was after all along.


Being a female film director in Hollywood was, as critic Barbara Quart has written, “for decades seemingly a relay race ... passed from single hand to hand.” Only one woman, Dorothy Arzner, was working as a director in the so-called Golden Age of Hollywood. Then, for about a decade, the baton dropped, and not a single Hollywood film was made by a woman at all. The former actress Ida Lupino picked it up in the 1950s, although most of her movies were made independently, outside of the boys’ club of the studio system. Then, writes Quart, “there are the 1970s, and Elaine May.”

In 1968, almost a decade after she’d first made her name as one half of her lightning-quick comedy team with Nichols, May signed an unprecedented deal with Paramount to write, direct, and star in her debut feature, A New Leaf. And so, although the DGA had been around since 1936, Elaine May became just the fourth woman to join it.

“I wanted to do the first comedy in which somebody got away with murder,” the eternally sardonic May said years later. She almost pulled it off. Adapted from a Jack Ritchie short story, A New Leaf is a romance between Henry (Walter Matthau), a hapless, middle-aged trust fund kid whose inheritance has finally dried up, and Henrietta (May herself), a slovenly botanist/heiress with no surviving relatives. Her dream is not to marry or start a family but to discover a new type of fern, so it can be named after her. His dream is to marry a rich woman and quietly murder her, so he can reap her fortune rather than figure out how to get a job. Spoiler: Things do not go according to either plan, but still, the feel-good rom-com of 1971 this was not. “That, in May’s world, is a happy ending,” the movie critic Nathan Rabin has written of A New Leaf. “A man maturing beyond his desire to kill a woman oblivious enough to want to spend the rest of her life with him.”

Elaine May and Walter Matthau in ‘A New Leaf’
Paramount Pictures

May’s initial cut of the film was rumored to be around three hours, and, although Henry never actually murdered Henrietta, she did want him to murder two other people in the process of realizing he was in love with her. This duration and plot twist didn’t fly with Paramount, and, after editing went over schedule, they stepped in and seized the movie from its director. May sued, demanding they take her name off the finished product. The studio heads claimed breach of contract and asked to show a judge their own 102-minute cut. In the words of producer Howard Koch, “The lights went down and the judge sat there and he screamed and laughed, and the lights go up and he says, ‘It’s the funniest picture in years. You guys win.’”

A New Leaf is the only movie of hers she starred in—and one of the only movies she acted in, period—but her performance is a master class in offbeat physical comedy. Henrietta is at once oblivious and brilliant, bumbling through the material world in search of a higher truth. She spills everything she drinks. “She has to be vacuumed every time she eats,” as Henry says. She has no idea how to slip her arms through a Grecian nightgown, but, as Roger Ebert wrote in a rave review, “As she struggles with the gown for about two minutes you hear more laughter than I’ve heard in any theater since The Producers (1968), which is my yardstick for these matters.”

Critics loved it. Vincent Canby wrote in The New York Times, “Her version may be better than Paramount’s, and, theoretically anyway (not having seen the other version), I’m still on her side. Still, the movie … is so nutty and so funny, so happily reminiscent of the screwball comedies people aren’t supposed to be able to make anymore, I’m quite satisfied to let things stand.” It was a modest success, making back its budget and change. May, in the process, had learned a valuable lesson about the economics of Hollywood. “The first movie, they thought I was insane,” she later said. “The second movie, after the first movie made money, they thought I had my way. ‘She has her special way.’”

May’s name stayed on A New Leaf, but the desire to obscure her own authorship when a movie did not quite live up to her vision would become a career-long preoccupation. “Elaine is the exact opposite of everyone else in Hollywood,” the actor Charles Grodin, who starred in May’s second film, The Heartbreak Kid, told New York during the making of Ishtar. “She’s always fighting to get as little credit as possible, to keep her name off movies, to not be invited to parties. She’s happier without any of that.”

“If you can,” May told the author of the same piece, a lengthy cover story on a movie she was directing, “I’d appreciate it if you didn’t mention my name in your article.”

For second-wave feminists (most of whom were a generation younger than May) desiring more assertive representation in Hollywood, though, May’s preference for erasure made her, as the only female Hollywood director for much of the 1970s, a difficult figure to embrace. Plus, the caustic tone of her movies wasn’t so much legibly feminist as, in Barbara Quart’s words, “derisory in all directions.” The women in her movies tend to be needy or oblivious; the men are often manipulative and cruel. Quart—who was writing in the late 1980s, when May was still actively making movies and might have still had a few hits in her—wondered whether this worldview made her something of a sellout: “Some may murmur about May (as has actually been written about [Italian director Lina] Wertmüller) that such women directors got so far just because of their ferocity to women, which made their cinematic visions acceptable while those of others with equal gifts are not.” In 1973, another feminist critic, Marjorie Rosen, went so far as to call May “an Uncle Tom whose feminine sensibilities are demonstrably nil.”

Taking in the arc of her filmmaking career now, though—the tonal shifts, the commercial disappointments, even releasing a movie with so uncommercial a tagline as “... Don’t expect to like ’em”—these criticisms don’t quite stick. It’s difficult to accuse an artist as resolutely prickly as May of kowtowing to commercial convention. Hers wasn’t a particularly rosy vision of equality, but it was a kind of equality nonetheless. “I didn’t want to frighten anyone,” she later said of her early years directing, “and people would leave me saying, ‘She’s a nice girl. What is this big thing about? She’s a nice girl.’ And the thing is, of course, I wasn’t a nice girl. And when they found this out, they hated me all the more. And I think that’s what really happens. It’s not that they’re women. It’s that as women they want to show that I’m a nice person. I’m no one to be feared. I’m not one of those women who are not nice women. And in the end, when it comes down to it, you’re just as rotten as any guy. You’ll fight just as hard to get your way.”


Elaine May was born to two Yiddish vaudevillian actors, Jack and Ida Berlin, in Philadelphia—wait, wait, wait … that’s not quite right.

You see, about a decade ago, film critic and May admirer Jonathan Rosenbaum happened to run into May in Bologna, Italy, and had a long, impromptu conversation with May that occasioned him to add a footnote to an essay he’d written about her career. “May told me at our June 27 meeting that much of the biographical information that circulates about her is false, mainly due to her own idle conventions to the press over the years,” he writes. “She said that she was actually born in Chicago, and further suggested that the story about her growing up in the Yiddish theater was not strictly accurate.”

“What truth can I tell is as good as this lie they believe?” May said, musing on stage during that 2006 Q&A with Nichols. “A friend of mine called today and said, ‘I read a story that when you made Ishtar, you got to the desert and you said, “What are those hills?” and they said, “Dunes,” and you said, “Flatten them.”’ And I said to him, ‘Well, do you believe that?’ And there was a long pause and he said, ‘Well, no, but it’s such a great story!’”

Elaine May in 1961
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So, let us say: Elaine May was born to two Yiddish vaudevillian actors, Jack and Ida Berlin, in Philadelphia. She played a little boy on stage until she couldn’t. (“I developed breasts,” she explained in 1967, “and our people do not believe in breast-binding.”) Her father passed away when she was 12, and, after a stop-start life on the road, eternally the new kid in school (“I kept learning that Mesopotamia was the first city. I also frequently learned the multiplication tables up to 5”), Elaine Berlin and her mother settled in Los Angeles. She left school at 14 to read the books she felt like reading. She married an inventor named Marvin May at 16. At 18, she had Jeannie. She studied Method acting with the famed teacher Maria Ouspenskaya, and she liked the feeling of her mind and her capacities expanding, and she figured that meant what she wanted to do was go to college. Her marriage was falling apart and her mother agreed to take care of her daughter, so Elaine May hitchhiked to the University of Chicago because she heard it was the only place that would take you without a high school diploma.

University of Chicago dropout Mike Nichols would later recall the time he was playing the lead in a campus production of August Strindberg’s Miss Julie: “One night there was this evil, hostile girl staring from the front row. I was about four feet away from her, and she stared at me all the way through it, and I knew she knew it was shit.” The next day, Nichols happened to encounter her with a friend of his, Paul Sills, who was reading a rave review of the play in the Chicago Daily News. The girl was Elaine, of course. As Sills read the praise aloud to Nichols, May simply said, “Ha!” and walked away.

And so they had met.

“May never enrolled but majored in hanging out,” Gerald Nachman writes in Seriously Funny: The Rebel Comedians of the 1950s and 1960s. She audited some classes and got in arguments with the professors. She worked on drafts of some scripts she was writing, one about mobsters called Mikey and Nicky, and another one “based on Plato’s Symposium in which everyone was drunk.”

Eventually she fell in with the self-identified “weirdos” and “theater junkies” who were in the process of forming the Compass, which would become the country’s first professional improv theater (which would eventually become the Second City, which would eventually become … well, everything). In Janet Coleman’s 1990 history of the Compass, May blows through the book like an anarchic wind. Naturally, she declined to be interviewed for it, so all we have to go on are the sensational and occasionally salacious recollections of her peers.

She treated everything funny that men take seriously.
One of Elaine May’s ex-boyfriends

Her fellow Compass player, the late actress Barbara Harris, observed, “Elaine was very much into thought, and very sophisticated, and very smart. I was somehow more able to iron my clothes.” May was “always dropping things.” “A kind of scarifying lady,” one Compass affiliate described her. Another recalls that everyone was in love with her: “Oh sure! You’d have to be stupid not to have been.” She rejected one of the men romantically, prompting him to write a play about it, and then she declined an offer to play the role of herself. “She ate huge numbers of apples,” writes Coleman. “Many people recall that she consumed the pits and the cores.”  

From the start, May marked herself as the most daring of the small group of people doing the already inherently daring thing of improvising on stage in front of an audience. “Women of the ’50s shied away from the aggressive choices required of an improvisation,” Coleman writes, noting that even in the anything’s-possible realm of improv, many female actors of the day were still “inclined to play mothers, daughters, secretaries, wives, and nurses rather than to exploit their distance from traditional male roles in order to satirize them.” This was not true of May, she points out. “She was not an ingenue. In her improvisations, she rarely chose traditional female roles. She played challenging, sophisticated, worldly women. She was the doctor, the psychiatrist, the employer, the wicked witch.”

Her wit was her armor, her power, her deadliest weapon. Nachman relays a story from around this time when two whistling men were following May down a Chicago street, trying and failing to pick her up: “When one of the men yelled, ‘Fuck you!’ she responded, ‘With what?’”

He also quotes one of her ex-boyfriends: “She treated everything funny that men take seriously.”


In its purest sense, improv is not about being funny. Improv is about being present, open, alive in a particular moment in space and time. To try to be funny is to seek approval. It is the whimper of a needy ego. Viola Spolin had no time for it.

Spolin is often called the “High Priestess of Improvisation.” A Chicago native, she was the creator of a series of profoundly influential “theater games,” which were gospel to the Compass players in their early rehearsals—Spolin’s son Paul Sills was one of the Compass’s founders. Spolin honed her technique as a WPA-appointed children’s theater teacher in the post-war years, and she came to evangelize the powers of the right brain, the intuition, and the unknown. “My years of working with the games,” she wrote in the introduction to her book Improvisation for the Theater, “have shown that this living, organic, nonauthoritarian climate can inform the learning process and, in fact, is the only way in which artistic and intuitive freedom can grow.”

Elaine ate this up like an apple core.

As the initial group of players was congealing, Spolin herself led workshops teaching the games as well as how to cure oneself of what she called “approval/disapproval syndrome”—anathema to the creative impulse, she believed. It didn’t take long for the group to notice that May was a particularly gifted improviser. Spolin’s teachings had unlatched something in her. When the instructor had to return to her home in L.A., Coleman writes that May chased after her bus as it pulled away, crying, “We need you, Viola! Don’t go!”

Elaine May and Mike Nichols in 1958
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Soon, though, May would find another worthy sparring partner. Mike Nichols had come back to town after spending some time in New York, studying at Lee Strasberg’s Actors Studio. Method acting is decidedly more about preparation, precision, and left-brain thinking than Spolin’s theory of improv, and Nichols was more at ease with the former. Until Elaine. “When he first joined the Compass,” writes Nachman, “Nichols was blocked—unable to improvise until he linked up with May.” It was clear enough when they first ran into each other again, on a Chicago subway platform, and fell quite accidentally into a jocular European spy routine. “Do you haff a light?” Nichols asked. “Yes, zertainly,” replied May, not missing a beat. “I had a lighter, but … I lost bet on 57th Street.” “Oh, of course, zen you are … Agent X-9?”

He forgot where he was going and followed her home, where she made him one of the only meals she knew how to and could afford to cook, a hamburger with cream cheese and too much ketchup. For a brief couple of days, maybe-they-did-and-maybe-they-didn’t (asked many years later “Were you lovers or not?” May said, “I will answer that. We were lovers or not”), but what is of much greater consequence to the history of comedy, if not American culture itself, is that they figured out that they could do something like their spy act on the fly, and in front of other people.

I mean, it doesn’t get any better than this:

Or this:

I could go on:

Some of the bits that would go on to become their best known grew from improvisations at the Compass. They’d later edit and workshop the best of the material, but May in particular liked to sneak ad-libs into the scenes, depending on the energy of the moment. “Mike had the capacity to remember everything he said the night before, and block it, and redo it, and go for the same point,” David Shepherd later recalled. “Elaine was interested in playing to the drunken sailor in the audience. Or nun. She always knew that last night is not tonight.”

When asked many years later what each one of them brought to the partnership, May replied, “Well, I brought kind of rough, cowboy-like attitude, and Mike was very attractive and groomed.” But in another sense, they were a vision of parity in a world that was still figuring out how to take women as seriously (or as unseriously) as men. “They were equals in every way,” Nachman writes, “equally smart, equally funny, with the laughs pretty equally divided, if tipped a shade toward May.”

“She had a commitment to improvisation,” said Compass player Mark Gordon, “and she was not going to let it go. Whenever he would go for a joke, she would do something unexpected, throw him off balance, side-skirt him. She was truly remarkable. And Mike loved working with her. He enjoyed the head game going on between them.”

Their mutual appreciation is plain to see in what I believe to be one of the loveliest videos on all of YouTube, Elaine May’s speech to Mike Nichols as he is receiving an AFI Lifetime Achievement Award, some 55 years after they first met. “This is a very emotional night for me,” she begins, “because 10, 20, 30 years ago tonight … I bought this dress.” By the two-minute mark, tears of joy are streaming down Nichols’s face. They could cut each other up like no one else. Said Nichols, decades into their creative partnership, about whether they’d ever considered marriage, “It was much too serious for marriage.”


In the liner notes of Nichols and May’s 1959 album Improvisations to Music, each comic provided a cheeky third-person bio. “mike nichols is not a member of the actors studio, which has produced such stars as marlon brando, julie harris, ben gazzara, eva marie saint, carroll baker, and others too numerous to mention, he has never toured with mr. roberts and has never appeared on such television programs as the goodyear playhouse and the kraft theater.”

Beneath that, it just said, “miss may does not exist.”


You know the party where Marilyn sang “Happy Birthday, Mr. President”? Well of course you do, but do you know that Nichols and May performed that night too? By the early ’60s they were everywhere: Broadway, beer commercials, prime-time TV, The New Yorker. They had what one writer dubbed “snob and mob appeal.” “You can’t get any better than they were,” Dick Cavett once said, “and the miraculous thing is, they appealed to everybody, enjoyed by every kind of person.”

And then they were gone. “Several things happened,” Nichols once said, of the team’s July 1961 breakup. “One was that I, more than Elaine, became more and more afraid of our improvisational material. She was always brave. We never wrote a skit, we just sort of outlined it … [then] we found ourselves doing the same material over and over, especially in our Broadway show. This took a great toll on Elaine.” It was not an amicable breakup. It would take them years to rehabilitate their friendship and much longer than that to be able to work together again.

One career launched like a rocket; the other stalled. Nichols took immediately to directing, first for the stage and later for film. He won a Best Director Tony for his first play (Neil Simon’s Barefoot in the Park) and a Best Director Oscar for his second movie (The Graduate). For a stretch, it seemed that Nichols could do no wrong. Time called him “the most in-demand director in the American theatre,” and then he made The Graduate. Around the same time, his former partner was profiled in Life magazine under the headline “What Ever Happened to Elaine May?”

Nichols and May at the Museum of Television and Radio Gala: A Salute to Mike Nichols and Elaine May in 1992
AP Images

There had been a disastrous play she’d written that closed in previews, and a few one acts. But mostly the piece was a snapshot of May in creative stasis, married to her third husband and mothering his children along with Jeannie, seemingly paralyzed by how many different things she could have done. “She could sell out—write gag plays like Jean Kerr and make a fortune and be on magazine covers like Mike Nichols,” an anonymous friend says in the piece. “She could take pratfalls and be funnier than Lucille Ball. She could hole up somewhere and write tragedies blacker than Lillian Hellman’s. Hell, she could teach philosophy at Radcliffe. She has so many things going for her that, in a curious sort of way, I don’t think she’ll ever be happy.”

But that year she had been cast in two feature films: Carl Reiner’s autobiographical farce Enter Laughing, and then alongside Jack Lemmon and Peter Falk in Luv, the movie adaptation of a play that Nichols himself had directed. “I think Elaine is touched with genius,” Lemmon told Life. “She approaches a scene like a director and a writer, not like an actor, and she can go so deep so fast on a scene, and her mind works at such great speed that it’s difficult for her to communicate with the other actors.” On the set of Luv, she was constantly editing and amending her own performance, to the extent that she asked to have a scene reshot because she didn’t think she’d gotten it right. When someone explained that this was a director’s job, she offered to pay for the reshoot out of her own pocket. This was not allowed and thus did not happen. But a seed was planted, and perhaps one of an entirely new species of fern. Maybe Elaine May would become a film director.


So, about those reels she hid in a garage.

May had been working on the script for what would become 1976’s Mikey and Nicky since her days at the Compass, and has suggested she based it off a true story passed down from some of the shadier characters her father and older brother knew. It’s the bleakest movie she’d make, and Paramount once again wasn’t thrilled with May’s tendency to look on the dark side of life. “They were really not happy with this movie because it was not a comedy,” she said in 2006, recalling that she once again tried to make the film uncredited, because she thought her name would set the audience up for a punch line that never came: “The first time it previewed I said to the guy in charge, ‘Please don’t put my name on it because people will think it’s a comedy and they’ll hate it in the end.’” (There is also the fact that May, ever the improviser, often left multiple cameras running at a time, letting scenes go on in hopes of catching the actors doing something spontaneous. Perhaps the most frequently mentioned thing about the movie is that when all was said and done May shot 1.4 million feet of film, “almost three times as much as Gone With the Wind.”)

May’s movies approach wealth—old money in particular—with an acerbic touch. One of the funniest sequences she’s ever shot comes in A New Leaf when Matthau’s character has just learned he’s broke and, grief-stricken, drives one last time by all of his old haunts—a posh restaurant where he’s known by name, his polo club—and whispers wistfully out the window, “Good-bye …” Lawyers and bankers are frequently depicted as crooks, and in The Heartbreak Kid, a wealthy patriarch tries to cut Grodin’s uncultured character a $25,000 check if he agrees not to marry his daughter. And so perhaps her irreverence for studio money and so-called “corporate disloyalty” is part and parcel with her creative vision. Accused as such, Coleman claims May has balked, “Why should I be loyal to a big mountain with stars around it?”

The controversy surrounding Ishtar’s budget stemmed from similar discord. “Ishtar was an expensive film to make,” New Yorker critic Richard Brody wrote in a 2016 reconsideration, “but what dominated news reports in the months prior to its release—and … what most critics seemed to review—was the budget rather than the movie.” As recently as 2011, Charles Grodin was still griping about this in interviews. “It actually became part of the title. You always saw it referenced as ‘the $50 million Ishtar,’” he told The Wall Street Journal. “Why should the public be concerned what the budget of a movie is? Coca-Cola financed the movie. It’s not as if Coca-Cola was going to give that money to the people of America rather than spend it.” (Coca-Cola was then the parent company of Columbia Pictures.)

Although May’s films range in tone from screwball comedies to road movies to gangster flicks, one thing they all have in common is that they are examinations of fraught partnerships between two people. (Plenty have noted the similarity between the title Mikey and Nicky and “Mike Nichols,” though she had been working on the script for so long that it’s possible she had the title before they even met.) Shot in 1973, a year before Falk and Cassavetes would collaborate on the latter’s landmark melodrama A Woman Under the Influence, May’s third feature follows two middle-aged, midlevel Philadelphia mobsters throughout one rambling, drunken night, during which one (Falk) has been hired to assist in the murder of the other (Cassavetes). They also happen to have been best friends since childhood. Mikey and Nicky includes one of the least heroic death scenes in all of cinema and is—Cassavetes’s Husbands included—one of the saddest and most brutal movies about men I have ever seen.

May made movies about masculinity, which is another thing that put her at odds with the feminist critics of her time. But the stories she told were never about the strength or supremacy of maleness so much as its limitations. Wrote Barbara Quart, “Mikey and Nicky finds underneath all that male camaraderie of hugs, help, shared sex talk, and nostalgia something very different: lies, hurts, resentments, jealousy, a brutality expressed in the metaphor of the hood contract killing.” It’s a tragic bromance. And though lighter in tone, Ishtar is too. When men and women collide in her movies, though? That’s not pretty either.


The first time I saw an Elaine May movie, I thought I hated it: It left a bitter, ashen taste in my mouth. It was The Heartbreak Kid (no, not the remake, which I actually hate), a Neil Simon–penned (and Elaine May–polished) story of Lenny, a narcissistic man who leaves his wife on their honeymoon in pursuit of a younger, thinner, blonder woman he has just met on a beach. In a casting decision that some critics took too personally and found downright sadistic, May cast her own daughter Jeannie Berlin, as Lila, the woman scorned. They may have been placated slightly when Berlin was nominated for the Best Supporting Actress Oscar. (Berlin most recently gave a memorable performance as a district attorney in The Night Of.)

Lenny gets the (new and improved) girl, with seemingly little consequence. Lila gets a consolation prize of a lobster dinner and a slice of pecan pie, in one of the most cringe-inducing dinner scenes that exists in the movies. Then she disappears from the film for good—much to its detriment, I thought when I first saw it. I was not yet acquainted with the gravity on Elaine May’s planet. I wanted the version of the movie where Lila is redeemed and Lenny, in turn, is publicly humiliated to settle the score. What I didn’t realize at the time was that that wouldn’t be an Elaine May movie.

There is a matter-of-factness about human cruelty in an Elaine May movie. Once I surrendered to that, her movies pulled me back in like an undertow. They’re pungent cocktails of tough love and bitter honesty. Friends betray each other irrevocably in her world. Lovers ghost. Characters hold on to resentments like family heirlooms. Darling companions depart our lives never to return.

The story of Nichols and May isn’t an Elaine May movie, though. It has a nice ending. “[W]e spent some years not even being friends, and then we became friends again, and then we became very good friends.” (Their story is, perhaps, a Mike Nichols movie.) In the mid-’90s, about 40 years after she first sneered at him from the front row of a playhouse, Nichols and May collaborated on their first movie together, The Birdcage. She wrote it, he directed, and in the end she was so satisfied with what he did that she didn’t even try to take her name off it. And so a decade after the Ishtar debacle, May at least proved she could still write a box office hit. The Birdcage is one of those movies that I keep expecting to “revisit in a modern context” and “find deeply problematic,” but then I watch it, and I don’t, and then I end up being charmed enough by the whole thing to watch it until the credits roll, at which point I am missing Robin Williams terribly. (Oddly enough, Paul Thomas Anderson once named it, along with The Shining, as one of the only movies he’ll sit down to watch beginning to end whenever it’s on TV.)

They followed this with another collaboration, 1998’s Clinton-era artifact Primary Colors, for which May was nominated for an Oscar. The two movies they made together don’t have that vinegary zip of the ones May made by herself. But on the other hand, they came out in more or less the calendar year they were supposed to. It can’t be said enough: They were a good team. “I can’t completely explain why it took us so long to really work together again,” Nichols said after The Birdcage came out. “It seems to me life is a series of realizations of something very, very obvious that it took your 30 or 40 years to get to. I don’t know why it takes so long, but it seems to.”

Not long after Primary Colors, May started dating another Hollywood legend, Stanley Donen, the choreographer and director of such movies as Singin’ in the Rain and Charade. They would be “happily unmarried” for the next 20 years, until his death last month at age 94. When asked in 2013 whether he’d ever proposed marriage to her, he replied, “Oh, about 172 times.”

“He adores her,” an interviewer noted. “She gave him a silver medallion he wears round his neck. It’s inscribed STANLEY DONEN. IF FOUND, PLEASE RETURN TO ELAINE MAY.”


Throughout her long career, Elaine May has been credited on only seven screenplays, two of which garnered her Oscar nominations. But her impact is immeasurably wider: It’s impossible to say for sure how many famous scripts she’s actually had an invisible hand in. For decades, May has been one of Hollywood’s most prolific and respected script doctors, called in to provide, for hire, everything from notes to extensive rewrites. She is widely rumored to have made major contributions to Tootsie, Reds, Dangerous Minds, Mike Nichols’s Wolf, or maybe every single Mike Nichols movie after they reconciled, oh and probably also Labyrinth. (Internet sleuths have noted that several days in Jim Henson’s calendar from 1985 are blocked off with the note Work with Elaine May on script.) Who knows what else? Do I even need to tell you I declined to ask Elaine May for comment?

It was after yet another well-received repertory screening of Ishtar that Nichols and May took the stage for that Q&A, which was later published in its entirety. Looking back, in a 1996 interview, Nichols said: “The reason you do this stuff—comedy, plays, movies—is to be seized by something, to disappear in service of an idea. And when we were improvising at our best, we actually did disappear.”

It’s a strange syndrome, adoring Elaine May. Because once I’d come to love all of her movies, her acidic wit, and the uncompromising way she swaggered through the world like that all-too-alien creature that is the Female Genius, I started getting frustrated with her for not putting her name on more things. Why would someone like May not want credit for all she’s done? Why is she always asking for her name to be left off of movies, staying mum on her life story when the world is brimming full of less interesting people who won’t shut up about themselves? I can never say for sure, and in a sense I’ve come to like it that way. She’s an ineffable presence in the past half century of Hollywood, sprinkled over everything like some bitter mixture of fairy dust and cigarette ash. Miss May does not exist. Which also means she could be anywhere, everywhere. I like to think that she is.

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