A Down with Love Girl, Level Three! 

illustration by Tom Ralston

I have introduced Down with Love to enough people to know what reactions to expect: giggles over the sheer 2003-ness of a Michael Bublé song playing over the opening credits, lustful utterances at the first appearances of leads Renée Zellweger and Ewan McGregor, gasps of delight when the leading ladies shed their coordinating coats to reveal even more ravishingly coordinated dresses. But the best reaction of all—and the reason why I will never tire of screening the film for the uninitiated—is the literal jaw-dropped, blank-stare amazement that unfailingly accompanies Zellweger’s three-minute monologue two-thirds of the way through the film. 

The entire film hinges on this monologue, and it’s what takes it from a delightful cotton-candy-colored homage to 1960s sex comedies to something much more clever—and even a bit subversive. It’s here that our beloved Barbara Novak (Zellweger) reveals that she has manipulated the entire plot from the beginning, and that everything, including becoming an internationally bestselling author, has simply been part of her plan to trap Catcher Block (McGregor) and make him “go out on lots of dates.” A flex.

For Catcher—the “ladies’ man, man’s man, man about town”—this revelation is life-changing. And for the film, it’s genre-upending. Unlike its 1960s counterparts, wherein the women inevitably realize that they can forgive a man all his deceptions and happily give up their career and independence for marriage, Down with Love depicts a woman who has not only been in control the whole time, but also doesn’t want to give up her life to be with a man. And it all happens in one ridiculous swoop. The film’s own exaggeration, artifice, and opulence rockets it past pastiche into a new space where it can utilize the genre’s shenanigans in order to comment on the genre itself. 


Directed by Peyton Reed, Down with Love is styled after those earlier films, most notably Doris Day and Rock Hudson’s Pillow Talk (1959). The ‘sex’ in those comedies is, of course, most definitely not onscreen—rather, it refers to the battle of the sexes and the titillation of romantic suggestion. The plots follow familiar beats: a young woman struggles to balance life and love, wishing to be swept off her feet, but instead falls into reciprocal annoyance with an attractive young man. Irritation gives way to attraction, at which point the young woman happily abandons ambition in favor of happily ever after. The Day/Hudson iterations of the romantic comedy have additional stylistic trademarks: extended use of split-screen, an opulent aesthetic of mod interiors and the latest fashion, and the miscommunication and mistaken identities of their screwball predecessors, like The Awful Truth (1937) and Bringing Up Baby (1938). 

From the first shot, Down with Love screams one important message: this is fake! (Heck, even before the first shot, the film uses the 1960s illustrated logos of 20th Century Fox and Cinemascope.) The production design and filming techniques are meticulously crafted to make the film look like an exaggerated version of its ancestors. For example, consider the trifecta of the film’s opening: Walter Cronkite-esque voiceover (“The place? New York City. The time? Now, 1962.”), 1960s stock footage, and process shots combining matte paintings with footage of our heroine. The artifice began in the script, where screenwriters Eve Ahlert and Dennis Drake carefully laid out the film’s artificial look:



From FADE IN to FADE OUT DOWN WITH LOVE looks like a CLASSIC CARTOONISH EARLY 60’S SEX COMEDY. Every frame pops with the high gloss of the brand new 60’s TECHNICOLOR. The sparkling “New York City” setting, all dazzling marble and glass, in an amalgamation of STOCK SHOTS, OBVIOUS PROCESS SHOTS and the BACK LOT’S FAKE NEW YORK STREETS. The snazzy apartments, plush executive suites and elegant supper clubs have the bright, crisp look of existing only on a soundstage. DOWN WITH LOVE not only takes place in the early 60’s, it looks like it was MADE in the early 60’s.  

This carefully constructed unreality continues with the costuming. Barbara arrives in New York wearing her signature look: a skirt suit of pink, windowpane tweed; a delicately placed kettle-brim hat; and a single round, white suitcase. Throughout the film, her wardrobe continues to be a sort of fantasy fashion show, as costume designer Daniel Orlandi describes: “We made a color chart that followed Barbara’s scenes so that no color was ever repeated…She never repeats a glove, a hat, a pair of shoes or a color.”

The confectionary-like pleasure of the film’s production design supports its equally bubbly, zany plot. Barbara has come to New York to promote her new book, Down with Love, filled with advice on how women can abandon love in order to achieve equality with men. Meanwhile, star journalist Catcher Block (“ladies’ man, man’s man, man about town”), is assigned to do a story on Barbara and her book—an assignment that he intentionally botches, only to regret it immensely when the book becomes an international bestseller and he sees the beautiful Barbara in her media appearances. Catcher then devises a plan to assume a different identity and trick Barbara into admitting that she’s not “down with love” after all. This setup borrows elements from Pillow Talk, especially the deception and hidden identity, but exaggerates them to the point of farce. For example, Catcher’s alter ego is a recently-returned-from-space astronaut named Zip Martin, who speaks with a cartoonish southern drawl. This draws attention to the story’s improbability instead of letting the audience sit with the fantasy. 

By keeping viewers constantly aware of the artifice, the film exposes the silliness of such a fairytale. The hyper-feminized, performative remix acknowledges the construct, making it an object that can be commented on. It’s here that Barbara finds her freedom. With the contrivance exposed, Barbara has the choice to forgo the typical happy ending in order to achieve something more: satisfaction in sex and career in addition to love.


After Barbara arrives in New York, she’s received by her publisher, the chain-smoking brunette Vikki Hiller (Sarah Paulson), and taken to the creative team to launch her new book. Or, as it happens, to pitch her new book—of course, these men haven’t bothered to learn anything about the “little book” overseen by their female coworker. As Vikki explains, the central thesis of Barbara’s book is that “women will never be happy until they become independent, as individuals, by achieving equal participation in the workforce.” They will do this, Barbara says, by saying, “Down with love. Love is a distraction.” 

Of course, the men ask Vikki to make a pot of coffee as they all sit in contented, oblivious smugness. It’s clear that love is not the only thing holding women back in their careers. The men around them do not take them seriously at all. When one of Catcher’s secretaries faints, he asks derisively, “What is it about the workplace that women just can’t seem to handle?” The answer comes in the following smash cut, as Barbara growls “Men!” in frustration, referring to the meeting with the condescending creative team. The battle of the sexes has officially entered the workplace. 

Vikki tries to smooth things over by letting Barbara know that she has secured an exclusive interview in Know magazine—“for men in the know!”—with star journalist (and ladies’ man, man’s man, man about town) Catcher Block. For his part, Catcher refuses when his editor, Peter MacMannus (David Hyde Pierce), assigns him the story. “Interviewing a man-hating, embittered, New England spinster librarian?!” he scoffs. “Who else would write a book called Down with Love?” 

Catcher’s underestimation of Barbara is ultimately his downfall, and not just when he stands her up three times, leading her to cancel the interview altogether. His own reputation plummets as her book becomes an international bestseller. Far more than a bestseller, in this zany, pastel-colored universe, the book practically leads to a revolution, a complete destabilization of the patriarchy. In a montage of women reading the pink tome, they leave domestic chores to their husbands, and men wait behind women to get their shoes shined. The book outsells John F. Kennedy’s Profiles in Courage, and one shot shows a cutout of Barbara literally replacing one of the then-leader of the free world. In the final third of the film, after Barbara and Vikki begin a publishing venture, Catcher and Peter are left powerless at their own men’s magazine: all of the secretaries have gone over to Barbara’s company, and consequently, nothing can get done. 

Looking over their empire, Vikki says to Barbara, “I was really starting to believe that women weren’t cut out for the workplace, when the only problem was the workplace wasn’t cut out for women!” An oversimplification, but also a valid point, supported by other moments in the film where women are clearly expected to serve men by getting coffee, tending to their children, or having sex. These tasks keep women from achieving equal participation in the workforce, and Barbara’s book helps them break free. Her colorful, women-filled magazine becomes a utopia, its improbability only compounding its desirability. To this, the film does not condescend. Rather, the film’s delight in its hyperbolic girlish aesthetic is, as scholars Suzanne Ferriss and Mallory Young write, designed to give women pleasure, “[allowing] women to enjoy imaginative possibilities or to indulge in vicarious experience that assists them in returning to the challenges that face them.”


Vikki and Barbara may have made a workplace cut out for them, but in line with the limits of third-wave/pink/neo-feminism, it’s quite exclusive, reserved for those women who maintain the status quo. In other words, wealthy, young, conventionally attractive, straight, white women who work within the system rather than upset it. The film does not attempt any kind of intersectionality—except for its inclusion of queer subtext. 

The Day/Hudson films weren’t devoid of any mention of queerness, though those mentions were typically derogatory. In Pillow Talk, Hudson tries to warn Day off a man (ironically, his alter ego—these plots are complicated) by insinuating that he’s gay. And then there was typically a side character, the leading man’s friend, who would be the anxious, effeminate foil. In Pillow Talk, this role was filled by Tony Randall, who makes a cameo appearance in Down with Love as Theodore Banner, the owner of the publishing house.

However, Down with Love was made at a time where Rock Hudson’s sexual identity was well known, creating an acknowledging intertextuality. Ferriss and Young suggest that this intertextuality is baked into Down with Love, as the viewer’s knowledge of Hudson’s sexuality renders “any pretense to real romance between the film couple a joke.” In other words, it invites the viewer to “revel in the distance” and enjoy the oversimplified romance from an ironic point of view; it is just as unreal as the retro studio-backlot world of the film. While I wouldn’t go as far as to say that Down with Love’s romance is rendered a joke, the cultural knowledge of Hudson’s gay identity does enhance the artifice of the film, creating a distance between film and audience that doesn’t alienate, but creates a space for viewers to project their own fantasies. 

As Down with Love plays on Hudson’s sexual identity to comment on the farce of heterosexual romance, current viewers may find an additional layer of resonance in the side romance between Barbara and Catcher’s respective friends, Vikki and Peter. In the nearly 20 years since Down with Love’s release, actors David Hyde Pierce and Sarah Paulson have made their sexual identities and gay relationships public, and become admired members of the queer community. With this knowledge, watching Peter and Vikki enter what is essentially a marriage of convenience takes on another layer of meaning. 

This makes the role of Peter particularly ripe for a queer reading. As Peter, the absolutely scene-stealing Pierce fills the role that Tony Randall held in the Day/Hudson classics, a character marked by an ineptitude with heterosexual relationships and closeness with their male friend. Peter is presented as soft and neurotic, with a domestic proclivity and submissive nature. He’s simply not cut out for Catcher’s world. At one point, Catcher takes Peter to a club where scantily clad women dance—but while Catcher is obviously preoccupied with the women, Peter is uninterested, drunkenly declaring that he and Catcher are “bosom buddies,” in an ironic reference to the dancers. Peter’s affection for, and preoccupation with, Catcher is obvious to the point that Vikki comes to believe that he is “a homosexual” and in love with Catcher. Moments between Peter and Catcher are far more suggestive than moments between Peter and Vikki, such as when Catcher, freshly out of the shower, dances an impromptu bossa nova with Peter, or when Catcher rips off his shirt and the buttons fly off only to land in Peter’s drink. 

While there is less subtext for Sarah Paulson’s character, her ‘romance’ with Peter is vastly different from Barbara’s with Catcher. She longs for a man who can give her the status of marriage, but is mostly indifferent to the relationship outside of that. Even when she believes that Peter is secretly gay, she’s more than willing to enter the marriage. Vikki is far more interested in Barbara and her career. Much like Peter with Catcher, the chemistry between Vikki and Barbara is so strong that it’s easy to read into their interactions. Additionally, unlike Tony Randall in Pillow Talk and other similar characters, both Vikki and Peter get their own happy ending, a touch that rewards and legitimizes the characters for who they are and how they present themselves. 

While the world of the film and the restriction of 1960s society prevent any overt queer text, the presence of this subtext suggests a more varied experience of romance and sexual attraction in Down with Love than its buttoned-up predecessors. Again by turning up the volume on the antics of the genre, the film subtly opens the door for viewers to imagine scenarios beyond the straight romance they are presented with.


Back in the launch meeting, the creative team is confused when Barbara first tells them that her book is “down with love.”

“If women were to stop falling in love, it would mean the end of the human race!” cries one of the middle-aged, white male publishers. 

“Not at all,” Barbara responds, “I said women should refrain from love…not sex.” 

“Isn’t that the same thing?” responds the man. “I mean—for women!” 

Of course, it’s not. In step with the sexual revolution, Barbara asserts that women can enjoy sex “à la carte” the way men do. 

Like its predecessors, Down with Love never has a sex scene, but is wholly preoccupied with sex. The film uses the classic generic stylings of the sex comedy to prove that women and men are equals in horniness, and consistently centers women’s pleasure. One of the most effective techniques is the genre’s signature split-screen, famously used in Pillow Talk to suggest that the leads are taking a bath together. In Down with Love’s updated take, the split-screen is employed in an elaborate telephone call; Barbara preens and stretches after sunbathing while Catcher exercises post-shower and invites her over for dinner. As he bends over and towels off his wet hair, his head disappears, seemingly between Barbara’s legs; at the exact same time, Barbara says, “No man has ever done this for me before! How thoughtful!” Moments later, Catcher does push-ups, seemingly on top of Barbara’s reclined body. “It’s my pleasure,” he says, referring to hosting dinner, “So you’d like to come?” “Oh yes!” Barbara says, the moment accented by Zellweger’s breathy tone. “Yes, yes!”

In place of the delicate innuendos that Day and Hudson indulge in, Down with Love shoots out a barrage of double-entendres that come as close to explicit as possible. So close, in fact, that the lack of clear discussion about sex becomes the ever-oppressive elephant in the room. The gymnastics required to constantly volley around the subject at hand draw much more attention to sex than a clear acknowledgement of it ever would. In this way, Down with Love pokes fun at its 1960s counterparts’ chasteness by making sex absolutely omnipresent. It’s evident in an extended discussion about “[mens’] hose” (socks), a sequence where Catcher makes a series of veiled nods to his many stewardess girlfriends, and in references to the marketing department ‘riding the tail’ of a queer-coded designer. The sheer volume of double-entendres primes the audience to expect sex, constantly teasing and setting them up for failure. In one scene, near the climax of Barbara’s romance with Zip (Catcher’s alter ego), the camera suggestively pans across a room where Catcher and Barbara have taken off their shoes. Offscreen, Barbara gasps with pleasure. 

“Tell me when it’s good for you,” Catcher (as Zip) says. “Put your hand on it and guide me until I got it in the right spot.”

“Almost,” breathes Barbara. “Almost! Oh, Zip! I’ve done this a lot before, of course, but never with such a powerful instrument!” She gasps sharply: “That’s it!”

It’s then that the pan completes. Barbara and Catcher are simply looking through a telescope together. The audience has been played once again. 

In addition to using these clever filmmaking tricks, Down with Love’s script also builds an effective shorthand to suggest sexual arousal: chocolate. Barbara explains early on that, while working through the steps in her book, women should eat chocolate to curb their sexual cravings. From then on, any character eating chocolate becomes highly suggestive. After their date—the one with the telescope—Barbara and Catcher share a kiss, the first in their falsely chaste relationship. They pull apart awkwardly, their hips far from each other to prevent their physical moment progressing any further. Barbara, flustered, takes the entire chocolate soufflé as she leaves. Catcher, once alone, hobbles to the porch and dumps a bucket of ice on his head.


Of everything that happens in Pillow Talk, the thing most burned in my memory is the lock. Rock Hudson’s character has what Down with Love would call a “woman-snaring bachelor pad, fully loaded to get you in the mood.” Next to the couch is a panel of switches, one of which turns off the lights, starts the record player, and…locks the door. (I can’t help but remember the hidden button of a certain NBC News Achor/Sexual Predator.) The image of the door locking indicates a doubling down on power dynamics, one that strips women of their agency in favor of the desires of men. In the last scene of the film, when Doris Day’s character uses the same switch to keep her co-star with her, it feels less like a reversal and more like tacit approval—especially since she was quite literally carried into his apartment against her will. 

In Down with Love, Catcher’s plan has been to date Barbara, get her to fall in love with him (by abstaining from sex so that she can’t leave satisfied), and then lay a trap. He’ll catch her on tape proclaiming that she’s not “down with love,” but does, in fact, want to get married. And he uses his own women-snaring bachelor pad, clearly inspired by Pillow Talk, to do just that. As they’re kissing, he flips a switch that reveals a recorder, and prompts her to say those incriminating words: “I want what every woman wants: love and marriage. I’m not a Down with Love girl. I’m not the girl you think I am!”

It’s then that they’re interrupted by one of Catcher’s many stewardess girlfriends, supposedly revealing to Barbara that her beau, Zip, is actually ladies’ man, man’s man, man about town Catcher Block.

Barbara is not surprised. She gives Catcher a ponderous look as she turns off the recorder. She tells Catcher that she’s known who he is the entire time; that she’s not Barbara Novak at all, but a prior secretary of his; and that everything was part of her plan. For over three minutes, she lays out how she knew everything would play out. And for over three minutes, the camera stays still, never cutting away from her face. There is no music. Zellweger delivers the speech in her flawless, whispered, girlish tone, unhurried. While she admits that she’s simply Nancy Brown, a girl from Maine, the way she controls the camera confirms her power over Catcher. She’s had the power in this relationship—and the narrative—all along, even when it appeared that she didn’t. 

However, this is far from the last twist. Catcher responds to her monologue by kissing her and proposing marriage, when his stewardess girlfriend rushes back in, having recognized Barbara. She thanks Barbara profusely for the newfound independence and fulfillment she’s experienced after adopting the Down with Love way of life, and commends Barbara for being an example to women all around the world. And though, theoretically, Barbara has achieved her goal to make Catcher fall in love, something else happened along the way. She rejects his offer to marry him, his offer for her to live in the suburbs and take care of his children. Catcher runs after her in classic romantic style, but “there was one part of my plan that I didn’t count on,” says Barbara. “That by pretending to be Barbara Novak, I would actually become Barbara Novak! I may be the last woman in the world to do it, but I have finally become a Down with Love girl, level three!” She takes a taxi off into the night, leaving Catcher standing in the rain. 

Barbara’s wild plan—full of the switched identities, deceptions, and improbabilities borne out of the Day/Hudson films—finally gave her power over her own life, meaning that she was presented with choices she never had before. With her options now wide open, Barbara chooses to pursue a life bigger than she had ever dreamed. 


Looking at the differences between Down with Love and the films it’s paying homage to, it’s not that there are many. The film is not a satire, parody, or takedown of the Day/Hudson films. The tools it uses—the stylistic excess and twisty-turny plot—are not new. Down with Love simply turns those elements up a notch, making it possible for women to reclaim the genre on their own terms, just as Barbara has established her relationship on hers. And if there’s one thing romantic comedies need, it’s a happy ending. 

For the happy ending to occur, Catcher must do some soul-searching. Pining after Barbara, he mopes about like a lovelorn stereotype: “I don’t care about sex anymore, I just wanna be married!” When Peter points out to him that Barbara and the Down With Love girls are merely acting like Catcher used to, it hits him. Catcher isn’t that man anymore, and he needs to let Barbara know that he’s changed. 

He uses an equal opportunity job posting at Barbara’s new company to finally get a chance to talk with her. The power dynamics remain in their reversed state: Barbara sits behind her desk as head of the company, and Catcher across from her as an applicant to be her personal secretary. Catcher humbly presents his case for getting hired, despite the 96.6% pay cut that becoming a secretary would require: “I’ve been on top for so long, I thought it might be nice to try a new position,” he says, undressing a bar of chocolate.

“And you think you could be comfortable in a position under a woman?” Barbara asks, skeptical. 

“I look forward to it,” he says, taking a bite of chocolate while gazing at her. “Starting at the bottom, working my way up slowly to the top.” He insists that he won’t be distracted working in a predominantly female workplace, as he’s now only interested in finding someone to settle down with. 

Barbara grabs a bar of chocolate for herself and breaks it open by slamming it against her desk. 

Catcher continues that he would no longer want his wife to quit working: “I’m looking for a new kind of love…maybe one day you’ll do a piece on how you became someone between the bashful, brunette Nancy Brown and the cool, blond Barbara Novak. That’s a piece I could really go for.”

After the brief interview, Catcher leaves. Barbara does not come after him.

No, as always she’s a step ahead of him! As the elevator doors part, she’s already standing there. “Hmmm…someone between a blonde and a brunette?” she asks, taking off her hat to reveal hair dyed a vibrant red. “Scooped you again.”

With that, they quite literally fly off into the sunset.