Beautiful Girls (1996) and Settling in for The Big Fade


Can you ever truly go home again? Well, the thing is, and rarely no one tells you this–and if they do, you certainly don’t believe it: when you do finally go back home, even if it’s just for a visit, it’s never the same as it was before you left. Ted Demme’s heartfelt Beautiful Girls (1996), explores not only the difficult nature of returning home and embracing the nostalgia of youth, but also the fear of commitment and growing up.

Willie Conway (Timothy Hutton), a struggling professional piano player on the edge of an existential crisis, returns to his hometown, the fictional Massachusetts town of Knights Ridge, to attend his high school reunion. Willie is sort of a hero to friends Tommy (Matt Dillon), Mo (Noah Emmerich), Paul (Michael Rapaport) and Kev (Max Perlich), all of whom still live in Knights Ridge, because he left to pursue his musical career in New York City. He’s a living legend, and made his friends proud as he represents the hope that there’s more to than their small-town. What they don’t know, at least at first, is that Willie is feeling lost, and looking to them to help recapture his youth to obtain some clarity on the next stage of his life. While Willie enjoys reliving the good times with his friends, particularly Tommy, Mo and Paul, he realizes that they are all clinging to their high school days, struggling with their place in life, failed commitments and growing up. For instance, Paul still behaves like an immature teenager with his objectification of women and childish and cruel treatment of his ex-girlfriend Jan (Martha Plimpton). Tommy, who owns a snow plowing business with Paul, is romantically involved with his high school girlfriend Darian (Lauren Holly), who is married. Further complicating matters, Tommy has a girlfriend, Sharon (Mira Sorvino), who is well aware of his affair with Darian, but desperately tries to make him happy regardless of his infidelity.

Willie, fully immersed in nostalgia, is comfortable around his friends and Knights Ridge. The familiar talks, local hangouts and drunken antics help take his mind off the looming decisions he soon has to face. Will he abandon his musical career for a soul-sucking corporate 9-to-5? What about his relationship with his beautiful, smart, successful girlfriend Tracy? What’s next for them as a couple? Other than a few wise observations from his friend Mo, who is happily married and relatively stable, Willie’s friends are just as lost as he is.


During his visit, Willie finds much needed insight and meaning from two unexpected people. The first is a confident 13-year-old girl, Marty (Natalie Portman), who lives next door to Willie’s childhood home. Marty is a self-described old soul, and unlike Willie, desperately wants to grow up. Despite the age difference, Willie and Marty are kindred spirits. Marty embodies what Willie is eagerly trying to recapture, the fragility of youth and its innocence, and in a moment of weakness, he gushes about her to his friends, even going as far as suggesting waiting for her until she becomes of age. Of course, Willie has no intention of having a romantic relationship with Marty now or ever; he is merely clinging to the idea, the promise of reconnecting with his own youth, but well aware that it’s impossible.

The second person is Andera (Uma Thurman), who is in Knights Ridge visiting her cousin, Stanley, bartender and a friend of Willie’s. Willie also finds a kindred spirit in Andera as they are both roughly the same age and presumably at the same stage in life. In an intimate conversation, Willie admits his fear of commitment, growing old and living a stagnant, meaningless life. Although they are the same age, Andera is wiser and more mature, and confidently assures Willie that there can be happiness in commitment and accepting the realities and responsibilities of adulthood. When Willie expresses his attraction to Andera, which is more an attraction to the idea of her, and clearly avoiding what he calls “the big fade,” Andera reminds him that happiness is right in front of him:

Willie: I look at you and I think it’s amazing that there’s a guy out there gets to do all kinds of things with you. He gets to make you happy and spend evenings with you…

Andera: …make me martinis, listen to Van Morrison…

Willie: …smell your skin…

Andera: …after a day at the beach.

Willie: Yeah, and read the papers…

Andera: …on a Sunday morning…

Willie: …a rainy Sunday morning, and pepper your belly with baby kisses… Sorry.

Andera: The thing is, there’s a guy out there thinks the same thing about Tracy and he’s jealous of you because you get to do all that with her.

Marty and Andera are essentially the same person at different stages of life: Marty is the past, and Andera is the future. Both wise beyond their years and sure of what they want out of life. Willie is stuck somewhere in-between; he knows what incredible things lie ahead for Marty, but he’s unsure that the happiness that Andera promises really exists. Willie goes home to Knights Ridge looking for reasons to avoid commitment and the responsibilities of adulthood, hoping to see his fellow friends living happy, commitment-free lives. Instead he finds that years of living in the past have made them angry, jaded and miserably stuck in a rut. When Willie leaves Knights Ridge, he is a little more enlightened and sure of himself, and realizes that it’s impossible to go back to the life he had in his youth.

This piece was originally published at StreamLine, the official blog of FilmStruck on April 29, 2017 and can be found archived here



About Jill Blake 65 Articles
Jill Blake is a writer and researcher based in Atlanta, GA. She is the co-editor of The Retro Set and the co-host of the podcast DWT: Drinking While Talking. Jill has written for various outlets including Indicator, Netflix Film, Turner Classic Movies, and FilmStruck. She is currently writing a book on stage and screen actors Fredric March and Florence Eldridge.

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