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Why does it have to be so hard? – A review of THAT’S WHAT SHE SAID at the 2012 ATL Film Fest

I saw this as a red carpet event at the 36th Atlanta Film Festival on Friday night, with director Carrie Prestonin attendance. The crowd was buzzing with overheard bits of “I KNOW that woman… where from?” and “Is she in the movie?” – and Preston was appropriately Hollywood in a swanky black and white dress with legs for days.

 THAT’S WHAT SHE SAID begins with Marcia DeBonis (Bebe) in an elegantly candlelit bathroom, shaving her ladybits while consulting a Hustler-type magazine to compare the “topiary” in it to herself. Bebe is a 50-ish woman who looks a little Hispanic and Jewish, and though seemingly taking her cues from a nekkid fantasy magazine, seems to be comfortable in her skin and who she is.

Her friend Dee Dee, on the other hand (Anne Heche), is a hot trainwreck of a mess. She’s channeling Keith Richards by way of that self-centered person you’re strangely friends with that you cannot explain just exactly why. Her startled and hung-over morning routine includes brushing her teeth while smoking and brought the first chuckles from the crowd.

A bit of Tourrett’s assures her a solo seat on the subway and she’s off and running. In the first three minutes of the film I think Heche does more good work on screen then the last ten years (HBO’s short lived show, HUNG somewhat excepted), with her donning mental armor that she needs just to function even though thanks to pills and booze she does so from a distance from her own life, a fact obvious to everyone but her.
Alia Shawkat’s Clementine shows up as a young woman dressed in layers (including skirt over jeans) running down the street and crying with a giant bag, tripping over someone, and scrambling to get up and moving again.

Dee Dee is meeting Bebe for coffee and when she arrives, Clementine is in tears at a table, with Bebe consoling her. Since the plan is not to sit with a stranger all morning, and instead get Bebe ready for her big date with “Tom” – there is no time to console some weird overdressed girl who can’t stop crying about her boyfriend “Harry” breaking up with her through the bathroom door.

DeeDee’s first thought is that Harry is gay, despite Clem’s claims to the opposite, and her pressing Clementine on her issues drives her tearfully to the bathroom. There is a great scene with other women customers who are waiting outside the ladies’ room as they discuss Tom, how they met at a wine tasting and showing how exciting new romance can be, no matter your age. If only Dee Dee were doing it to really ask these questions, and not duck out on seeing her dreaded ex-boyfriend “Dick” — a fact that either Bebe cannot or will not see.

These women, while not who you (or Hollywood, at least) would imagine being the best of friends, play well off of each other, knowing all the foibles they each can bring to the relationship. Bebe’s faults are in her extreme mothering, faith in others, and her boundless optimism; often to the detriment of herself and her self respect.

Heche’s Dee Dee is brittle, haunted, and lashes out with excuses like, “She was thinking it, too!” when trying to exclude the distraught Clementine from the rest of their day.

Clem is young, lost and nervous and certainly prone to excessive (and later hi-lar-ious) bathroom visits.

The theatrical origin of this film is obvious, and was originally titledGirl Talk when it premiered as a play eight years ago. Shortly after that, Preston and actor/screenwriter (and playwright) Kellie Overby started trying to turn this into a feature film.

There’s a certain Mamet-ness to the crisp dialog and back and forth between the characters. A taxi ride in the rain while Clementine listens to her new found friends, just happy to be included and eating peanut butter from a jar in her duffel and licking the spoon quietly is a great example of these small moments.


Her tearful query of “You don’t think he broke up with me because I almost killed him, do you?” while said in all teary seriousness brought another round of laughs from the appreciative audience. This is a tightly woven slice of life both in New York, displayed beautifully by both the DP and a director who know how to highlight little neighborhood things, (not just showing the Empire State building one more time) and in the day of these women.
The title, “That’s What She Said” can be obviously taken in more than one way…and it’s not necessarily the crude “That’s what SHE said” way that is the most appropriate. Don’t get me wrong; there’s enough language in this to earn that, but perhaps more importantly, the accent is on the importance of hearing what she said.

These women are complicated and complex and all are prone to the same self-delusions that make you crazy when you see them in your own friends, but never yourself. They are slightly exaggerated of course, (as are all characters) but you can really see the fundamentals of real women in there. The talent of all the actors is very much on display, with each of the three main leads giving a performance worthy of the script and each other.
Smaller roles like Lu, (Kate Rigg) the barista at Lucky Joe’s Coffee Shop who throws the three out into the rain when things get a too rowdy and her girlfriend Elyse, (Kellie Overby) whom we meet later in the film, are important too. These two women and their relationship end up being crucial to the budding friendship of Clementine, Bebe and Dee Dee. I got the feeling that by including them in to round out the night in a bar at the end of the film that Overby means to say that everyone you meet is important, and can have a role in the story of your life if you just let them.
There’s a fight near the end of the film with rolling on a dirty bar floor, boob-grabs and hair pulling that is nothing like a male fantasy of how women fight. It’s kind of sad that this is how desperate Bebe is to show her best friend how far she has run from the truth of her own life and it reminded me of the Three Stooges by way of a Farrelly Brothers movie and the John Patrick Shanley play A Savage In Limbo.

While the story we see ends in the bar over late night beers and toasts to the ephemeral things we all want in our lives, you know they it doesn’t just end there.


Clementine, Bebe and Dee Dee have found each other and themselves in a way that leaves you with the feeling you could drop in on them five years from now and ask them out for coffee at Lucky Joe’s. This is the mark of a good story and by default, a good film…that you know these women will continue to have a life without you observing it. But you kind of wish you could.


Preston is great for using actors who might not be popular in Hollywood and giving them not only a chance, but a chance to shine. I also think Preston’s a confidant director with the choices she makes and I attribute this to both her years in theatre and in film, despite this being only the second feature she’s directed. Her production company Daisy 3 Pictures, is working on a web-series called The Dody Showwritten by and staring Carrie herself currently.
If you’re in one of the cities where this will be playing on the festival circuit, I recommend you grab your own best friend and take in a film that had even the men in the audience laughing and cheering these women on. At the Q & A afterwards, one man said, “Do women talk like that? I had no idea.” They do.

You should do yourself a favor and listen to That’s What She Said, because what these women say is worth hearing.

This film will be released later this year both a VOD and in theatres by PHASE 4 distribution.

Here’s the trailer: THAT’S WHAT SHE SAID

~H. Blain is a freelance writer living in Atlanta who likes reading far too late in the night, most types of comic books, all things cinema (including being excited by certain names in the credits that you usually ignore) and saw The Empire Strikes Back three times opening day  when she was ten years old. You can also find her on the tweety: @MediaTsarina ~


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