Mikey and Nicky (1976), starring John Cassavetes and Peter Falk, tells the story of an intense night of betrayal and friendship, as two old friends struggle to survive in a dangerous situation. Dark, gritty, and a brilliantly underrated buddy film, its heart-tugging sensibility can be attributed to the fact that it was written and directed by a woman (Elaine May), and this women was unable to make a professional Hollywood movie, so she made a masterpiece.

The film's promotional slogan, "don't expect to like‘em," failed to attract audiences.
Last Friday, I rewatched this film at the Michelson Theater. In the introduction before the screening, the host emphasized the polarized reception it received: The film was a box office failure, with critics like John Simon calling it “one of the worst films of 1976.” However, a few years later, Stanley Kauffmann praised it as “one of the ten best films of the decade.” After the screening, film scholar Todd Berliner engaged the audience in a discussion about the film’s unusual appeal and May’s unconventional directorial approach to this notoriously troubled production. I found it particularly interesting when Todd Berliner mentioned a paradox that fascinates film critics about both the film and its director. Although Andrew Tobias, in New West, humorously referred to Mikey and Nicky as a “little picture,” writing, “It took David Selznick 475,000 feet of raw film to make Gone With the Wind. Elaine May shot three times that much—1.4 million feet—to make her little picture,” Tobias still expressed deep admiration for May, calling her "one of my all-time heroes." This suggests that while he took a humorous view of the film’s immense production complexity, he could not deny Elaine May’s talent, nor her extraordinary persistence and artistic achievement in making this film.

After watching the film, we can better understand the paradox of both criticism and admiration merging into one. Director Elaine May's unique female perspective during the New Hollywood era subverted the traditional gangster film model, which largely explains why Mikey and Nicky didn’t receive widespread attention or commercial success. Instead of narrating the story from a perspective of heroism, May focused on the vulnerability and internal struggles of two male characters under extreme conditions. Her emphasis was more on the psychological and emotional dynamics of the characters than on the criminal actions themselves. This made the film profoundly reflect on male friendship and power structures, rather than a simple story of violence and betrayal. This, I believe, is one of the reasons why Mikey and Nicky is now often re-screened and considered a key work in Elaine May’s directorial career. By breaking the traditional framework of genre films and focusing on the subtle psychology of the characters and emotional tension, the film carries significant academic value, especially in terms of gender perspectives and emotional storytelling.
May’s decision to shoot more than twice as much film as it took to get Gone With the Wind in the can became legendary in Hollywood. Beyond the controversy surrounding her process, we can analyze how these extensive takes contribute to the film’s sophisticated mise-en-scene, which successfully depicts two characters entangled in complex emotions. Elaine May was meticulous in her use of dark settings (most of the film was shot during night scenes), lighting, and hand-held camera work to create a world filled with tension and anxiety. This visual style strongly aligns with the characters’ psychological states, making the mise-en-scene not just a background element but a crucial part of the storytelling itself.
I will analyze a key scene from Mikey and Nicky — the confrontation between Nicky and Mikey on the bus. In the confined space of the bus, the two engage in a tense conversation as Nicky’s emotions spiral out of control. He begins to question whether Mikey is truly helping him or plotting to betray him to the mob. This scene is filled with rot, suspicion, confrontation, and loss of control. When the bus driver becomes the target of Nicky's misplaced aggression, Mikey does not actively participate in the conflict but instead attempts to calm Nicky’s anger and anxiety. At this point, exhaustion and anger have already taken root in their dynamic. This conflict not only externalizes Nicky’s agitation and fear through his actions but also adds complexity to the hateful friendship depicted in the film. This scene, while dramatically intense, also holds significant meaning in terms of mise-en-scene, utilizing space, lighting, performance, and cinematography to effectively portray the tension and intricacy of Nicky and Mikey’s relationship.
Elaine May not only explores the characters’ inner worlds in this scene but also uses meticulously arranged visual language to foreshadow the unspoken pain and betrayal in their friendship that will unfold. The bus is not just a physical location, but a metaphor for their relationship. The confined space increases the emotional pressure between the two, symbolizing the inescapability and confusion of their bond. The seating arrangement brings Nicky and Mikey physically close, yet they are emotionally separated by suspicion and betrayal. The bus, as a moving public space, also hints at how external social and environmental forces influence their relationship. This use of space highlights the emotional entrapment of the characters — their surface-level closeness concealing a deep-seated alienation, with their trust slowly eroding away. Apart from the two doors that symbolize friendship and betrayal at the beginning and end of the film, this scene holds some of the film’s most profound existential despair.
Lighting design further amplifies the tension. The dim lighting inside the bus, with only faint streetlights coming through the windows, creates a claustrophobic atmosphere. The flickering light not only reflects the instability of the external environment but also symbolizes the fluctuating emotions of the two characters. Shadows cast on their faces represent the secrets and distrust between them. This contrast of light and darkness visually expresses the internal conflict and turmoil within the characters.
Cinematography and composition play a crucial role in heightening the intensity of the scene. Elaine May uses handheld camera techniques to create an intentionally unstable frame, enhancing the immediacy and urgency of the scene. Frequent cuts between shots focus on close-ups of the characters' faces, capturing their emotional fluctuations, while other shots emphasize their isolation despite being in a public space. This sense of anxiety and unease allows the audience to feel the psychological tension between the characters more deeply.
In terms of performance, Nicky’s anxiety and agitation are conveyed through his restless movements and frantic speech, as he constantly looks around, filled with uncertainty about the future. In contrast, Mikey appears relatively calm on the surface, but his internal struggles are subtly revealed through his expressions. This contrast between the characters not only highlights their different personalities but also sets the stage for the emotional conflict to come. As in John Cassavetes’ own films, the improvisational performance by the extraordinary lead actors makes Mikey and Nicky a truly raw and emotionally charged experience.

They are able to evoke both sympathy and revulsion.
In rewatching Mikey and Nicky, it's clear that Elaine May’s directorial choices—once divisive—have stood the test of time, offering a profound reflection on friendship, trust, and betrayal. Her meticulous attention to the psychological states of her characters, coupled with a groundbreaking approach to genre, has cemented Mikey and Nicky as a cult classic. What was once dismissed as overly ambitious now serves as a testament to May’s resilience and artistry. As audiences and scholars continue to revisit this masterpiece, it’s evident that May’s film holds an enduring place in the cinematic canon, speaking volumes about the complexity of human relationships.