Up with Love: director Peyton Reed reminisces on twenty years of being Down with Love

Renée Zellweger and Ewan McGregor star in feel-good feminist fantasy—and misunderstood masterpiece—Down with Love.
Renée Zellweger and Ewan McGregor star in feel-good feminist fantasy—and misunderstood masterpiece—Down with Love.

On the twentieth anniversary of Down with Love, Mia Vicino chats with director Peyton Reed about his campy romantic comedy’s cultural reevaluation, the choreography of sex jokes and fifty shades of pink.

I was invited to a party that was celebrating Moulin Rouge!, and that’s where I first met Ewan [McGregor] and semi-pitched him this movie. He was like, [Scottish accent] ‘That sounds fantastic! Is there singing in it?’

—⁠Peyton Reed

From its vintage CinemaScope logo and playful animated title sequence, to its opening line of, “The place: New York City. The time: now, 1962!” Down with Love immediately establishes itself as an in-the-know, tongue-in-cheek period piece. In actuality, the place was the Universal Studios lot in Burbank, California, and the time was 2003.

Today, the place is Letterboxd, and the time is now, 2023, exactly twenty years after the release of Peyton Reed’s sleeper hit homage to the saucy and saccharine Doris Day-Rock Hudson sex comedies of the ’60s. Inspired by films like Pillow Talk and Lover Come Back, Down with Love follows feminist author Barbara Novak (Renée Zellweger), who’s just written an eponymous book that encourages women to ditch the men in their lives in order to find success in the workforce. Once an acolyte becomes a “Level Three” Down with Love Girl, “she can have sex whenever she likes, without love, and enjoy it the way a man does: à la carte,” Barbara explains with a coy smile.

Enter “man’s-man-ladies’-man-man-about-town” Catcher Block (Ewan McGregor), a playboy journalist at the GQ-esque gentleman’s magazine KNOW, who goes undercover as virginal Southern astronaut Zip Martin to write an exposé on Barbara and prove once and for all that women’s primary wants are love and marriage. On the margins lurk Catcher’s neurotic boss Peter McManus (David Hyde Pierce) and Barbara’s chain-smoking editor Vikki Hiller (Sarah Paulson), who find themselves ensconced in a screwball romance of their own.

Sarah Paulson getting camera-ready to play Vikki. — Credit… Douglas Kirkland
Sarah Paulson getting camera-ready to play Vikki. Credit… Douglas Kirkland

Since Letterboxd’s inception in late 2011, Down with Love’s star rating has slowly climbed up, up, up. Beginning at a dismal 2.9-out-of-five stars, the number now sits at a much more magnanimous 3.5. (At this rate, it should achieve the perfect five star-rating it deserves by 2048.) This is a somewhat common phenomenon with campy, feminist-leaning movies that went overlooked and underappreciated by critics upon initial release, like Mamma Mia!, Josie and the Pussycats and Jennifer’s Body; we even wrote an article about these ‘high risers’.

After informing director Peyton Reed of his misunderstood masterpiece’s cultural re-evaluation, he replies that he’s “thrilled that twenty years later, people are watching,” then recalls, “We famously opened opposite The Matrix Reloaded when we came out in 2003. It was Fox’s idea of ‘counter-programming’. Even I went to see Matrix Reloaded that weekend … So this kind of attention is so gratifying, that people are finding something in the movie.”

Reed, who chatted with us about the film’s landmark anniversary, says that “it all began with Eve Ahlert and Dennis Drake’s script. Eve, particularly, has such a sense of that period in terms of pop culture, music, wardrobe, and she’s such a New Yorker that the level of detail and the references are so specific to that time. It was visual in terms of the tone, the pace, the relentlessness of the visual comedy.”

Director Peyton Reed and star Renée Zellweger behind the scenes. — Credit… Douglas Kirkland
Director Peyton Reed and star Renée Zellweger behind the scenes. Credit… Douglas Kirkland

On top of its intricate construction, Ahlert and Drake’s screenplay is just plain funny, so much so that Reed said it drove the mood on set because everyone was so excited that something as unique as this could be made. “I had finished doing Bring It On, and I wanted to do another comedy, something that was sort of an offbeat thing,” he says. “I read that script and I was blown away that a major studio was going to make it potentially, [and] by the specificity, and I didn’t think there was anything out there like that. It was genuinely funny; I laughed out loud multiple times reading a script, which is quite rare. I also felt it could be romantic, and it had a lot to say about everything, about gender and just what’s changed and what hasn’t changed between 1962 and, at the time when we shot it, 2002.”

In fact, Down with Love is a lot smarter than it generally gets credit for. The aesthetics are intentionally artificial and hyper-stylized—a nod to the still-burgeoning visual effects of that time period and a signpost that this feminist fantasy does not necessarily take place in reality—though they were inaccurately written off as shoddy, rather than purposeful, filmmaking. For example, the green screen rear projection in an early car scene showcases real Cinemascope footage from That Touch of Mink (a 1962 Doris Day and Cary Grant picture) and 1936’s My Man Godfrey, while the beatnik party at Catcher’s apartment references Audrey Hepburn in 1957’s Funny Face—all Easter eggs for the TCM crowd.

The obvious green screen intentionally references the mostly obsolete practice of rear projection using archival footage from That Touch of Mink (1962).
The obvious green screen intentionally references the mostly obsolete practice of rear projection using archival footage from That Touch of Mink (1962).

Reed cites Ahlert as “the one who would show these different [films]. Send Me No Flowers is the third Doris Day-Rock Hudson movie—we were less influenced by that, but there were all these Sex and the Single Girl movies of that period that we drew from. The idea of trying to push the limits of what you could address in terms of the sex in those movies was really, really fun.” As for his personal favorite classics, Reed says, “I love Bringing Up Baby and The Philadelphia Story and way earlier period movies. They’re obviously well-directed, whether it’s Howard Hawks or [Frank] Capra, but it’s generally the writing that really shines. Even though the performances are heightened, there are some more honest portrayals of men and women in those movies than sometimes you get in contemporary romantic comedies.”

The perceived frivolity of contemporary romantic comedies, as well as Down with Love’s unabashed commitment to the color pink—from the production and costume design, to its opening magenta Regency logo, to its plastic DVD case—may also have had something to do with its initial dismissal by (mostly male) critics, especially in the conservative landscape of Bush-era America. In Susan Faludi’s 2008 book The Terror Dream: Fear and Fantasy in Post-9/11 America, she posits that, in the reactionary aftermath of the terrorist attacks of September 11, 2001, the States’ dominant culture reverted back to traditional values, seeking to uphold the alleged security of the nuclear family structure—a concept that Down with Love explicitly rails against.

But perhaps we’re overanalyzing all this. Maybe it was simply The Matrix Reloaded’s fault. Or maybe, as Reed speculates, it was the challenge of selling a niche, vintage-tinged rom-com to modern viewers. “I don’t know that the studio ever really figured out how to market it, because I do think a proper marketing of that movie requires a little bit of educating the audience on what it is,” he says. “Maybe their data showed them, ‘Well, if we do educate them that it’s an homage to a Rock Hudson-Doris Day movie, then people really aren’t going to go.’”

The split-screens, styles and synopsis of Pillow Talk (1959) starring Doris Day and Rock Hudson (pictured) served as major inspiration.
The split-screens, styles and synopsis of Pillow Talk (1959) starring Doris Day and Rock Hudson (pictured) served as major inspiration.

Maybe. I still maintain that the root of the problem was society’s misplaced fear of the color pink and its associations with girls and gays. I suggest this theory to Reed, and he replies, “I think that may be the case,” before providing an example from his Bring It On days. “I think women predominantly really wanted to see that movie—maybe they were able to drag boyfriends and husbands because they wanted to look at cheerleaders—but men still, to this day, if they come up to me and want to say that they like Bring It On, there’s always a caveat. Like, ‘I didn’t wanna see the movie, obviously, but I went with my girlfriend or whatever.’ They are apologetic about liking it. There’s this crazy masculine thing where they can’t just say, ‘Oh man, I loved Bring It On!’”

2003 may not have been ready for pastel pinks and lavender marriages then, but this is a new, more colorful world: Greta Gerwig’s Barbie is poised for success, the trailer of which features the titular doll (played by Margot Robbie) stepping out of a fluffy shoe in a shot that looks strikingly similar to the way Barbara steps into hers.

When I bring this Barbie/Barbara comparison up to Reed, he says, “I remember having discussions with Andrew Laws, our production designer, and Dan Orlandi, who did our amazing wardrobe, about the particular Down with Love shade of pink. Everyone was insistent: ‘This is not Barbie pink. This is a 1962 pink,’ which was a very different, more muted pink than the really vibrant pink of the Barbie era. There were all these insanely detailed conversations about how everything design-wise and color-wise changed from the beginning of the ’60s to the end of the ’60s.”

Barbara’s playful pinks are specially designed to pop out against the drab browns of Manhattan.
Barbara’s playful pinks are specially designed to pop out against the drab browns of Manhattan.

The production design is one of the film’s (many) shining stars, filled to the brim with period-specific detail. According to the DVD’s special features, the filmmakers built 55 sets across four stages at Hollywood Center Studios (now called Sunset Las Palmas Studios), and according to Reed himself, his favorite was the design of Barbara’s apartment, which he calls “key” to the movie’s visual palette.

“That was one of the first things we decided: we wanted to show Barbara Novak’s apartment and Catcher Block’s apartment and those massive sets to say, ‘This is going to feel different than a contemporary romantic comedy,’” he says. “It is an homage to a ’60s sex comedy, and those sets were bigger and more colorful and stylized. The painted canvas backings that we use throughout are all original from movies they shot during that period; we had to bring them out of storage and freshen them up.”

All that effort attracted the attention of the AARP Movies for Grownups Awards—one of only four awards bodies brave enough to bestow Down with Love with a trophy—and earned the coveted Best Movie Time Capsule for its authentically ’60s atmosphere. The Florida Project filmmaker (and Letterboxd member) Sean Baker also highlights the art direction in his 2018 Letterboxd review: “I don’t know where I was in 2003 but I was obviously under a rock … Really impressed. Watched on DVD and would like to revisit in HD because there is so much detail in the production design and art direction. Hilarious script and performances.”

In addition to the pink DVD, true fans also own the official novelization.
In addition to the pink DVD, true fans also own the official novelization.

The (pink) DVD in question is one of my personal prized possessions, and currently one of the only reliable ways to watch the film after its recent removal from the streamer formerly known as HBO Max. Thankfully, Reed offers a glimmer of optimism for an eventual Blu-ray (Pink-ray?) release: “That is a goal, to try and get it in 4K,” he confirms. “Steve Scott, who’s the colorist—this is how long ago this was, not every movie was digitally colorized at that point—did a photochemical color-correct … We decided to try doing this new DI process, a digital intermediate, to try and achieve this technicolor vibe. Steve has since gone on to do, like, every major beautiful movie that’s released, and he’s like, ‘I want to do this; we’ve got to find a way and get it on a 4K Blu-ray.’ We are very hopeful that we’re going to get a good, high-quality, high-def version of the movie out.”

This is spectacular news for those of us who desperately need to see Orlandi’s vibrant costumes in their full Technicolor glory. Each immaculate garment was custom-made for each actor—a semiotic practice more common back in the golden age of Hollywood movie stars—which further differentiated and amplified their counterparts’ respective personalities, expressions and goals. “The wardrobe would become characters in the movie,” says Reed. “Dan Orlandi was the perfect person to do wardrobe. He’s done such amazing work before and since, but this—I think he’ll still tell you—was the movie he was put on planet Earth to design.”

Reed’s favorite of Down with Love’s costumes are “all of Ewan’s suits” and the matching “yellow and black and white houndstooth” that Barbara and Vikki wear for their initial lunch with Catcher. The devotion to fashion is cherished by Letterboxd members, too; a cursory search reveals pages upon pages of reviews lauding the awards-worthiness of Orlandi’s costumes (and Laws’ production design)—as well as retroactive Oscars for almost every other category.

Vikki and Barbara wasting yet another matching ensemble on perpetual no-show Catcher.
Vikki and Barbara wasting yet another matching ensemble on perpetual no-show Catcher.

Additionally, Jeff Cronenweth’s splashy cinematography receives several well-deserved shout outs. Cronenweth is a regular collaborator of one David Fincher; their gritty, macabre work together power-clashes against Down with Love’s colorful fluff, inspiring all-caps reviews like Sree’s, “GONE GIRL WHO?” and Holly’sFIGHT CLUB UR NOTHING.” To be fair, these comments are almost certainly referencing the fact that all three of these films share major plot twists and scheming blondes rather than the same director of photography.

“I do remember when I met with Jeff first for the movie, his first question was, ‘Why the hell did you think of me for this movie?’” recalls Reed. “He was known for doing very dark stuff, except in his music video and commercial work. It was the glamor of that stuff which really appealed to me. I knew he could give it this richness and this texture… Jeff felt like the perfect and maybe unexpected person to shoot that movie.”

Cronenweth’s phenomenal work is perhaps best exemplified by the steamy split-screen scene, the film’s lasting legacy. As Barbara and Catcher (in his fake persona as Zip) make plans on the phone from their respective apartments, the bottom screen depicts her laying on her back, while the top screen depicts his performing push-ups over her writhing body. She rolls over onto her front, legs in the air, just as he starts doing sit-ups, creating the illusion of cunnilingus. (On the director’s commentary, Reed jokes that McGregor did “200 push-ups and 400 sit-ups” for the scene.) After enacting a series of suggestive positions, they hang up, light post-coital cigarettes, and smirk with satisfaction as smoke fills the frame. Think Austin Powers: International Man of Mystery, but more erotic than crass. 

Shagadelic split-screen, baby, yeah!
Shagadelic split-screen, baby, yeah!

It’s such a kinetically dynamic and carefully choreographed scene, which makes Zellweger’s pivotal multi-minute monologue —filmed in one static long-take—pop all the more. “When I first read that script and saw that long Barbara Novak monologue that came up, it was like, ‘We have to figure out a way that this is not gonna get sacrificed and not cut down,’” says Reed. “I remember being on that set, and I can’t recall exactly how long that monologue is, but as you know, it is not short … Really, to this day, I don’t think Renée gets enough credit for her performance in that movie and that monologue.”

Reed calls this moment “the most important thing about how that movie plays out in the third act,” and he’s completely right. The genius of Down with Love lies in how the script never frames Barbara as in the wrong for writing her book. The archetypal feminist is so often portrayed as a scold or frigid—someone who needs to learn a lesson in subservience—but Barbara defies these stereotypes in a story intentionally chock-full of them. While her character does in fact evolve and change, it’s a different arc than what the audience may expect. The first time I watched this movie, I was enjoying every second while simultaneously worrying that Barbara’s feminist values would be jettisoned for a man, a tale as old as time. Instead, it pulls off the precarious balancing act of preserving her views and personhood while also providing the feel-good conclusion we crave from studio rom-coms.

“It was important that we don’t build this whole story and then pull the rug out from under it and say, ‘Oh no, we’re just joking; the feminism doesn’t matter at all,’” says Reed. “It really is about her, this ruse, but how she grows as a result, and in ways that she did not suspect she was going to, and how to pull that off visually and tonally so that it felt earned.” Part of what makes it work is Catcher’s unexpected, Phantom Thread-esque reaction to Barbara’s subterfuge. Over the course of one hour and 42 minutes, it becomes clear that this twisted pair are made for each other. They’re both ambitious, talented, seductive, stylish, intelligent and above all, manipulative scammers: a match made in heaven and hell.

Nick and Amy Dunne from Gone Girl if the former had a brain.
Nick and Amy Dunne from Gone Girl if the former had a brain.

Another subversive element is its examination of supporting players Peter and Vikki. David Hyde Pierce and Sarah Paulson have since come out as gay, which adds a metatextual spin to their characters; they could be read as a representation of lavender marriages then, and even more so now. In fact, The Bear actress and Letterboxd member Ayo Edebiri wrote, “David Hyde Pierce and Sarah Paulson in a B plot where they essentially enter a marriage of convenience? Sign! Me! Up!!” When I ask Reed if this interpretation is accurate, especially considering how Rock Hudson stayed in the closet until his untimely death from AIDS in 1985, he responds, “Absolutely. We love that about it. Neither of them were out when we made the movie, but David was, I think, out to people in the Hollywood community. People knew.”

He continues, “It was none of my business at that time, whether David was out or not, but that whole aspect of the movie, and particularly with Sarah and David, we loved. I thought it made perfect sense. It felt like an echo. It felt like poetry, to me, of those original movies that I think has aged well, and I like how now more people are in on that aspect.”

Pierce’s character is another of the film’s many double-entendres: he’s also an homage to Tony Randall, who often played similar roles in the Day-Hudson films. According to Reed, Pierce “knew exactly what we were doing from the moment we started … We looked at a lot of actors for the Peter McManus role, and there were a lot of different versions—a lot of them really, really great—of how to go with that character. But if you’ve ever watched one episode of Frasier…” he says with a laugh, referencing Pierce’s ferociously funny work as the sitcom title character’s high-strung brother Niles. “David is that generation’s Tony Randall, and it made sense. The way that David delivers dialogue is so precise and beautiful to me that it’s its own sort of verbal choreography.”

David Hyde Pierce swaps one neurotic sidekick (Niles Crane) for another (Peter MacManus).  — Credit… Douglas Kirkland
David Hyde Pierce swaps one neurotic sidekick (Niles Crane) for another (Peter MacManus).  Credit… Douglas Kirkland

Randall himself—whom Reed calls “a comedic genius”—has a small role as KNOW magazine’s president, representing the stodgy old guard in a mahogany-lined boardroom. He was 80 years old when they shot the film, and Reed recalls, “David was not working the day that Tony was on set; of course he came by and they hung out, because David also worships him, because of that same precise way he delivers dialogue … All these actors had to have this facility with this incredibly specific dialogue that Eve and Dennis wrote.”

In McGregor’s case, he also had to live up to the 6’5” shadow cast by all-American Rock Hudson. The wiry, 5’10” Scottish actor “had just done an independent movie in the UK,” according to Reed. “It was not Trainspotting; it was way after that, but he was playing someone who was drugged out and, I think, actually another heroin addict. He was so skinny and pale, we put him on this crash course to get him somewhat buff. We knew he was never gonna achieve Rock Hudson status, but I liked that about it.”

Ewan McGregor flashes his trademark smile with Catcher’s harem of space cadets. — Credit… Douglas Kirkland
Ewan McGregor flashes his trademark smile with Catcher’s harem of space cadets. Credit… Douglas Kirkland

While McGregor’s sultry looks are obviously important to the role—as was the fact that he was already familiar with and loved the Day-Hudson films—that’s not necessarily what most separated him from other potential leading men: it was his melodic physicality, bolstered from his experiences with singing and dancing in Moulin Rouge! and dueling with lightsabers in the Star Wars prequels. Attack of the Clones had been released a year prior to Down with Love; the public knew him as the sage and solemn Jedi Master Obi-Wan Kenobi, but—like Hugh Jackman—McGregor’s true calling seems to be musical theater rather than macho blockbusters. “He has a precision of movement, because he dances and has rhythm, and there is a very choreographed nature to this movie,” says Reed. “He’s got charisma; the voice is so sexy and his movement is so sexy and he instantly got what we were going to do.”

To create the slick, womanizing character of Catcher, Reed says he and McGregor “looked at Dr. No and From Russia with Love and young Sean Connery in those suits. There was one particular shot in From Russia with Love, when Sean Connery’s walking down the corridor of this airport. I was like, ‘Look at the way he’s walking. Look at that.’ [Ewan’s] like, [Scottish accent] ‘Yeah, fucking hey, look at that!’ He was so into doing it, and I love him in the movie. I can’t say enough good things about Ewan.” (One more good thing: when Vikki punches Catcher in the face and he dramatically flies backwards, that’s McGregor doing his own stunt.)

Reed calls working with McGregor “one of the great pleasures” of his career, adding that the two still talk and keep up with each other. Their friendship began around 2001: “I was invited to a party that was celebrating Moulin Rouge!, and that’s where I first met Ewan and semi-pitched him this movie,” he remembers. “He was like, [Scottish accent] ‘That sounds fantastic! Is there singing in it?’” Over the course of production, McGregor and Zellweger relentlessly fantasized about the prospect of a song-and-dance number, especially since the latter had just nailed her Oscar-nominated leading performance as murderess Roxie Hart in Chicago.

“As you start to think about Doris Day movies, Doris Day had a gigantic singing career, and working with Renée and Ewan, it made sense,” Reed says. “I’m a huge musical fan and had the idea of, ‘Can we construct a musical number out of this and have it feel organic? And even if it didn’t feel organic, we should do it.’ It was something they both were really, really, really into.” And so, composer Marc Shaiman wrote the duet ‘Here’s to Love’, a grand finale musical performance in the retro style of ‘60s television specials that plays out during the end credits. “I’ll be your Rock if you’ll be my Doris,” Catcher croons to Barbara, before they eventually both turn to the camera and belt, “Cheers, baby, here’s to love!”

Cheers, Letterboxd, here’s to twenty years of Down with Love.


Down with Love’ is available to rent, and to purchase on (pink) DVD. Behind-the-scenes photos provided by Peyton Reed and captured by Douglas Kirkland.

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