"...the main purpose of criticism...is not to make its readers agree, nice as that is, but to make them, by whatever orthodox or unorthodox method, think." - John Simon

"The great enemy of clear language is insincerity." - George Orwell

Thursday, August 12, 2010

Midnight Run

One of the most popular trends in the 1980s cinema was the buddy-action film. The best ones to come out of this period were 48 HRS. (1982), Beverly Hills Cop (1984), Lethal Weapon (1987), and Midnight Run (1988), which spawned numerous imitators and sequels. Along with Lethal Weapon, Midnight Run is arguably the genre's last gasp before slipping into formulaic predictability and self-parody (see Rush Hour, Blue Streak, et al). What makes Midnight Run so good, even after all these years, is the unbeatable combination of an excellent cast, a witty script and solid direction.

Jack Walsh (Robert De Niro) is a bounty hunter hired by his bail bondsman Eddie Moscone (Joe Pantoliano) to find and transport to Los Angeles, one Jonathan Mardukas (Charles Grodin) — a.k.a. “The Duke,” an accountant who stole $15 million from Las Vegas gangster Jimmy Serrano (Dennis Farina). What is initially a simple "midnight run" from New York City to Los Angeles, turns into the road trip from hell as Walsh and Mardukas are pursued across the country via plane, train, and automobile by dim-witted gangsters, frustrated FBI agents led by Alonzo Mosely (Yaphet Kotto), and a rival bounty hunter named Marvin Dorfler (John Ashton).

While this film may be a comedy, Brest lets us know right from the get-go that it’s going to have a slightly unpredictable edge to it as Walsh is almost killed by a deadbeat he’s supposed to bring in. If that wasn’t bad enough, his guy is almost snatched away from him by Dorfler. I like that Brest takes the time to show Walsh doing his job and that he’s good at it. The bounty hunter is able to track down and find Mardukas where the Feds and the Mob were unable.

Brest wastes no time introducing the film’s various antagonists starting with Mosely who approaches Walsh on the street. The bounty hunter quickly finds himself surrounded by four FBI agents. Walsh knows what they want and gives them nothing but smartass replies to their questions. Yaphet Kotto doesn’t play Mosely as an inept bumbler but instead brings an impressive intensity to the role that makes his character something of an intimidating figure which, of course, makes his kind of incompetent lackeys that much funnier the more frustrated he gets when they are repeatedly unable to catch Walsh and Markdukas. For example, there’s the withering glare Mosely gives one of his flunkies when he states the painfully obvious – that Walsh has his identification.

Midnight Run adheres to the basic formula of the buddy-action film with two diametrically opposed characters teaming up to fight the bad guys. Inevitably, humorous situations arise from constant bickering while the duo shoots, punches, and fights their way out of action-packed set pieces. Ultimately, what makes Midnight Run work so well is how it messes around with the formula. Instead of having one funny guy and one straight man, you have two straight men with De Niro and Grodin. And yet it works, due in large part to the skill of the two leads who complement each other perfectly — De Niro plays Walsh as a gruff, foul-mouthed guy constantly annoyed by Grodin's clean-cut accountant, armed with a seemingly endless supply of personal questions to ask his traveling companion. Their scenes together seem very spontaneous and real as they annoy the hell out of each other.

Fresh from his scene-stealing appearance in The Untouchables (1987), Robert De Niro was eager to try something different. He wanted to do a comedy and to this end, pursued the lead role in Penny Marshall's film, Big (1988). Marshall was interested but the studio was not and thankfully the role went to Tom Hanks. Martin Brest, who directed Beverly Hills Cop, had found another script by George Gallo in the same vein — one that blended elements of comedy and action. He sent it to De Niro and was very up front with the actor: Midnight Run was a commercial film, not an in-depth character study. Regardless, De Niro researched his role by working with real-life bounty hunters and police officers.

Paramount was originally interested in backing Midnight Run but they wanted a big name star opposite De Niro in order to improve the film's chances at the box office. Their production executives suggested that the Mardukas character be changed to a woman and wanted Cher for the role in the hopes that she would provide some "sexual overtones." Brest wisely rejected the idea and so Paramount suggested teaming De Niro up with Robin Williams. Williams was a big star in his own right and eager to get the role. He even offered to do an audition for Brest — a rarity for the comedian whose name alone could green light projects. However, Brest was impressed by Charles Grodin's audition with De Niro. The director felt that there was a real chemistry between the two actors. As a result, Paramount backed out and the studio’s president Ned Tanen claimed that the budget became too high and decided that “it wasn’t worth it.” Universal Pictures became interested in the project. It is to Brest's credit that he supported Grodin down the line and refused to change his decision despite studio pressure.

Brest brought Grodin aboard with the understanding that the actor would have the opportunity to improvise. Grodin was very much open to De Niro's improvisational technique. He remembered that De Niro "was all about 'work,' plain and simple, and being with him felt like breathing pure oxygen." Some of their best scenes feel like the screenplay was just thrown out and that they simply riffed off one another. For example, the night boxcar scene where Walsh and Mardukas bond, after illegally stowing away on a train, was improvised entirely.

Much of Midnight Run’s humor comes from these moments as they constantly antagonize each other. This relationship is believable because the film takes the time to develop it with many scenes where the two men just talk, and this allows us to get to know them. Most buddy films spend only the bare minimum amount of time on character development and instead cram as many action set pieces and explosions in as possible. As a result, we do not become attached to the characters. Midnight Run does not fall into this trap.

For all of its commercial elements, George Gallo's script has very strong, three-dimensional characters that transcend their stereotypes. It was the script that first drew Grodin to the project. He said in an interview that "the script had dimension beyond what I'm used to seeing. The dimension of character. It looked like a good action-adventure genre picture with strong character evolution." De Niro, being the consummate actor that he is, still manages to inject little touches and details, like a habit of constantly checking his faulty watch, or the nice bit of comedy when he checks out Mosely’s identification that he pickpocketed during their first meeting. De Niro walks away from the camera only to quickly turn around and flash the stolen ID in an amusing parody of an FBI agent. It is these little bits of business that provide insights into his character. Brest commented in an interview that, "sometimes I'd let the camera run after finishing a scene to see if he did any bits, and invariably he did."

From the two leads to the rest of the supporting cast, each character is given a moment or two to say or do something that makes them distinctive and funny. For example, there is John Ashton as Dorfler, a rival bounty hunter who falls for the same stupid trick every time. Dorfler is not just some generic bounty hunter. Ashton transforms him into a self-absorbed idiot who is completely oblivious to the big picture. Even though Dorfler is always on the receiving end of many jokes, he gets his chances to prevail. However, you know that, ultimately, he is destined to fail. Dorfler has a distinctive personality instead of being merely a cardboard cutout.

Joe Pantoliano is so good as the increasingly exasperated bail bondsman. His opening exchange with De Niro early on in the film is so well played. In a matter of moments De Niro and Pantoliano suggest a long history between their two characters in the way they act towards each other. Eddie is a consummate bullshit artist but Walsh sees right through that. I like the nice little detail that Brest throws into this scene where Eddie pays Walsh by taking out a wad of cash stashed in his pink and white socks. It’s details like this that say so much about a character. Eddie cares only about money and his reputation. These characters could have been presented as clichéd stereotypes but Brest wisely casts veteran character actors like Ashton and Pantoliano in these roles.

Many of the supporting characters appear constantly throughout the film in a series of recurring gags, like Mosely running into people who’ve encountered Walsh posing as him, or Mardukas’ never-ending questions about Walsh’s personal life (“Why were you so unpopular with the Chicago Police Department?”), or Dorfler getting fooled by the same trick time and time again. Then there’s Joey (Robert Miranda) and Tony (Richard Foronjy), two dumb Vegas wiseguys that work for Serrano. Tony’s the slightly smarter one but not by much. The give and take between these two minor characters is really funny and the script gives them a moment of actual competency which makes them more than just one-dimensional thugs. It helps that the two actors playing them do such a good job bringing these characters to life.

Much like Yaphet Kotto does with Agent Mosely, Dennis Farina plays his character as if he were in a drama and not a comedy. Unlike his goofier mobsters in Get Shorty (1995) and Snatch (2000), the actor transforms Jimmy Serrano into an imposing figure best illustrated in the scene where he confronts Mardukas and tells him that he’s going to die. For a brief moment, Midnight Run stops being a comedy and there’s a real sense of danger thanks to Farina’s chilling presence in this scene. He’s also quite funny in the scenes where he threatens his underlings with all sorts over-the-top violent acts if they don’t do his bidding.

Midnight Run received mixed reviews from critics of the day. Roger Ebert gave the film three-and-a-half stars out of four and wrote, "What Midnight Run does with these two characters is astonishing, because it's accomplished within the structure of a comic thriller ... It's rare for a thriller to end with a scene of genuinely moving intimacy, but this one does, and it earns it." In his review for the Globe and Mail, Jay Scott praised the performances: "De Niro has the time of his acting life lightening up and sending up all those raging bulls that won him all those Oscars ... Charles Grodin, master of the double-take and maestro of the slow burn, the best light character comic since Jack Benny stopped playing himself." However, The New York Time’s Vincent Canby wrote, "Mr. De Niro and Mr. Grodin are lunatic delights, which is somewhat more than can be said for the movie, whose mechanics keep getting in the way of the performances.” In his review for the Washington Post, Hal Hinson criticized director Martin Brest for, "carrying the dead weight of George Gallo's script, Brest isn't up to the strenuous task of transforming his uninspired genre material in something deeper, and so the attempts to mix pathos with comedy strike us merely as wild and disorienting vacillations in tone.” Newsweek magazine’s David Ansen wrote, "The outline of George Gallo's script – odd-couple antagonists become buddies under perilous circumstances – was stale five years ago, and the outcome offers no surprises. Too bad: a lot of good work has been wasted on an unworthy cause.”

Nowadays, it’s hard to remember when De Niro doing a comedy was something of an anomaly. Sure, he had done The King of Comedy (1983) but by and large he was known at the time as a dramatic actor. So, teaming him up with veteran comedic actor Charles Grodin in an action comedy must’ve seemed like a risky prospect to the studio. But this would be tempered with director Brest behind the camera. This was years before Gigli (2003) when he was still enjoying the good will from the smash hit Beverly Hills Cop. If anybody could make De Niro funny while still retaining his trademark intensity, it was Brest.

Now, there is a whole generation of filmgoers that only knows De Niro from comedies like Meet the Parents (2000) and Analyze That (2002). Charles Grodin has, for the most part, shunned the limelight. He had a short-lived talk show and appears occasionally on The Tonight Show but has, unfortunately, not done anything on par with his work in Midnight Run. In fact, he hasn’t acted since 1994 and said in a recent interview that he has quit acting altogether. By the late 1980s, early 1990s, the buddy-action film had become a tired and hackneyed cliche. Screenwriter Shane Black offered a brief breath of fresh air with Lethal Weapon and The Last Boy Scout (1991) but generic time-wasters, like De Niro’s own Showtime (2002), Serving Sara (2002), which blatantly rips off Midnight Run, or the more recent The Bounty Hunter (2010), are still cranked out with predictable regularity by the studios. Back in 1988, Brest delivered the goods in a big way, serving up an R-rated film that mixed exciting car chases and shoot-outs with hilarious recurring gags and assortment of colorful characters.


“De Niro is Making the Publicity Rounds.” St. Petersburg Times. May 23, 1988.

Grodin, Charles. It Would Be So Nice If You Weren’t Here. William & Morrow & Company, Inc. 1989.

O’Regan, Michael. “The Private De Niro.” Sunday Mail. July 17, 1988.

Parker, John. De Niro. Victor Gollancz. 1995.

Van Gelder, Laurence. “Off a Cliff, Across an Ocean: Splash!” The New York Times. July 21, 1988.


  1. Oh, what a fantastic choice to review (and celebrate) the buddy-action films of the 80's, J.D.! I absolutely LOVE this picture, and for the reasons you cover in this fine post, my friend. Every so often, they show this at revival theatres here in L.A. If I can, I try and make every one of them to see it as I did when it first came out. The story, cast, and direction of the movie are great from beginning to end. I really appreciate you spotlighting Dennis Farina, especially in that threatening scene that grabs the audience. I think it's time for another showing of this one (and introduce it to my teen son). Thanks very much for this, J.D.

  2. I've long been meaning to check this one out, and given my predilection for 80's buddy cop movies, I'm not sure how it slipped through the cracks for so long. Plus, I'm a sucker for anything with Yaphet Kotto.

    I see they made three TV movie sequels: ANOTHER MIDNIGHT RUN, MIDNIGHT RUNAROUND, and MIDNIGHT RUN FOR YOUR LIFE where Christopher McDonald steps into De Niro's shoes, and I'm willing to bet that they're pretty mediocre.

  3. JD.

    An absolute favorite from that year. Midnight Run has the right mix of drama, action and comedy with a terrific cast. It has plenty of "edge" as you said.

    I'll never forget DeNiro threatening on the phone how he's going to kill Grodin and Grodin looks at him. He turns to Grodin while on the phone shaking his head to him that he's not going to kill him. DeNiro wasn't that kind of guy and Grodin was starting to get under his skin [in a good way]. Great film. Made me just roll with laughter.

    Was the casting of Grodin and DeNiro not perfection? I don't know much about Grodin, but he was classic in this film. Their improvisational relationship is the highlight of the film. It's so refreshing to watch over and over. Thank you for all of the wonderful insght into the greenlighting of the film as it exists. Fascinating.

    Also, your point about the director allowing for character development is a good one. Grodin and DeNiro are so charismatic and enjoyable to watch when the camera just sits on them. The film could fail with lesser talent.

    And your right, all of the secondary characters have a chance to shine and be multi-dimensional even for their brief time in the spotlight.

    Roger Ebert had it essentially right. The snappy dialogue and energy in this film is a rare treat. You don't see films like this often. It's not canned. This is original stuff for a genre pic. Quite frankly, it's a minor classic. I love it. I'm pleased you looked at this one.

  4. I know I'm going to get murdered for this but I thought Bad Boys was a decent buddy action/cop flick that, very briefly, made the genre acceptable again (granted it was the 90s and there was 165 BAD buddy cop films before that). . .but, yes, for the most part Midnight Run is the LAST of the great buddy action films.

    I've only seen portions of Midnight Run but thanks to you, J.D., I'm going to hit up the video store tonight and rent. You'll make me a eclectic, unbiased movie viewer eventually!

  5. Havent seen this one in a while! I do remember it being one of the better action comedies out there!

    Good call on mentioning The Last Boy Scout by the way, I think that one is a bit underrated, though I agree with you, it was one of the last good ones.

    Now we get action comedies that feed on old action comedies from the 80s like Kevin Smith's Cop Out, theres something about these latest batch of action comedies that feels stale and uninspired. They are simply doing everything all over again, but without the passion or desire to make something different or noteworthy.

    We need a director who takes these movies seriously again, even if they are comedies! Thats they key, a crew that takes making a comedy seriously!

  6. As always, thanks for stopping by and leaving some awesome comments!

    Sean Gill:

    Get thee to a Netflix, pronto! You will dig this one, guaranteed! Esp. with your love of '80s buddy cop films. This one just fires on all cylinders. And Kotto is an absolute gem in this one, so good!

    I have not seen any of the sequels but I've heard that they are atrocious. Thank god, no one has tried to package 'em all into a boxed set.

    The Sci-Fi Fanatic:

    You cite a great example from the film with De Niro on the phone threatening to kill Grodin's character but no really. It is little moments like this, that are sprinkled throughout the film, that make it so good and why it holds up to repeatedly viewings. There is sheer joy in watching all these actors sink their collective teeth into such rich, well-written material. It happens so rarely that they must've been starving for it.

    The pairing up of Grodin and De Niro was inspired and God bless Brest for sticking to his guns and demanding that Grodin be cast in the film. I'm sure that if he didn't have the clout from his success with BEVERLY HILLS COP he probably would've lost that battle.

    Thank you for the kind words and your always thoughtful comments, my friend!


    I was never a fan of the BAD BOYS films but I know they do have their fans. I think it's 'cos Martin Lawrence gets on my nerves. But you're right, the first film certainly revitalized the genre... didn't it pave the way for the awful RUSH HOUR films? I forget...

    Anyways, I hope you check out MIDNIGHT RUN. I'd be curious to know what you think of it.

  7. The Film Connoisseur:

    Ah, glad to see you're a fan of THE LAST BOY SCOUT also. I've been meaning to a write-up on that one. It is so unabashed crude, funny and hyper-violent and unapologetically politically incorrect. I can't see a studio green-lighting a film like that today.

    You write:

    "Now we get action comedies that feed on old action comedies from the 80s like Kevin Smith's Cop Out, theres something about these latest batch of action comedies that feels stale and uninspired."

    How true that is! COP OUT is definitely a low point and THE OTHER GUYS, which looks funny as hell, is really just trotting out the usual cliches and conventions and then just making fun of them.

    You write:

    "We need a director who takes these movies seriously again, even if they are comedies! Thats they key, a crew that takes making a comedy seriously!"

    I think that European filmmakers are breathing new or at least more interesting life into the action film... esp. Luc Besson's team of filmmakers with films like DISTRICT B13 and even TAKEN which no frills, no-nonsense action films that dispense with flimsy premises and characterization in favor of fantastically choreographed, kinetic action set pieces. They give me some hope.

  8. J.D.: This is another one of your great retrospectives. And again, it's a film I've long admired. My college roommate was obsessed with Midnight Run, and always saw himself as the Charles Grodin character, as I recall.

    I remember seeing this around the same time as Die Hard, I think, and debating with other friends about which film was the superior "model" for the future of the action film. It was likely Die Hard, given where the genre went next (Under Siege, Passenger 57, Speed, etc.), but Midnight Run is still pretty damn funny, and the characters are engaging. Apples and oranges, I guess, but it's funny what kind of memories of a time and place a movie can bring up, even years (decades...) after.

    I really enjoyed reading this, and now I'm going to have to see this one again...

    John K. Muir

  9. Leathal Weapon came out in 1987, before Midnight Run. Just Saying.

  10. John Kenneth Muir:

    Thanks for the kidn words, my friend! That's quite an interesting story abour your college roommate.

    I know how you feel about it in relation to DIE HARD. While it certainly set the standard for action films to come, MIDNIGHT RUN does that for the buddy action film. As you say, apples and oranges.


    Whoops! Thanks for the catching that.

  11. Totally agree on the bleakness of The Last Boyscout, it seems like in that movie every character is flawed. There is a lot of hatred and selfishness on that film. I need to give that one a re-watch, havent seen it in ages!

  12. This is still one of the funniest movies ever. De Niro and comedy, who knew they went together! Good Stuff J.D.

  13. The Film Connoisseur:

    Yeah, it has been awhile since I've seen THE LAST BOY SCOUT myself. But you're right, there is a lot of hatred and selfishness on that film. Good observation!


    Thanks! De Niro and comedy... yeah, a lot of people forget that at the time he did MIDNIGHT RUN he was not known for his comedic chops and this was seen as casting against type but man, did he ever do a good job!

  14. I always thought this film managed to bring two opposite characters together who formed a realistic sense of a relationship. Great script and a superb supporting cast. The film was surely underrated when first released.

  15. John said:

    You are correct... there was an authenticity of the friendship that formed between the two main characters over the course of the film. I also like how you get a real sense by the end of the film that they (and you) and actually been through something together.

  16. Love this movie, absolutely love it. It's the movie that made me really like Charles Grodin, although I think my childhood memories of him romancing Miss Piggy probably helped.

    In Grodin's book It Would Be So Nice If You Weren't Here, he recounts how he almost died doing a scene in rough rapids in Arizona, which made De Niro decide it was too dangerous, so HIS big river scenes were shot in New Zealand where it was warmer and safer.

  17. Stacia:

    Yeah, this film also made me really dig Grodin as well. He is just so funny in this film. He really nails every scene and I always laugh when he and De Niro go into that bar in the middle of nowhere and impersonate FBI agents.

    I haven't read Grodin's book but I did hear about how he almost died doing the rapids scene. Also, he has said that he still has the scars on his wrists from how tight the handcuffs were on him! Talk about sacrificing for your art!

  18. One of my favourite ever films. Its a real sad thang to admit but i actually went to the cinema by myself not once but twice to see this back in 1988. Too many classic lines from all of the cast to mention just one or two..

  19. Tuco Borborygmus:

    Hey, don't be ashamed to have seen this film in the theater a couple of times. This is a great film and one I still enjoy pulling out and watching every so often. Thanks for stopping by!

  20. Thank YOU, i actually dusted off the DVD copy i own and watched it (again)last night. It's still as great as i remember (from a couple of months ago when i last watched it lol)

  21. Heh. I hear ya. I love watching this film. And if i catch it on TV I end up watching it all the way through to the end. It never gets old.