Midnight Cowboy

by Glenn Erickson May 26, 2018

Pictures like Midnight Cowboy pulled everyone my age group into the movies, while the entire older generation likely stopped going to movies altogether. John Schlesinger’s masterpiece can boast a number of firsts, and deserves the high praise it receives from every angle — this was the epitome of progressive filmmaking circa 1969.

Midnight Cowboy
The Criterion Collection 925
1969 / Color / 1:85 widescreen/ 113 min. / available through The Criterion Collection / Street Date May 29, 2018 / 39.95
Starring: Dustin Hoffman, Jon Voight, Sylvia Miles, John McGiver, Brenda Vaccaro, Barnard Hughes, Ruth White, Jennifer Salt, Anthony Holland, Bob Balaban, Viva, Ultra Violet, Taylor Mead, Paul Morrissey, Pat Ast, Marlene Clark, Sandy Duncan, M. Emmet Walsh.
Cinematography: Adam Holender
Film Editor: Hugh A. Robertson
Production Design: John Robert Lloyd
Original Music: John Barry
Written by Waldo Salt, based on the novel by James Leo Herlihy
Produced by Jerome Hellman, Kenneth Utt
Directed by
John Schlesigner


Midnight Cowboy is perhaps the first great picture to be produced under the new ratings system. Not because it was rated ‘X’ but because it used the new freedom of the screen to go where mainstream films hadn’t dared go before. After his fine literary adaptation Far From the Madding Crowd John Schlesinger opted for something much more edgy. The picture was in pre-production long before the MPAA shift made its raw content acceptable.

Big city theaters took the show in stride but I can attest to the way it shook up the five or six (Mormon, I believe) owners of the cinemas in San Bernardino, California. A few months previous I had been turned away from the ‘R’ rated The Wild Bunch even though the new ratings code said that, at age 17, I was admissible. The theater manager was personally offended by the picture. At Midnight Cowboy we were allowed in on opening night, but when I came back the next evening the box office wanted us to prove we were 18. The manager apparently had watched the picture by then, and was scandalized.

Seen today the most powerful aspect of Schlesinger’s movie is the editing, which is impeccable. In film school we were told that American filmmakers were stealing the dynamic editing effects of the New Wave. The cutting here isn’t merely a style statement, as in a trendy picture like, say, Michael Sarne’s Joanna. The cutting is the movie, and is used to communicate extreme states of mind without using dialogue. The harsh message about America and its commercial culture goes way beyond the soft-target lampoons that had been featured in satires since the middle 1950s. The view of New York City is no ‘cute’ comedy about Rock Hunter’s career on Madison Avenue, but a look at the culture from the underside. The onslaught of radio and TV messages, of junk entertainment and predatory come-ons, says that the entire country has been reduced to noisy semi-pornography. If Midnight Cowboy were released today it would be branded a ‘hate America’ picture.


Nobody had seen a hero like Joe Buck (John Voight), who is both a Texas galoot and a genuine naif. The result of a grim childhood — with a serious case of all-American child sexual abuse — Buck models himself after what he’s seen in the movies. Comparing himself to Hud and John Wayne, he heads for New York to become a hustler, not out of desperation but because he sees himself as the hero of his own sexual Wild West: when those big city gals see Joe Buck in his western duds they’ll have no more use for their tutti-frutti men.

Every scene in Midnight Cowboy is a wholly original keeper. Amazingly, nothing in the movie dates, which is more than one can say for a lot of classics from the late 1960s. Joe’s encounter ‘on the Avenue’ with a nice upscale lady (Georgeann Johnson) is basic tragedy. When the woman finally realizes what Joe is selling, her gentle reproach tells us how hopeless is his mindset. He just doesn’t understand what a fool’s errand he is on. Looking for his fortune on the sidewalks, he’ll only connect with similar outcasts, sickos, predators, hookers, etc.

We care about Joe Buck because he’s the proverbial hick in the city. Joe has much in common with Jon Voight’s Frankenstein-like superhero in Philip Kaufman’s 1967 skit fantasy Fearless Frank. That mostly unseen movie was hurriedly reissued so it could be billed as featuring the star of Midnight Cowboy. Joe is too soft to hurt anybody, even when he is cheated. Broke and demoralized, staring at the awful TV shows, he’s the saddest man in the world, a poster boy for Robert Crumb’s Despair comix. It’s a life failure compounded, the feeling that one is without friends, without help and absolutely alone. Don’t forget the utter humiliation — when locked out of his room without a change of clothes, he spills ketchup on his pants.

Dustin Hoffman is the film’s expensive star, straight from The Graduate. The role of Ratso Rizzo has to be the most Oscar-calculated part of all time and Hoffman throws his full weight behind it. He’s very good but first one must get past the acting crutches. Ratso is a collection of gimmicks — funny voice, funny walk, funny faces. He begins as the ultimate cockroach, feeding on unlucky strangers just like Buck. He only becomes lovable because we learn what makes him tick. Interestingly, Dustin Hoffman’s first two big career successes end with his character in the back of a bus, with a doubtful future ahead of him.


When Rizzo becomes Buck’s pimp all seems to be lost; the doom that closes in is as dark as any ‘Loser Noir’ or Italian Neorealist picture. In 1969 the mismatched buddies would be called drifters, indigents, vagrants. Today of course, a city like mine has tens of thousands of homeless people on the street, many with problems much worse than Buck’s.

The movie sticks with Buck’s adventures as a gigolo hustler, a profession that goes almost nowhere. Could Fellini’s Cabiria have taken this abuse? Most of Buck’s scores end up with him giving away his money. All he seems to meet are users, predators and sickos: an aging hooker who easily manipulates him, a religious looney, etc.

John Schlesinger’s direction and his ideas for editing are the real stars of the film. The movie hit audiences like nothing they’d seen before. We’re constantly bombarded by images and sounds of cultural horror — Schlesinger’s montages show unrelenting ugliness and hypocrisy in the commercial onslaught of American media. TV and radio commercials are like audiovisual wallpaper in hell; Times Square billboard displays are pagan idols. This may be the first film that acknowledged that we’re soaking in commercial media sewage. Buck is alone and inundated by all of it.

The flashy editorial tricks actually earn their keep, carrying the weight of storytelling and character development. Frenetic montages express things not told in words. Buck’s rage at being cheated by Ratso launches an explosion of shots, intercutting Buck’s running through the 42nd Street movie arcades, with B&W images of Ratso, slipping away on the subway, always escaping, always laughing. Half the shots are in tinted B&W, and beautifully designed so that we immediately ‘read’ the image of Ratso — he’s isolated in silhouette or in a part of the frame more brightly lit than the rest. Cameraman Adam Holender had only been an assistant in Poland, and this is an incredible first major U.S. credit for him. All of the shots read, and all of them communicate their exact meaning without ambiguity. Montage editing may be faster now, but it was never as effective.


Coupled with Schlesinger’s stylized direction, the flashes of Joe Buck’s dreadful past are even more noteworthy. Young Joe is shown with the elderly Sally Buck (Ruth White), who may be using him as a sex toy. Joe was apparently pawned off on her by his own mother, some kind of good-time girl. Then we get frequent memory visions of a nighttime horror, with the teengage joe and his girlfriend Annie (Jennifer Salt) assaulted in lover’s lane by a Texan mob. What appears to be a double gang rape is seen in shots that could be from Night of the Living Dead. It’s a shock nobody could blot from their mind; the horror-attack is effective because it’s not a fantasy: most of us have seen how ugly a mob on the rampage can be.

Since we also believe the outrage of a double gang rape could happen, it’s another indictment of American lynch mob mentality. As a young and impressionable viewer in 1969, I have to admit that my worldview was warped by the pessimism in the films I saw in addition to this one: — If . . ., Medium Cool, Last Summer, The Rain People. The lifting of the ratings system had allowed the return of socially critical films that had disappeared twenty years before, in the blacklist years. This is perhaps why I felt so attuned to the grim, negative messages of movies made just before I was born: The Prowler, The Lawless, The Underworld Story, Try and Get Me!  They were called ‘hate America’ pictures too, but I just think of them as ‘tell the truth’ movies.

Director Schlesigner and writer Waldo Salt stress that the glimpses of Joe’s past are not flashbacks, but mental snapshots of what he’s thinking right now. This allows occasional fantasy visions to intrude. We see Joe appear to be scoring big with a client, only to reveal that it’s only Ratso’s fantasy, and that Joe is really being thrown out on his ear. Ratso is given a standard scene in a graveyard to complain about his failure of a father. Much more effective is Ratso’s dream vision of a fantasy Florida, where he’s clean, healthy and successful (if still a rather oily Italian stereotype). Ratso even bests Joe in a footrace on the beach.

Fred Neil and Harry Nilsson’s title tune simply riffs on the fact that everybody’s yelling at Joe Buck, but John Barry’s impressive music sells the film’s dozens of changes of mood and tone. Barry had already been vocal about the musical noodling he was doing for 007 movies, for big money. We never complained, but we do see that Cowboy represents a more complicated challenge. Barry has to jump from dramatic lows to various kinds of rock and pop music, and even inane jingles, which remind us of things we heard on the radio but are just a little different. it never sounds like the same theme, with variations. The harmonica line in John Barry’s main theme is a repeat of the opening notes in Barry’s song You Only Live Twice. Hum them both, you’ll hear it right away.


Barry’s work comes through strongly when Midnight Cowboy gets to its more daring content. The one gay sex experience depicted takes place in the balcony of a movie theater showing a fictional movie called ‘Voyage into Space.’ It’s a clear imitation of Antonio Margheriti’s Space Men, aka Assignment: Outer Space; the actual footage is said to be from an episode of TV’s Man into Space, from 1959.  Schlesinger gets the look of the cheap Italo picture down pat, the only caveat being that it’s too polished to be Margheriti! Anyway, John Barry’s ominous space music comments on Joe’s gay sex situation — he’s in unknown territory, and not enjoying himself at all. We’re told that in the book Joe Buck had bisexual encounters back in Texas. His self esteem was so low, he thought all he had to offer in friendship was sex. In the movie Buck is no more bisexual than he is a criminal. Each is taken as a last resort: “Okay, you know what you gotta do.”

Other composers put together the psychedelic suite “Old Man Willow” for the Warholesque party scene, a pastiche, augmented with drugs, of what had gone down at The Factory a couple of years before. Ratso creeps around the periphery stealing the catered food, while Joe freaks out, has a blast and makes his best New York connection in the well-heeled Shirley (Brenda Vaccaro).  The woman finds him amusing, and just the stud she’s looking for.

It’s been pointed out that Schlesinger, Salt and Hellman protect the viewer from the hardest truths of life on the street. We see bits of drug use and get hints of the gay hustler lifestyle but Joe barely gets his wings burned in either issue. The movie is really a buddy picture that works because Rizzo and Buck are both desperate for human companionship. Need and dependency are not mortal sins, and the film finds ‘human value’ in Joe’s loyalty to his sick friend. Human decency is where you find it, no matter how humble.


The battery of courageous performances in Midnight Cowboy knocked us flat. Several faces immediately became ‘people to watch,’ not just Jon Voight. Bob Balaban’s youngster is a fearless, risky bit; we practically applauded when we saw him pop up as Orr in the next year’s Catch-22. Jennifer Salt came directly from early Brian De Palma pictures; we’d not connect her to this part for years. John McGiver is frightening as a grub-like fanatic with an electric Jesus in his closet, but he’s eclipsed by Barnard Hughes, who is spectacularly pathetic as Joe’s final pickup-victim. Hughes would soon be unforgettable as a real loony in Paddy Chayefsky’s The Hospital.

We nervous heterosexuals have to admit that we thought Brenda Vaccaro’s Shirley a beacon of hope for Joe Buck, as his one successful connection in the entire picture . . . of course, he had to be zonked on LSD for it to work. Vaccaro was the most publicized success story among the supporting actors, but Cowboy would remain her most memorable screen appearance. The versatile Sylvia Miles also was typed for her caustic, manipulative uptown call girl. Cass, the crude woman with the poodle, makes perhaps the strongest impression of all.


The final impression of Midnight Cowboy is that of an impassioned humanistic social statement somewhat akin to an Italian neorealist movie but taking place on our own mean streets. It took the majority of us sheltered Americans into places and ‘scenes’ that we had only read about. But the filmmakers anchor Joe Buck’s odyssey in a foundation of decency. Basic human values still count for something. On the way to Florida Joe stops off at a tourist shop and changes his clothes. The girl at the counter offers him a sincere greeting, welcoming him to Florida, and Joe can barely understand why anybody would be so nice to him. We feel relieved, too. Joe may be okay. He lives up to his Texas Code of the West, sticking with his buddy to the end.


Odd obsession #42: The scenes of Joe running on the street are clearly the kind taken from hidden camera in a truck. The ability to slow down and freeze shots allows us to see the banner displays of ad art in the theaters that he blasts by. We get a good look at 42nd Street displays for the features The Notorious Daughter of Fanny Hill, The Man from Galveston, Candidate for Murder, That Woman, The Secret Life of an American Wife, Frankenstein Conquers the World — and Major Dundee.


The Criterion Collection’s Blu-ray of Midnight Cowboy is a new 4K digital restoration with timing approved by the cinematographer Adam Holender. I saw it at least five times theatrically, and the transfer here seems wholly accurate, right down to the specific United Artists logo that appears up front.

Criterion’s extras include an original featurette from 1969 an early Jon Voight interview and later revisits with the director and producer. A full commentary by Schlesinger and Hellman dates from 1991, and the foldout insert has an essay by Mark Harris. The complete list is below.

The must-see item is from 1990, an inspiring hour-long docu on writer Waldo Salt by Eugene Corr and Robert Hillmann. A writers’ writer, Salt was often confused as one of the Hollywood Ten … because he was so talented? The interview-driven script stays away from too many film clips, and uses parallels between Salt’s The Shopworn Angel (1938) and Midnight Cowboy to point out the continuity of themes in his work. The blacklist pushed Salt four giant steps backward, and his eventual re-emergence was crippled by three bad movies in a row. More hardship and personal reassessment would follow before his breakthrough with Cowboy. He made a giant, influential impression on those he touched. Two of Salt’s wives offer strong words of support, Eve Merriam and Mary Davenport; the same comes from his daughters and another blacklist era notable, Jean Rouveral.


I edited MGM/UA’s hour-long docu on Midnight Cowboy back in (choke) 1994. The first thing I learned about celebrity interviews is that it’s not Grand Jury testimony: actors talking about their movies frequently make things up, either for self-aggrandizement, or just to have something interesting to say. Jon Voight’s statements were fairly reasonable but most everything Dustin Hoffmann said turned out to be a Hero Story favoring him, performed with the utmost sincerity — I created my character, I showed other people how to act, etc. That’s show biz, of course. Hoffman was quite insistent that the great “I’m walkin’ here! moment was ‘accidental,’ with the taxi encounter caught as an unrepeatable random occurrence. But the stills we saw showed several takes, with the same taxi waiting to enter the crosswalk, and the same phalanx of dress extras around the two walkers, keeping ‘civilians’ out of camera range. The stills show the extras standing in stage waits, for the action signal.

Reviewed by Glenn Erickson

Midnight Cowboy
Blu-ray rates:
Movie: Excellent
Video: Excellent
Sound: Excellent
Supplements: 2 soundtracks, original mono and an alternate 5.1 surround soundtrack, presented in DTS-HD Master Audio; Audio commentary from 1991 featuring director John Schlesinger and producer Jerome Hellman; New selected-scene commentary by cinematographer Adam Holender; The Crowd Around the Cowboy, a 1969 featurette promo; Waldo Salt: A Screenwriter’s Journey, an Academy Award-nominated documentary from 1990 by Eugene Corr and Robert Hillmann; Two short 2004 documentaries; Interview with actor Jon Voight on The David Frost Show from 1970; Interview from 2000 with Schlesinger for BAFTA Los Angeles; Excerpts from the 2002 BAFTA LA Tribute to Schlesinger, featuring Voight and actor Dustin Hoffman; Trailer. Foldout insert with an essay by critic Mark Harris.
Deaf and Hearing-impaired Friendly? YES; Subtitles: English (feature only)
Packaging: Keep case
Reviewed: May 24, 2018

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About Glenn Erickson

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Glenn Erickson left a small town for UCLA film school, where his spooky student movie about a haunted window landed him a job on the CLOSE ENCOUNTERS effects crew. He’s a writer and a film editor experienced in features, TV commercials, Cannon movie trailers, special montages and disc docus. But he’s most proud of finding the lost ending for a famous film noir, that few people knew was missing. Glenn is grateful for Trailers From Hell’s generous offer of a guest reviewing haven for CineSavant.

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