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I don't feel I can add anything to the excellent commentary by the other reviewers for "3 Women"; I just want to urge film lovers of all stripes to check out Altman't commentary on the Criterion DVD. In the liner notes, they refer to it as "wide-ranging;" it IS that, and expansive, too. It is almost as if Altman was saying to himself, "Well, I'm not going to be around much longer, so I am going to speak my peace about how I feel about film-making and let it all hang out". For the true aficionado, this is as good as it gets. You'll want to savor it in chunks it is so thought-provoking. Not only does Altman reveal all the hidden meanings of the film, he explains at length (with copious examples) the philosophy of his art. It shed light on my previous encounters with Altman's "difficult" style; highly recommended.

Three Women was another Robert Altman masterpiece. His films have always deeply explored the frailties, of the human personality. And Three Women is typical of Altman's deftness, regarding intense characterizations.

This film takes place in the late 70s, in a remote California town. It revolves around three very different female characters, and the effects that each of them has on each other's lives.

Shelley Duvall is cast as Millie. Millie is an intensely garrulous woman. She's obsessed with talking about recipes, that she garners from women's magazines. She annoys those around her, with her constant chatter about her 'latest recipe'.

Millie also desperately wants to impress her male acquaintances. Men seem to mostly shun Millie though, which doesn't stop her from trying to gain their attention.

Millie has a dead-end job, working as a nurse's aid in a nursing home. Her supervisors are brusque, and unsympathetic. She tries to be friendly and helpful, but this often causes her more problems with her bosses.

Pinky (played by the very talented Sissy Spacek) moves to Millie's town. She needs a job and is hired as a nurse's aid, at the same nursing home that Millie works at. Millie is assigned to train Pinky in her new job duties. Pinky soon becomes quite attached to Millie.

Finally, Millie has someone around (Pinky), who actually admires her. When Millie posts a notice on the bulletin board at work , indicating that she seeks a roommate, Pinky is only to happy to get the chance to room with Millie. Pinky then moves into Millie's apartment. Though Millie's apartment has a tacky, garish quality, Pinky expresses how sublime she thinks it is.

One afternoon after work, Millie asks Pinky to go with her to a run-down bar. Pinky meets Millie's friend Edgar, who has set-up a shooting rink out back. He constantly practices shooting there, and invites Millie and Pinky to participate. Edgar is a sophomoric, macho-type, who drinks heavily. He also likes to show-off his marksmanship skills.

Millie also introduces Pinky to Willie, who happens to be Edgar's artist girlfriend. Willie is always painting monstrous, sexually explicit creatures around the bar. Pinky is, inexplicably, mesmerized by Willie's offbeat paintings.

Willie has a haunting, remote presence. She mostly watches everyone else from afar, while being intensely involved with her artwork. Willie also happens to live in the same apartment building, as Millie and Pinky. Her disturbing paintings, adorn the bottom of the swimming pool located there.

Basically, the film doesn't have much of a plot. At least not in the traditional, linear manner that audiences are accustomed to. Instead, Altman chose to focus on the psychological aspects of the relationship between the three woman, and how this changes over time.

The friendship between Pinky and Millie becomes tumultuous, for no obvious reason. Willie is the ethereal, mysterious woman of the three. She doesn't interact much with Millie and Pinky throughout the film. Willie's artwork is so hypnotic to Pinky though, that it has a horrible effect on Pinky's psyche, resulting in tragic consequences. The viewer is left to try and fathom why.

All three women in the film, are social misfits. And they each struggle pathetically to function in the alienating, urban environment that they inhabit. Altman did a marvelous job, highlighting the emotional turmoil that the women inflict on each other, during the course of the film.

This is a film that will leave a deep impression, regarding the dynamics of women's friendships in modern life. But don't expect a neat and tidy conclusion, to the conflicts between the three women. More than any film I've ever seen, this one is vastly open to viewer interpretation.

Altman made a lot of films that are obscure and deserve to remain so ("Quintet"), but he also made a lot of films that are obscure but deserve to be seen, and "3 Women" is one of those. It's one of the most fascinating films Altman created, and that's really saying something from a director who was able to make even his bad films fascinating.

Altman claimed that "3 Women" was inspired by a dream he had while his wife was lying ill in a hospital, and the film does indeed work on its audience the way a dream does. It resists literal interpretation, and will probably frustrate any viewer who insists upon tidiness in their movies. It communicates its messages instead through pervasive imagery and tone -- it's not "about" something as much as it's about making you FEEL something, and it does that expertly. This movie will stick in your mind and haunt you long after you've seen it.

If I were forced to explain the film's plot, it would go something like this: Shelley Duvall plays Millie, a rather foolish woman who works in a geriatric physical therapy center, and whose roommate has just moved out to live with her boyfriend. Sissy Spacek plays Pinkie, newly hired at the center and put under Millie's direction. Millie is a pathetic character -- she yammers on endlessly about ridiculously trivial things (like how to make tuna melts) and doesn't realize that everyone around her either ignores her or makes fun of her. But Pinkie nevertheless becomes enamored of her and moves in with her. The third woman of the title is Willie, a reclusive artist who owns both the apartment complex in which Millie and Pinkie live, and a saloon that resembles something from a ghost town. She paints murals of strange-looking mythological creatures engaged in violent and sexual acts. These images recur throughout the film, as do images of water. Everything up to this point in the movie is dealt with in a fairly straightforward manner. But then Pinkie has an accident, and when she wakes up, she's become a different person, causing Millie's hold on reality, already tenuous, to unravel. At this point, the film becomes reminiscent of films like "Persona" and "Mulholland Drive," in which seemingly separate female characters merge into different facets of one female personality.

The ending is creepy and chilling in ways that are hard to define. The whole film has violent undertones -- the lone male character in the film is a lout and vaguely predatory; all of the women at various moments seem to be holding back a barely suppressed rage. Altman uses his camera in his characteristically expert manner to shape our perceptions about what we are seeing, and he uses other parts of his mise-en-scene, like color (Millie's favorite colors are yellow and purple, and look for them in the art direction), to bring a slightly surreal quality to even the most mundane of locations.

I've always thought that Shelley Duvall was an underrated actress, and she gives one of her best performances as Millie (and almost looks pretty for a change). Sissy Spacek is tremendous as well, and shows a remarkable range as Pinkie. Both of these actresses do wonderful things with tough roles, and even if we sometimes feel like we're on uneven footing because of the movie's enigmatic nature, the actresses are so assured in their parts that we can rely on them to guide us through it.

Altman directed a quartet of "dream" films that all revolve around the psychological and emotional crises of women: "That Cold Day in the Park" (1969); "Images" (1972); "Come Back to the 5 & Dime, Jimmy Dean, Jimmy Dean" (1982); and "3 Women." I've not seen "That Cold Day..", but of the other three, though all of them have qualities to recommend them, "3 Women" is easily the best.

Grade: A

Playing would-be social butterfly Millie in Robert Altman's often-inscrutable "3 Women", Shelley Duvall creates an amazing, amusing, totally original character. Millie fancies herself a great caregiver at a job where others regard her as nothing; she talks about her neighbors and activities as if she's Sally Bowles, when actually nobody notices her. She's pathetic, but Duvall makes her funny and quirky (and Altman is careful not to make too much fun of her). Sissy Spacek as roommate Pinky is also fine in a less-showy, less-complex role, but her transformation in the second-half shows off her range. The film is slow but not dull, confusing but not off-putting (despite fuzzy cinematography). The one thing I really objected to was the ending, which plays like Greek tragedy mixed with Tennessee Williams. Nobody has dared to make another film like "3 Women". Altman-protégé Alan Rudolph captured some of its eccentric quality in "Welcome to L.A.", but his script wasn't clever enough. The writing here may seem simple, but this turns out to be deceptive: the dialogue is pungent with the ring of absurd truth. It took me a while to reconcile my feelings for this film. As soon as I decided how I felt about it, I couldn't wait to see it again. *** from ****

We are all on the brink. Many of us have endearing qualities that are lacking in others and vice versa. Do we question ourselves or do we change drastically? Can we become better people or are we doomed with our very own dismal personality traits? These are the questions that the film, 3 Women, examines.

I saw this film as a 14 year old boy with no preconceptions. It made me feel like there were imposter's as well as identity thieves among us all. I even became suspicious of people who I considered to be my allies! A truly, classic piece of cinema paranoia (in the tradition of Polanski's The Tenant). Except in this case, there is no illusion. Just one ,blatant, slap in the face after another. When you watch this film, it will literally shed it's skin and reveal something that is spookily real and very threatening, without all the supernatural riff-raff and far-fetched plot. This is a film about REAL characters and REAL development. The ending can be summed up by the scene which precedes it, in which the three women are brought together by a rather tragic incident, as this breathes new "life" into their bleak, sometimes dusty environments. "One woman became two..Two became three...3 Women became One."