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Just Tell Me What You Want

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“Just Tell Me What You Want” occupies a world most of us have fantasies about, the world of an incredibly powerful, self-made business tycoon. It’s a world that’s not new in the movies, but not often is it seen as sharply as in this film, which, amazingly, leaves us feeling fairly affectionate about the people involved: This is a film that could have just been high-class, soft-core trash, but it sneaks in a couple of fascinating characters and makes them real.

They are Max Herschel (Alan King), investor, art collector, husband, lover, overgrown baby, and Bones Burton (Ali MacGraw), his mistress, who’s in television production. She’s also his prize creation; they met, we gather, 13 years ago when she was a teenager, and Max has educated her, stage-managed her career, doted on her ever since.

But now there’s a crisis: Max has purchased a near-bankrupt studio, and wants to plunder it for its film library and then sell the real estate to make a sports stadium. But Bones wants to try to turn the studio around.

He can’t quite see his protégé succeeding on her own. But they have other problems, too. Bones, who has just had another abortion and isn’t getting any younger, wants to get married. But Max is still married, and supports his deranged wife (Dina Merrill) in a series of expensive private institutions. He also cheats on both his wife and his mistress.

Bones grows rebellious, falls in love with a young playwright, and marries him one morning. Max, enraged, tries to strip her of everything he’s ever given her. Bones, livid, violently attacks Max with her handbag in Bergdoff Goodman’s, in one of the movie’s funniest scenes. And Max, wounded, goes undercover to try to destroy Bones’s husband.

All of the ins and outs of the plot (and they are many) are essentially just props for the director, Sidney Lumet, who is mostly concerned with the characters of Max and Bones. The movie’s especially successful with Max, who comes across as virile, childish, bright, vindictive and perversely likable.

The performance by King is surprisingly good, considering how little feature film acting experience King has; King really inhabits the role of the rich tyrant, instead of just strutting through the dialogue. MacGraw is good, too, as Bones, making the character sexy primarily because of her intelligence.

The movie has several good supporting performances, especially by Myrna Loy, as an executive secretary who sees right through all of Max’s many moods, and by Keenan Wynn, as an ancient real estate tycoon who is Max’s chief competition. The whole cast, indeed, is plausible as real people, and that’s what makes this movie somewhat unusual.

There’s a whole genre of movies about the sex lives of the rich and famous, and the actors in them usually seem a little smaller than the lives they’re playing. Not this time: “Just Tell Me What You Want” somehow succeeds in taking on a tacky genre, overcoming it, and giving us a couple of actually interesting characters.

Roger Ebert

Roger Ebert was the film critic of the Chicago Sun-Times from 1967 until his death in 2013. In 1975, he won the Pulitzer Prize for distinguished criticism.

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Film Credits

Just Tell Me What You Want movie poster

Just Tell Me What You Want (1980)


Ali MacGraw as Bones Burton

Alan King as Max Herschel

Myrna Loy as Stella

Keenan Wynn as Seymour Berger

Tony Roberts as Mike Berger

Peter Weller as Steven Routledge

Sara Truslow as Cathy

Judy Kaye as Baby

Dina Merrill as Connie Herschel

Directed by

Produced by

Screenplay by

Music by

Edited by

Photographed by

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