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The first minute of “Topside” is soul-shaking. It begins with a quote from the book about the homeless people that inspired the film, Jennifer Toth’s The Mole People: Life in the Tunnels Beneath New York City. “JC told me initially that his community had no children. After a moment, he added, ‘We have adults as young as five.’” As we absorb that thought, we see a young girl, surrounded by darkness, one lone beam of light from above illuminating her face like an angel in a Renaissance painting. She lives in an abandoned subway tunnel with her mother, Nikki, played by co-writer and co-director Celine Held

Some of the other residents have made little homes for themselves in this underground labyrinth, a few pieces of furniture, a lamp, even a door. The girl watches cartoons on a tablet, but has never been “topside,” otherwise known to us as the world. She does not even have a real name, just an adjective. Everyone calls her Little (an affectingly natural performance by Zhaila Farmer).

There are echoes of “Room” in Nikki’s relationship with Little. A mother creates a gentle, comforting world, protecting a child from the knowledge of the cruelty and deprivation she experiences. Here, that home is inside a dark, dank, cold, tunnel with the constant sounds of rumbling subway trains, dripping leaks, unidentifiable clanks, and spooky, intrusive flashlights wielded by security officers. Nikki murmurs softly to Little, reassuring her that she is safe, and that she will keep checking to see if the wings Little is sure will be growing from her shoulder blades have started to sprout. But unlike the strong, determined mother in “Room,” Nikki is damaged and not much more than a child herself in understanding her circumstances. She does not have the capacity to think ahead, much less make a plan.  

“Topside” is filmed in an intimate, documentary style and much of the movie is from Little’s perspective, looking up, hearing the adult voices around her as a soft rumble that is literally and cognitively beyond her reach. Little does not know how dire her circumstances are, but we do. We can catch bits of the conversations around her as other residents of the tunnel try to tell Nikki that she has to make some plans to leave. Little finds a bunch of papers with warnings that the tunnel is going to be destroyed, but she cannot read them. To her all they are is a surface to color on. 

The authorities arrive and though they are not unkind and try to offer help, Nikki grabs Little and takes her, for the first time, topside. The perspective shifts as Nikki looks desperately for a safe place. She is so fearful of getting caught up in the system, which might take Little away from her, that she resists any offer of help that might alert the attention of Child Protective Services. She becomes increasingly more desperate. An encounter with a predatory acquaintance (Jared Abrahamson, suitably creepy as Les) is thinly sketched. The musician Fatlip is a highlight as a de facto leader of the underworld community who clearly cares about Little and tries to get Nikki to acknowledge what is happening. 

The good intentions of the film are evident. As shown in her previous short film, “Caroline,” Held is deeply concerned about at-risk children and wants us to see how vulnerable they are. But that concern is not enough to make up for the increasing sense that the movie is less about the tragic failure of the social safety net or the way that marginalized and fragile people create communities than it is about Held’s performance as Nikki. Her struggle not to melt down completely takes up much of the last act of the film and the resolution, which is intended to present the character as both triumphing and giving up at the same time, is too abrupt to have the impact she and co-writer and co-director Logan George hope for. The setting plumbs the depths but the movie stays on the surface.

Now playing in select theaters and available on demand.

Nell Minow

Nell Minow is the Contributing Editor at

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Film Credits

Topside movie poster

Topside (2022)

Rated NR

85 minutes


Celine Held as Nikki

Zhalia Farmer as Little

FatLip as John

Jared Abrahamson as Les

Gino Vento as Mac

Tonye Patano as Violet

Lorrie Odom as Attendant

Cynthia Tombros as Lolly






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