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HomeEntertainmentRemembering Tom Noonan: Uncover the '90s Indie Classic 'What Happened Was

Remembering Tom Noonan: Uncover the ’90s Indie Classic ‘What Happened Was

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Tom Noonan, known for his towering height and unique screen presence, often found himself cast in roles that capitalized on his imposing stature. Standing at 6’5”, Noonan, who passed away on February 14 at the age of 74, was frequently mistaken for a monster due to his height and distinct appearance. Though his features could be warm and inviting, from certain angles he resembled Ed Harris, known for his blend of intensity and star appeal. Noonan’s early film career saw him typecast in monstrous roles, beginning with his chilling portrayal of the serial killer Francis Dollarhyde in Michael Mann’s Manhunter, an adaptation of the first Hannibal Lecter novel, Red Dragon. The following year, he showcased a gentler side as Frankenstein’s Monster in The Monster Squad, where he allied with children to thwart Dracula’s sinister schemes.

Noonan’s portrayal in these films set the stage for a series of villainous roles in mainstream cinema. He played antagonistic characters in movies like RoboCop 2 and Last Action Hero, and took on another serial killer persona in a haunting episode of The X-Files titled “Paper Hearts,” which was reportedly written with him in mind. He also excelled in character roles, collaborating again with Mann in Heat as an eccentric hacker and working with acclaimed directors such as David Gordon Green in Snow Angels, Ti West in The House of the Devil, and Charlie Kaufman in both Synecdoche, New York and the stop-motion film Anomalisa, where he voiced every character aside from the leads. Noonan’s distinctive presence was versatile, fitting seamlessly into both villainous and character-actor roles. His contribution to Anomalisa, where he voiced multiple supporting roles, stands as a testament to his talent as a “That Guy” actor.

Beyond supporting roles, Noonan occasionally stepped into leading parts, particularly in projects he personally developed. Notably, he wrote, directed, and starred in What Happened Was, which earned the Grand Jury Prize at the 1994 Sundance Film Festival. This film, a two-person drama about co-workers on a first date, highlights Noonan’s multifaceted talent.

A man and woman sitting next to each other on a couch.

In What Happened Was, Noonan is the driving creative force, yet he ensures the film is balanced by framing it with scenes of Jackie (played by Karen Silas) in her apartment, both before and after the arrival of his character, Michael. The film maintains its theatrical roots without succumbing to stage-like limitations, instead presenting an honest portrayal of its origins. Noonan demonstrates his directorial finesse by giving ample space for Silas’s performance to shine, avoiding overshadowing her with his own eccentric and towering presence.

Throughout the film’s 90-minute runtime, Noonan showcases his skill behind the camera, allowing What Happened Was to unfold in real-time. The narrative follows Jackie and Michael, an executive assistant and a paralegal at the same law firm, as they engage in small talk, discuss work, dine, and converse further. Noonan’s strategic use of camera angles and lighting subtly transforms Jackie’s apartment, keeping the setting dynamic and avoiding a claustrophobic feel, even when the space appears intentionally skewed by Michael’s presence.

At one point, when Jackie reads extensively from her own writing, the atmosphere shifts entirely just from the characters moving behind a curtained-off partition in the apartment, where Noonan at one point shoots his own character through a dollhouse window. Jackie refers to what she’s reading as a children’s story but actually sounds like a macabre grown-up fable. (She blithely compares it to the “Grimm Brothers,” though Michael is quick to point out that rarely do those stories include topless bars.) It’s a chance for her to snatch back some awkwardness from Michael, who Noonan plays with discomfiting precision as perhaps and most quietly awkward man alive who isn’t also a complete idiot.

Tom Noonan seen through a window holding a drink.

That sense of intelligence he brings to Michael only increases the film’s tension as he repeatedly biffs jokes, misunderstands Jackie’s sensibilities, and discusses his personal projects, including a book he plans to write, seemingly based in part on his experiences at the law firm, whose bosses he evidently can’t much stand. From what Jackie says, it sounds like the feeling may be something like mutual. When she describes their reactions to him, the dialogue doesn’t focus on Noonan’s height or frame, not specifically: “They say you have this weird smirk on your face, like you’re making fun of them. They call you Mr. Strange.”

That could be the name of any number of Noonan characters, including this one. But late in the movie, Michael has a monologue laying bare his insecurities and failings that also exposes how well Noonan has layered these into the character as both a writer and an actor. It’s a heartbreaking bit of business about middle-aged inertia, just getting by while your brain alights with all of the ways you may have already screwed everything up. Appropriately, this honesty may be laid at Jackie’s feet too late. The movie, with its limited frame, is ambiguous.

Noonan’s most famous and recognizable performances, all those character parts and villains, don’t usually have a monologue like that, explaining the specific and self-aware psychology behind their behavior. In most cases, it wouldn’t be appropriate for their screen time or their uncanny affect. But maybe Noonan’s sharpness as a writer and an actor were why those character felt so much more true than they needed to. You could sense that fullness of thought and/or self-doubt behind them. Ultimately, he played his parts as men, not monsters.

Jesse Hassenger (@rockmarooned) is a writer living in Brooklyn. He’s a regular contributor to The A.V. Club, Polygon, and The Week, among others. He podcasts at www.sportsalcohol.com, too.

Stream What Happened Was on Fawesome

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