The Holdovers

USA 2023, 133 mins
Director: Alexander Payne

+ Q&A with director Alexander Payne and actors Paul Giamatti and Da’Vine Joy Randolph

It’s been a long wait for followers of Alexander Payne since the extraordinarily dark eco-satirical science-fiction epic Downsizing in 2017. That film sharply divided critics and viewers (though many still responded warmly to its satirical wit and its unsentimental humanity). This much-loved director works within the Hollywood system – indeed four of his first six films were Oscar-nominated (Election 1999; Sideways, 2004; The Descendants, 2011; Nebraska, 2013) and he has won twice, for Best Adapted Screenplay – but with great independence of spirit and an uncompromising attitude to casting and the perfecting of the screenplay. This has meant painful delays between films, but also means that each comes with its own richly developed world and set of concerns.

His new film, The Holdovers, is a magnificent return to audience-pleasing form. It stars Paul Giamatti, Payne’s lead in Sideways, and takes place in December 1970 at Barton, a Massachusetts prep school (the equivalent of a British public school), over the Christmas break. The three main characters are all damaged, marooned, loveless; and the desolate institutional settings – all real locations – promise a deeply cheerless Yuletide.

One master, Paul Hunham (Giamatti), a sourly witty but stalled and rage-filled loser with no life outside the school, is chosen to oversee the little group of boarders who for various reasons can’t go home to their families; he’s helped by the cook, Mary Lamb (Da’ Vine Joy Randolph), still grieving her son Curtis, a student at Barton who, because Black and poor, has been drafted and killed in Vietnam. The most difficult of the students is the clever, troubled, disruptive misfit Angus Tully (Dominic Sessa, an extraordinary discovery): the film focuses on the complicated antagonism between the bitter, twisted young man and his bitter, twisted teacher, mediated by the bereft mother who is stuck with them.

Payne has often adapted novels, relishing the access they give to a quite specific social and emotional and geographical world beyond his personal experience – which he then explores intensively, spending time in a locality, getting to know people and absorbing an atmosphere. But as with Nebraska this is an original screenplay with an autobiographical authenticity that is the basis for the elaboration of a world; though as Payne explained, the experienced television writer and showrunner David Hemingson’s initial script, based on his own youth and difficult experiences at a prep school, was only the starting point for a joint exploration.

In a way the storytelling is unobtrusive, fluent, beautifully and wittily observed, with delightful touches of physical comedy (the lame way Giamatti throws a football he finds in the snow is one small majestic moment of characterful expressiveness). And the dialogue is intensely pleasurable, full of comic barbs. The wounded, unhappy, cynical Hunham is in class, as the rebellious Tully calls him, a ‘sadistic fuck’ – but we can enjoy the abuse anyway, partly because it’s directed at spoilt rich kids. When one complains about his fail mark, ‘I can’t fail this class: I’m supposed to go to Cornell,’ Hunham answers lightly, ‘Oh, don’t sell yourself short, Mr Koontz; I truly believe that you can.’ And Tully can match him, commenting on one Hunham punishment, ‘I thought all the Nazis were hiding in Argentina.’ Genuine warmth emerges gradually, but also a sense that things are changing in a threatening way, so that for Hunham, ‘The world doesn’t make sense any more. The world’s on fire.’ Even if a real affection develops, in a complex, moving way, the prickly edge is never lost. What is experimental, even radical in the film is its attempt to recreate – a joyous, ironic fiction – the cinematic toolbox of 1970, with zooms, dissolves, a wintry palette like those of The Last Detail (Hal Ashby, 1973) or The King of Marvin Gardens (Bob Rafelson, 1972), and music from, or attuned to, the period. It is perhaps the crystallisation of Payne’s longheld feeling that the American cinematic mode of the early 70s, an intelligent, thoughtful, grown-up cinema questioning social values and struggling for moral clarity, still has remarkable appeal today – as The Holdovers gloriously demonstrates.
Philip Horne, Sight and Sound, Winter 2023

The Holdovers finds director Alexander Payne gloriously on prime form. The film, which for once he didn’t script – that he entrusted to experienced TV writer David Hemingson (Kitchen Confidential, 2005-6; Whiskey Cavalier, 2019), creating his first film script – reunites him with Paul Giamatti, star of his earlier gem Sideways (2004). Here, as with his Sideways character Miles, Giamatti plays a man who at first seems largely unlikable – but who, as we gradually come to realise, dislikes himself more than anyone else could and, for all his sarcasm and bile, deserves our sympathy.

The story, as Payne readily admits, was lifted from a little-known film by Marcel Pagnol, Merlusse (1935). Giamatti plays Paul Hunham, who teaches ancient history at Barton Academy, a posh boarding school near Boston. His caustic wit burns from the start. Having alienated the principal, along with almost everyone else at the school, staff and pupils alike, Paul gets landed with the task of looking after the ‘holdovers’ – those pupils whose parents can’t take them home for the two-week Christmas break. As it turns out, this is narrowed down to a single pupil, the bright but troubled 15-year-old Angus (Dominic Sessa in his first-ever screen role). The third ‘holdover’ is Mary Lamb, the school’s head cook (Da’Vine Joy Randolph). A clash between Paul and Angus is inevitable – but for all its virulence it opens up a channel of communication between them and, with Mary’s help, the three can sit companionably down together for a Christmas Day lunch.

Any risk of life-lesson clichés is readily tossed aside by the warmth and humour of Payne’s treatment of these characters, and by the situations – inventive but never far-fetched – that he and Hemingson create for them. So much so that the climax of the action, involving an act of self-sacrifice on Paul’s part we could never have dreamt of when we first encountered him, becomes not only deeply moving but wholly convincing. Giamatti’s performance even outclasses the one he gave in Sideways. Despite his total lack of previous screen experience, Dominic Sessa matches his co-star in every scene they share; his blend of forthrightness and quirky defiance suggesting he’s set for potential stardom. Randolph appears in slightly fewer scenes, but on every occasion she’s well up there with them both.

The Holdovers isn’t just set in the early ‘70s – in many ways it looks and feels, in terms of camera angles and the texture of the photography and set design, like a movie from the era. Payne himself notes as much, saying: ‘To a certain degree, I’ve been trying to make ’70s movies my whole career.’ And as if to remind us, when Paul and Angus visit a movie-house together, we see a brief clip from Arthur Penn’s Little Big Man (1970). The choice of music – Andy Williams’ ‘The Most Wonderful Time of the Year,’ Cat Stevens’ ‘The Wind’, Artie Shaw’s ‘When Winter Comes,’ and a melancholy score by Mark Orton (who also scored Payne’s Nebraska, 2013) – skilfully evokes that period. As in Hal Ashby’s The Landlord (1970) and Harold and Maude (1971), as well as in Elaine May’s A New Leaf (1970) and Milos Forman’s Taking Off (1971), the overall mood is humorous and sombre, warm yet bittersweet.

The visual structure of The Holdovers, too, right from its vintage studio idents in the opening credits to the slow zooms, the painterly wide shots of the snowbound Massachusetts landscape and the transitions affected with fades and wipes, unmistakably link us back to that same era. Payne even creates a simulated 35mm feel to the lensing, shooting on digital but adding in the wear and tear of a film print. Nostalgic, funny, moving and thought-provoking, this may well qualify, in a career not short of outstanding achievements, as its director’s finest and most immersive film yet.
Philip Kemp, Sight and Sound, 16 October 2023

Director: Alexander Payne
Production Company: Abigail Fiedler
Executive Producers: Tom Williams, Andrew Golov, Thom Zadra
Produced by: Mark Johnson, Bill Block, David Hemingson
a Miramax and Gran Via production: Mark Johnson, Bill Block
Presented by: David Hemingson
Unit Production Manager: Chris Stinson
Post-production Supervisor: Pam Winn Barnett
1st Assistant Director: Rod Smith
Script Supervisor: Rebecca Robertson-Szwaja
Casting: Susan Shopmaker
Written by: David Hemingson
Screenplay: David Hemingson
Director of Photography: Eigil Bryld
still photographer: Seacia Pavao
Visual Effects: Crafty Apes
Graphics: Nate Carlson
Film Editor: Kevin Tent
Production Designer: Ryan Warren Smith
Art Director: Jeremy Woolsey
Set Decorator: Markus Wittman
Make-up: Sarah Rubano
Hair: Michael White
Titles: Nate Carlson
Colourist: Joe Gawler
Colour by: Harbor
Music: Mark Orton
Music Supervisor: Matt Aberle
Sound Designer: Frank Gaeta
Location Sound: David Schwartz
Re-recording: Frank Cyccone
Stunt Co-ordinator: Amy Greene
Digital Intermediate: Harbor

Paul Giamatti (Paul Hunham)
Da’Vine Joy Randolph (Mary Lamb)
Dominic Sessa (Angus Tully)
Carrie Preston (Miss Lydia Crane)
Andrew Garman (Dr Hardy Woodrup)
Tate Donovan (Stanley Clotfelter)
Gillian Vigman (Judy Clotfelter)
Brady Hepner (Teddy Kountze)
Naheem Garcia (Danny)
Jim Kaplan (Ye-Joon Park)
Alexander Cook (priest)
Michael Provost (Jason Smith)
Melissa McMeekin (hooker)
Ian Dolley (Alex Ollerman)
Kelly Aucoin (Hugh Cavanaugh)
Darby Lee-Stack (Elise)

USA 2023
133 mins

Courtesy of Universal Pictures

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Programme notes and credits compiled by Sight and Sound and the BFI Documentation Unit
Notes may be edited or abridged
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