The Revival House: Flesh and Bone (1993)

Flesh and Bone (1993)The Revival House: Shining a light on underrated crime films.
The coulda beens and shoulda beens you ought to know about.

Tonight’s Screening: Flesh and Bone (1993)

Flesh and Bone plays out like a slow Texas drawl. It’s a dusty noir done languid and mean. Most would say, beyond the unhurried pace, miscasting did the film in. I’d argue it was only the audience’s predispositions that did the most damage.

Dennis Quaid plays stoic like he was born to it. We all know James Caan can do mean and ornery. Gwyneth Paltrow wasn’t yet Gwyneth so her performance comes with no baggage (and is great, by the way. She plays a nasty grifter like she means it.)

No, it was Meg Ryan who turned most people away from Flesh and Bone. 1993 was the same year as Sleepless in Seattle and only a few years removed from When Harry Met Sally. America had its sweetheart and it didn’t like her shooting guns or popping out of a stripper cake.

Quaid and Ryan were married at the time and while it’s tempting to see their divergent acting styles as a precursor to divorce, it actually works for the story.

Quaid is Arlis, a Texas flatlands entrepreneur who leases a string of jukeboxes, bar games, and vending machines across the big wide-open state. Reticent would be generous to describe Arlis. He is hiding a terrible secret the audience gets to see in the opening. [SPOILER ALERT: Highlight to read] As a boy, his Dad (Caan) used the youngster to gain access to remote houses so he could rob them. We see one night where it all goes wrong and Daddy is left to slaughter a family before Arlis’s shocked-silent eyes.

Arlis inherits a very drunk Kay (Ryan) after she fails in her first attempt at a stripper life, a necessity to get away from her high-pompadoured scumbag husband. She is the talkative, bubbly fizz Arlis lacks and isn’t quite sure he needs in his life. He agrees to help her, but as it is with a story like this, things get complicated.

I can’t quit you...wait, wrong movie...There is very little bang-bang action, mostly the specter of past indiscretions that loom like storm clouds on the horizon. You just know that awful night long ago is going to come home to roost.

Eventually Paltrow’s small time grifter intersects with Arlis and his new right hand, Kay. And of course big Daddy enters the picture again.

Written and directed by Steve Kloves in the wake of his highly successful The Fabulous Baker Boys, Flesh and Bone effectively ended his directing career. He was forced to go off and slum it writing a series of screenplays about a boy wizard and his friends. Poor Steve.

Kloves shows a sure hand and a beautiful eye for the wide Texas locations. The film is so sparsely populated it feels like the bus carrying the extras broke down and they had to shoot without them. The wide vistas and stretches of silence recall Terrence Malick, but with a lot more plot. 

Despite Ryan’s light persona, which she does an admirable job of dimming in the role of Kay, when the film gets dark, it goes to black. For a man like Arlis, there will be no happy endings just like there will be no decent nights of sleep. He is damaged goods, and people like that don’t get cured right away. At least not with a 90-minute movie, even if Meg Ryan is on the case.

James Caan, you really know how to play the ornery abusive father...
James Caan, you really know how to play the ornery abusive father…
Her touches of humor are welcome in the film, and not merely stuck in because she’s Meg Ryan. She’s got demons in her past. Maybe not as dark as Arlis, but still. And moments where she can bring a chuckle or two are welcome, like when she wakes up out of a blackout drunk wearing half a stripper costume with sequins spelling out Boo Boo over her chest. When Arlis asks, “Boo Boo?” She stretches out the fabric revealing the hidden “M” on the end of each word. She snaps the oversized bra back in place with a weary, “Story of my life.”

James Caan, too, is having a lot of fun, but it’s more nasty fun. He taunts and torments his boy, baiting him into the fight that is twenty years in the making. Arlis chose the straight and narrow, despising his Dad’s life of crime, and that irks Poppa.

Paltrow has some of the best scenes in the film, like her intro where we see her slip the ring off a corpse in his coffin. Her small time grift is child’s play compared to what Arlis has been through.

So if you’re in the mood for a movie that rolls by like a tumbleweed on a sizzling hot day, then shocks you with lightning from a violent flash storm, Flesh and Bone is for you. Don’t let the casting scare you off. You’ll miss a good one.


Eric Beetner is the author of Dig Two GravesSplit Decision and A Mouth Full Of Blood, as well as co-author (with JB Kohl) of One Too Many Blows To The Head and Borrowed Trouble. His award-winning short stories have appeared in Pulp Ink, D*cked, Grimm Tales, Discount Noir, Off The Record, Murder In The Wind, Needle Magazine, Crimefactory, The Million Writers Award: Best New Online Voices and more. For more info visit

Read all posts by Eric Beetner for Criminal Element.


  1. Jake Hinkson

    I love this movie. It was, I think, the first film I ever saw in the theater by myself, and I’ve always considered it a massively underrated crime flick. Quaid’s performance is a slow motion implosion.

    Great piece.

  2. Paul S

    Thanks for an excellent review Eric, you certainly make some very pertinent points about Flesh and Bone, especially the effect it had on the careers of Steve Kloves and Meg Ryan.
    I’ve often wondered if Flesh and Bone had been released before, rather than after Sleepless in Seattle; and if more people had seen it, would Meg’s career have veered in a different direction?
    As for Kloves, I don’t know if it’s ego on his part, but he’s always maintained that he chose to give up directing because he felt that Paramount squashed his film. In his own words “it was in-and-out of theatres in two weeks”.
    That’s all speculation, one thing I do know is that Flesh and Bone has always been one of my personal favourites and almost twenty years after its release it still haunts me every time I watch it. It’s exceptional

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