
It’s rare that you get the chance to see exactly what both people in a directing duo bring to the table. In the case of the Coen Brothers, whose signature style could be described as farcical dark comedy, it was astonishing how apparent the difference was between Joel and Ethan Coen. The bleak and moody The Tragedy of Macbeth proved Joel Coen brought the undercurrent of darkness that penetrated all of their movies, while Ethan Coen’s wildly over-the-top Drive-Away Dolls showed that he took all their trademark whimsy with him.
But after Drive-Away Dolls earned criticism for being a tad too outrageous, it’s clear that his follow-up feature, Honey Don’t!, dials back that whimsy significantly. The result is a still absurd, but more tonally confused — and, perhaps by accident, more stylistically interesting — effort from the younger Coen.
Honey Don’t! is the second in Ethan Coen’s planned "lesbian B-movie trilogy" the filmmaker is directing and penning alongside his wife and creative partner Tricia Cooke. But despite some obvious similarities — a lesbian lead, an abundance of erotic scenes, and a handful of over-the-top comedic performances from its star-studded cast — Honey Don’t! Feels markedly different. For one, it’s a noir, following private detective Honey O'Donahue (Margaret Qualley) as she investigates a trail of bodies that lead her to the door of a suspicious church headed by the charismatic pastor Drew Devlin (Chris Evans). And for another, it’s grounded in all the ways that Drive-Away Dolls was not, with an earthy shagginess that makes it both frustratingly meandering and surprisingly true to the ‘70s noirs it’s emulating.
Honey Don’t! opens with a sequence that feels in line with the exploitation movie weirdness of Drive-Away Dolls: a beautiful woman (Lera Abova), clad in a leopard-print outfit and matching helmet, pulls up in a Vespa at the scene of a car crash. She finds a dead woman inside and pries the ring off her finger, before going to bathe naked in a nearby pond. But then the opening credits play, the camera roving through the streets of Bakersfield, California, full of sad, crumbling buildings, and sadder people. It captures the feeling of somber Americana that some of the Coen’s later, more mature works have tapped into — and it’s a vibe that’s totally at odds with the grindhouse-coded sequence just minutes before. It’s this tonal dissonance that carries us through the rest of Honey Don’t!, a movie that, as it goes along, feels increasingly like a series of contradictions.
At the center of these contradictions is a genuinely terrific Margaret Qualley, who trades her over-the-top accent and outsized performance from Drive-Away Dolls for a more subdued turn as a hardened PI with a love for flowery dresses and high heels. Qualley plays up the typical tropes associated with a noir detective — a world-weary attitude, a quip ready at every turn, and a string of broken-hearted lovers she’s left behind — but lends the role a somewhat resigned sadness, which surfaces in her interactions with her sister Heidi (Kristen Connolly), a beleaguered mom who is one more baby away from poverty. Connolly’s fragile performance gives us a glimpse of the more grounded movie that Coen flirts with in those opening credits, and it feels a shame when she gets put on the backburner.
But Qualley finds a worthy scene partner in Aubrey Plaza’s MG, a brusque cop who, like Honey, had a traumatic relationship with her bigoted father. Qualley and Plaza are two highlights of a movie whose performances are all over the map, with a handful of cast members acting like they’re in a movie that’s far funnier and more absurd than this. Chris Evans, sadly, is the biggest perpetrator of this, with the actor giving a turn that’s like a dialed-up version of his performance in Knives Out, only more one-note. It’s a boorish performance that feels out of place in this movie, though who knows what specific tone Honey Don’t! is aiming for.

As Honey follows clue after clue, the film’s story becomes more sprawling and unwieldy, until the narrative is as tangled as the web of conspiracies that Honey uncovers. But by the time the somewhat inane third-act twist rolls around, it feels like Cooke and Coen have lost interest in the mysteries they’ve woven, leaving many a hanging thread for both Honey and the audience to parse. But perhaps that’s part of their send-up of ‘70s noirs, which were never quite known for providing satisfying answers.
Still, it’s a strangely messy movie for a project that Cooke and Coen have been working on over the course of six years (nothing compared to the two-plus decades it took Drive-Away Dolls to get made). Though it’s apparently been long in the making, it mostly feels like a direct reaction to the criticism that Coen received for Drive-Away Dolls, with the filmmaker steering away from the absurd farce of his 2024 film to try to tap into the more melancholic vein of storytelling he and his brother had perfected together. But Honey Don’t! ultimately feels like an approximation of that kind of Coen Brothers movie. It’s almost interesting in the ways it fails — as if Ethan Coen is still discovering what kind of filmmaker he is, decades into his career. Perhaps his journey to finding that is just as messy and meandering as Honey’s. We’re just along for the ride.