By Wheeler Winston Dixon.

Under The Skin (2013) is being sold on the basis of a simple premise, which is true on the face of it, but also offers just the merest suggestion of what the film is in its totality. Scarlett Johansson plays an alien inhabiting a woman’s body, who trolls through the Scottish countryside and cities searching for young men, enticing them with the promise of a sexual encounter, and then killing them for food.

In this, she is monitored by another alien, who takes on the form of a sinister motorcyclist (played by real life champion cyclist Jeremy McWilliams), who is there to make sure that Johansson’s character stays on track with her mission. That’s pretty much the plot, or as much of it as I want to give away, but there’s a great deal more going on here than this bare outline would suggest.

Under The Skin 2Firstly, there’s no real sex in the film, just the promise of sex. Although Johansson lures several men into her white van during the first third of the film, and then takes them back to her flat, ostensibly for sex, nothing really happens; the men strip off and approach Johansson, who backs away from them, as the men sink into some sort of primordial ooze that swallows them up, and then reduces them to fleshy pulp for otherworldly consumption. Indeed, there is more frontal male nudity here than female, and it’s clear that one of the many things that the film is interested in is the fetishization of sex; Johansson’s simulacric image has been created as nothing more than a stock male fantasy.

We get only one glimpse of the actual harvesting process, in which two men, both victims, are now in a sort of limbo, and desperately attempt to touch each other to make some sort of contact, and perhaps escape the trap they’ve fallen into. But no such luck; in an instant, one of the men is reduced to nothing more than a human husk, and the pulp of his body is sucked through a chute into a door of some kind, food for Johansson’s cohorts in a distant galaxy.

Although there are a number of scenes in the film in which Johansson is nude, they’re sequences in which, as an alien, she examines her new body, and wonders at its construction, and why it’s so alluring to her victims. In the opening third of the film, she is utterly without humanity, clubbing one man to death on a beach and leaving an infant baby to be swept out into the tide without even the slightest shred of remorse. But then again, she’s not human – she doesn’t understand the meaning of the word.

doc6bombz7255h4dsjxcyeAs she gradually becomes more sympathetic to her would-be prey, cracks begin to show – she allows one horribly disfigured man to escape out of pity, but to no avail – the motorcyclist tracks the man down and kills him anyway; he’s very much like the angels of death who also ride motorcycles in Jean Cocteau’s Orpheus (1950), remorselessly dedicated to death, endlessly riding through the nights and days without rest.

There’s a remarkable sequence in which Johansson’s character attempts to eat some cake, with the most deliberate hesitation imaginable, staring at it as if she’s wondering why anyone would eat such a thing, only to vomit it up at first bite. In another scene, a somewhat sympathetic man takes her in, and then after a few days tries to have sex with her. Johansson leaps off the bed as the man tries to penetrate her, surprised and shocked to discover the true nature of her manufactured or borrowed body.

Most of the film is wordless, and famously, the men Johansson picks up are just men on the streets who are initially unaware that they are being filmed; Johansson’s van is tricked out with hidden cameras that record each encounter, and so much of the film has an improvised, documentary feel to it. Only after they are involved in the film do the men find out what they’re really in for; the studio sequences that follow were shot on a London soundstage, with the barest possible suggestion of props.

Then too, the dialect of the “worldly” performers is so heavily Scottish that it’s almost indecipherable to American viewers, and perhaps viewers in the UK as well, and no subtitles are provided. Thus, we identify with Johansson’s alien state of existence; it’s an alien landscape in every sense of the word.

As Johansson stalks yet another victim, her van is attacked by a group of thugs, yet she doesn’t seem really threatened; she just drives away from the trouble, still on the hunt. At another point, while trailing some new prospect, she falls in with a group of young women on the way to a rave. Unable to break away from the pack, she is ultimately pushed into a strobe lit dungeon of a nightclub, which only disorients her more, as she desperately seeks to escape.

At the beginning of the film, we feel nothing for this young “woman”; she might as well be the archetypal femme fatale of numerous noir films of the 1940s and 50s, luring men to their doom, but as the film unfolds, she seems to be drifting away from her single-minded search for victims, and becomes more a part of the society she seeks to decimate.

Johansson clearly understand this. As she said of her role, “she has no ill will. This isn’t a film about woman preying on man or a kind of hypersexual relationship. It has nothing to do with those things, it’s merely a lioness on the prowl, hunting. I think by the end of the film if you as the audience can feel sympathy for this other species as she begins to sympathize with us, that’s the experience.”


This nascent sympathetic impulse leads to a remarkable sequence in which the motorcyclist confronts Johansson’s character without uttering a single syllable; staring into her eyes intently, the cyclist seems to be interrogating her through the power of the look alone, to see whether or not she’s lost the will to kill. McWilliams’ gaze is impassive, clinical, and dispassionate, the look that controls. Throughout the film, I was also reminded of Pier Paolo Pasolini’s Teorema (1968), a similarly mysterious film, in which Terence Stamp shows up in an upper class Italian household and seduces its members one by one, again with almost no dialogue.

The most obvious connection between Under the Skin and an earlier film, however, is a surprising one; although the film is based on a novel by Michel Faber, there’s no question that both the film and the novel owe a debt to Roger Corman’s Not of This Earth (1957), written by Charles B. Griffith and Mark Hanna, in which veteran character actor Paul Birch plays the role of an equally rapacious alien, who has been sent to earth to harvest humans as food for his dying race.

Not of This Earth
Not of This Earth

That said, there’s no question that Glazer’s film is the superior piece of work, and also no question that in her portrayal of the alien invader, Johansson does her finest work to date, tackling a really risky role with genuine intensity and fearless conviction. Produced by Channel 4 Films and the British Film Institute, Under The Skin stands out in the contemporary cinematic landscape as one of the few truly experimental films now being made.

Viewing the film, I thought wistfully of the 1960s, or even the 1970s, when experimental cinema as practiced by everyone from Godard to Buñuel to Jodorowsky to Varda and all the possible stops in-between was a commonplace occurrence, even in the commercial marketplace; there seemed to be room then for both mainstream cinema, and more adventurous fare. Now it seems as if the multiplex crowd-pleaser has taken over completely, and erased whatever hold smaller films might have had in theaters.

Scarlett Johansson is everywhere these days; she’s in Anthony and Joe Russo’s Captain America: The Winter Soldier (2014), where despite the undeniable political freight the film carries, she still simply hits her marks and says her lines; she provided the voice of the “operating system” Samantha in Spike Jonze’s Her (2013) without breaking a sweat; she’ll next be seen in Luc Besson’s dark sci-fi thriller Lucy (2014); and she’s making two more entries in the Marvel Avengers series for release in 2015, David Hayter’s Black Widow (just announced) and Joss Whedon’s Avengers: Age of Ultron (currently filming), reprising her character of  Natasha Romanoff aka Black Widow.

Under The Skin 1For this, she is making a hell of a lot of money. And why not; she brings people into theaters, so she’s worth the going price of the marketplace, and her current strategy of making a few commercial films, and then a few riskier projects (such as Her and Under The Skin) as an artistic stretch seems to be paying off. The entire budget of Under The Skin was a mere eight million dollars – nothing by contemporary standards – and obviously the only reason the film got made, after a ten year struggle by director Glazer, was because of Johansson’s immensely bankable presence in the film.

Glazer has only three feature films to his credit over thirteen years – Sexy Beast (2000), Birth (2004) and now Under The Skin (2013); before that, Glazer directed music videos for such luminaries as Radiohead, Nick Cave and the Bad Seeds, Massive Attack and Blur, and he obviously puts a lot of time, effort, and care into every project. Birth was a remarkable film, and Nicole Kidman was exceptional in it, as a young widow whose husband may have been reincarnated in the person of a young boy; while Sexy Beast, to my mind the least of his films, was still a solid crime thriller.

But with this film, Glazer has created something truly exceptional; told almost entirely through visuals, with a hypnotic soundtrack by Mica Levi, and ravishing cinematography by Daniel Landin, Under The Skin effectively creates a world of alien difference, in which the everyday is transformed into something at once sensuous and menacing, and the premise of aliens among us foraging for human sustenance seems disquietingly plausible.

I’ll probably write more on this film later, which seems to me a nearly perfect piece of work, but for moment, as it enters initial release, I don’t want to say anything more beyond this; see this film. It is a unique, unsettling, altogether original piece of cinema. Right now, it’s being screened in only a few theaters in the States, where nevertheless it has a higher “per screen” average than anything else currently in distribution. Of course, Scarlett Johansson on the prowl for sex-starved men is what’s pulling people into the theaters, but what the film is really about is something altogether different. See it for yourself.

Wheeler Winston Dixon writes frequently for Film International.

14 thoughts on ““A Lioness on the Prowl”: Jonathan Glazer’s Under The Skin

  1. I found these comments by professional motorcycle racer Jeremy McWilliams on appearing in the film quite interesting; it’s the first time he’s ever done anything like this – and what a project to start with!

    “I got a phone call from a guy I had never heard of – he was interested in motorcycle riders for his role. At first, I thought it was a wind-up and was waiting for one of my friends to walk around the corner at any moment. Really, they wanted me to turn up and ride a motorbike really fast through the Highlands of Scotland in really awful conditions in snow, ice and rain. In the movie, I look after Scarlett. I clean up after her, remove somebody. I kill the ones that she lets go.

    It is a strange theme, a really different movie. It was handy that there was no speaking. [It was odd] just turning up and seeing your dressing room: ‘Jeremy McWilliams: Bad Man.’ The strange thing was we got one of my sponsors on board to supply brand new made-to-measure leathers. They put these very, very expensive leathers into a cement mixer with bricks to make them look old. It was fun, but in the end making a movie involves a lot of hanging around.”

  2. I really like how this review does not spoil the movie for those who have not yet seen it, but gives a great overview of things to look forward to as well as sets an outline for the film. Judging from the write up, this movie looks incredible. Scarlett Johansson plays unique and powerful roles no matter the film, and I am certain that playing an alien with a goal of seducing men fits her persona very well. She is a beautiful woman with prominent eyes and lips so I can only imagine how these features are highlighted throughout.

    Another piece I found interesting was the fact that Scarlett creates large budget films to pay the bills, and then takes risks on smaller budget films I can only assume for her love of acting and the fact that she is prominently featured in the smaller budget films. To me this shows an actress that truly enjoys her line of work, and I can’t wait to find time to see her performance in Under the Skin.

  3. Wheeler, I appreciate most of what you are saying (although the association with Teorema is strained; the figure is far more attractive, the POV at all levels very different, the relationship of the stranger to the exterior world and the family wholly different–although recognizably related to classical art), but I don’t share your view of this film. For me, it is most effective as a series of art installations at MASS MoCA suggesting the pervasive alienation of the current society. But I found few interesting ideas here, and too much of the pernicious influence of David Lynch and his ilk rather than the avant-garde.
    More disturbing, the film uses old, repugnant notions of the female as sexual predator who needs to be subdued by rape and murder–sci-fi provides antique conventions for so doing. The one interesting scene for me is her discovering of her genitals, a scene that I’m sure would have resonance for the general audience and young women in particular that is basically thrown away. And men sinking down into the woman’s muck needs no comment.

  4. Well you definitely changed my mind about seeing this. (I think it’s still out in my area – I hope so) It seemed strangely interesting, especially with all the Kubrick comparisons I was seeing, but the trailer left me assuming it was just going to be all erotica and not much of a story. Actually, I wasn’t quite sure what it was about, but definitely sounds far more appealing. (the Kubrick comparison was actually annoying me, but I’ll attempt to keep that out of my head while watching it)

  5. Great review! Scarlett is someone who has a little something intriguing about her that doesn’t always get to come out when she is simply cast as a female to be desired. I think the concept that you outlined of this film with less speaking allows for the audience to get drawn in and appreciate that something.

    Films willing to go off the path and let the concept breathe provide audiences with something that may make them walk away with a new experience apart from the regular cadence of Hollywood films. I appreciate your analysis of this film. Thanks

  6. This is one of the strongest feminist films and one of the best films I have seen in a very long time. I liked it so much that I went back to see it a second time, and it is even more impressive upon repeated viewing.

    Glazer effectively employs the ambiguity and metonymy inherent in the sci fi/art house genres to explore the “alien nature” of what it is like to inhabit a female human body in our destructive patriarchal human society.

    The reviews are mostly written by men, so perhaps that is why they seem to almost completely miss the point of the film and often give completely inaccurate plot summaries. We meet an alien of unknown gender (it may not even have a gender) and “it” is wearing the skin of Scarlett Johansonn. It appears without make-up and goes to the mall.

    The first lesson in being a female is to be a good consumer. It learns to wear alluring make-up. It purchases a fur jacket. It walks among us in a crowded mall, suggesting of course that we are all “Aliens” in a sense from one another as passive consumers.

    This alien seems to be here on the Earth to stalk men, not women. It has not been taught very much about how to perform as a human female; but it copies the behavior of women very well indeed. At first it walks like a man. Soon it is swinging it’s hips like a woman. It has been taught (or it learns) that it is valued here on Earth only as a sexualized body, and it drives around hunting for prey. It has learned a few verbal phrases that lure men, but only what is necessary and soon “she” has to say less and less to lure men into her van.

    Most critics assume that “she” has sex with the men and kills them. That is not accurate. Yes, she stalks men using sexuality, and yes they are naked and they have an erect penis as she lures them into a pool of blood in the most stunning and otherworldy sequences of the film. Though some might think these scenes are sexy, these are not sex scenes. These men are being embalmed and they are having their souls sucked out of them, perhaps. It is hard to say. If it is a male alien inside the body of a female, it could easily be queered, but it is pretty open to interpretation.

    What happens in the pool appears to be a draining of the life of the men. I note that the alien is attracted to very small bugs and her behavior is also spider like. Apparently the men are suspended in the pool and do not die right away. You get the feeling that “she” is expected to harvest a lot of human men. She/ It seems to always be cold and hungry, and sometimes succumbs to weakness.

    A pool of harvested blood runs down a huge vat. Is it being collected? As food? Is it refuse? Is she only collecting souls? Lots of questions, blessedly, are left completely unanswered, which is part of the brilliance of the film. Is earth being colonized? Who cares? These details are of no consequence to the core statement of the film; humans are a vile form of life that foster a society in which half of the species is routinely raped, beaten, traded for sex, murdered and more.

    As a female viewer, it it is somewhat appealing to look through the eyes of the predator rather than the prey at the beginning of the film, but this pleasure is fleeting. For one thing,we are not really looking through a human female point of view; and for another, any predatory feeling of power over men will be destroyed by the alien’s ignorance of the rules of patriarchy.

    As in life, it is dehumanizing to being defined entirely by your physical appearance, something that is truly key to understanding this film. It is a fairy tale for young women, in a sense, especially girls who are taught (increasingly) that there ONLY value as human beings their sexual body. Yes, female sexuality is powerful, but ultimately it often destroys women in our depraved world.

    But before the Alien is “undone” and destroyed, the film further explores what it is like to be a female and how much that feels like an alien experience. For example, the experience of losing your virginity in a female human body is pretty strange. The Alien has her first actual sex with a very kind and sympathetic human male. But “it” apparently does not know “it” has a vagina, and upon penetration, it bolts out of bed to check out this part of it’s body vessel in a mirror. (Mirrors are used abundantly in the film to suggest that the alien mirrors human culture, among other things.)

    The great thing about the scene is that even though it is an Alien, human females can relate to how very strange the feeling is of first recognizing your sexual parts and how very alien your first sexual encounter can be. It is extraordinary what is accomplished here on many levels. In another scene, the Alien checks out her own body in the mirror, and her gestures are at once familiar and strange. Human females can relate no doubt. Women spend much time checking themselves in a mirror, obsessing about whether they look “right” as human females. It is a fascinating scene because it mirrors our alien feelings in this mirroring process, looking at ourselves as another might look and checking for flaws. Here is another everyday behavior made strange by the sci-fi nature of the film.

    But like many young women, The Alien has NOT been taught to fear men. She/It does not seem to fear rape or physical harm from men. This is evident when “her” van is circled by a number of young men who violently attack “her” and are clearly intent on gang rape and murder. It is ‘here” ignorance of casual violence toward women that makes the Alien so vulnerable to attack. Though “she” survives this event, the Alien will not survive the film. This is a novel way to address the casual and routine predatory sexual violence against women in human society.

    The ending of the film is truly a horrifying and cruel, but an inevitable spectacle. Almost all Aliens are killed in sci-fi movies, but this alien is in the body of a human female, and that specificity is key. Hungry and alone in the fog, the “girl” wanders into a boggy dangerous forest, perhaps just looking for a place to rest.

    “She” is met by a kindly park warden who is apparently a serial murderer who simply waits around for female victims in the vast forest. He wears official looking clothing and is very reassuring to her; she will be safe in the park. (Too reassuring?) There is something a little off in the exchange. He’s creepy, but the alien fails to pick up on that. It is so sad that human girls have to figure out these cues so early and often. Something about his behavior whispers to the viewer that he is not at all what he is trying to project.

    He wears a false skin, as “she” does, of course. “She” falls asleep in a little park station and is awoken by his attempted rape. There is a chase through the forest, and for the first time, we see that the Alien is actually very afraid. She/It hides behind a logging truck…but eventually he finds “her,” beats “her” and brutally attempts to rape “her” (or should I say “them?” After all, the skin seems to be alive as much as the alien inside it).

    The manner is which he brutally rapes seems routine. He enjoys himself and he has done this before, perhaps many times. He is chewing gum, as if rape and murder is a fun sport. When he strips her skin off and finds an Alien – he torches her with gasoline and destroys the other.

    This ending is such a brilliant commentary on human nature as it is on the tropes of sci fi. We commonly destroy one another and we destroy the Other. We don’t need any help from aliens from outer space…..Many men only experience power in destroying the female.

    Sadly, under patriarchy, being in a woman’s skin makes one a target. Though women may have some vicarious power in the role of predator, she is ultimately reduced to the level of “prey.”

    It is complicated of course to identify with an alien creature of unspecified gender who shows little empathy or humanity. (At one point in the film she picks up a large rock and smashes in the skull of a man who has passed out.) Perhaps we are manipulated to empathize with the outer skin of the female human that is being worn like a donkey skin? There is still plenty to explore in the film.

    I felt the need to talk about the sexual politics of the film, but I don’t wish to suggest that this is all the film is “about.” That would be reductionist. It is a very rich text and there are so many other issues in the film and ideas raised in the film that need to be further addressed.

    I hope the film finds a wide audience. It is stunning in terms of the use of sound, cinematography and another fine film from the maker of the brilliant film BIRTH, another film about a body of an/Other being inside the body of another.

  7. Excellent analysis of Jonathan Glazer’s Under The Skin. This film is truly unique and unexpected. I really appreciate your comparison of it to 1960’s/70’s experimental cinema. I agree wholeheartedly. We are not seeing much else like this on screen today, which makes this film a real gem of it’s time. Scarlett Johansson, on the other hand, does seem to be everywhere right now. It’s impressive to see her stretch her acting chops from a blockbuster like Captain America to a smaller art picture like this.

    By the way, thanks for pointing out Glazer’s music video past. Given that most of his pre-film experience was working with musicians, I think it gives him a different eye than other directors. Sexy Beast and Birth were both solid films, and Under the Skin is even better. I’m looking forward to seeing what more he will offer in the future.

    Again, Wheeler, this is a very well-written and thoughtful review. I always enjoy reading your perspective. Keep up the wonderful work!

  8. I really didn’t know what to expect when watching this film. I am a fan of Channel 4 Films and the British Film Institute, as well as being a big fan of Jon Glazer. To say that I was in for a shock is somewhat of an understatement as I hadn’t watched a trailer nor heard any reviews. I went into Under the Skin completely and utterly blind.

    I was surprised by the story arc and even more surprised by how well Johansson portrayed her character. Like you said in your article, she was without conscience or emotion, just like a lioness on the prowl. Her instincts were to hunt and complete her mission, which for us watching on, seemed odd, as we have emotion and empathy.

    I definitely have to agree with your point on the similarities with Not of this Earth. There was a definite a crossing over, which I think added to the film if I am honest. I have to admit that I too was surprised by Jeremy McWilliams and that penetrating gaze he pulls off so brilliantly well. I haven’t watched Teorema but will do as soon as I can get my hands on it.

    As for Johansson, this role has seen her grow in ways that I never thought possible. She is an outstanding actress and not just a bubblegum icon as portrayed in some of her higher grossing films. As the film moves on, you definitely get to see her becoming more human and that evolution is fascinating to watch.

    Thanks Wheeler for the superb article again and keep them coming! You’re a man after my own heart when it comes to analysing the finer intricacies of films.

  9. Hi everyone – thanks so much for all the comments and detailed analysis – I didn’t expect to start such a conversation! Gwendolyn, your incredibly detailed feminist reading of the film really hits a lot of stuff I missed, so many thanks for that; Chris, you are probably right that the link I suggest to Teorama is tenuous, but it still seems resonant to me; Jaymes, yes, Channel 4 and the BFI are two beacons of light in an increasingly dark cinematic landscape – I love the BFI’s new slogan, “film forever”; Annie, I agree, it’s really nice to see Ms. Johansson moving into more ambitious and experimental projects; Ross, indeed, “the road not taken” in cinema always leads to a more interesting destination, as in this film; Katarina, I hope you do get to check out the film, and BTW, the Kubrick connection seems very scant to me, perhaps in the first few minutes but that’s about it; and Tom, I tried to do the review without spoilers, but of course some will leak through. In any event, I thank everyone for all their comments and criticisms, and all I can say again is “see this film.” It really does stand alone in the current crop of offerings. It was worth ten years of Glazer’s life to bring it to the screen.

  10. Something I had missed in the first viewing but I caught in the second viewing is the disfigured man who represents Johansson’s shift toward humanity (and the film’s second act) does not have a hint of a Scottish accent. He seems to be as foreign to this land as Johansson is. In my mind, this is a clear message from Glazer: I am making this film for a Hollywood-infused audience and I must make the protagonist more likable, more human or the audience will lose interest (suggesting the dichotomy between the objectivity of the camera, which will stay on her as long as Glazer says it will, and the subjectivity of the audience, who feel no interest toward such a character lacking in humanity). By voiding him of a Scottish accent, Glazer uses a subtle, almost Brechtian, move to call attention to what he is doing. The film’s move toward humanity then can be seen as a sort of statement about current cinema’s placation of audience subjectivity.

    This knowledge and confrontation with the subjectivity of the audience and understanding of how this affects the objectivity of the camera makes Glazer a much smarter filmmaker than Kubrick, and a much different filmmaker. One who is interested in more than pure objectivity.

  11. Thanks for your comment, Greg. The man in question is named Adam Pearson, a victim of neurofibromatosis, who works in the casting department of Channel Four in the UK, and is a member of a support group, Changing Faces, which helps people dealing with similar conditions. It was through Changing Faces that he first got word of the role in Under The Skin, auditioned, and was hired.

    Here is what Pearson had to say about working on the film in an interview with Elizabeth Day in The Observer on April 12, 2014. As Day wrote: “when the unnamed man reveals his disfigured face, it is a pivotal moment: the alien becomes humanised and conflicted. The two of them have a brief conversation about the nature of ignorance and prejudice. The alien does not remark on the stranger’s face, instead complimenting him on his ‘beautiful’ hands.

    ‘One of the main reasons for taking the role was because it was so moving and honest,’ says Pearson over a lunch of fish and chips in a south London cafe. ‘For me, the film is about what the world looks like without knowledge and without prejudice. It’s about seeing the world through alien eyes, I guess.'”

    You can read the entire article here: http://www.theguardian.com/film/2014/apr/13/scarlett-johansson-screen-stigma-disfigurement

  12. You make some very interesting points. It’s strange to see someone in the form of a human portrayed in such a way – especially to see a woman. Seeing her be the hunter, being unscathed by someone pursuing her so forcefully or being attacked by a group of thugs. And also simultaneously watching her experience our world as an infant would – being confused by cake, killing someone and having no moral compass to stir guilt in her. I also greatly appreciate a movie where, although sex seems to be the linchpin of this woman’s interactions with men, it isn’t the main focus even though it easily could have been all this movie was about. Thank you, great review!

  13. Two points. One, did you notice the black-skinned, baled mannequin in the mall near the start of the film? Definitely a foreshadowing. Also, did you not find it odd that her character becomes LESS savvy about human nature as the film progresses? The film’s only fault, as far as I can see.

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