******SPOILERS AFOOT!******

George C. Scott dons deerstalker cap, cape and pipe to play a man who indubitably believes he’s Sherlock Holmes.
The late George C Scott (1927-1999) was one of my favorite actors. Lately, I’ve had the chance to revisit a few of his less popular (but no less interesting) films, thanks to Kino Lorber Video and their eclectic selection of Blu-Rays. Having recently taken a look at 1973’s “The Day of the Dolphin” (a film of his I’d not seen previously), I revisited another film of his that I hadn’t seen in years; 1971’s “They Might Be Giants.” I’m taking another rare break from my usual diet of sci-fi/horror/fantasy films to explore this sweet-natured fantasy; whose fantasy elements rest entirely in the minds of its characters…or do they?

Dr. Watson is played by Joanne Woodward; a real woman and welcome change of pace from typical Hollywood leading women.
“They Might Be Giants” offers a rare opportunity for Scott to throw himself into a gentle, romantic fantasy-comedy role, in a movie that’s sort of a low-key cross between 1979’s “Time After Time” and 1991’s “The Fisher King.” Scott plays a well-respected former NYC judge named Justin Playfair (great name for a judge) who experiences a break from reality following the death of his wife, and who now believes he’s Sherlock Holmes. Acting as his counterweight and literal Dr. Watson, is Joanne Woodward (“Sybil”) who is simply terrific as Justin’s psychiatrist, partner-in-crime and love interest.
The film is based on a little-known 1961 play, both of which were written by the late Oscar-winning screenwriter James Goldman (“Robin and Marian,” “White Nights”) and directed by Anthony Harvey, who also directed Goldman’s “Lion in Winter” (1968).
“They Might Be Giants.”

Blevins Playfair (Lester Rawlins) and his wife Daisy (Rue McClanahan) have mixed reactions to Justin’s new identity.
The movie opens with a prominent NYC society man named Blevins Playfair (Lester Rawlins) who is being blackmailed for an extramarital affair by a shady local gangster known only as ‘Mr. Brown’ (James Tolkan), who has considerable muscle on his side. Blevins has a wealthy society brother named Justin (George C Scott), who is, or rather was a prominent NYC judge until he suffered a mental breakdown following the death of his wife two years earlier. Justin now believes himself to be Sherlock Holmes; the 19th century London-based detective from the famed Sir Arthur Conan Doyle stories.
Note: The movie is based on Oscar-winning screenwriter’s relatively unsuccessful 1961 off-Broadway play, which closed only a month after its debut. The movie’s title, taken from a passage in “Don Quixote” as the delusional titular character tilted at windmills, later became the assumed name of a 1982 alternative band, also known as TMBG, who are still active after changing a number of band members over the past four decades.

Mr. Brown (James Tolkan, of the “Back to the Future” trilogy) provides the actual villainy of the movie, not Professor Moriarty.
A desperate Blevins hopes to have his wealthy brother committed, or even killed by Mr. Brown’s associates, so that he might obtain power-of-attorney over his brother’s estate, allowing him to pay off Mr. Brown. Blevins’ wife Daisy (Rue McClanahan), however, loves her eccentric brother-in-law’s current state-of-mind, and delights in seeing him solve minor mysteries from his basement laboratory. Justin-Sherlock believes there’s a plot afoot in New York City right now involving Holmes’ old nemesis, Professor Moriarty, and he is determined to follow clues that exist only in his mind…or is he really onto something? That’s the question.

Mental patient Mr. Small (Oliver Clark) sees himself as the living incarnation of silent film star Rudolph Valentino.
Blevins remands his brother to a psychiatric hospital where he’s seen by a Dr. Mildred Watson (Joanne Woodward), who tends to empathize deeply with her patients. During her first meeting with Justin-Sherlock, he correctly deduces why one of patients, Mr. Small (Oliver Clark), has gone mute; the man believes himself to be legendary silent film star Rudolph Valentino, of course (it takes one to know one, right?). Dr. Watson (yep) is intrigued by Justin-Sherlock, who slips out of the hospital after a ruckus and goes home; and the intrigued Dr. Watson follows and interviews him there. She learns of Justin’s great loss, from which Justin-Sherlock fully disassociates, and of his madcap quest to find and stop Professor Moriarty…

Justin-Sherlock (George C. Scott) and Dr. Mildred Watson (Joanne Woodward) take in a movie at a very um, colorful theater.
The two of them hit the streets of New York, where they met a collection of local eccentrics, including the colorful patrons at a rundown movie theater, as well as a local cop (Eugene Roche) who’s suspicious of the pair, and a put-upon telephone operator named Peggy (Theresa Merritt), who insists that a frantic young woman named Grace (Kitty Winn) call her from a nearby payphone in order for her to get assistance (rules, y’know…). As the two of them make their way through the city, Mildred Watson eventually falls into the unintentional role of Justin-Sherlock’s chronicler, much like Dr. John Watson of the Holmes novels.
Note: Unlike the failed 1961 play, the movie offers up the entirety of New York City, with its many iconic tourist spots, almost as another character; giving this little eccentric romantic comedy wonderful scope and a dreamy romanticism. In that way, the movie reminded me of a few other New York City-based comedies, such as Dudley Moore’s “Arthur” (1981) and Ron Howard’s “Splash” (1984).

During their time together, Justin-Sherlock also aims his powers of deductive reasoning at his newfound partner. He observes her ten-year old clothes and lack of vanity, and correctly deduces she is just as lonely as himself. However, her name sparks too much significance for Justin-Sherlock to dismiss as coincidence. He believes that, woman or not, she is truly the Dr. Watson he’s been looking for to aid in his quixotic quest.
Note: I can’t imagine a movie like this being made today, with two romantic leads in their 40s, who make no attempts to hide a few graying hairs or the lines in their faces. Scott (“Patton,” “Exorcist III”) is arguably cast against type as a man who delights in his lost mind, while Joanne Woodward (the wife of late Hollywood star Paul Newman) plays an intelligent woman, full of foibles, who is the precise opposite of, say, the moronic psychiatrist Dr. Chase Meridian (Nicole Kidman) from “Batman Forever” (1995). This film makes me nostalgic for the days when movies could dare to cast relatively ordinary-looking people in lead romantic roles. I can’t say enough for Woodward, who despite her character’s dowdy clothes and cat-eye glasses, is very lovable in this role.

Harried telephone operator Peggy (Theresa Merritt) is only able to help customer Grace (Kitty Winn, “The Exorcist”) if she calls her back on the wall phone nearby; an example of how detached people felt back in 1971 (wait till they see the 21st century…).
Their many encounters with the locals eventually leads them to the public library, where Justin-Sherlock meets a familiar face; the patient, elderly librarian Wilbur Peabody (Jack Gilford, “Cocoon”), who’s known the real Justin since he was a boy. Justin-Sherlock immediately begins rummaging through records for clues with an exasperated Mildred. Mildred is met with skepticism by Wilbur until he hears her name, and is convinced the pair belong together. However, Mildred is having none of it, and she leaves Justin-Sherlock at the library, where he falls asleep rummaging through the records.

Dr. Watson’s had enough of her partner’s nonsense, and calls it a night.
The next morning, Wilbur returns and finds Justin-Sherlock asleep. Justin-Sherlock awakens, telling Wilbur he’s been going through society records of Judge Justin Playfair, whose record for justice impresses him, even if he can’t recall anything of that lifetime. He wonders aloud who he really is, and Wilbur relates to him a lovely story about how, as a young man, he always fancied himself to be the heroic Scarlet Pimpernel.

Note: I still can’t forgive the late Jack Gilford (1908-1990) for breaking my heart into little pieces with his performance as grieving widower Bernie Lefkowitz in Ron Howard’s “Cocoon” (1985). As a kid, I also loved his work in the 1966 children’s fantasy “Daydreamer,” which my sisters and I used to watch every year on TV without fail. His eloquent “Scarlet Pimpernel” monologue is a highlight of this film.

Justin-Sherlock and Wilbur then muse on the nature of identity, and the boundaries between reality and fantasy; just why can’t a person aspire to be someone else? What are heroes for, anyway? Justin Playfair surfaces briefly for just a moment, as he smiles and tells Wilbur, “I’m very glad you’re here. I like you very much.” Mildred then returns, realizing that Justin-Sherlock spent the night there, and tells him there is indeed a plot afoot; Blevins wants power-of-attorney to steal Justin’s money.
Note: In our current age, identity is much more malleable than it was in the early 1970s, though many still show deep resentment and even hostility by flipping out over others’ personal pronoun choices (which are no one else’s business in the first place). It’s more than a bit ironic that many who boast about cherishing personal freedom seem so terrified of those who actually exercise it.

The forces of conformity and greed, as personified by psychiatrist Dr. Strauss (Ron Weyand) and Justin’s avaricious brother.
Following a series of obscure clues, they eventually make their way to an abandoned building, where they find a rooftop apartment and garden of an elderly couple (Worthington Miner, Frances Fuller), who haven’t left their apartment since 1939 (!). Admiring the couple’s resourcefulness, the pair are then met by would-be assassins of Mr. Brown, who’ve followed the two sleuths up to the apartment, where they proceed to trash the old couple’s garden in pursuit of Justin-Sherlock and Mildred, who manage to make their escape via separate exits…
Note: Actors Worthington Miner (1900-1982) and Frances Fuller (1907-1980) were married in real life as well. In this movie, we see the two of them living the introvert’s dream…

Justin-Sherlock is swept off his feet by his partner Watson’s dancing…and a grazing bullet.
Having arranged to meet at Mildred’s apartment at 7 pm that evening, Mildred wears a lovely, though outdated white dress, and is making a mess of dinner as her partner arrives late. Over drinks, the two have been through enough together to form a genuine bond, and with Justin-Sherlock’s encouragement, they dance. At that very moment, a bullet smashes through the window and grazes Justin’s head. Luckily, he has a doctor for a dancing partner, and she immediately bandages his superficial wound. As he lays helpless on her floor, Mildred realizes she has real feelings for his wonderfully strange man. After Justin-Sherlock regains his composure, the two of them head back into the night…

As they march along together, arm-in-arm, the dynamic (and eccentric) duo are met by many of the wonderfully odd locals they’ve encountered during their escapades together in the city, including “Rudolph Valentino,” “The Scarlet Pimpernel,” mental patient Clyde (F. Murray Abraham), an eccentric old man known as “The Messenger” (Al Lewis, “The Munsters”), along with Peggy, Grace and even Justin’s sister-in-law, Daisy; who’s left Blevins to join Justin-Sherlock’s quest. The march soon begins a de facto parade, as the group marches purposefully past a collection of iconic New York City landmarks, including Rockefeller Center, St. Patrick’s Cathedral, and others.
Note: Manhattan itself is practically a character in the film, which is positively teeming with loving shots of the city as it was in its grittier years, before Times Square became Disneyland. While I certainly don’t mind seeing a safer New York whenever I get the rare chance to visit (haven’t been since 2016), a part of me longs for the grittier, “French Connection” version of the city as well; it arguably had more character in those days—even if was a lot more dangerous.

The group marches on towards their late night destination; a supermarket. Before their reconnaissance, ‘Holmes’ and Dr. Watson take a moment beneath a manhole cover to confess their love for each other. She accepts him as he is, and she in turn has given his life—however bizarre—meaning and purpose; she has become his “Watson” in every way possible, including romantically.

At the supermarket, they fail to find Moriarty, whom Justin-Sherlock believes is deceiving them. He deduces that the supermarket is a red herring. However, once there, they and their gang of eccentrics are met by a group mental hospital orderlies, backed by a full police detail, under the direction of Dr. Strauss (Ron Weyand), who wishes to take all of these misfit characters downtown—either for booking or to be committed.

Dr. Strauss arrives with backup; the NYPD and psych hospital staff–all there to imprison both bodies and minds.
Unwilling to accept defeat, the Odd Squad fights back in an improvised, hand-to-hand battle of groceries, as Justin-Sherlock creates a diversion by getting on the store’s PA system to mention a variety of high-value items in the store currently going for rock-bottom sale prices; this distracts the combatants, who grab carts and begin stocking up—forgetting their little war for the moment…

Justin-Sherlock hijacks the supermarket PA system and makes a few deals, to the delight of Dr. Watson.
Note: I have to admit; the grocery store melee, which is really a clash of eccentricity versus conformity, is too slapstick for my taste. Its over-the-top, pie-in-the-face humor feels at odds with the movie’s tone, and it’s a part of the film I wouldn’t mind seeing deleted. Ironically, before the film’s recent restoration by Kino Lorber, most TV prints of the film (including the version I first saw in the 1990s), cut this sequence entirely. Its restoration here is appreciated, if only to preserve something closer to the film’s original length, but I don’t care for it, despite its worthy message of non-conformity. The execution is just too broad and silly.

Justin-Sherlock and Dr. Watson encounter Moriarty, maybe…?
Justin-Sherlock and Mildred slip away towards their ultimate destination, which Justin-Sherlock believes to be the real rendezvous site for their late-night confrontation with Moriarty, somewhere near Central Park. It’s there that Justin-Sherlock believes his arrogant arch-nemesis will approach on horseback to face his steadfast opponents. Once again, they profess their love for each other as Justin-Sherlock hears the slow gallop of a horse. Soon, Dr. Mildred Watson hears it as well, as the two of them face the sound, and an ever-brightening light…
The End.
Note: “And thereby hangs a tale,” to quote Shakespeare’s “The Taming of the Shrew.” No, we don’t actually see Moriarty, and it’s not important that we do, because the characters believe that they do, and that’s what matters. As much as anything, this wonderfully odd little film also tells us that the power of love can make us believe in nearly anything, as long as both lovers share a vision, however daffy.
Summing It Up
Watching this 53-year old film today, in an age where self-identity is more malleable than it was then, a man dressing up as Sherlock Holmes would be seen today as little more than a cosplaying eccentric; especially in a large, diverse, anonymous city like New York. However, the movie throws in the wrinkle of Justin’s blackmailed brother, who wants power-of-attorney over Justin’s estate in order to pay off blackmailers. That ticking clock (however lightly it ticks) sets the movie’s fantasy game of cat-and-mouse between Holmes, Dr. Watson and their imaginary Moriarty afoot.

Within the movie’s delightfully bizarre, almost dreamlike reality, the real “Moriarty” stalking Holmes and later Watson is conformity, as personified by the police and sanitarium workers whose threat to our protagonists’ mad quest comes to a head at the supermarket, where a group of eccentric locals all rush in to defend Justin’s right to be Holmes, as well as Dr. Watson’s right to be at his side. Watson is both Justin-Holmes’ sidekick and his eventual love interest. In the end, Watson herself becomes a believer.

Grandpa Munster Al Lewis appears as “The Messenger,” one of the eccentrics who populate this strange, sweet little film.
The movie’s incredible roster of supporting talent (Jack Gilford, Rue McClanahan, Oliver Clark, Al Lewis, Theresa Merritt and even future Oscar-winner F. Murray Abraham) band together to help Holmes and Watson during the supermarket fight sequence. While the supermarket confrontation is a little too ‘pie-in-the-face’ for my taste, the movie’s final scene of Holmes and Watson leaving the melee to confront the unseen “Moriarty” ends the movie perfectly, after its slapstick sidetrack. One can even imagine this film as an unofficial extension of Sherlock Holmes canon (with Justin acting as a reincarnated Holmes); just as Mel Brooks’ “Young Frankenstein” (1974) was unofficially welcomed into the Universal Monsters canon.

It’s also in those final moments where the movie wisely chooses to stop and let us imagine the rest; maybe Dr. Watson began to experience Holmes’ Moriarty hallucination herself, which might signify her own break from reality (or faith in her love for Justin). Perhaps the unseen horse was only a mounted policeman or a tourist on a late-night carriage ride.
Either way, it doesn’t matter—we believe that the characters believe, and that willful suspension of disbelief on the audience’s part is what keeps the gentle fantasy-bubble reality of “They Might Be Giants” intact. After all, a little make-believe and dress-up are what movies are all about, right?
Where to Watch
“They Might Be Giants” is currently not available as part of any streaming service lineup that I could find (damn you, Moriarty!), though it is available for digital purchase via Amazon Prime, iTunes, YouTube Premium and a few others. The movie is also available on physical media from Amazon, with the aforementioned Kino Lorber Blu-Ray. However, even at 91 minutes, the Kino-Lorber version still runs seven minutes under the original 1971 theatrical release. Here’s hoping the full 98 minute version is found and restored someday…?


Great piece on one of my favourite films. I love this one so much. I love its focus on the damaged, the forgotten, the overlooked, the lonely and the quirky amongst us. The score by John Barry is gorgeous. That final shot haunts and moves me in equal measure. I agree with you about Jack’s performance in the monologue sequence.
I think this would have made a great 70’s TV series. Each week Mildred could have kept trying to treat Justin and get through to him, while he as Holmes gains a reputation and gets clients coming to him to ask for help.
So glad to find another person out there who even remembers this (sadly) forgotten gem.
And yes, I could see this as a 1970s sitcom, with the psychiatrist and her patient solving cases every week…