Honey Don’t!, a neo-noir dark comedy starring Margaret Qualley, is the second installment of Ethan Coen and Tricia Cooke’s lesbian B-movie trilogy.

Honey O’Donahue (Qualley) is a small-town private investigator drawn into a series of strange deaths connected to the enigmatic Four-Way Temple, led by the charismatic Pastor Drew Devlin (Chris Evans).

Before diving into the film, we need to have a chat. I did not walk into Monday night’s screening expecting to have a discussion about why Ethan Coen and Tricia Cooke get the Pharisees wrong—but here we are. It’s already exhausting having this discussion on social media. In the film, Reverend Drew likens the Pharisees to macaroni while also describing them as “high money.” I’m not sure how many times this needs repeating: the Pharisees were one of four primary Jewish groups during much of the Second Temple Era. As Chabad.org explains:

“The Pharisees, known as Perushim, or Chaverim, consisted of the sages and the vast majority of the Jewish people who were loyal to the Torah and followed the sages. This group was called Perushim, which means separate, because they were careful not to come in contact with people who may not have been ritually pure.”

The other three sects were the Sadducees, Amei Haaretz, and Essenes. Chabad offers some additional reading about the factions of the era. Modern Rabbinic Judaism, a misnomer since Judaism cannot exist without rabbis, would not exist without the Pharisees. The more you know!

All of that aside, there’s a lot to admire in what Coen and Cooke are doing with the noir genre. Honey Don’t! blends a classic private-eye story with a murder mystery infused with seduction, lies, and stylized action. It’s a story that could never have been written by the likes of Dashiell Hammett, Raymond Chandler, or James M. Cain—partly because of the lesbian storyline, and partly because Joseph Breen and the Production Code Administration would have never allowed it.

Robert Altman’s The Long Goodbye and John Huston’s Fat City are clear influences on Honey Don’t!. Bakersfield isn’t the first city that comes to mind for a noir setting, but most of the filming actually took place in Albuquerque, New Mexico. Coen and Cooke even drove around Bakersfield to capture its essence for the opening credits, a sequence inspired by Fat City.

Noir often leans on a femme fatale trope, which Honey Don’t! largely avoids. That said, a butch-femme dynamic emerges with MG (Aubrey Plaza) and Honey. Honey herself is a detective who could have left Bakersfield long ago but chooses to stay to protect her sister, Heidi (Kristen Connolly), and other family members. Both Honey and MG come from abusive families, and their differing responses shape their identities—a thematic thread the film explores intensely, perhaps a bit too much for a sub-90-minute runtime.

Pastor Drew is no typical cleric. The Four-Way Temple operates more like a cult, and what Drew does behind the scenes would likely end most clergy careers. Coen and Cooke approach the character through the lens of hypocrisy, and Chris Evans is pitch-perfect in the Honey Don’t! role.

It must be said that the film owes its title to Carl Perkins’ “Honey Don’t,” first released in 1956 and covered over 20 times—including by The Beatles on Beatles for Sale, with drummer Ringo Starr getting his one-song-per-album chance to sing lead vocals. The version used in the film is Wanda Jackson’s rendition.

Honey Don’t! is a brisk, stylized 90-minute ride that delivers twists, dark humor, and standout performances to keep fans of noir and offbeat B-movies engaged. Margaret Qualley and Chris Evans are compelling, and the film’s lesbian storyline adds a fresh, modern edge to a classic private-eye framework. At the same time, the film feels a little overstuffed for its short runtime, and some narrative choices—including certain historical missteps—can be distracting. It’s an okay film that hits more than it misses, even if it doesn’t fully stick the landing.

DIRECTOR: Ethan Coen
SCREENWRITERS: Ethan Coen & Tricia Cooke
CAST: Margaret Qualley, Aubrey Plaza, and Chris Evans, Charlie Day, Billy Eichner, Lera Abova, Talia Ryder, Kristen Connolly, Gabby Beans, Josh Pafchek, Jacnier, Kale Brown, Lena Hall, Don Swayze

Focus Features will release Honey Don’t! in theaters on August 22, 2025. Grade: 3/5

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