“Lady Beware”: A Flawed, Feminist Look at Erotic Fantasy

By Brian Skutle

The reasons I watched Karen Arthur’s “Lady Beware” (1987) in 1997 were not the reasons that I do now. I had just developed a crush on Diane Lane after “Murder at 1600” (1997), and this erotic thriller was one of the films that fed that- in some ways, for part of the reasons why Arthur would come to disown the film. Over the years, the value of this film for me has shifted into how it provides not just a showcase for Lane in a deceptively simple narrative, but how- despite its flaws- it explores a woman’s psyche when she’s pushed to the limits by a man who just wants her to feed his own fantasies, and how she turns the tables on him.

Arthur had been working to make the film since the 1970s, but she was unable to get anyone to finance it. No doubt, being able to cast Lane in 1986- one of the members of the “Brat Pack” that included Tom Cruise, Emilio Estevez, Demi Moore and others, and who was coming off of films by Francis Ford Coppola (“The Outsiders” (1983), “The Cotton Club” (1984)) and Walter Hill (“Streets of Fire” (1984))- was a big part of being able to get it made. The timing put it at a moment where erotic cinema was getting hot, so to speak, with films like “9 1/2 Weeks” (1986) and “Body Double” (1984) making names for themselves, and home video making the market for them stronger. How did “Lady Beware,” which came out in 1987 a month before “Fatal Attraction” (1987), not ride the wave for success, even on video? If I had to venture a guess, it’s because, even with producer interference, what Arthur and Lane were after was less gratuitously titillating than what audiences wanted. As I rewatched it for this piece, “Lady Beware” isn’t looking to arouse you; it’s intended to make you squirm as Lane’s Katya Yarno is put through the wringer by Jack (Michael Woods), a pervert whose obsession with Katya threatens her both psychologically and physically.

Katya (Diane Lane) and Jack (Michael Woods) in “Lady Beware”

Katya is a window dresser who, when we first meet her, is hired by a department store owner to bring some fresh blood to the downtown Pittsburgh store. Her first window is a scene with a woman, late at night- in a slip- bent over looking to get something from the refrigerator; whipped cream is dripping down her leg, and a man is looking on, his pants unbuttoned. Very risque for the conservative owners of the store, but the publicity, and sales, don’t lie- Katya is someone who makes them money. When we see her at home, she gets into a bath with wine, and her fantasies lead her to her next window- that fantasy involves one of her mannequins coming to life in a sauna setting in the film’s primary moment of eroticism and sensuality. People are taking notice of her work; one of them is Mac (Cotter Smith), a reporter who becomes her romantic interest, and another is Jack (Michael Woods), a lab technician whose office is across the street. We see Jack follow her home, read her mail, call her, and even break into her loft apartment. With every subsequent move, Katya comes more undone. Few characters I’ve seen are as seedy and insidious as Jack is.

Jack and Mac (Cotter Smith)

“Lady Beware” is very much a product of its time, and budgetary limitations- one of the supporting characters, Lionel, is as cliched a gay character as the 1980’s produced, and the score by Craig Safan (though a very good one), the cinematography by Tom Neuwirth and the production design by Gayle Wurthner have the look and feel of a made-for-TV movie, rather than a theatrical film. That’s not what led Arthur to nearly take her name off the film, though (she decided not to in solidarity with her actors, whom were unable to do so). That came after the film was re-edited by the releasing studio to include more nudity by Lane (which is pretty obvious, when you watch it now); the re-edit also minimized Smith’s character, and eliminated every scene involving Viveca Lindfors (Aunt Bedelia in “Creepshow” (1982)); these scenes were evidently integral to the plot, and their omission made the film “more confusing.” I’m not sure if the film is confusing, but the lack of Smith’s character in the second half is noticed, although I’m not sure if it’s a bad thing for the film- it puts the focus on Katya, and makes her show of strength even more impactful as the film heads for its conclusion.

Katya creating one of her windows.

From the first moment we see Woods’s Jack, we automatically recoil, and peg him as a predator who’s out to harm Katya. He’s got a respectable job, but the first time we see him there, a patient in for an X-ray (of her inner thigh region) complains about pain; he says, “it’ll be just a bit longer,” and goes to the window and checks out Katya’s window- he has no issues with seeing women in pain. He’s also married with a daughter, but what we see is not a happy home life; during one of his harassing phone calls to Katya, he has his infant daughter in the room with him. As the film goes on, and his behavior gets more and more invasive, it impacts the windows she designs. That’s actually a smart, albeit straightforward, way to let us into Katya’s psyche, and it takes some of the pressure off of Lane, who was still early in being able to let us into the inner thoughts of her characters, something she would grow into being able to do effortlessly in roles such as her Oscar-nominated performance in Adrian Lyne’s “Unfaithful” (2002) and “A Walk in the Clouds” (1999). Lane is still a bit raw as an actress in this film, but she’s able to show enough of Katya’s emotional journey to where we believe every turn the character makes.

Katya starting to get her moxi back.

I’d be very curious to see how this film plays with people now. Unfortunately, it’s not readily available, unless you buy a DVD-R of the film I happened to find last year, or a VHS on eBay or Amazon, or want to watch a rough upload on YouTube. The film is rated R, but save for one scene it’s not really for nudity or sexuality, and doesn’t have a lot of language, either; what earns it the R is the psychological impact Jack’s harassment has on Katya, which leads her to further isolate herself when it impacts her ability to work. (There’s not a lot of physical violence in the film; it’s more the threat of violence.) “Fatal Attraction” famously underwent reshoots to give its film a “female empowerment” ending that left audiences cheering, but the way Arthur and Lane build to theirs naturally I think is more worthy of applause. You can see as, gradually, Jack buries himself into Katya’s mind, stripping her of her agency; you can also see her start to take it back, and finally, turn the tables in a way that pays off a lot of things along the way, including how he inspires her windows. No amount of re-edits- apart from making the film unwatchable- can strip this film of the ideas that Arthur wanted to convey throughout this film. Those ideas make “Lady Beware” a more interesting watch 35 years later than some of the films whose profiles were bigger at the time, but whose pleasures were always more explicit, and what sold their films to audiences. Things that Arthur wanted to avoid here, and- for the most part- does…except for when the studio forced it on her film.

Read Brian’s review of “Lady Beware”at Sonic Cinema here.
Read about the behind-the-scenes of “Lady Beware” here.

Leave a Reply

Fill in your details below or click an icon to log in:

WordPress.com Logo

You are commenting using your WordPress.com account. Log Out /  Change )

Twitter picture

You are commenting using your Twitter account. Log Out /  Change )

Facebook photo

You are commenting using your Facebook account. Log Out /  Change )

Connecting to %s