Terrence Malick’s “Badlands” (1973)

The following is excerpted from “Crimes of Passion”, Part 1 of our Terrence Malick video essay series

Notable Festivals: New York Film Festival

Inducted into the National Film Registry: 1993

Inducted into the Criterion Collection: 2013

I would apologize in advance if these writings tend to get a little flowery or indulgent, but frankly, I’m not sorry.  Of all the filmmakers to make their distinct mark on the art form, director Terrence Malick is my personal favorite– I’m no doubt going to find a lot to say about him and his work, and I’m damn well going to have fun while I do it.  My first brush with Malick’s films came later than most, about a year or two after graduating from college.  I was a big fan of director David Gordon Green at the time (particularly his first four features), and my exploration of those films led me to discover that Green regarded Malick as a chief influence on his style.  Indeed, Green’s debt to Malick was so great that Malick had taken him on as something of a protege, serving as an executive producer on Green’s third feature, UNDERTOW (2004).  Upon learning this, I embarked on what you might argue was a supremely early and bare-bones version of the process I would later adopt for The Directors Series; I maxed out my Netflix DVD queue with all of his films (which only numbered four by that point) and binged them in chronological order.  I don’t think I’d ever fallen for the style of a filmmaker so quickly and completely as I did for Malick– like Paul Thomas Anderson had done for me when I began college, Malick opened my eyes once again to the infinite possibilities of cinematic storytelling.  

The terms we use to describe cinema allude to its nature as a visual art form: movies; motion pictures; films. The bulk of the medium’s first three decades of existence were almost exclusively visual, until 1927’s THE JAZZ SINGER popularized the practice of syncing picture to pre-recorded sound.  The image, therefore, is the most fundamental and most pure aspect of cinema; the most basic building block.  The manner in which these various building blocks are arranged naturally determines the shape of story, but it also reveals the shape of the builder.  Some builders are content to arrange their blocks as others have done, following pre-established blueprints that guarantee structural integrity and a coherent form.  Other builders, however, arrange their blocks in new shapes entirely, challenging our fundamental assumptions about cinematic storytelling.  Many directors use their work to break new ground in visual language, but very few have dedicated the entirety of their life and career to it like Terrence Malick has.  Since his debut with 1973’s BADLANDS, Malick has consistently pushed the boundaries of narrative storytelling and structure, elevating his work from the realm of entertainment to that of poetry.  If cinema can be thought of as a visual art dealing in space, time, and motion, then there’s a case to be made that Malick is its purest practitioner — a priest who sermonizes through film and sees the moviehouse as a kind of cathedral where the faithful can gather for a shared transcendent experience.


Malick looms large in the cinematic psyche for a variety of reasons.  His aesthetic has influenced a variety of pop culture mediums like music videos and commercials, and prominent contemporary filmmakers like Christopher Nolan cite him as a key influence.  One of the most mysterious aspects about Malick is his personal aversion to the spotlight– he’s gained a reputation as an eccentric recluse who values his anonymity to the point that he doesn’t make publicity appearances, give interviews, or even allow his picture to be taken on set.  He’s relaxed this position somewhat in recent years, but he’s still fiercely protective of his private life.  There’s also his infamous disappearance from the industry altogether, with a twenty-year gap in the middle of his career where nobody can fully account for his whereabouts or actions.  Simply put, Malick endures because he has cultivated a myth about himself that’s larger than life.  The same can be said of his work, which deals in the language of American mythmaking, folklore, and spirituality.  The late Roger Ebert was a champion of his work– his final review was a rapturous, beautifully-written response to Malick’s TO THE WONDER (2012), a film that many other critics derided upon its release.  Ebert considered Malick’s work to have a single, unifying theme: “Human lives diminish between the overarching majesty of the world” (2).  To put it another way, Malick’s work posits that our human dramas are rendered insignificant by the radiant beauty of the natural world.  Yet, being creations of that world ourselves, we are inherently connected to it in a spiritual sense and made beautiful by association.  

This sentiment echoes throughout Malick’s (to-date) nine films, his sensitivity to the poetry of life imprinting his work with an emotional intellect and strong philosophical overtones.  With each subsequent work, he seeks to refine and perfect a special harmony between picture and sound– even as it ignores long-established storytelling conventions and puts him increasingly at odds with critics and mainstream audiences.  Especially as of late, critics tend to regard Malick’s work as obtuse, pretentious and boring– they charge that he keeps making the same film over and over again.  To a certain extent, they’re correct– the same themes and aesthetic flourishes show up time and time again with a dependable consistency, right down to his use of meditative voiceovers delivered in hushed tones. This shouldn’t be confused with the notion that he keeps remaking the same film, however.  His signature themes– abstract concepts like the natural harmony of the universe, all of humanity belonging to one cosmic soul, transcendence, the eternal conflict between reason and instinct, the clash between the industrial and the agrarian, and the majesty of myth — are so vast and profound that a lifetime’s worth of feature films doesn’t even begin to scratch the surface of a comprehensive exploration.  Malick is well aware he can’t possibly plumb the full depths of such heady concepts in one lifetime, so he fashions his films as ideological way-stations for us to anchor ourselves to while we forge our own expeditions into the Interior Unknown.  His filmography has spawned many imitators in the decades since (this guy, right here), but he nevertheless remains an entirely original, unique, and vital voice in contemporary American filmmaking.  


Malick’s own story begins on November 30th, 1943, in Ottawa, Illinois (3)(4).  The first son of Irene and Emil A. Malick (5)(6), young Terry knew both pain and privilege in his formative years.  The American Dream had been especially kind to Emil, whose own parents had been Assyrian Christian immigrants from Lebanon and what is now modern-day Iran (6)(7)– he found intellectual fulfillment through his work as a geologist, as well as financial fulfillment when he became an executive for an oil company (5)(2).  Terry’s childhood was spent in Bartlesville, Oklahoma as well as Austin, Texas, where he attended St. Stephens Episcopal School (8) and is still reported to reside, at least as of 2011 (91).  The three Malick boys– Terry, and his brothers, Chris and Larry– were raised to excel in academics.  This high-pressure environment had differing effects on the brothers; whereas Terry’s intellectual inclinations propelled him to a summa cum laude AB degree in philosophy from Harvard (9), his musically-gifted younger brother Larry intentionally broke his own hands over the pressure of his music studies.  This episode, and Larry’s apparent suicide shortly thereafter, proved to be a formative experience for Terry, with echoes of the event reverberating through the interior dramas of films like 2011’s THE TREE OF LIFE and 2015’s KNIGHT OF CUPS (10).  During the summers of his college years, Malick put his quiet life of academic privilege on hold in favor of hard manual labor in the great outdoors, doing back-breaking work on oil rigs and driving cement trucks in rail yards.  For his graduate studies, Malick left the US to attend Magdalene College at Oxford as a Rhodes Scholar, but after getting into a disagreement with his thesis advisor over the concept of “world” in the philosophical writings of Kierkegaard, Heidegger and Wittgenstein, he dropped out altogether (7).  Upon his return to the US, Malick taught philosophy at MIT and served as a freelance journalist for Newsweek, The New Yorker, and Life Magazine (11).

All of this is to say that, at the tender young age of 26, Malick had already lived a well-rounded life full of many academic and professional accomplishments, and yet he’d barely scratched the surface of the man he was destined to become.  He would find his true calling in 1969, when he enrolled in the American Film Institute’s inaugural class (alongside future luminaries like David Lynch and Paul Schrader) in pursuit of an MFA degree in filmmaking.  It was here that that he made his first film, a comedy short called LANTON MILLS that featured himself and a young Harry Dean Stanton as Old West cowboys trying to rob a modern bank (12).  Malick’s stint at AFI also proved beneficial in terms of his connections to the industry, marking the beginning of long creative partnerships with students like Jack Fisk and Mike Medavoy, who would go on to become his regular production designer and agent, respectively.  During this fruitful and exploratory time, Malick married his first wife, Jill Jakes, and began working as a screenwriter, doing uncredited passes on Don Siegel’s DIRTY HARRY (1971) and Jack Nicholson’s DRIVE, HE SAID (1971).  Under the pseudonym David Whitney, Malick also wrote the screenplays for POCKET MONEY (1972) and THE GRAVY TRAIN (1974).  When his script, DEADHEAD MILES, was made into a film that Paramount found to be unreleasable, Malick decided to take his fate into his own hands and become a director himself.

By this point, Malick had become something of a protege of director Arthur Penn, most famous for his trailblazing crime classic, BONNIE & CLYDE (1969)(13).  Naturally, BONNIE & CLYDE provided the raw cinematic template for a fictional story that the 27 year-old Malick drew from the real-life murder spree performed by Charles Starkweather and Caril Fugate.  Fascinated by Starkweather’s dark charisma and cool, narcissistic detachment from the magnitude of his crimes, Malick hammered out a screenplay during a road trip about two young lovers on the run.  The more he wrote, the less his story became about the sensationalistic crimes of Starkweather and Fugate, and more about his childhood in Texas and the particular way he internalized the majesty of the natural world.  Giving his project the title BADLANDS, Malick set about putting the pieces in motion to make his first feature film.  This being an independent film, the process of financing the picture was the most difficult, and most urgent, aspect to be dealt with.  Towards that end, Malick put in $25,000 of his own savings, and raised an additional $125k by pitching wealthy doctors and dentists.  Around this time, he also met Edward Pressman, an aspiring producer who had recently inherited a successful toy company.  Pressman managed to kick in a matching contribution, providing Malick with a combined $300k in funding to start shooting his first feature film.

Taking its title from the eponymous national park in South Dakota, BADLANDS begins in the tiny rural town of Dupree sometime in the late 1950’s.  The story is told from the perspective of a naive and virginal teenage girl named Holly, played by Sissy Spacek in one of her first film roles.  Through her disaffected voiceover, Holly gives us a relatively banal overview of her world, sharing details about her beloved dog, the dollhouse-like Victorian home she shares with her stern and overbearing father (played by Warren Oates), and even her baton-twirling routine.  Malick meticulously set up this dreamy world of suburban nostalgia and childlike wonder, only to smash it all to bits with the introduction of an aimless 25 year-old trashman named Kit.  Played by Martin Sheen in his breakout performance after toiling away for years as an obscure journeyman actor on television, Kit is detached, aloof, and emotionally distant to the point of sociopathy.  He fancies himself a small-town James Dean– only, without the talent or the ambition.  After losing his job as a trashman, Kit finds temporary work as a ranch hand and fills his spare time by pursuing a romantic relationship with Holly.  Naturally, this comes as a contentious development for Holly’s possessive father, who expresses his displeasure by shooting Holly’s dog.  When his pleas to the father’s sentimental side wither on the vine, Kit decides that the only way he and Holly can be together is to remove the father altogether.  He does just that, shooting him dead in cold blood and setting his quaint Victorian house ablaze before driving off into the night to start a new life with Holly.  Drunk on the ambrosia of first love and blinded to the implications of their murderous actions by their youthful innocence, Kit and Holly slowly make their way westward– learning to live off the grid and racking up an alarming body count in an increasingly desperate bid to cover their tracks.  As they venture deeper into the wild American frontier, Kit and Holly realize that their passionate love affair is going to be short-lived, and that their day of reckoning is coming up fast on on the horizon.  

The triumvirate of Sheen, Spacek, and Oates anchors BADLANDS as a character-focused chamber piece despite the sprawling backdrop of open road and endless sky.  Other supporting actors come and go as needed, filling out their world with interesting shades of regional color.  Indeed, Malick’s tendency to let his camera drift from his lead actors towards the fascinating facial landscapes of his extras begins here, with shots that linger on the weathered, corn-fed faces of America’s heartland and counteract the polished Hollywood beauty of the two leads.  In a way, the cameos of BADLANDS are more interesting than the performances of its supporting players– at least in retrospect.  An inconsequential shot of two young boys playing in the street under a lamppost becomes much more compelling when we learn that those two boys are none other than Martin’s sons, Charlie Sheen and Emilio Estevez, making what one could argue is their film debut.  The most compelling cameo of all is the one belonging to Malick himself.  For decades, the only public recording of Malick’s image or voice was as a 27 year-old briefly appearing here as an architect making a house call to a rich man that Kit and Holly are holding captive.  The move was made out of necessity, when the actor scheduled to play the role never made it to set and Malick had to step in.  His brief appearance in BADLANDS is arguably one of the most dissected and analyzed cameos in cinema history, done in the hopes that the slightest of verbal quirks or physical mannerisms might hold some profound revelations about one of the art form’s most enigmatic personas.

Critics and audiences alike have come to regard Malick as an artist with a divine eye when it comes to cinematography, able to consistently capture some of the most beautiful images ever committed to film.  BADLANDS begins this aspect of his reputation in earnest, adopting a sumptuous and majestic visual style in spite of its limited funds and scrappy production resources.  Indeed, the production history of BADLANDS is famously troubled, with no less than three cinematographers to its credit and a plethora of non-union crew members abandoning the film mid-shoot.  In deciding to produce on top of directing, Malick quickly thrust himself into the logistical chaos of making an independent feature film– David Handelman’s article for California Magazine, titled “Absence Of Malick”, details a rocky shoot in which the first-time director forfeited his own salary, asked his cast and crew to work for peanuts, and couldn’t even guarantee his investors that the film would be completed or distributed (1).  On top of that, Malick’s creative energies were constantly divided by insurance costs, equipment damage, an increasingly-rebellious crew, and, apparently, angry landowners brandishing shotguns (1).  His relative inexperience, combined with his total conviction in his artistic vision, drove a revolving door of cinematographers that began with Brian Probyn, who reportedly felt that Malick’s approach to coverage was incoherent and refused to shoot the film as his director desired (1).  The second cinematographer, Tak Fujimoto, was eventually replaced by a third, Stevan Larner, before production ultimately wrapped.  By virtue of shooting in unauthorized locations with very little money, Malick would later joke to the press that the process of shooting left him feeling like he too was on the run, just like his protagonists.  Handelman’s article goes on to note that, by the last two weeks of principal photography, all that remained of Malick’s crew were him, his wife, his art director and friend from AFI, Jack Fisk, and a local high school student (1).  

Considering the film’s ridiculously troubled production history, it’s a minor miracle that the final product is virtually seamless, unified under an utterly unique vision that Malick could perhaps only articulate in the editing room.  Shot on 35mm film in the 1.85:1 aspect ratio, BADLANDS adopts an observational style of cinematography, opting for relatively simple setups that aim to capture the rugged beauty of the natural world.  Malick’s preference for natural light optimizes this approach, often filming his scenes during the golden glow of magic hour or the dim sheen of twilight just afterward.  Indeed, Malick’s propensity for shooting at sunset is one of the most visible aspects of his visual aesthetic, influencing countless waves of other filmmakers to embrace the radiant beauty it can bestow on a scene.  Malick’s wider filmography has gone on to capture and dissect the fleeting impermanence of life and the natural world, finding a transcendent beauty in the cycles of day and night; of life, death, and rebirth.  He’s gained a reputation for letting his camera drift away from his actors mid-take to shoot something as seemingly innocuous as a butterfly landing on a flower.  Critics tend to deride this behavior as either an act of distraction or affected pretentiousness, but in the context of Malick’s larger body of work, it becomes clear that this is an act of searching and exploration; he’s not trying to different or artsy for his own sake, but rather, he’s inviting us to see the world as he does.  In this light, Malick’s frequent use of magic hour photography isn’t just an attempt to beautify his images on a surface level– it’s an earnest attempt to capture the quiet insights into our interconnectedness via the scattering of dying photons.  These images are pretty to look at, yes– but they are made so by virtue of their fragile ephemerality.   

In a filmography defined by its radical experimentalism, BADLANDS is quite easily Malick’s most “conventional” work.  He stages his scenes as the complete, self-contained building blocks of story that they are, arranging them in chronological order.  Through Malick’s technical execution, we can get a sense of what kind of filmmaker the budding auteur originally thought he might be.  His use of clean dolly moves and majestic crane shots suggest an early inclination towards old-school Hollywood studio filmmaking, while his jarring incorporation of handheld camerawork during intense sequences — like Kit dousing Holly’s house with gasoline or the police’s armed siege on their treehouse camp — also evidences a director influenced by the bold reinvention of visual language in midcentury international and independent cinema.  Malick’s handling of a climactic shootout and car chase displays the same aptitude towards action that he brought to the screenplay for DIRTY HARRY while offering a glimpse into a tantalizing alternate universe where he chose to pursue audience-pleasing genre pictures instead of navel-gazing philosophical epics.  

It’s in the editing of BADLANDS that the conceits we’ve come to regard as Malick’s stylistic signatures make themselves first known.  Robert Estrin holds the corresponding editing credit for BADLANDS, but his cut was summarily rejected by Malick relatively early in the process– most likely when the filmmaker ran out of cash and had to fund the film’s finishing by taking on rewrite jobs for screenplays (1)(15).  The cut that was eventually released to the world would be performed instead by an uncredited editor named Billy Weber, who has since gone on to cut all of Malick’s subsequent films (15).  Whether by design or complete accident, the unique, lyrical nature of BADLANDS’ editing would nonetheless form the foundation of Malick’s artistic aesthetic.  His use of introspective and, at times, philosophically-rambling voiceover has become ubiquitous across his body of work– and a frequent target of derision by spiteful critics.  BADLANDS establishes the basic template of the Malick voiceover device, which runs counter to the convention’s usual deployment as an agent of narration or exposition by expressing the protagonist’s unconscious monologue in broad, abstract ideas that speak to the shared experience of humanity at large.  Malick’s first iteration of this unconventional technique is, like his technical execution, decidedly more conventional than the rest of his filmography, adopting Holly’s perspective to tell the story of her ill-fated romance with Kit.  Her voiceover plays like a disaffected, somewhat-bored reading of a teenage girl’s diary, subverting the brutality of Kit’s murderous actions on-screen with a gauzy, dreamlike quality that places the audience at several degrees of remove from the immediacy of their journey.  

Indeed, BADLANDS often feels less like a lurid crime romance and more like a mythic storybook, or a fairy tale — a vibe cultivated primarily by Holly’s voiceover but also by Malick’s frequent use of atmosphere-generating cutaways and Fisk’s minimal, yet timeless, approach to the production design’s period elements (14).  Malick’s particular use of music, another major component of his artistic aesthetic, also reinforces the fairy-tale tone of BADLANDS.  While George Alison Tipton holds the film’s credit for music, BADLANDS’ most notable music cue belongs to Carl Off, whose “Gassenhauer” from Musica Poetica becomes the film’s de facto theme.  The piece, initially introduced to Malick by fellow director Irvin Kirshner, is characterized by a suite of xylophones, timpanis and recorders that convey a playful, innocent tone.  Kirshner prized the song because of its original purpose as a musical education device for children– indeed, the particular recording that BADLANDS uses in the edit is actually performed by children, sublimely complementing the air of childlike innocence Malick strives to create.  The track has endured as one of the film’s most iconic qualities, going on to influence later lovers-on-the-run films like Tony Scott’s TRUE ROMANCE (1993) (which features an original score by Hans Zimmer that plays like an inverted imitation of “Gassenhauer”).  BADLANDS’ other musical elements establish the consistent approach Malick would bring to the soundtracks of his later works– his use of choral music during the house burning sequence or the treehouse ambush foreshadows his later incorporation of religious and classical music, while the inclusion of a Nat King Cole song establishes a taste for contemporary pop music that’s been explored most recently and extensively in films like KNIGHT OF CUPS and SONG TO SONG (2016).

What’s perhaps most remarkable about BADLANDS is the impression that Malick’s debut announces the arrival of a fully-formed talent.  Whereas many successful directors sculpt their artistic identity through the process of making their early works, Malick’s breadth of life experience and relatively narrow range of philosophical fascinations imbues BADLANDS with a self-actualized confidence that establishes the key thematic fascinations that inform nearly all of the director’s subsequent films.  The film’s plot might resemble a dime store romance, but Malick filters the story through heady, sophisticated themes like instinct versus reason, the loss of innocence, and the failing of language against the luminosity of the natural world.  Teenage romance is an interesting avenue for Malick to begin his cinematic exploration of the interior conflict between instinct and reason, precisely because teenagers often confuse instinct and reason into one muddled, hormone-fueled mess.  This is certainly the case in BADLANDS, with the protagonists following their instincts to their ill-fated ends without any regard for logic or rational thought.  Indeed, in their minds, they’re the only sane ones in a world gone mad; the only thing that seems reasonable is the fiery, unpredictable passion that drives them.  In this regard, Kit and Holly are outliers in the pantheon of Malick protagonists– they have the gift of conviction about themselves and the righteousness of their efforts.  Aside from her accompanying voiceover throughout, Holly’s gradual awakening to the seriousness of their crimes is the major clue pointing to her position as BADLANDS’ true protagonist (despite Sheen’s top billing).  Her literal loss of innocence poses a poignant counterpoint to Malick’s delicately-crafted storybook tone– her sexual relationship with Kit becomes akin to eating the fruit from The Tree Of Knowledge, and as punishment she must be cast from the Garden of her youth and naïveté.  

Malick’s explorations of these interior conflicts are effortlessly juxtaposed against the exterior world, and often lean into the spiritual connotations of nature and creation.  Indeed, his films treat nature as something of a cathedral, where one can experience spiritual and emotional transcendence.  Malick’s characters are imperfect figures in a perfect world; walking contradictions that are at once both ants insignificant comparative to the endless scale of the universe as well as individual vessels of godliness plugged directly into one cosmic soul.  In this light, the numerous cutaway shots that critics deride as the trivial, unfocused wanderings of a restless eye instead become profound earthly metaphors for his characters’ interior states and the natural rhythms of the world that surrounds them.  In BADLANDS, Malick hints at Man’s destruction of Paradise– a conceit that informs all his films– with cutaways that introduce decay and corruption into the beauty of the natural world.  A fish lies in the grass, desperately drowning in the open air; Kit steps onto a dead cow for no reason but his own disaffected amusement; wildlife fruitlessly scours the desolate prairie for life-sustaining nourishment.  No words are necessary for Malick to convey these ideas– his eye for impromptu composition, flair for harnessing the sublime power of natural light, and willingness to follow his inspiration at the expense of all else empowers him with an almost supernatural ability to convey profoundly abstract existential ideas through entirely visual means.  

It’s evident for all to see now that BADLANDS heralded the arrival of a major new talent in American cinema, but it hasn’t always been that way– indeed, the road to classic status was long and riddled with potholes.  BADLANDS debuted at the New York Film Festival alongside fellow director Martin Scorsese’s breakout picture, MEAN STREETS, but even its selection for the prestigious festival was fraught with peril.  Anecdotes recount a catastrophic preview screening for the festival board where the picture was out of focus and the sound mix was unclear; even the print itself reportedly broke down (1).  Despite this series of outright disasters, they still couldn’t deny the visceral power of Malick’s fresh new voice, and gave BADLANDS the prestigious closing night programming slot.  Based off the rave reviews from festival critics, Warner Brothers swooped in and paid just under a million dollars for the distribution rights (1).  This, perhaps, was likely the worst thing that could’ve happened to BADLANDS at the time.  The studio knew they liked the film, but it appears they didn’t know what to do with it.  Leaning heavily into a scheme that that marketed the film as a pulpy genre picture (which it most decidedly was not), Warner Brothers released BADLANDS as part of a double bill with Mel Brooks’ BLAZING SADDLES.  The general release critics didn’t share the same view of Malick’s first feature as the festival critics did, and BADLANDS subsequently languished in box office oblivion.  Determined to prove that the film could indeed perform, Pressman and his team programmed a second release, booking BADLANDS into small regional theaters on its own (15).  Pressman’s risky gambit proved inspired, with audiences finally catching on to BADLANDS’ brilliance.  As Malick’s filmography has grown, BADLANDS has only become more enshrined as a cinematic classic, as well as an iconic work in the New Hollywood wave of filmmaking that elevated such contemporaries as Scorsese, Francis Ford Coppola, and Steven Spielberg to prominence.  BADLANDS’ mark on American culture was etched in stone when the Library of Congress selected the film for a spot in the National Film Registry in 1993– its first year of eligibility.  Over forty years after its release, the power of BADLANDS endures, beckoning audiences again and again with a dreamy, golden-tinged nostalgia for an America that never really existed– except maybe in our own delusions.

BADLANDS is currently available on high definition Blu Ray via The Criterion Collection.


Produced by: Terrence Malick, Edward Pressman

Written by: Terrence Malick

Director of Photography: Brian Probyn, Tak Fujimoto, Stevan Larner

Art Direction by: Jack Fisk

Editing by: Robert Estrin, Billy Weber

Music by: George Aliceson Tipton