Director: Paul Thomas Anderson
Writter: Joanne Sellar
Tom Plays: Frank T.J. Mackey
Status: ON DVD


An epic mosaic of several interrelated characters in search of happiness, forgiveness, and meaning in the San Fernando Valley.


Photos | Trailer


Continuity: Two lights on the back of the ambulance are on and off in consecutive shots.

Crew or equipment visible: Shadow moving on the wall behind Frank Mackey as he sits down beside Earl’s deathbed.

Continuity: As Officer Jim drives in his patrol car, he has the windshield wipers on full blast because he can’t see through the downpour. As the camera angle changes and we view the oncoming traffic, the oncoming vehicle’s windshield wipers are not moving and the downpour seems no more than a mist.

Incorrectly regarded as goofs: In the beginning sequence involving the scuba diver in the tree, specifically when they are in the casino and the pilot says “All I need is a two.” The dealer (scuba diver) lays down an eight of diamonds, but it is the only card in front of the pilot. In this style of blackjack, the player holds the first two cards in his hand.

Incorrectly regarded as goofs: Water seen through restaurant window behind Claudia, after rainstorm stops. Apparently a waterfall in the courtyard.

Factual errors: When Linda Partridge is first placed in the ambulance, the EMT crew is not providing ventilations for her after stating that she has six respirations per minute (norm is 12-20). This would be priority and the crew should have been using an Ambu on scene. Such equipment is not seen until later.

Incorrectly regarded as goofs: WDKK is not a (geographically misplaced) TV station, but the abbreviation of the program, “What Do Kids Know?”

Crew or equipment visible: Approximately 13 minutes into the film, Officer Jim Kurring is wearing sunglasses while driving that reflect the camera mounted on the hood.

Incorrectly regarded as goofs: The movie takes place when it is cold outside (we can see this from the clothes that the characters wear and from the visible exhaust from cars), yet the Partridge’s pool is uncovered when the frogs fall. Assuming the pool is heated, this wastes energy, but is not impossible in a climate where the temperature does not approach freezing.

Revealing mistakes: The narrator tells us that Sydney Barringer was killed instantly when shot by his mother, but he braces for the impact with the safety net at the end of his fall.

Continuity: When Linda Partridge is swallowing pills in her car, it’s raining outside. A few minutes later, when she’s passed out, the car is bone dry.

Continuity: When Linda Partridge drives her car into the garage, the floor is already wet.

Incorrectly regarded as goofs: Much of the prolog, while appearing to be fact, is either fiction, urban legend, or severely altered fact. But then, the movie is fiction.

Continuity: In the “Wise Up” sequence, Claudia is dressed for her date, she’s wearing black and her hair is up. When she opens the door to Jim, she’s wearing red, her hair is down. On the way to the car, she is again wearing black etc, and at the restaurant she is back wearing red.

Continuity: As Jim Kurring is driving in his patrol car, it is raining heavily, but as he makes his U-turn, the road is not only dry, but there is no rain.

Continuity: The view from the inside of the Barringer’s apartment shows Sydney Barringer falling and being shot in the stomach as he passes by the window. However, the same incident viewed from the outside clearly shows Sydney falling with his feet oriented directly toward the apartment window as he passes it on the way down.

Errors made by characters (possibly deliberate errors by the filmmakers): Neil Flynn is credited as Stanley Berry, but in the film, Flynn is seen when the narrator says, “Daniel Hill.”

  • Revealing mistakes: When Claudia brews a pot of coffee for herself and Officer Jim Kurring, she clearly holds the pot with two hands, one hand being on the glass and one hand on the handle. She would have burned her hand.

    Continuity: When Officer Kurring is leaving the station and walking to his cruiser in the beginning, he is carrying a shotgun. In the next shot as he steps into the cruiser, in the same hand he is holding a night stick and a flashlight, and no shotgun.

    Miscellaneous: During the weather transition about 2 hours and 22 minutes into the movie where “Rain Clearing, Breezy Overnight” is shown, The stoplights change from red, to yellow, to green. You can tell that the film was reversed in this scene, because stoplights change from green to yellow, and then red, not the other way around.

    Continuity: The first time we get to see the adult team on “What Do Kids Know”, Luis is in the middle and Todd is on the left. In the rest of the movie Todd is in the middle and Luis is on the left.

  • Quotes

    [singing along to Aimee Mann’s “Wise Up”] Claudia Wilson Gator: It’s not / What you thought / When you first began it / You got / What you want / Now you can hardly stand it though / By now you know / It’s not going to stop
    Jim Kurring: It’s not going to stop / It’s not going to stop / ‘Til you wise up
    Jimmy Gator: You’re sure / There’s a cure / And you have finally found it
    Quiz Kid Donnie Smith: You think / One drink / Will shrink you ’til you’re underground / And living down / But it’s not going to stop
    Phil Parma: It’s not going to stop
    Earl Partridge: It’s not going to stop / ‘Til you wise up
    Linda Partridge: Prepare a list for what you need / Before you sign away the deed / ‘Cause it’s not going to stop
    Frank T.J. Mackey: It’s not going to stop / It’s not going to stop / ‘Til you wise up / No, it’s not going to stop / ‘Til you wise up / No, it’s not going to stop
    Stanley Spector: So just… give up

    Frank T.J. Mackey: I will drop-kick those fuckin’ dogs if they come near me.

    Frank T.J. Mackey: Respect the cock… and tame the cunt. Tame it.

    Frank T.J. Mackey: In this life, it’s not what you hope for, it’s not what you deserve – it’s what you take!

    Frank T.J. Mackey: [Frank is speaking to followers at his seminar] Men are shit. What? Men… are… *shit*. What, isn’t that what they say? Because we do bad things, don’t we? We do horrible, heineous, *heinous*, terrible things. Things that no woman would ever do. No, women, they don’t lie. No, women don’t cheat. Women don’t *manipulate* us. But you see what I’m getting at. You see what society does? Little boys, it’s, “Wow, womaaaan!” We are taught to apologize. I am sorry. I am so sorry, baby. I am so sorry. What is it that we need? Is it their pussies? Their love? Mommy wouldn’t let me play soccer… and Daddy, he hit me, so that’s who I am, that’s why I do what I do? Fucking bullshit. I will not apologize for who I am. I will not apologize for what I need. I will not apologize for what I *want*!

    Frank T.J. Mackey: Denise. Denise the piece.

    Frank T.J. Mackey: Do you think they’re your friends? They’re not your friends. Do you really think she’ll be there when things go bad? Huh? When things go wrong? You think again. Fucking Denise. Denise the piece. Oh, you’re gonna give me that cherry pie sweet mama baby.

    Frank T.J. Mackey: I will not apologize for who I am.

    Frank T.J. Mackey: I’ll tell you what I want you to do, Janet! I want you to do your fucking job!

    Frank T.J. Mackey: Don’t die, you fucking asshole, don’t die. Don’t die, you
    [shouts] Frank T.J. Mackey: fucking asshole!


    Paul Thomas Anderson wrote the bulk of the script during two weeks he spent at William H. Macy’s Vermont cabin – afraid to go outside because he’d seen a snake.

    Aimee Mann’s music inspired Paul Thomas Anderson to write the script and at least one lyric (and possibly more) from an Aimee Mann song was lifted and used as dialogue. In the song “Deathly” the lyric goes: “Now that I’ve met you / Would you object to / Never seeing / Each other again”. In the film, Melora Walters’s character says “Now that I’ve met you, would you object to never seeing me again?”

    Paul Thomas Anderson edited the film himself.

    Director/Writer Paul Thomas Anderson also designed the poster and cut the trailers for the film.

    Claudia was the first character created, and the other characters were branched off from her.

    Musician Fiona Apple contributed some music to the film and is also responsible for many of the paintings seen throughout.

    During the game show scene, a lot of talk is about a movie audition, with Alan Thicke and Corey Haim, about destroying a high school. This refers to the actual film Demolition High.

    Henry Gibson’s character is named Thurston Howell, which was Jim Backus’ character’s name on Gilligan’s Island.

    In the film, the main cast sings along to Aimee Mann’s “Wise Up”, which was used in the film Jerry Maguire, also starring Tom Cruise.

    One of Stanley Spector’s books on the table in the library is “Learned Pigs and Fireproof Women” written by Ricky Jay, who narrates and stars in the film.

    Claudia Wilson Gator snorts cocaine off of a CD jewel case. The CD is “I’m With Stupid” by Aimee Mann, who wrote and performed several songs for the film.

    Director Paul Thomas Anderson is the son of former ABC-TV announcer Ernie Anderson, who started his career as a Cleveland late-night monster-movie host named “Ghoulardi”. Paul Thomas Anderson’s production company is called Ghoulardi Pictures. One running Ghoulardi gag was to make fun of Parma, Ohio, a Cleveland suburb known for its Polish population. Philip Seymour Hoffman’s character is named Phil Parma. One of Ghoulardi’s catch phrases was “Stay sick!” When Donnie Smith (William H. Macy) remarks to Thurston Howell (‘Henry Gibson’ ) that he is sick, Thurston replies, “Stay that way.”

    Director Cameo: [Paul Thomas Anderson] Anderson is seen immediately after the start of the show “What Do Kids Know?” confiscating from a member of the audience an “Exodus 8:2” sign.

    The trailer for the movie features shots filmed especially for it, featuring each character, in a specific location from the film in which they where prominently featured, looking directly at the camera and saying their name. They are (in order): Stanler Spector in the library, Jimmy Gator on his show’s set, Donnie Smith in a dentist’s chair, Earl Partridge in his death bed, Frank “TJ” Mackey in the interview chair, Linda Partridge in her car in the rain, Phil Parma at Earl’s front door, Rose Gator in her car at an intersection, Claudia Wilson Gator at the restaurant, Jim Kurring at the police station, and a frog sitting on the green light of a traffic light with a magnolia flower rising and blocking it out. Ricky Jay narrates the trailer.

    Exodus 8:2 reads: “And if thou refuse to let them go, behold, I will smite all thy borders with frogs”.

    The telephone number (877) TAME-HER is shown on the “Seduce and Destroy” infomercials within the movie. Dialing this number used to give a recording of Tom Cruise giving the Seduce and Destroy pitch.

    The credits for the “What Do Kids Know?” game show give the web address which led directly to the movie’s official website. The web address “” led to the film’s official site, too. Both these links are now dead.

    The phone number that Phil (mis)dials looking for Frank, (818)775-3993, is later revealed to be the number to Linda’s pharmacy (printed on the prescription bag).

    In every living-room there is a picture of a flower on the wall.

    One of the books Stanley is reading at the library is about scientist Charles Fort, who is noted for his work expanding the boundaries of scientific research to include strange phenomena such as those featured in the film.

    The Mason symbol is on various walls in the WDKK studio. When Jimmy Gator’s producer puts his hand on his shoulder, before the show starts, we see he is wearing a ring with the Mason’s symbol on it. Similar to the Masonic farewell, “We met upon the level and we’re parting on the square”, the phrase is a Kipling quote, “tried on the square” is part of the official Masonic farewell. One of Stanley’s library books is “A History of Masonry”. The 82nd Mason lodge (8 and 2 being prominently featured throughout the film) is located in Magnolia, Arkansas.

    The word “fuck” is used 190 times.

    In William H. Macy’s bar scene, the video game seen in background is Frogger.

    The unspoken name of the kid who raps in the beginning of the film is Dixen.

    When Jim Kurring (John C. Reilly) loses his gun, a person wearing a hooded jacket appears very briefly. It is actor Orlando Jones, whose scenes were left on the editing room floor.

    To elaborate, the final riddle is never answered but gives the notes B-E-E. The letter “B” resembles an “8” and there are two letter “E’s” in BEE. Another 8:2 reference.

    The story at the beginning about the boy being shot as he is falling out of a window is an urban legend.

    The title “Magnolia” not only refers to Magnolia Blvd in LA, where much of the movie takes place, but is also similar to the term Charles Fort (who is referenced many places in this movie) coined for a hypothetical region where things that fall from the sky come from – “Magonia”.

    Director Trademark: [Paul Thomas Anderson] [long take] When Stanley and his father enter the studio building, there isn’t a cut until we reach Jimmy Gator’s office. This shot is almost three minutes long.

    Director Trademark: [Paul Thomas Anderson] [Camel Lights] Phil orders a pack over the phone. Donnie is also seen smoking them in the bar.

    In one of the early versions of the script, Paul Thomas Anderson proposed making it clear to the audience that all the events took place in a very small area, like one square mile or ten square blocks. It was later decided this would take too long to clarify and would confuse people.

    Almost every location contains at least one picture or painting of a magnolia flower.

    The story about the man being killed by a gunshot while falling off a building has for years been used as a hypothetical case in criminal law classes to illustrate causation.

    Director Trademark: [Paul Thomas Anderson] [Iris In/Out] The very first story of the prologue is shot like a silent film. The first shot opens with the Iris In technique, used frequently during the silent film era to open and close shots.

    During the end credits of “What Do Kids Know?”, the final production note is that the program was a Partridge Production, referring to Earl Partridge. The only other reference to Earl as a television producer comes from his son Frank Mackey during his interview with Gwenovier. When asked about his parents line of work, Frank responds that his father worked in television and that his mother was a librarian.

    Paul Thomas Anderson made a visit to the set of Eyes Wide Shut, where he offered the role of Frank T.J. Mackey to Tom Cruise.

    When Paul Thomas Anderson approached George C. Scott about playing the role of Earl Partridge, Scott threw the script across the room, saying “This is the worst fucking thing I’ve ever read. The language is terrible.”

    Fiona Apple is also uncredited as the voice of the wrong number that Phil Parma calls in an attempt to find Frank T.J. Mackey

    Filming lasted 77 days.

    Over 7,900 rubber frogs were made and used in the frog scenes. The rest were created by CGI. No real frogs were harmed during production.

    Paul Thomas Anderson has said that he was unaware that the story of frogs falling from the sky is in the Bible (he took it from Charles Fort’s writing) when he wrote the screenplay. The Bible story of the plague of frogs was brought to his attention by Henry Gibson prior to filming. After he became aware of the story, Anderson worked references to Exodus 8:2 into the movie.

    The numbers 8 and 2 appear throughout the film:
    weather forecast: 82% chance of rain
    a gambler needs a 2 in blackjack but gets an 8
    the coil of rope when the boy commits suicide
    the first temperature reading
    the poster in the TV show audience
    the movie poster at the bus stop on Magnolia Blvd
    the placard on the hanged convicts
    Jim Kurring’s box number at the date hotline
    Sydney Barringer’s mother and father’s apartment number is 682
    the forensic science convention starts at 8:20
    Delmer Darion flips over a stack of cards to reveal the 8 through 2 of diamonds
    right after Jim Kurring sees Donnie Smith climbing up the building, you can see a flash of a sign on the side of the road that says “Exodus 8:2” (it’s visible again when the frogs fall and hit Kurring’s car)
    the number on the firefighter’s plane.
    in Marcy’s mugshots, her criminal record number is 82082082082
    in the bar scene there is a chalkboard with two teams, the frog and the clouds, the score is 8 to 2
    spray painted on the cement as graffiti next to the boy
    member of the game show crowd holds a placard with Exodus 8:2 written on it
    the kids were two days away from entering their eighth week as champions.
    Quiz Kid Donnie Smith won his 100 000 dollars on 28 April 1968
    The first two numbers of the Seduce and Destroy Hotline (1-877-TAME-HER) are 82.
    one of the hanged men has the 82 on his clothes
    Claudia proposes 8:00 for a date with Jim, but Jim says he doesn’t get off work until 10:00, so the date is set for 10:00, 2 hours later than the original proposal 2 hours later for a date
    At the police station in the beginning of the movie, the clock says 8:02.
    When Jim Kurring notices Quiz Kid Donnie Smith climbing on the Solomon & Solomon building he drives past a luminous sign saying “Exodus 8:2”.

    After the frogs start to fall, Jim Kurring and Donnie Smith take cover under a Mobil gas station. The original name of Mobil was Magnolia Petroleum.

    When the frogs are falling, we see a caption on a picture in Claudia’s apartment, “but it did happen”. And it did. This happens when storms pass over a lake teeming with frogs, picking them up and dumping them elsewhere. This happened in the town of Villa Angel Flores in Mexico after a tornado picked up a cluster of toads and dropped them over the town one evening in June, 1997.

    The furniture store and Mobil station next to it (where the frogs scene is shot) is at the corner of Sherman Way and Reseda Blvd., in Reseda, California, about a block away from the disco club seen in Boogie Nights.

    Character Jimmy Gator, a quiz show host, claims that “the book says, we might be through with the past, but the past ain’t through with us.” The reference is to the opening sentence of The Natural History of Nonsense, a book debunking superstitious beliefs published in 1946 by Doctor Bergen Evans, a professor of English at Northwestern University. Prof. Evans served as the host of several TV quiz shows in the 1950’s (Down You Go, It’s About Time, and Super Ghost). Among many other topics, Evan’s book discusses the belief that it sometimes rains frogs, an event that features prominently in the movie.