Posted on by Matt Thomas

Review of the Film Code 46

Note: We don’t do a lot of film reviews here, but Code 46 earns the exception—partly because Michael Winterbottom is one of my very favorite directors, and still wildly underrated, and partly because this film quietly seeps into you in a way that feels unshakable; set in a world that is clearly not ours but just similar enough to be discomforting—real Shanghai that isn’t quite real, deserts that feel earned, a system of “cover” and genetic law that replaces freedom without ever announcing itself—the film follows William, a kind of intuitive investigator who lives more than feels, and Maria, who works in a bureaucratic “fate factory” and senses, before she knows, that something is already off; their connection unfolds in fragments—interrogation as flirtation, impulse as rebellion, intimacy as violation—until the central truth emerges: in a world where memory can be edited and biology legislated, even love itself can be illegal; the genius of the film is its restraint.

Tim Robbins and Samantha Morton don’t overwhelm you with chemistry, which actually makes the relationship feel more provisional, more real, more doomed—and by the time the system reasserts itself (memory erased, lives restored, Maria exiled with the burden of remembering), you realize the film hasn’t been building to a climax so much as a quiet erasure; it’s less than 90 minutes, barely announces its futurism beyond small details (languages blending, empathy viruses, low-fi surveillance), and yet it lingers in a way much louder films don’t; it also clearly fed into the DNA of the Thin Man—this idea of movement through controlled spaces, of intuition over evidence, of relationships that feel both fated and structurally impossible—and in that sense it’s not just a film I admire, it’s one that got under the skin and stayed there.

Michael Winterbottom’s Code 46 is less a conventional sci-fi film than a drifting, half-lucid meditation on love, control, and memory. It runs under 90 minutes, but it feels strangely elongated—like a dream you keep slipping back into.

The hero, William (Tim Robbins), isn’t exactly living—he’s existing. A kind of insurance investigator, a “driver” moving through a world defined by pollution, restriction, and bureaucratic control. This isn’t the neon overload of something like Blade Runner—Shanghai here feels real, but off. The deserts outside the cities are harsh and empty; if people can’t get “cover” to move, there’s a reason. The world is closed, stratified, quietly oppressive.

William is established early as compassionate—at a checkpoint, he shows a kind of human softness that marks him apart. But he’s also slippery. He bluffs and charms his way through situations, his “cunning” explicitly noted as one of his professional tools. He doesn’t rely on evidence so much as intuition: “It’s intuition you’re paying for.”

Maria (Samantha Morton) narrates parts of the film, grounding it in something more intimate and unstable. Her sense of time is fractured—lucid dreaming, recurring visions, a sense that something is about to happen. “Every year I have this dream… is this the night I wake?” There’s a constant feeling that fate is closing in. She works in what is essentially a “fate factory,” issuing the cover documents that determine where people can go and what they can do. In this world, fate substitutes for freedom.

When William meets Maria, there’s an immediate sense of déjà vu—she feels she’s met him before. Their early interactions blend interrogation and flirtation. The dynamic is unusual: older man, younger woman, but the aesthetic—her shaved head, the stripped-down environments—blunts the cliché. Their connection feels tentative, exploratory. She tests him; he reads her. There’s attraction, but it’s not fully trusted on either side.

Their relationship develops in fragments: subway encounters, shared meals, small rule-breaking gestures. William knows she’s impulsive—she admits it. The film introduces the idea of engineered “viruses” that alter human ability—perfect pitch, empathy. It’s a strange, understated sci-fi touch that reinforces how mediated everything is, even emotion.

There’s a looseness to their chemistry. Robbins and Morton don’t generate overwhelming heat, but that actually works. The relationship feels uncertain, provisional—two people circling something they don’t fully understand. Their intimacy is uneven, sometimes tentative, sometimes urgent. Maria seems to need William more than he needs her, or at least she feels the stakes more sharply.

The world around them continues to intrude. There are hints of smuggling, of bureaucratic corruption, of quiet desperation. Maria has lived “outside” for ten years—without cover, presumably—which raises questions the film never fully answers. William’s moral stance, when it emerges, feels weak, almost performative.

When he returns home, he tries to reassert control—rejecting Maria, then calling her back. But the narrative destabilizes. A colleague dies; William is sent back to investigate. The technology—video links, surveillance—feels oddly low-fi, as if the future never quite fully arrived.

As William digs deeper, the film’s central taboo emerges. Maria has violated Code 46—a genetic restriction law. Through fragments of dialogue and investigation, William pieces together the truth: they are biologically too similar. A “50% match.” Worse, her mother was a clone—one of many. The implications are quietly devastating.

Maria’s past is altered—an illegal pregnancy erased, along with the associated “memory cluster.” Identity itself becomes unstable. Memory, love, and experience can all be edited, removed, rewritten.

Their attempts to escape—to flee together, to build something outside the system—feel almost doomed from the start. The idea of Jebel Ali, drawn from her father’s stories, becomes a kind of imagined refuge. But the system closes in. A car crash. Memory erasure. Reintegration.

In the end, William is returned home, restored to his life, his wife, his routine. Covered for. Maria, by contrast, is exiled—sent out into the desert with her memories intact. She becomes the one who remembers, who carries the weight of what happened.

The final note is pure loss. Lost love, stripped of even the possibility of reunion. Maria staring out into the distance, holding onto something the world has decided should not exist.

Code 46 is not a perfect film. It’s uneven, sometimes opaque, and emotionally muted in ways that can frustrate. But its ideas linger. It captures something rare: a future where control is soft but absolute, where love is possible but prohibited, and where memory itself becomes the final battleground.

It doesn’t hit you all at once. It seeps in.

Posted on by Matt Thomas

On Larry King, the Radio GOAT

Epigraph:

“I listened to the radio / I waited all night long…”
— Radio Radio, Elvis Costello

Note: This piece reflects my personal memories of listening to Larry King’s overnight radio show in the late 1980s and early 1990s, along with later impressions from television appearances, interviews, and conversations with people who knew him. It is written in the spirit of appreciation and nostalgia rather than media criticism, and emphasizes the uniquely loose, humane, and unpredictable quality of King’s radio work, which for me remains the defining core of his legacy.

I grew up listening to Larry King’s overnight radio show between roughly 1988 and 1992, and in my opinion — which happens to be correct — the radio show was much better than the television version that later made him famous. The TV show was good, even great at times, but radio was longer, looser, freer, and far more unpredictable. It had weird guests, weirder callers, and the feeling that anything might happen at two in the morning. That’s where Larry really lived.

I would listen in my bedroom at my parents’ house in Spokane, Washington, the volume turned low, the house quiet, insomnia hovering. The Spokane AM station — KGA 1510 — carried the show from around 9 PM Pacific time, and then, wonderfully, they would run it again. So I’d listen from nine to midnight, fade, wake at two or three, and hear the same segment again in a half-dream. The effect was surreal. Didn’t I just hear that caller? Didn’t Larry just say that? It created a strange loop of late-night déjà vu that only made the whole thing more atmospheric. The show felt less like programming and more like a continuous nocturnal conversation.

My friend Kelly Rudd loved Larry too. When we were in high school we were both big fans of the radio show, and we talked about it constantly. There were a couple of things that we especially liked. The first was that Larry famously did no preparation. He knew a huge amount about the world, of course, but he didn’t read guests’ books ahead of time. He wanted to come in cold. If his guest was a firefighter, he’d ask, “So what’s it like to be a firefighter?” It sounds lazy, but it was brilliant. By staying open and getting out of the way, he let the conversation go anywhere. This way the show became eventful.

Another thing we loved was what happened after the guest left. Larry would open the lines and take questions about absolutely anything. Most of the time he was generous and patient, but when callers went off the rails he had a signature phrase. He’d cut them off gently: “Cold compress, ma’am,” or “Cold compress, sir.” Basically: lie down, ice your head, regroup. It was hysterical, especially because he used it sparingly. When “cold compress” dropped, you knew things had gotten weird.

Anyway, Kelly and I loved Larry so much that when the station suddenly dropped the show, Kelly proposed we drive to the radio station and protest. So we skipped school, drove across town, and rang the intercom demanding to speak to someone about the cancellation. The station manager eventually came down and heard us out. We knew we weren’t changing anything, but it felt right to try. Larry never came back to Spokane radio, and the show faded not long after, but the whole episode captured what the show meant to us. It wasn’t just background noise. It felt alive.

Larry’s on-air style was the key. He was unbelievably relaxed. By the late ’80s you could tell he had done thousands of hours. Nothing fazed him. Weird guests, drunk callers, eccentrics — all the same to Larry. He absorbed everything. He had pet phrases — “cold compress” chief among them — and he deployed them like a veteran reliever, only when needed. He famously did no prep, and he leaned into naïve questions. He’d ask something simple and let the guest do the work. The effect was disarming. People opened up. He also had real humanity. He listened. He didn’t mock callers. He didn’t rush them. There was compassion there, and I think that’s what I loved most.

And the show could get wonderfully out of control. In one story Larry told from his old Miami days, an adult actress he was interviewing suggested they just have sex during the commercial break. Larry, amused, asked the producers to clear out — but there wasn’t enough time. That kind of anecdote captures the looseness of late-night radio. It wasn’t polished. It was alive.

Larry left the overnight Mutual Radio show in 1994 to focus on television. By then I had already drifted away, but I still caught Larry King Live on CNN over the years. I remember watching during the O. J. Simpson trial while at Otago University in New Zealand, when the show became part of the nightly noise. Later there were the Vladimir Putin interviews — classic Larry, conversational and oddly disarming. And of course there were the great comic moments, like the interview with Jerry Seinfeld where Larry suggested the show had been canceled and Seinfeld snapped back in disbelief, and the Norm Macdonald appearance where Norm kept repeating, “I’m a deeply closeted homosexual,” and Larry tried earnestly to parse it. “So that means you’re gay?” “No, Larry,” Norm replied, “it means I’m deeply closeted.” Pure Larry: sincere confusion meeting absurdist comedy.

Larry’s personal life was famously complicated. He married eight times, had several children — including sons Chance and Cannon later in life — and lived in a kind of perpetual romantic improvisation. The marriages came and went. The last ended painfully and publicly. He once joked he’d never leave his wife unless Angie Dickinson came along — and when she did, he married her. That was Larry: impulsive, affectionate, slightly chaotic. Despite decades of success, he didn’t leave the kind of massive fortune people assumed. The money came and went, as did the marriages. It was a life lived in motion.

My friend Sergio Mandiola actually knew Larry in his later years in Los Angeles. Sergio was running an independent studies program at Beverly Hills High School, and Larry’s sons Cannon and Chance, and he taught his sons for three years. Larry would come by for open nights or just to chat.

Sergio Mandiola: “Larry would come in from time to time and we would talk. He was lovely and open. He talked about his family and his career. One time he told me, ‘Sergio, you should totally have a radio show!’ I was flattered. One thing about Larry is his politics were more to the left than he let on on air. He had strong views and wasn’t afraid to share them in person. Larry was a true mensch and I’m glad I got to spend time with him. I miss him.”

In the end, I’ll say it plainly: for me, Larry King is the radio GOAT. There was no one like him, and there probably never will be. It wasn’t just longevity. It was the curiosity, the looseness, the humanity, the love of people, politics, baseball, and life. He trusted the conversation. He let the night unfold.

And then there was that absurd, wonderful USA Today column, which read like a diary gone completely outta control. Mets lose 6–4…Rain in Baltimore…Clinton flies to Ireland…You’d read it and think, Larry, baby, WTF is this? And also, Mr. USA Today, WTAF are you doing paying for this? But somehow it worked. It was pure Larry — fragmentary, observational, intimate.

And that’s how I remember him most clearly: late nights in high school, the radio turned low, insomnia hanging in the room, Spokane quiet outside.. Sometimes I’d listen from nine to midnight, fade, then wake again to the rerun, half-dreaming, half-aware, caught in that strange déjà vu — didn’t I just hear this? — while Larry kept talking, calm as ever, taking calls from truckers and insomniacs and eccentrics. My listening years were brief, but they stuck. And when I think of Larry now, that’s where I go back to: the low hum of AM radio, the half-fade, and the sweet sounds of his voice in my ear.

Dedication:

For the one and only GOAT, Larry Motherfucking King. RIP baby.

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In Defense of Ryan Adams

Note: This essay is not an attempt to defend Ryan Adams the person. It’s an attempt to defend the continued seriousness of the music. The distinction matters, even if our cultural conversations sometimes pretend it doesn’t. Also, I fucking love Ryan Adams. He is the motherfucking man.

Epigraph:

“When the stars go blue.”
— Ryan Adams

For several years now it has been socially safer to treat Ryan Adams as a closed case: talented songwriter, personal flaws, cultural exile. The outline is familiar enough that most people no longer bother to revisit the work itself. But the strange thing about Adams is that the songs refuse to cooperate with the narrative. They remain stubbornly alive — hundreds of them scattered across albums, demos, and late-night recordings — carrying the same bruised intelligence that first made people pay attention twenty-five years ago. At some point the question stops being whether Ryan Adams is an admirable person. The real question becomes harder and less comfortable: what do we do with an artist whose flaws are obvious but whose music continues to tell the truth in ways very few writers can manage?

Part of the problem is that Ryan Adams belongs to an older model of songwriting — the kind where the emotional life of the artist is inseparable from the work. The songs are confessional without being literal, personal without being autobiographical in any simple way. From the early Whiskeytown albums, to his solo debut Heartbreaker, on to today, Adams has always written like someone sitting in the wreckage of his own choices and trying to understand what just happened. That voice — raw, impulsive, often heartbroken, sometimes self-pitying, often painfully perceptive — was never tidy. It wasn’t supposed to be. The appeal of Adams at his best has always been that the songs arrive before the moral cleanup crew.

When the accusations against him surfaced in 2019, the cultural machinery moved quickly. Adams’s shows were cancelled for a while, he was dropped from projects, and reclassified overnight as an artist whose work had become morally contaminated. Some listeners stopped listening immediately. Others quietly kept listening but stopped talking about it in public. The silence that followed was oddly complete. In a culture that usually thrives on argument, the Ryan Adams conversation simply evaporated.

That disappearance is revealing. It suggests that many people were less interested in wrestling with the complexity of the situation than in resolving it as quickly as possible. Once the story had a clear villain, the cultural instinct was to move on.

But the songs remain.

Listen again to Come Pick Me Up, and you hear a man cataloguing his own emotional incompetence with surgical clarity. Oh My Sweet Carolina still carries that strange mixture of homesickness and resignation that only a handful of songwriters ever capture. Later work — Ashes & Fire, Prisoner, Chris, the better moments of the sprawling archive that followed — continues the same project: the slow documentation of a person trying, often unsuccessfully, to live with himself.

None of this absolves Adams of anything. It doesn’t erase the accounts of people who describe him as manipulative, volatile, or worse. If anything, the songs themselves suggest that those accounts are not entirely surprising. Adams has been writing about his own volatility for decades. The records are full of it — jealousy, insecurity, emotional chaos, the constant sense of someone struggling to regulate the intensity of his own personality.

What the songs also reveal, though, is a rare level of self-awareness about his own condition. Adams’ best work doesn’t present him as a romantic hero. It presents him as part of the problem.

And that distinction matters.

One of the stranger habits of contemporary cultural criticism is the belief that the value of a work of art should track the moral cleanliness of the person who made it. This is a comforting idea, but it collapses under the slightest historical pressure. Much of the art people still revere emerged from personalities that were messy, selfish, unstable, or worse. Songwriters, perhaps more than most artists, tend to write directly from the fault lines of their own lives.

If we demanded perfect character from every songwriter whose music we admire, the history of popular music would shrink dramatically.

The more interesting question is not whether Ryan Adams deserves redemption. That is not something critics or listeners are qualified to grant. The question is whether the songs themselves still carry meaning once the mythology surrounding the artist has been stripped away.

In Adams’ case, the answer seems to be yes.

The songs are still precise. The emotional details still land. Lines that once felt like romantic exaggeration now sound more like documentation — the sound of a man who understands, perhaps too late, the patterns that keep repeating in his life.

There is something oddly honest about that.

The best Ryan Adams songs have always sounded like dispatches from someone who knows he is partly responsible for the wreckage he is describing. They are not pleas for sympathy so much as attempts at recognition — moments where the singer steps outside himself long enough to see the pattern clearly.

That is why the music persists even when the cultural narrative surrounding it has hardened.

The songs were never about innocence. They were about self-knowledge.

And self-knowledge, even when it comes from flawed people, is still one of the things art is uniquely good at revealing.

Dedication

For Ryan, one of the five greatest songwriters ever and the motherfucking man. I love you baby.

Note: If you like this essay, you may like these others in the same “In Defense Of” series.

In Defense of Conor Oberst
In Defense of Mark Kozelek