Review by Desson Howe, The Washington Post

What Happened Was..., rather like My Dinner With Andre, is an extended verbal encounter between two characters in search of a movie. When legal secretary Jackie (Karen Sillas) invites fellow employee and paralegal Michael (Tom Noonan) to her Manhattan apartment for dinner, their conversation—full of verbal twists and turns—is the sole action of the film.

As with many such wine-sipping dialogues, the chatter begins with tentative, clumsy and amusing repartee: “Is that a good book?” Karen replies when Michael speaks reverently of the Iliad. “I haven’t read that.” Then the evening becomes increasingly revelatory as we discover more about these people. Michael, a balding, sweet-faced science buff who can explain microwave ovens and in camera court sessions, dropped out of law school and is secretly writing a book intended to expose the capitalistic corruptions of the justice system. Karen, a sweet but assertive soul, who likes the music of Air Supply and Deep Purple, writes strange children’s fiction. Other secrets emerge: She’s the one who initiated this date. (“I watch you at work,” she confesses.) Michael seems less interested. You wonder—with interest—where this thing is going.

The answer becomes clear when Karen reads one of her stories, a bizarre, postmodern Grimm’s Fairy Tale called “What Happened Was...” The dramatic mood shifts rapidly from major chords to minor. Suddenly—as Karen and Michael learn the truth about each other—everything you thought you knew about them is rendered null and void. The movie (written and directed by Noonan), which took the Grand Jury Prize at the Sundance Film Festival, is not as profound as the festival laurels imply. But when all is said and said, the fate of this relationship—left hanging as the movie ends—becomes a matter of compelling significance. It may take an extended dinner date with someone special to figure it out.

Review by James Berardinelli, Movie-reviews.colossus.net

This is not a date movie, especially if it’s a first date. Oh, it will give you an endless source of conversational topics, all right, but What Happened Was... is almost guaranteed to warp your view of the entire experience. The Samuel Goldwyn Company is advertising this as “an adventure in romance.” More often, however, it feels like some sort of insidious means of torture.

The intense feeling of discomfort generated by What Happened Was... is the result of the movie’s careful attention to detail. Everything seems true-to-life, distorted only slightly by Noonan’s use of camera angles and lighting. The conversation is frequently interrupted by awkward pauses, and the two principals are constantly on edge, each of them trying to come up with words to fill the aching void between them.

Based on Noonan’s stage play, this two-person film is a simple character study that finds its dynamics through the interplay of a very unpleasant first date. Jackie (Karen Sillas) and Michael (Tom Noonan) know each other from the office, but on a personal level, they discover that they’re both basically clueless. Jackie’s image of Michael is far from reality, and Michael doesn’t even recognize Jackie’s attraction to him. In that sense, this is a true “blind” date.

Noonan, who has made a career out of playing the bad guy (Last Action Hero, Manhunter), goes against type with Michael, a meek-as-they-come paralegal. Karen Sillas is great as Jackie, a lonely executive assistant (or, in Michael’s words, “Is that what they’re calling secretaries these days?”) who is made to appear slightly menacing as a result of Noonan’s choice of lighting. (Is he perhaps mocking the Fatal Attraction syndrome?)

At the start, Michael’s character is the most interesting. He’s smart, witty, and seems to have it all together. His opposite, on the other hand, is nervous, flustered, and indecisive. During the course of the film, however, a role-reversal takes place, causing our attention to shift more and more towards Jackie as the layers of her personality are peeled back, onion-like. The psychological revelations about these two, and the manner in which they are uncovered, illustrates a willingness on Noonan’s part to take his story in a refreshingly unorthodox direction.

The key sequence in the film involves Jackie opening up through a disturbing “children’s story” that she reads to Michael. It’s here that the audience starts to see the genuine people behind the carefully-constructed, socially acceptable masks. All sorts of unsettling things happen during this scene, and the overall tone undergoes a palpable shift from offbeat comedy to drama. Nervous or not, the laughter is over. Circumstances have become a little too poignant.

What Happened Was... is talky, but the dialogue is scripted with an ear for how people really speak. Ordinary actions take on extraordinary significance with nearly one-third of the film spent at the dinner table. Later, the pair retires to the living room where Michael sits nervously in a chair while Jackie strikes a pose designed to seduce him.

For something billed (incorrectly) as a lightweight romantic comedy, What Happened Was... wades through some surprisingly deep waters. There’s an ending, but no conclusion, and the most obvious unanswered question has more to do with what is yet to come than with what has already happened.

Review posted by “Vanilla-2” from London, Ontario, at IMDB.com

This movie SUCKED. I have never been so misled by the cover of a video!!! (At least it was a Blockbuster Favorite and I got a free rental of something remotely good after 90 LONG minutes of this torturous movie!) It was boring, annoying and the two actors were so psychotic that you honestly wished that they killed each other and that the cops were called in so there would be a character one could like!