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Pamela Adlon may be a Gen Xer herself, but she proves that she genuinely understands Millennials in her feature directorial debut, Babes. With its sometimes crude, sometimes sweet script co-written by uber-Millennial comedian Ilana Glazer (who also co-stars), Adlon’s New York City-set comedy follows main characters Eden (Glazer) and Dawn (Michelle Buteau) as they authentically navigate the messy glory of adult life, from motherhood and marriage to friendship and self care.

Eden and Dawn have been best friends since they were kids, and they’re still there for each other as often as they can be — which, admittedly, is less often now that Dawn is married, a mom, and working in Manhattan, while single yoga teacher Eden lives in a walk-up three trains and 150 minutes away. As the movie begins, Dawn is expecting baby number two but not quite ready to be immersed back into the world of diapers and breast pumps. And Eden is about as far from adult responsibility as you can be and still be paying your own rent. Then a chance encounter on the subway leads to an unexpectedly intense connection with Claude (Stephan James), and Eden ends up pregnant.

Eden is excited to have motherhood in common with Dawn, since life seems to have been making it harder for them to connect. But there are many stages and styles of parenthood, and Dawn is in a very different place than Eden is, so this twist of fate actually ends up pushing them farther apart. What makes Babes refreshing — and different from so many other stories about female friends — is that the two of them actually talk about how they’re feeling. They don’t always get it right, and certainly the movie’s plot requires the timing of that talking to happen at specific times, but they express themselves honestly and from the heart.

Glazer’s script, which she co-wrote with Josh Rabinowitz, mixes those moments of sincere communication and emotion with plenty of the kind of bawdy humor and language fans of her show Broad City will expect (and love). Eden and Dawn are just as likely to talk frankly about — and look at — each other’s bits and pieces as they are to go to the movies. And Adlon and Glazer never sugarcoat pregnancy and motherhood in Babes: It’s messy (often literally), it’s hard, and it will tear your heart out. But if you have the right person by your side to help you through it, it’s worth every moment. — Betsy Bozdech

Team #MOTW’s comments:

Nell Minow: The foundation of comedy is the gulf between our belief that it is possible for us to be in control of our bodies and our relationships and the reality that both are uncontrollable messes most of the time. Those ideas are explored with exuberant joy in Babes, with every possible bodily function, witty dialogue, and grounded, nuanced portrayals of a messy but deep and resilient friendship.

Sherin Nicole Prepare yourself for a joyride through the messy yet magnificent lives of childhood best friends, Dawn and Eden, as they navigate the trials of adulting and motherhood with less-than-optimal but highly enjoyable results. Co-written by Ilana Glazer and Josh Rabinowitz, and directed by Pamela Adlon, Babes is a cinematic truth serum of neonatal hijinks and hallucinogenic hilarity, resulting in a film as loving as it is raunchy and as tender as it is shameless. Ilana Glazer and Michelle Buteau’s alchemic performances infuse the story with lived-in authenticity. Both women struggle with what life delivers. Eden is fundamentally without family (other than her deadbeat dad). While Dawn has all the family she can handle, and nothing is going well. The supporting cast, including Hasan Minhaj and Stephan James, is just as magnetic—delivering grounded and resonant characters. These complexities combined with the comedy kept me oscillating between snort-laughing and heart-clutching. As Dawn and Eden grapple with the plights of being friends for life, the story hurls us into various challenges, cascading poop, benders, and the triumphs of a friendship built tough as family. Babes is a celebration of love in every form, proving our friendships with our girls can and should sustain us through life’s messiest moments.

Leslie Combemale In turns hilarious, heartfelt, and hella raunchy, Babes mines the intersection of womanhood, motherhood, and female friendship with rare authenticity and insight. Ilana Glazer and Michelle Buteau shine brightest, but their supporting cast also represents an embarrassment of riches. This is the perfect Mother’s Day movie, as long as you’re fully invested, (as well you should be), in the fact that every day is Mother’s Day

Jennifer Merin Babes is director Pamela Adlon’s heartwarming dramady about motherhood’s joys and inconveniences. Iliana Glazer (who co-wrote the script) and Michelle Butreau star as best friends forever who share and compare their very different lifestyles and mothering experiences. Their friendship is essential, but it’s challenged by lots of messy circumstances. Enjoy the laughs and the emotional ride.

Nikki Fowler: Iliana Glazer and Michelle Butreau have perfect comedic timing and portray seamless bestie energy in this hilarious comedy,‘Babes, chronicling the good, the bad and the disastrously ugly, on dating, parenting and some not so perfect relationships. Co-written by Iliana Glazer, the script is fast paced and witty and pushes all the buttons “and horrors” from post pregnancy “non” sex, STD talk to dirty diapers. There’s even a dead lover/body, or reflections about one, in this female romp through the banter of two really good girlfriends and their nonstop chaotic lives. Grab your girls, your mom or even your cat and cuddle up for this one. Babes gives you the bestie feels knowing that this duo just gets this complicated yet joyous thing called life.

Loren King There isn’t a single bodily discharge left out of the jokes and slapstick bits in Babes. The draw of this buddy comedy depends on the appeal of raunchy female humor about lactation, menstruation and on and on, as well as Broad City’s Ilana Glazer, the producer, co-writer and star. Glazer’s trademark snark and clueless/narcissist shtick dominates the sitcom-y film, directed by Pamela Adlon. When Glazer’s single, yoga instructor Eden unexpectedly becomes pregnant, she assumes that her longtime BFF Dawn (Michelle Buteau) will be with her every step of the way. But Dawn now has two small kids, a partner (Hasan Minhaj), and a career as a dentist. The sudden shift in expectations and lifestyles tests the sisterly friendship that they’ve depended on since childhood.

Sandie Angulo Chen: Comedic actor Pamela Adlon’s directorial debut Babes is a joyous tribute to women’s friendship and the triumphs and tribulations of pregnancy and motherhood. Ilana Glazer (who co-wrote the script) and Michelle Buteau are fabulously believable as Eden and Dawn, Millennial besties who grew up together in Astoria, Queens and remain close despite their different life stages (Eden is a free-spirited yoga teacher who enjoys casual hook ups and Dawn is a fun-loving married dentist and mother of two). A movie about the miracle of motherhood that’s both a touching character study and a laugh-aloud comedy is exactly what the doctor ordered this Mother’s Day.

Liz Whittemore Babes opens with swift, unapologetic, and active labor from Michelle Buteau’s Dawn and best friend Eden, played by Ilana Glazer, relentlessly calm support. This authentically hilarious dynamic sets up the entire energy of this femme-centric comedy. When fate connects Eden and a stranger on the subway home, it takes her relationship with Dawn into a new era. Directed by Pamela Adlon and co-written by Glazer and Josh Rabinowitz, the unfiltered dialogue is perfection. The absolute disregard for societal politeness is everything a female viewer ever wanted. Every thought we’ve ever had, Glazer and Buteau explain them on our behalf freely. Babes encompasses the vastly bizarre and exposed nature of womanhood, pregnancy, and motherhood, but also the complexity of female friendship. Babes devilishly obliterates behavioral expectations and provides endless belly laughs.

Cate Marquis It’s all about the babes – and the mothers. No, actually director Pamela Adlon’s comedy Babes is about friendship and the meaning of family, but built around two best friends becoming mothers. In New York City, two life-long best friends, Eden (Iliana Glazer, who co-wrote the script) and Dawn (Michelle Butreau), are more like sisters than friends and are inseparable. Dawn has just given birth to her second child, and she and her are struggling with all that comes with parenting, now with sibling jealousy, when Eden discovers she’s pregnant and decides to have the baby as a single mother. Eden is expecting all the support she has shown Dawn. Starting out heavy on absurdist and gross-out humor, Babes eventually calms down a bit and shifts to something smarter and more knowing (but still funny) as it explores both this close friendship and the challenges of parenting, along with its joys.


Title: Babes

Director: Pamela Adlon

Release Date: May 17, 2024

Running Time: 69 minutes

Language: English

Screenwriters: Ilana Glazer and Josh Rabinowitz

Distribution Company: FilmNation Entertainment, NEON

AWFJ Movie of the Week Panel Members: Sandie Angulo Chen, Betsy Bozdech, Leslie Combemale, Nikki Fowler, Pam Grady, Loren King, Cate Marquis, Jennifer Merin, Nell Minow, Sherin Nicole, Liz Whittemore

Previous #MOTW Selections

Other Movies Opening This Week

Edited by Jennifer Merin

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Jennifer Merin

Jennifer Merin is the Film Critic for Womens eNews and contributes the CINEMA CITIZEN blog for and is managing editor for Women on Film, the online magazine of the Alliance of Women Film Journalists, of which she is President. She has served as a regular critic and film-related interviewer for The New York Press and She has written about entertainment for USA Today, The L.A. Times, US Magazine, Ms. Magazine, Endless Vacation Magazine, Daily News, New York Post, SoHo News and other publications. After receiving her MFA from Tisch School of the Arts (Grad Acting), Jennifer performed at the O'Neill Theater Center's Playwrights Conference, Long Wharf Theater, American Place Theatre and LaMamma, where she worked with renown Japanese director, Shuji Terayama. She subsequently joined Terayama's theater company in Tokyo, where she also acted in films. Her journalism career began when she was asked to write about Terayama for The Drama Review. She became a regular contributor to the Christian Science Monitor after writing an article about Marketta Kimbrell's Theater For The Forgotten, with which she was performing at the time. She was an O'Neill Theater Center National Critics' Institute Fellow, and then became the institute's Coordinator. While teaching at the Universities of Wisconsin and Rhode Island, she wrote "A Directory of Festivals of Theater, Dance and Folklore Around the World," published by the International Theater Institute. Denmark's Odin Teatret's director, Eugenio Barba, wrote his manifesto in the form of a letter to "Dear Jennifer Merin," which has been published around the world, in languages as diverse as Farsi and Romanian. Jennifer's culturally-oriented travel column began in the LA Times in 1984, then moved to The Associated Press, LA Times Syndicate, Tribune Media, Creators Syndicate and (currently) Arcamax Publishing. She's been news writer/editor for ABC Radio Networks, on-air reporter for NBC, CBS Radio and, currently, for Westwood One's America In the Morning. She is a member of the Critics Choice Association in the Film, Documentary and TV branches and a voting member of the Black Reel Awards. For her AWFJ archive, type "Jennifer Merin" in the Search Box (upper right corner of screen).