Yawn. Poorly Filmed Snooze Fest.

It's easily one of the freshest, sharpest and most enjoyable films of this year.

It's a good bad... and worth a popcorn matinée. While it's easy to lament what could have been...

It's a feast for the eyes. But what really makes this dramedy work is the acting.

Ben Mankiewicz, TCM host, introduced this film as a cross between "Of Mice and Men" and "Midnight Cowboy." Throw in a touch of "One Few Over the Cuckoo's Nest" and it's a pretty apt description.Given that, it's probably redundant to also say that his film is a major downer. It's good, the acting especially, but I don't know that I'd want to sit through it again. Al Pacino and Gene Hackman generate quite a bit of chemistry as two drifters who team up on a trek across the country and who plan to open a car wash together in Philadelphia. Pacino gets the more interesting character to play, the scarecrow of the film's title, and one of the things I liked best about the film was how it gradually upends our expectations that we're watching a character study of Hackman with Pacino as his sidekick, and instead turns out to be much more about Pacino's bruised, sad character, a much more complex one than we think we're introduced to at the film's beginning.The film also features Eileen Brennan in a brief appearance as a bar room broad, and Ann Wedgeworth (Lana from T.V.'s "Three's Company") as a woman who has the hots for Hackman.Grade: A-

I liked the story about scarecrows, it gave resonance to the title of the movie. Lion's (Al Pacino) insistence that they're actually intended to make crows laugh instead of being scared was something I thought about for a while. Between the two principal characters, I think we might have witnessed both versions. Lion found himself scared or bewildered much of the time while partnering up with hitchhiking comrade Max (Gene Hackman), who's reckless attitude toward life echoed the laughter of crows in response to his often violent outbursts and bouts of forced solitude.The fountain scene near the end of the story turned out to be a harrowing harbinger of Lion's catatonic state, coming on the heels of his former gal Annie (Penelope Allen) telling him that their real live son was never born. It was that harsh and mean spirited lie that pushed Lion over the edge, but did you notice? - it was a statue of a lion that Francis clung to when he cracked. It made me wonder if that was just an inadvertent coincidence or whether the scene was specifically planned that way.The conflicted resolution of the story is reminiscent of 1969's "Midnight Cowboy", reminding the viewer that life often doesn't present happy endings. Max's round trip ticket conveyed the idea that he would be back to look in on his road buddy, but one is left with the impression that Lion's condition was more despairing than hopeful. I'd like to think the car wash idea eventually came about, but somehow I have my doubts.

***SPOILERS*** Touching better-sweet and finally tragic film about two drifters hooking up and going through life in the early 1970's America to start up a car wash in Pittsburg that one of them Max Millan, Gene Hackman, has been saving up for his whole adult life. The other half of the duo merchant marine Francis Lionel "Lion" Delbuchi, Al Pacino, is far more modest in what he want's from life: To see his 5 year old son or daughter, he doesn't know the child's gender, who was born while he was away at sea. The two meet up and become good friends hitching for a ride and stay together throughout the whole movie until Lion suffers a complete nervous breakdown and is left in a hopelessly comatose and hospital in a vegetated state.While on the road the two ends up in a prison farm after Max slugged a policeman during a bar fight that Lion took part in. It's at the prison farm that the boyish like and sensitive Lion is brutally attacked and possibly raped by closet queen Riley, Richard Lynch. Riley who after spending a year deprived of any carnal outlets just couldn't hold it on any more and and catching Lion alone and unguarded attacked and ravaged the poor guy; Thus leaving him a bloody mess and having Max, later by beating the cr*p out of Riley, take revenge for his friend.***SPOILERS*** It's finally when both Max & Lion reached Detroit where Lion's wife and child lived Lion's wife Annie, Penelope Allen, getting a call from him to see about their child he's told that first it was a boy and that the boy died at childbirth and even worse wasn't, in Lion being a practicing Catholic, even baptized! This left Lion in a state of shock and ridden with guilt! But as we saw that Annie really lied to Lion, the boy was actually alive and well,to punish him for leaving her. Actor Al Pacino's reaction to Annie's lie was almost exactly like the one he had in the upcoming "Godfather II" movie when he finds out that his child was purposely aborted by his wife Kay that had him, as Mafia Boss Michael Corleone, beat her black and blue! The sadistic Annie, who was married to the Joey "The Banana King" Gleason, got her wish in destroying Lion's life by having him slowly crack up with the false news that she gave him that sent him straight to the hospital psycho ward in a vegetated sate that, as the doctor told his good and concerned friend Max, he'll remain in for the rest of his natural life!P.S A heart broken Max now all by himself buys a bus ticket-With money hidden in his shoe- to his home town of Pittsburg to open up his car-wash business but without his good friend and traveling buddy Lion who was to be his partner in this business venture now a distant memory.

Having already made two New Hollywood classics—'Puzzle of a Downfall Child' (1970) and 'The Panic in Needle Park' (1971)—Jerry Schatzberg delivered again with 'Scarecrow', a compelling road-buddy movie starring Gene Hackman as Max Millan and Al Pacino as Francis Lionel "Lion" Delbuchi. Millan and Delbuchi, both misfits, meet on a lonely California road while hitchhiking and subsequently become friends, would-be business partners, and traveling companions. Recently released from a six-year stretch in San Quentin, the paranoid and pugnacious Max plans to travel to Pittsburgh and open a car wash with earnings saved from prison labor. The mild-mannered Lion, an ex-sailor, counters the world's hostility by playing the fool and is dubbed "Scarecrow" by Max. While Max's ambitions are more or less pragmatic, Lion's motivations are essentially emotional; he has no other plans than to travel to Detroit to give his young child (whom he has never seen) a birthday present—and possibly reconcile with the wife he deserted five years before. After various adventures, including an idyllic interlude with Max's sister and a lady friend and a nightmarish stint in a Nevada work farm, Max and Lion make it to Detroit but Lion is rebuffed by his former wife and told (falsely) that the child she was pregnant with when he left died at birth. Unhinged by the news, Lion subsequently grabs a little boy off the street and proceeds to take him into a massive public fountain (actually Scott Fountain on Belle Isle in Detroit) for purposes that are not at all clear. In the ensuing chaos, Max rescues the boy but Lion falls into a catatonic state from which he will likely never recover. In the end, Max (the allegorical figure for Mind) has no choice but to leave the vegetative Lion (the allegorical figure for Heart) on a gurney in a Detroit psychiatric hospital and to continue on to Pittsburgh by himself. Thus, the film ends in male martyrdom and emotional sclerosis, suggesting that commitment to family is often impossible to sustain and, once abandoned, cannot be resuscitated. This is blamed on women: creatures who are unforgiving, mean, and treacherous; they destroy male homo-social idylls, forcing men to go it alone. Vilmos Zsigmond's gorgeous cinematography and the excellent performances rendered by two of the greatest actors of the modern era cannot obscure what is essentially a celebration of male self-pity. It won the Golden Palm at Cannes and other foreign awards but was a resounding commercial failure—simply too depressing for American tastes. VHS (1992); DVD (2005).