Two Girls and a Guy

Two women, Carla and Lou, meet on the street outside a loft waiting for their boyfriends. After a short time, they find out that they are waiting for the same man – young actor Blake, who said that he loves both of them but had actually been leading a double life for several months. Angry, they break into his loft and when he returns, a round of accusations and explanations begins.

• Robert Downey Jr. as Blake Allen
• Heather Graham as Carla Bennett
• Natasha Gregson Wagner as Lou
• Frederique van der Wal as Carol
• Angel David as Tommy

Robert Downey Jr. had previously worked with director James Toback on the 1987 film The Pick-Up Artist. Alongside The Gingerbread Man, Two Girls and a Guy was Downey Jr.'s first role after a 1996 drug arrest. Toback wrote the film's screenplay in response to seeing Downey Jr. handcuffed on television. He remembered, "I felt bad for him but at the same time I thought, when he gets out of rehab, it’ll be a good time to try something bold and ambitious with him."^[4]

It has been reported that Downey Jr. was drug-tested on the set every day,^[5] and that roles such as this helped him temporarily stay clean before his eventual relapse in September 1997.^[6] He relapsed while shooting the film In Dreams, for the then-new DreamWorks Pictures. The relapse would coincide with Two Girls and a Guy's premiere on the festival circuit, and Downey Jr. ended up being arrested again in December 1997. Toback said in 1998, "I was worried that he wouldn’t get out. Either he’d be killed or commit suicide, one or the other. I mean, I think he is ideally unsuited to incarceration. He is an exuberant, gentle, free spirit. His violence is all verbal. He is not looking to get into fights with people. There is just about nobody I could think of — physically, emotionally, psychologically — who is less qualified to handle jail."^[4]

In a 1998 interview with People magazine, Natasha Gregson Wagner implied she accepted the role of Louise (nicknamed Lou in the film) because she wanted to appear in unconventional or controversial pictures, stating that "I like working with bold people who want to make an impact. I’m not interested in being just another pretty face."^[7] In 1997, Gregson Wagner had also appeared in David Lynch's Lost Highway, and several independent features, including the NC-17 rated experimental drama film Glam. Heather Graham said in a 2024 interview that she did the film since she enjoyed appearing in independent pictures. About Downey Jr., Graham said, "that was right around the time that he just had been doing a lot of drugs, and I think he was being tested like almost every day. This was before he became the massive success he is today. He was famous, and everybody knew who he was, but he was going through like, a rocky period. But he's a super charismatic person. He's such an interesting, cool, charismatic guy."^[8]

In 2018, Natasha Leggero alleged on Jimmy Kimmel Live! that Toback sexually harassed her under the guise of potentially casting her for Two Girls and a Guy.^[9]

Principal photography began during 1997 in New York City.^[10] Before filming started, Gregson Wagner convinced director Toback to remove a scene he originally wanted where her character masturbated to Downey Jr. and Heather Graham having sex, as she believed it was not realistic.^[11][12]

A scene where Downey Jr. is interrogated by the two female leads while in a bathroom was improvised and co-written by the actors.^[13] Toback said at the time, "for anyone who’s looking to understand Robert’s past, present, and future, all you really have to do is look at that scene, and that’s the answer."^[4] On the set of the film, Toback's only directions for Downey Jr. were: "delight me, amuse me, fascinate me, frighten me, horrify me, engage me." Toback said, "that’s what he wants to hear, and he will deliver."^[4] Downey Jr. later recalled that, "I knew Toback would give me the freedom to let my spirit go."^[14]

In order for the film to receive an R-rating rather than an NC-17 rating, the sex scene involving Downey Jr. and Graham was toned down and re-edited.^[7] Both cuts have since been made available on home media.

In the fall of 1997, Two Girls and a Guy was shown at the Toronto International Film Festival,^[15] and the Telluride Film Festival in Colorado.^[16][17] Originally an independent film, it was picked up by 20th Century Fox's indie division Fox Searchlight Pictures for a theatrical run in April 1998.

In the United States, It would be released to VHS, LaserDisc, and DVD in the late 1990s and early 2000s by 20th Century Fox Home Entertainment, and was subsequently released on a Blu-ray by the company in late 2009, which includes both the R-rated and NC-17 versions.^[18] The Blu-ray edition includes a commentary track with Downey Jr., Gregson Wagner and Toback that originally appeared on Fox's 2002 DVD release, as well as a 21-minute interview with Toback that was exclusive to the Blu-ray release.^[19] In Europe (Region 2), the film received a British VHS release from Fox, and a dubbed Czech VHS (released in association with Vapet Productions).^[20] In Region 4, the film received no home video releases from Fox's Australian home video arm 20th Century Fox Home Entertainment South Pacific, despite the film receiving an Australian theatrical release in early 1999.^[21]

In 2019, Disney acquired most of 21st Century Fox's assets from Rupert Murdoch, including Fox Searchlight (which was renamed Searchlight Pictures). However, it is unclear how much of the film's rights were transferred to Disney, as it was produced entirely by a third-party (with the end credits' copyright notice reading "© 1997 Two Girls Inc", having no mention of Twentieth Century Fox Film Corporation). It was not made available on any of Disney's streaming platforms.