‘The Substance’ Review: Margaret Qualley Helps Demi Moore Feel Young Again in an Epic, Audacious, and Insanely Gross Body Horror Masterpiece

An immensely, unstoppably, ecstatically demented fairy tale about female self-hatred, Coralie Fargeat’s “The Substance” will stop at nothing — and I mean nothing — to explode the ruthless beauty standards that society has inflicted upon women for thousands of years, a burden this camp-adjacent instant classic aspires to cast off with some of the most spectacularly disgusting body horror this side of “The Fly” or the final minutes of “Akira.”

If the “Revenge” director’s immaculately crafted debut tried to dismantle male toxicity with a shotgun blast square to the balls, Fargeat’s Cannes-approved follow-up turns that same attention inwards, allowing her to take aim at both the pointlessness she’s been conditioned to feel as a forty-something woman, and also at the resentment she’s been conditioned to feel toward her younger self. Squelching with fury at how a woman’s “fuckability” is used as the ultimate measure of her worth, the result of Fargeat’s mad experiment is equal parts “Freaky Friday,” “All About Eve,” and Andrzej Żuławski’s “Possession” — simple enough for a child to understand, but gross enough to make squeamish adults spew out their lunch. Those with the stomach to stick it out will be rewarded with the most sickly entertaining theatrical experience of the year, one carried by the kind of go-for-broke performance that Hollywood stars only tend to give after they reach a certain age and start running out of options.

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If only those stars were all as fearless as Demi Moore, or as angry, or as willing to fully surrender themselves into the best role they’ve been offered since the height of their celebrity. Her character in “The Substance” is named Elisabeth Sparkle, and it’s safe to say that she’s lost some of her shine.

An Oscar-winning actress who rebranded herself as a Jane Fonda-like fitness guru as she matured toward 50, Elisabeth is already on the brink of obsolescence when this film begins; Fargeat refuses to say anything in words that she could express with her camera instead, and so everything we need to know about Elisabeth’s career so far is conveyed within a time-lapse shot of her star on the Hollywood Walk of Fame as it gets scuffed up — and worse — over the years. Elisabeth’s self-image is protected by the unaging portrait of herself that hangs in her Los Angeles apartment, opposite floor-to-ceiling windows that offer her a “Body Double”-worthy view of the city below, but her ego crumbles in a heartbeat after she overhears the network executive who oversees her workout show making some wildly sexist comments about her physical appearance.

Harvey is played by a Tappy Tibbons-like Dennis Quaid, his cartoon chauvinism anticipating a movie so aggressively in your face that you can almost smell what its cast had for lunch. Case in point: The very next scene finds Elisabeth getting sideswiped on the highway after she’s distracted by the sight of someone tearing down a billboard with her face on it. Her time is over. Or maybe not — at the hospital where Elisabeth is taken after the crash, a yassified male nurse with the complexion of an airbrushed high school yearbook photo slips her a USB drive containing a cryptic ad for something called “The Substance.” The video leads her to an unstaffed facility that feels like a liminal space right out of a Charlie Kaufman movie, and to a lockbox that contains the first of the weekly kits she’ll need for her treatment.

The instructions are simple as they are suspicious, but Elisabeth isn’t in the mood to play things safe. A one-time injection of some Gatorade-yellow liquid starts the process, and it has to be followed by a regimen of daily stabilizers in order to maintain balance between the patient and the full-sized “better version” of themselves that violently hatches out of their back, forcing their spine open until it resembles a giant vagina. In Elisabeth’s case, the “other you” is a dead ringer for Margaret Qualley (her character better understood as a physical manifestation of Elisabeth’s idealized self-image than the literal embodiment of who she used to be), and the doppelgänger’s first order of business is to sew Elisabeth back up.

But the procedure is not as cut-and-dried as it seems. “THERE IS ONLY ONE YOU” the instructions insist: Elisabeth and “Sue” are a single consciousness shared between two bodies, and that consciousness must alternate between them every seven days, without fail, or… bad things will happen. Needless to say, that’s a severely limiting schedule to impose upon one life, let alone two, and it isn’t long before complications arise.

On the one hand, Sue is in no hurry to revert back to a body twice her age, especially after she aces a TV audition looking for “the next Elisabeth Sparkle” and becomes Harvey’s latest it girl. On the other hand, Elisabeth is hollowed out by her phantom experience as a lithe and spotless young sexpot, and finds herself feeling more diminished than ever during the long days she spends as her postmenopausal self; the fact that Moore looks absolutely fantastic for her age, and allows Benjamin Kračun’s camera to survey her naked body, only deepens the needless tragedy of Elisabeth’s self-worth.

And yet, “The Substance” is slathered with a plastic and candied viscosity that calls relentless attention to its surfaces, thus rendering any kind of asymmetrical blemish as a sin against the prevailing aesthetic of its world. Here, substance is style, and there isn’t a shot in this movie that wasn’t acutely engineered to evoke a visceral response, as Fargeat’s high-impact compositions are edited together with a concussive rhythm that makes each of the film’s ultraviolet sets feel like they belong to a fantasy and a nightmare all at once (the entire story is contained within a very small handful of locations, but arranged with a dynamism that easily disguises that fact).

From the smoothness of Sue’s unmarked skin to the cellulite on Elisabeth’s butt and the crinkled shrimp heads that come spitting out of Harvey’s mouth — and right into the fish-eyed camera lens — during a lunch meeting, Fargeat emphasizes virtually every detail with the same violent intensity, as if trying to reclaim the Cinéma du look from the hyper-sexualized male gaze that made it famous. The forcefulness of her visual design is matched by the unrelenting fervor of her sound design. Alka-Seltzers sink into a glass of water like depth charges dropped by a submarine, which should make you very, very nervous about the symphony of nausea Fargeat’s team of foley artists are capable of cooking up for the later scenes when things begin to go awry. When the flesh begins to rebel, and to rot, and then a whole lot worse.

Through it all, “The Substance” never loses its fairy tale soul, especially as its plot hinges on the fact that Sue will turn into a pumpkin if she doesn’t surrender her body by midnight. This dilemma naturally presents itself during a sex scene, but Fargeat maintains her story’s focus by sidelining its male characters as much as possible; the essence of the conflict here is strictly between Elisabeth and the crushing weight of her own invalidation, and any subplots — romantic or otherwise — would only threaten to steal attention from that one-sided struggle.

To that point, it’s a testament to the naked despair of Moore’s performance that her most powerful scene might be the one in which Elisabeth bails on a date because she can’t make peace with her face in the mirror, the actress self-loathingly smudging off her makeup with the same primal horror that will later be delegated to prosthetics. Moore is perfectly in tune with the “Cinderella”-like witchiness that consumes Elisabeth as she comes to resent Sue’s youthful narcissism, her spite made all the more heartbreaking because it’s effectively targeted at herself.

Not even the fact that Elisabeth literally becomes Sue every other week is enough to make her feel as if they’re two reflections of one spirit at different ages, each with their own value. Instead, she identifies Sue as “the only lovable part of me,” to which Qualley’s unflinching performance — devilishly self-possessed, and in utter denial of its imminent decline in the way that only youth can be — responds with a toothy smile, as if to say “you’re exactly right.” If Moore is the more exciting standout, that’s partially because Qualley has spent her entire career swimming in the deep end with directors like Claire Denis and Yorgos Lanthimos. For her part, Moore has never really taken a risk of this nature before. Few modern actors of her pedigree ever have. And the places that risk takes her in the movie’s absolutely bonkers final act will have your jaw on the floor, if it’s even still attached to your body.

“The Substance” is a surprisingly long film for its genre, with a runtime approaching two-and-a-half hours, but Fargeat knows exactly what she’s doing. This isn’t a milquetoast empowerment drama, or a polite request for its audience to consider working toward a society that doesn’t render women invisible once they turn a certain age. This isn’t even a forceful reclamation project in the spirit of Noémie Merlant’s “The Balconettes,” another worthwhile addition to the growing canon of post-#MeToo movies that find women redefining their screen images on their own terms.

No, “The Substance” is a non-stop, go-until-you-gag epic that builds and builds and builds until it scars everyone in the audience with a deep-seated physiological aversion to the idea that we can ever hope to escape from ourselves. Fargaet’s movie escalates with the kind of ultra-confident audacity that leaves you laughing out loud at sights that would otherwise make you shriek instead, and it simply refuses to end until even Harvey himself is sickened by how society pressures women into shaping their bodies. And so, like any fairy tale worth its unforgettably frightening special effects, “The Substance” concludes with a clear moral that it makes you want to believe in: There’s more beauty in freedom than there is freedom in beauty. And it’s absolutely gorgeous to watch Elisabeth Sparkle and Demi Moore help each other escape into the light of that truth.

Grade: A-

“The Substance” premiered in Competition at the 2024 Cannes Film Festival. MUBI will release it in theaters later this year.

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