Greatest Film Scenes
and Moments

All of Me (1984)


Written by Tim Dirks

Title Screen
Movie Title/Year and Scene Descriptions

All of Me (1984)

In director Carl Reiner's clever role-reversal fantasy comedy with gender-switching (body and spirit transference) and physical slapstick comedy - it was his fourth film in collaboration with Steve Martin, following The Jerk (1979), Dead Men Don't Wear Plaid (1982), and The Man With Two Brains (1983):

  • the gender-switching was performed by its comedy stars Steve Martin and Lily Tomlin; they played two parts or personalities of the same person (a left male side and right female side)
  • one of the personalities was unhappy 38 year-old Los Angeles lawyer and aspiring jazz band guitarist-musician Roger Cobb (Steve Martin), who was dating his attorney-boss Burton Schuyler's (Dana Elcar) daughter Peggy (Madolyn Smith); he was upset that she brought him an African grave post for a birthday gift, and stated that he couldn't commit to marriage (the "M" word)
  • Roger's boss represented wealthy, selfish, terminally-ill and dying, bedridden invalid client/spinster Edwina Cutwater (Lily Tomlin)
  • during a meeting with Edwina to take charge of her affairs after her imminent death, Roger learned that Edwina was planning to return from the dead; with Roger, Edwina designated in her amended will that after dying, all of her $20 million dollar inheritance would go to her stableman Fred's (Eric Christmas) beautiful daughter Terry Hoskins (Victoria Tennant)

Dying Millionairess Spinster/Client Edwina Cutwater (Lily Tomlin)

Stableman Fred's (Eric Christmas) Daughter Terry Hoskins (Victoria Tennant)
  • Edwina had made a deal with Terry that her soul would 'transmigrate' or be relocated and enter into Terry's body, while Terry's soul would be released to the universe; Terry claimed that she was uninterested in Edwina's fortune
  • unexpectedly during the soul transfer procedure while Edwina was at the law firm, the millionairess' soul transmigrated into Roger's body through the misguided efforts of her befuddled, incomprehensible but beatific Tibetan shaman/mystic and spiritual advisor Prahka Lasa (Richard Libertini); the sacred bowl where Edwina's soul was temporarily relocated accidentally tumbled out of the window onto Roger’s head as he departed from the building; he asked himself: "What the hell is happening to me?"; afterwards, Edwina could only be seen in mirrors or other reflections; Roger asked when he viewed her in a rear-view mirror ("What the hell are you doing in there?")
  • in a number of hilarious scenes, Roger (on the left side) fought with his female 'Edwina' half (on the right side) whenever he did anything (such as drive, walk down the street, or make love); they had a tug-of-war as they attempted to walk down the street together ("First me, then you, me, you, me, you...")
  • in a bathroom scene shortly later, Roger entered and proceeded to the urinal, where he tried to teach his half-female body what to do (Edwina was instructed to remove his "little fireman" or "Mr. Ed" and "tap" twice afterwards); Roger was overheard speaking strangely as if he was possessed by an invisible spirit by Burton's partner Mr. Mifflin (Michael Ensign)
  • during a misunderstanding and believing that Roger was cheating and having sex with "Edwina" in his office - due to hearing their constant bickering and talking, Peggy confronted Roger; she was even led to believe that Roger had sex with the "dead" Edwina who died that day; she was also incensed that Roger was involved in her family's divorce court proceedings and represented the side against her own mother; she gave Roger an ultimatum ("It's either me or your balls, Roger") and he chose his manhood; when she departed, she claimed that all of her orgasms were faked
  • after attending Edwina's memorial service (with no one in attendance), Terry made romantic overtures toward Roger, but as they were about to make lustful and passionate love in his apartment, Edwina awakened and disrupted their love-making by asking: "What are you doing to her?" but then assisted in some mild S&M spanking; Terry fled from Roger's apartment when she realized he was possessed by Mrs. Cutwater
  • in the courtroom scene when Roger served as his boss' divorce lawyer, during the proceedings, Edwina eventually took control of Roger and won the case for the wife - while representing the husband/boss!; she was able to use her advantage of overhearing Roger’s thoughts and consciousness; as a result, Roger lost his job
  • Terry who had earlier promised to allow Edwina to "transmigrate" into her own vacated body, had only wanted to acquire Edwina's inheritance; she was now shocked that the soul transference actually worked; she reneged on the plan and announced her intentions to spend Edwina's $20 million inheritance while moving into Edwina's mansion
  • Roger attempted to aid Edwina by having the Tibetan shaman Prahka transmigrate Edwina's soul out of him and back into a sacred bowl; however, the soul was misdirected into a bucket, then into a pitcher of water, and finally into the body of his blind band mate Tyrone Wattell (Jason Bernard) who mistakenly drank the water; the guru Prahka finally transferred Edwina's soul back into Roger's body
  • as the film concluded, Terry (to avoid criminal charges) allowed the mystic Prahka to transmigrate Terry’s soul into the body of her favorite horse, while Edwina’s soul was transferred into Terry’s vacated body
  • during a mirror dance in the closing end credits, it appeared that Roger was joyously dancing with Terry after making love to her (and experiencing "tingles"): Roger instructed her: "Oh, it's easy. Now, just put your feet on top of mine. Come on. This is how kids learn how to dance. See? Now try it with your own feet"
  • the two of them danced together in a mirror's reflection to the tune of the crazy and crowd-pleasing song-and-dance number "All of Me"; but when the camera panned to the left over to a mirror's reflection, it revealed that he was actually dancing with Edwina - the end credits began to roll, and culminated with them toppling over each other
  • All of me, why not take all of me?
    Can't you see I'm no good without you?
    Take my lips, I want to lose 'em
    Take my arms, I'll never use them

Dissatisfied 38 Year-Old Lawyer Roger Cobb (Steve Martin)

Roger's Girlfriend Peggy (Madolyn Smith)

Mystic Prahka Lasa With Terry Hoskins

Metal Sacred Bowl

Botched Transmigration - Edwina's Soul Ended Up In Roger's Body - Edwina Seen in Rear-View Mirror

Roger Struggling to Walk Down the Street with Edwina

Bathroom Urinal Scene

Edwina Helping and Interrupting Love Scene Between Terry and Roger

Ceremony to Transmigrate Terry's Soul Into Her Horse, and Transfer Edwina into Her Empty Body


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