What Happens Later

What Happens Later is a 2023 romantic comedy starring Meg Ryan and David Duchovny. The movie was filmed primarily at the Northwest Arkansas National Airport (XNA) and marked Ryan’s return to cinema following an eight-year hiatus. Ryan also co-wrote and directed the feature, which was her second foray into directing.

Based upon the play Shooting Star by Steven Dietz, who co-wrote the screenplay with Ryan along with Kirk Lynn, What Happens Later tells the story of Wilhemina (Willa) Davis, played by Ryan, and William (Bill) Davis, played by Duchovny, who meet for the first time after their relationship had ended twenty-five years previously (they call each other “W. Davis”). The two find themselves both stranded at what Bill calls “some little regional airport” during a major snowstorm, their chance encounter something Willa ascribes to it being “Leap Day,” February 29. Willa, who lives in Austin, says that she is traveling to Boston as a “wellness practitioner in the healing arts” to visit a friend, Ginny, while Bill, who lives in Boston, is on his way to Austin for a business meeting, for which he is missing the dance recital of his fifteen-year-old daughter, Rose.

Bill says that he and his wife, Beth-Anne, are “going through a thing”—it later emerges that they have separated. He and Willa start revisiting their past relationship, with Bill finally confessing that he had problems with her behavior, especially her desire to have an open relationship, which he went along with because he was in love with her (she later reveals that she never actually had sex with any other men). He thinks that their old relationship was “unsustainable,” especially after the miscarriage she endured. She relates that she had a daughter with a bass player after Bill left but tells him she gave the child up for adoption and does not know where she is. The airport announcer occasionally relays mysterious statements and commands.

After they attempt to get a flight or a hotel room for the night, the facility then powers down, going dark on the pair; by this time, they are entirely alone in the airport and start to frolic around the place. Talking, they realize that they are not necessarily disappointed in their own respective lives. He acknowledges leaving her out of a fear that she would resent being tied down to him, describing himself as the “ballast” of a hot-air balloon that is stabilizing but gets thrown overboard when the pilot wants to go higher, and she admits that he was right.

Rose calls, and Bill urges her to “just dance, just have fun, don’t worry about anything.” Willa admits that she is going to Boston not for a friend but to meet her daughter, who recently got in touch with her; using Bill’s phone earlier, she had texted her to say that she was not actually coming, but her daughter texted back, “Just try.” He urges her to go through with the meeting.

In the morning, the airport springs back to life, and all outbound flights are restored. Both of their flights are called. He writes something on the back of a card to give to her as they part, and they kiss. As he leaves, she looks at the card, which says, “Just try.” They see each other from the windows of their respective planes. She pantomimes wanting his number, and he starts to give it to her with hand signals, but their planes start to take off, making a heart shape in the sky with the contrails.

Filming took place at XNA in 2022, with some additional footage shot at Crystal Bridges Museum of American Art. Kristin Mann of Bentonville (Benton County) served as a producer for the movie, partnering with Rockhill Studios of Fayetteville (Washington County). The movie was released domestically on November 3, 2023, earning $1,522,750 on its opening weekend and taking in a total of $3,273,895 during its domestic run.

What Happens Later received mixed critical reviews. Frank Scheck of the Hollywood Reporter lamented the movie’s origins in a stage play, writing, “What might have proved effective theatrically comes across as wholly artificial and schematic onscreen, despite Ryan’s considerable efforts as both director and performer.” However, other reviewers were more enchanted. Claire Shaffer of the New York Times described the film “an appropriate homecoming for a seasoned pro” of the romantic comedy genre (that is, Ryan). Courtney Howard of Variety wrote, “Through the prism of one former couple’s relationship woes, this effervescent, enlightened romantic comedy explores our innate need for reconciliation within ourselves and with each other.”

For additional information:
Howard, Courtney. “‘What Happens Later’: Meg Ryan and David Duchovny’s Welcome Return to Rom-Coms.” Variety, November 1, 2023. https://variety.com/2023/film/reviews/what-happens-later-review-meg-ryan-1235775305/ (accessed May 22, 2026).

LaSalle, Mick. “Review: Meg Ryan’s ‘What Happens Later’ Is a Fun Rom-Com—and a Serious Movie—about Mature Love.” San Francisco Chronicle, November 1, 2023. https://www.sfchronicle.com/entertainment/movies-tv/article/what-happens-later-review-18455461.php (accessed May 22, 2026).

Lemire, Christy. “What Happens Later.” RogerEbert.com, November 3, 2023. https://www.rogerebert.com/reviews/what-happens-later-movie-review-2023 (accessed May 22, 2026).

Roberts, Adam. “Meg Ryan, David Duchovny to Shoot Rom-Com in Northwest Arkansas.” 40/29 News, May 4, 2022. https://www.4029tv.com/article/meg-ryan-david-duchovny-movie-arkansas/39896230 (accessed May 22, 2026).

Scheck, Frank. “‘What Happens Later’ Review: The Cuteness Wears Thin in Meg Ryan’s Screen Return Opposite David Duchovny.” Hollywood Reporter, November 1, 2023. https://www.hollywoodreporter.com/movies/movie-reviews/what-happens-later-review-meg-ryan-david-duchovny-1235633426/ (accessed May 22, 2026).

Shaffer, Claire. “‘What Happens Later’ Review: Meg Ryan Revisits the Meet-Cute.” New York Times, November 2, 2023. https://www.nytimes.com/2023/11/02/movies/what-happens-later-review-meg-ryan.html (accessed May 22, 2026).

“What Happens Later.” Internet Movie Database. https://www.imdb.com/title/tt19890316/ (accessed May 22, 2026).

Staff of the CALS Encyclopedia of Arkansas