The Story Behind “I’ll Have What She’s Having”

Before Rob Reiner and Nora Ephron had ordered lunch at the Russian Tea Room, she’d already shot down an idea he had for a movie script. It didn’t ruin the lunch. But it was kind of the point of the lunch. 

So they talked more. And that conversation inspired a movie script. Or at least it inspired the conversation that inspired the conversation that led to them writing When Harry Met Sally. It’s important to remember this detail. Because collaborative work requires repeat collaborations. 

Reiner had an idea about how two people could become friends after being (separately) burned by the first major relationship in their lives. They could form a friendship, commit to not having sex and to only be friends, and they’d be proven right – they’d realize they’d become even better friends. But, eventually and inevitably, they’d cave and have sex. And that would somehow ruin the friendship. Sad and funny and true, all at once.  

Ephron loved that idea. 

The writing began. 

One day they were talking about all the relationship ideas men have in their heads when Reiner asked, “Tell me something about women that guys don’t know.”

Ephron said, without missing a beat, in her deadpan delivery, “Okay – women fake orgasms.” 

Reiner, in defensive shock said, “Not with me they don’t…”

And she shot back, “How do you know?”

He really didn’t believe it. 

She realized he really didn’t believe it. 

And that was the exciting part. 

An idea that one person knew to be irrefutably true, that another believed to be irrefutably false, that could shed some light on the eternal mystery of sex.

They were onto something good. 

They wrote the scene. Originally, there was no famous (infamous?) faked orgasm. But it was coming.* 

At the reading, Meg Ryan proposed she could fake an orgasm in the scene. They decided if she was going to do that, then it would have to be in a public place, like a deli. Billy Crystal was laughing along up to this point.

If it was in a restaurant, Crystal added, then a customer could follow up the faked orgasm by saying, “I’ll have what she’s having.”

That was a topper of a line for an already iconic scene if ever there was one. 

But who would say it?

Reiner already knew. He’d promised a special someone a role in the movie. She was already going to be in this scene as a background character, so it was extra easy for him to pitch, 

“My mother.”

That’s the story of a famous line and how a village brought it all together. 

That’s the story about a failed lunch meeting that launched an amazing lunch scene. 

That’s the story about how a background character, played by a writer’s mother, delivers one of the most famous lines in movie history. 

That’s the story about how you never settle for boring, and you only settle for an idea that captures everybody in the room, because who knows where that idea could eventually go. 

That’s the story. 

And, ps., say it with me now, 

I’ll have what she’s having too. 

*go ahead 6th grader, point it out, have a laugh. I know I did. It’s great. Maybe even fantastic. I almost edited it out. Ha.