Walter Matthau didn't want to go to Minnesota. Honestly, he was terrified of the place. He actually told his lifelong pal Jack Lemmon that one of them wasn't coming back if they agreed to film a movie in the Midwest during the dead of winter. He was 73 years old, had a history of heart trouble, and knew that sub-zero temperatures do nasty things to the human body. He lobbied to have the script moved to Hawaii or Florida.
They didn't listen.
Instead, Matthau ended up on a frozen lake in 1993, wearing a ridiculous flap-eared hat and screaming insults at Lemmon. The result? Grumpy Old Men became a massive, sleeper hit that defined the final decade of his career. It wasn't just a movie; it was the moment Walter Matthau fully evolved into the Walter Matthau grumpy old man persona the world still loves.
The Reality of Filming on Ice
The "grumpy" part of the performance wasn't all acting. Minnesota winters are brutal. At one point during production, it hit $40$ below zero. Matthau famously recalled a moment where Lemmon's tongue actually stuck to his own gums because of the sheer cold. While Lemmon seemed to bounce through the snow with his usual nervous energy, Matthau was suffering.
He was right about his health, too.
Shortly after the production wrapped, Matthau was hospitalized with double pneumonia. His lungs had filled with fluid, a direct consequence of spending weeks standing on Lake Rebecca in Rockford. It’s wild to think that one of the most heartwarming comedies of the 90s nearly killed its leading man. But that was Matthau—he was a gambler. He spent his life betting on horses and ball games, sometimes losing hundreds of thousands in a single weekend. Taking a gamble on a freezing movie set was just another Tuesday for him.
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Why Max Goldman Worked
In the film, Matthau plays Max Goldman, a retired TV repairman who spends his days ice fishing and terrorizing his neighbor, John Gustafson. What most people get wrong about this movie is thinking it's just about two old guys being mean.
It’s actually about history.
Max and John have a rivalry that dates back decades, centered on a woman named May. Max is the "aggressor," the one who throws a dead fish into the back of John’s truck. But underneath that slouching, overcoat-wearing exterior, Matthau brought a specific kind of loneliness to the role. He wasn't just a caricature of a senior citizen. He was a man who used sarcasm as a shield.
The Secret Sauce: Lemmon and Matthau
You can't talk about Max Goldman without John Gustafson. This was their sixth film together, arriving over a decade after their previous collaboration, Buddy Buddy, flopped in 1981. They were the ultimate "Odd Couple," a dynamic they first perfected in 1968.
- The Slob vs. The Neat Freak: In Grumpy Old Men, this evolved into the The Bully vs. The Victim.
- The Dialogue: Most of the best insults weren't even in the script; they were the result of two friends who knew exactly how to push each other's buttons.
- The Respect: Despite the "putz" and "moron" labels, the chemistry worked because you could feel the underlying love.
The Wabasha Legacy
The movie takes place in Wabasha, Minnesota, but most of it was actually filmed in places like St. Paul and Faribault. Even so, the real Wabasha leaned into the fame. They’ve held a "Grumpy Old Men Festival" every year for over three decades. People show up to do the "Grumpy Plunge" into icy water and compete in ice fishing tournaments.
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It’s a testament to how much people connected with Matthau’s version of aging. He made getting old look like a contact sport. He showed that you don't have to lose your edge just because you've retired; you just find new things to be annoyed by.
The Health Struggles Behind the Scenes
Matthau’s physical appearance in the film—the jowls, the slow gait, the raspy voice—wasn't just "character work." He had survived a massive heart attack in 1966 while filming The Fortune Cookie and had undergone bypass surgery in 1976. By the time the sequel, Grumpier Old Men, rolled around in 1995, his health was even more precarious.
During the sequel, they had to film around his recovery from a colon tumor removal. He was frail, yet he still managed to hold his own against Sophia Loren. There's a scene in the second movie where he has to look "sexy" for her character, Maria. Watching Matthau—a man who once described himself as looking like a "settling brownstone"—try to be a romantic lead is pure comedy gold.
Real Facts vs. Hollywood Myth
People often ask if Matthau and Lemmon actually hated each other.
Absolutely not.
They were best friends. When Matthau passed away in July 2000, Lemmon was devastated. In a heartbreaking twist of fate, Lemmon died almost exactly one year later. They are even buried near each other at Westwood Village Memorial Park.
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The "grumpy" persona was a costume they wore for us. In reality, they were two of the most dedicated professionals in the industry. Matthau would often show up to set and pretend to be annoyed by everything just to make the crew laugh. He knew that his face was his fortune, and that face was built for scowling.
Beyond the Fish and the Fishing Poles
If you're looking to revisit the Walter Matthau grumpy old man era, don't stop at the first movie. There are nuances in the sequel that actually bridge the gap between their 1960s work and their final years.
- The Odd Couple II (1998): This was their final on-screen pairing. It wasn't a critical darling, but it features several meta-references to their history together.
- The Out-of-Towners: While Matthau isn't in this one (it's Lemmon and Goldie Hawn), it carries the same "angry senior" energy that Grumpy Old Men popularized.
- The Survivors (1983): A forgotten gem where Matthau plays a man pushed to the edge. It's the bridge between his "leading man" days and his "grumpy" days.
How to Watch Like an Expert
To truly appreciate what Matthau did in these films, you have to look at his eyes. While his mouth is saying something horrific to Jack Lemmon, his eyes are usually sparkling. He was playing a game. He was the king of the "deadpan" delivery, a skill he honed on Broadway long before he ever stepped onto a frozen lake in Minnesota.
He didn't need big physical stunts. He just needed a heavy coat and a well-timed "Shut up, John!"
Actionable Next Steps:
- Watch the Outtakes: The end credits of Grumpier Old Men feature some of the most famous outtakes in cinema history, mostly involving Burgess Meredith (who played John's father) saying things so filthy they couldn't make the final cut.
- Visit the Locations: If you’re ever in St. Paul, you can still see the houses used for Max and John on Hyacinth Avenue. They look exactly the same.
- Deep Dive into "The Odd Couple": To understand why their 1993 reunion worked, you have to watch the original 1968 film. It’s the blueprint for everything that followed.