Summary

• Kelly McGillis' portrayal of Charlie in the original Top Gun brought a sense of equality to her relationship with Maverick, dictating the terms of their romance.
• In the sequel, Top Gun: Maverick, Jennifer Connelly's character Penny Benjamin replaces Charlie as Maverick's love interest, addressing outdated attitudes and reflecting on Maverick's advancing age.
• Penny's inclusion adds dramatic weight to the film, helping Maverick reckon with his choices and make peace with Rooster, while maintaining the essence of Charlie's role in supporting the male protagonist.

Kelly McGillis' Charlie was one of the big reasons the 1986 blockbuster Top Gun worked so well. A smart, capable woman in an era of token girlfriends, the Top Gun actress brought a surprising sense of equality to her relationship with Tom Cruise's Maverick. She dictated the terms of their romance, she was presented as the more emotionally mature of the two, and, at the end of the film, he came to her rather than staying out with the boys and their shirtless volleyball games. Her status as an instructor keeps her in Maverick's orbit without much effort, and she was a shoo-in for Top Gun: Maverick, the 2022 sequel that turned into an even bigger hit than the first film.

Yet McGillis didn't appear as part of the cast of Maverick, citing ageism as the cause. Her absence left Maverick without one of the key ingredients to its predecessor's success. Instead, Jennifer Connelly joined the Top Gun: Maverick cast as the new love interest: Penny Benjamin, who, as it turns out, is really the only other viable option for the part. Penny Benjamin appeared in Maverick's life before the smash-hit sequel that saved theaters and cemented Cruise's status as one of the last bankable movie stars in an era defined by franchises and high-concept films. Her appearance in Maverick plays off of a minor subplot in the first Top Gun, which develops into a solid romantic relationship in the new one. Connelly's casting indicates that the filmmakers needed more than just lip service when it came to replacing a figure as important to the first film as Charlie was.

Updated by Timothy Blake Donohoo on April 4, 2024: Top Gun: Maverick was one of the biggest hits of 2022, and it brought the series back in a big way. Alongside familiar faces, it also introduced new characters such as Penny Benjamin. Though only hinted at in the first movie, she has a history with Tom Cruise's Maverick, making the Jennifer Connelly character something of an old flame. She's also a key part of the popular movie's story, and with a sequel on the way, she may likely return.

Who Was Penny In the First Top Gun Movie?

While Jennifer Connelly wasn't a part of the Top Gun 1986 cast, her character was mentioned in the film. The original Top Gun framed Maverick's bad-boy heroics as something of a backlash against his father's reputation. The elder pilot was killed in Vietnam, and held accountable for a mission failure that wasn't his fault. Maverick, in response, tends to color outside the lines, using his piloting skills to get away with stunts like ignoring orders and buzzing the tower. It impedes his career advancement and ultimately costs him the Top Gun trophy to his best frenemy Iceman, though it's a big part of what makes him such an effective pilot. (That includes his unauthorized test run of the supposedly impossible mission in the new film: breaking the rules and somehow demonstrating his indispensable nature in the bargain.)

His antics involve plenty of ground-based shenanigans, including an infamous incident with a woman (Penny Benjamin) referred to as "the admiral's daughter." It starts when his commanding officer reads a litany of his bad-boy behavior as exposition, including "high-speed passes over five air-control towers and one admiral's daughter." At the accusation, Goose whispers the woman's name: Penny Benjamin. Meg Ryan's Carole Bradshaw also mentions the incident later in the film, teasing Maverick about the time he went "ballistic" with Penny Benjamin, the admiral's daughter. It's presented as part of a pattern of womanizing and one-night stands that Charlie breaks with true love, and quietly contrasts the comparative maturity of their romance with the adolescent flirtations of his past.

Penny Benjamin becomes a ready way to address it without creating a new character out of whole cloth. Like Maverick, she comes from a military family, and presumably grapples with the expectations that come from a "legendary" father. With Charlie gone -- rightly or wrongly -- she's the only other love interest with a presence in the series. Including her provides context that Maverick can build upon, instead of trying to squeeze an entirely new character into a film already packed to the gills with content.

How Penny Replaces Charlie in Top Gun: Maverick

Maverick suggests Maverick and Penny have maintained an on-again, off-again relationship for many years. That downplays the notion of Maverick as Lothario, and further implies that -- infamous tryst aside -- the two had genuine feelings for each other. It explains their rekindled love interest in the film, with Penny now a bar owner and single mom who reconnects with Maverick as he struggles with the consequences of his choices. Specifically, he blocked Goose's son Rooster from joining the Naval Academy at Carole's behest before she passed away. Penny helps Maverick to reckon with that, which allows him to make peace with Rooster in Top Gun: Maverick's third act.

In addition, it gives the Top Gun universe a past with a history that audiences can relate to. The sequel portrays Maverick as someone still dedicated to his job. Most of his friends are colleagues in the military, and many of them have died over the years: including Carole and Iceman, whose passing from cancer constitutes the film's most gut-wrenching moment. Penny lets Maverick connect with a romantic interest without having to spend screen time filling out her backstory.

Since the original film declined to elaborate on her personality, Maverick's filmmakers have an essentially blank canvas to work with. Like Maverick, Penny has clearly experienced her ups and downs in life, including a marriage that didn't work out and a son whom she's presumably raised on her own. Her occasional flings with Maverick mean that she knows at least a little of what he's lost over the years, and that the two have been there to support each other in the past. That connection provides both a solid background for the pair and commiserate experiences that allow them to become a couple quickly and organically.

It also gives her some dramatic weight beyond just being a replacement for Charlie, as well as reframing Maverick for an era when "scoring" has a very different connotation. Penny still serves the same purpose she did -- supporting a male protagonist without generating any energy of her own -- but bringing in a previously established figure at least organically addresses the specifics. It's a testament to the care Maverick has put into its story, and it helped keep the Top Gun franchise flying high after 35 years. The film quite likely wouldn't have succeeded quite as well without her.

Jennifer Connelly is an Oscar-Winning Actor with a Long Career

Jennfer Connelly was a Hollywood veteran long before her role as Penny Benjamin, with a career stretching back to Once Upon a Time in America in 1984. She won an Oscar for Best Supporting Actress in 2001 for the Ron Howard biopic A Beautiful Mind alongside the actor Russell Crowe, and has worked on an impressive array of projects in the four decades since she began. Though she's appeared in her share of big-budget Hollywood projects, she's known for truly daring performances in smaller films, such as Requiem for a Dream by iconic director Darren Aronofsky, in which she played a clothing designer who destroys her life through drug addiction. Comic book fans know her as the original Betty Ross in Ang Lee's 2004 film Hulk.

Though not directly connected to the first Top Gun, Jennifer Connelly does have an oblique off-screen link. The same year it was released, Connelly starred in the Jim Henson fantasy Labyrinth. The film bombed that summer against the original Top Gun and other militaristic films like Aliens, but quickly gained a cult following, and today is considered an indispensable fantasy classic. Her performance in that film -- made at the tender age of 15 and opposite no less a presence than David Bowie -- is as much a signature role for her as Maverick is for Cruise.