When the Farrelly brothers' movie Shallow Hal (2001) was released, one reviewer suggested that the film ‘might have been more honest if [it] had simply made Hal have a thing about fat women’ ( Kerr 2002 : 44). In this paper, I argue that Kerr hits the mark but misses the point. While the film's treatment of fat is undoubtedly problematic, I propose a ‘queer’ reading of the film, borrowing the idea of ‘double coding’ to show a text about desire for fat (female) bodies. I am not, however, seeking to position Shallow Hal as a fat-positive text; rather, I use it as a starting point to explore the legibility of the fat female body as a sexual body. In contemporary mainstream Western culture, fat is regarded as the antithesis of desire. This meaning is so deeply ingrained that representations of fat women as sexual are typically framed as a joke because desire for fat bodies is unimaginable; this is the logic by which Shallow Hal operates. The dominant meaning of fatness precludes recognition of the fat body as a sexual body. What is at issue is therefore not simply the lack of certain images, but a question of intelligibility: if the meaning of fat is antithetical to desire, how can the desire for – and of – fat bodies be intelligible as desire? This question goes beyond the realm of representation and into the embodied experience of fat sexuality.