Men think about women. Women think about what men think about them.

In this epigrammatic contrast, Ustinov plays on stereotyped gender psychology to highlight asymmetries in social attention and self-consciousness. “Men think about women” frames desire or curiosity as outward-directed, while “Women think about what men think about them” suggests an inward, socially mediated awareness shaped by evaluation and reputation. The line can be read less as a literal claim about all men and women than as a critique of cultures that train women to monitor male judgment—turning the male gaze into an internalized habit. Its wit depends on compression: it turns a complex web of power, courtship, and social conditioning into a memorable, slightly barbed aphorism.