Ocean's Eleven (2001)

“Ocean’s Eleven was my opportunity to make a movie that has no desire except to give you pleasure, where you surrender without embarrassment or regret.” – Steven Soderbergh

Fresh from the one-two success of Erin Brockovich (2000) and Traffic (2000), Steven Soderbergh made a conscious decision to shift gears and make a purely entertaining film for a major studio. He managed to convince movie stars George Clooney (whom he had already worked with on Out of Sight) and Brad Pitt to take major cuts in their multi-million dollar salaries and headline a remake of the Rat Pack heist film Ocean’s Eleven (1960). With Clooney and Pitt on board, Soderbergh was then able to get an impressive cast including the likes of Matt Damon and Julia Roberts (both of whom also agreed to take pay cuts) and avoid having his film come across as nothing more than a vanity project for a bunch of smug movie stars. On the contrary, Ocean’s Eleven (2001) is a slick heist film in the tradition of The Sting (1973) in the sense that you know the outcome (the good guys win) but the fun is in how they get there as Soderbergh utilizes every stylish technique that he has available at his disposal.

Daniel Ocean (George Clooney) has just been released from prison and is eager to return to his high-end criminal enterprises. He sets his sights on Las Vegas with plans to rob three prestigious casinos: the MGM Grand, the Mirage, and the Bellagio, all of which keep their considerable sums of money in an ultra-secure hi-tech vault controlled by Terry Benedict (Andy Garcia) who, incidentally, is currently dating Danny’s ex-wife Tess (Julia Roberts). It’s not going to be easy and so, with the help of his good friend and ace fixer Rusty Ryan (Brad Pitt), they recruit nine experts to help them pull off a near-impossible heist. In addition to the heist, which serves as the main plot, Ted Griffin’s screenplay expertly weaves in a subplot involving Danny attempt to reconnect with Tess.

This film oozes cool right from the opening credits that play over a fantastic shot of the Atlantic City skyline at night accompanied by funky trip-hop type music by Northern Irish disc jockey David Holmes. We meet Rusty wasting his time teaching young movie stars (Holly Marie Combs and Topher Grace among others making fun of themselves) to play cards. We meet him in Hollywood with a cool groove playing over his establishing shot. This sequence is a bit of meta fun as we see Pitt, one of the biggest movie stars on the planet, teaching other movie stars playing a parody of themselves being totally clueless at playing poker only to eventually be hustled by a bemused Danny. Soderbergh even slides in a few sly inside jokes, like Danny asking Topher Grace if it’s hard to make the transition from television to film, which, of course, is exactly what Clooney did. Or, how Grace gets mobbed by autograph hounds while Clooney and Pitt are completely ignored.

One of the best sequences in the film is when Danny and Rusty recruit their crew. The scene where they convince Reuben Tishkoff (Elliott Gould) to bankroll their operation is a wonderful example of how expositional dialogue being delivered in the right way by the right actor can be entertaining and informative as Elliott Gould does a fantastic job of warning Danny and Rusty of just how dangerous Benedict is. From there, each character that Danny and Rusty approach is given their own introduction that briefly and succinctly highlights their unique skill and distinctive personality traits. Linus Caldwell (Matt Damon) is an up-and-coming pickpocket with uncanny dexterity. There’s the Malloy brothers, Virgil (Casey Affleck) and Turk (Scott Caan), two drivers by trade with one of them having an affinity for remote controlled devices and a perchance for bickering and irritating each other, which provides a good source of humor. Livingston Dell (Eddie Jemison) is an electronics expert in the area of surveillance. Basher Tarr (Don Cheadle) is a demolitions expert with Don Cheadle sporting an obviously exaggerated Cockney accent. Yen (Shaobo Qin) is a diminutive top-of-the-line acrobat that can get in and out of any tight space. Finally, there is Saul Bloom (Carl Reiner), a retired flimflam man coaxed back into action by Rusty. Each actor is given at least one scene, often more, to come front and center and do their thing and this is done in a way that doesn’t distract you from the story at hand, which is quite an accomplishment with such a large cast.

David Holmes expertly mixes jazz, funk, soul and hip hop in a way that evokes groovy trip hop or acid jazz but in a retro way that evokes Quincy Jones circa the 1970’s. The often-fat bass lines give certain musical cues a confident swagger. There is also plenty of Hammond organ and vibraphone looped to give a lounge-y kind of vibe at times. Later on in the film, Holmes brings in strings and brass to accentuate the romantic subplot between Danny and Tess. Holmes also incorporates songs, like Elvis Presley’s “A Little Less Conversation” to fantastic effect. This came out of watching the original Ocean’s Eleven as Holmes explained in an interview, "Then I tried to think of ways to identify with what was going on - with it being a contemporary film, how to be original, but set within the heart of Las Vegas. Which is where the Elvis song 'A Little Less Conversation' came about, because obviously Elvis had a really strong affiliation with Las Vegas, and that track has a very contemporary feel."

Steven Soderbergh read Ted Griffin’s screenplay in an afternoon in January 2000. The next day he called producer Jerry Weintraub and told him he wanted to direct the film. What he liked about the script was that it didn’t evoke the original 1960 version but “had this one foot back in the heyday of the studio star-driven movie, like Howard Hawks or George Cukor.” Soderbergh had always been drawn to heist films because, “the conflicts are so clear and dramatic. This seemed to be everything that you want a big Hollywood film to be, on the script level.” He had just made two dramas – Erin Brockovich and Traffic – and wanted to make a fun movie. To prepare for shooting Ocean’s Eleven, he watched Ghostbusters (1984) because he was impressed at “that sort of physical scale [that] feels so tossed-off, with such understated performances and obvious generosity among all the performers.” He also studied films by David Fincher, Steven Spielberg and John McTiernan because they knew how to “orchestrate physical action the way I like to see it.” He looked at how these filmmakers used lens length and height, camera movement and editing, as well as, “how they used their extras, how they structured movements within shots that carried you to the next movement and the next.”

Soderbergh got George Clooney involved and half-jokingly told him, “let’s make it an Irwin Allen movie, where they used to have 10 stars.” Originally, the director considered casting Luke and Owen Wilson, Bruce Willis, and Ralph Fiennes as the villain. Once Clooney was on board, they got the rest of the cast to commit at radically reduced rates, starting with Brad Pitt. However, during filming, the cast stayed in their own 7,000-square-foot villas at the Bellagio. Before shooting, Soderbergh told his cast, “Show up ready to work. If you think you’re just going to walk through this, you’re mistaken. If anybody gets smug, we’re dead.” Soderbergh wanted to shoot in the Bellagio, the MGM Grand and the Mirage – an impossible feat for more mere mortals; however, Weintraub had the connections and the clout to make it happen. The production was allowed to shoot on the floor of the casinos during the day, which nobody is given access to and the casino bosses even shut down entire pits for Soderbergh to shoot in. This allowed the director to design shots that were complicated and large in scale.

Soderbergh wanted the lighting for Ocean’s Eleven to be based in reality and to look like it wasn’t lit at all – not a problem in Las Vegas, a place overloaded with every kind of light imaginable. At times, Soderbergh would add some color to enhance the mood for dramatic purposes in order to put the audience inside the world of the film. He also realized that the locations played a large part in the plot and was interested in showing as much of the environment as possible. One challenge Soderbergh faced was the logistics of filming big dialogue scenes with Danny and his crew in a visually interested way. He had a lot of people in confined spaces and didn’t want these scenes to be boring. So, he attempted to frame shots that clearly established where everyone was while also giving them enough depth and geometry to make the characters interesting to look at.

Ocean’s Eleven received mostly positive reviews from critics clearly charmed by what the film had to offer. Roger Ebert gave it three out of four stars and wrote, “The movie excels in its delivery of dialogue. The screenplay by Ted Griffin is elegantly epigrammatic, with dialogue that sounds like a cross between Noel Coward and a 1940s noir thriller.” The New York Times’ Elvis Mitchell wrote, “Mr. Soderbergh does some of his best work in Ocean's Eleven, working with a ticking suavity he tried to bring to lesser movies like The Underneath. He has a breathtaking amount of technique at his fingertips, aided immensely by the popping freshness of the score by David Holmes, who he worked with successfully on Out of Sight. Mr. Holmes scales his rhythms to the picture's pace, giving the movie a heartbeat.” New York magazine’s Peter Rainer wrote, “Some of its members, such as Clooney and Roberts, epitomize the kind of old Hollywood glamour that would have fit right into the Bogart-Bacall forties. Their attractiveness carries a flagrant sense of sexual entitlement; they know they're sizzling, and they find this knowledge not only exhilarating but funny (and they're sexier for finding it so).” Entertainment Weekly gave the film an “A” rating and Owen Gleiberman wrote, “It wouldn't be wrong to call Ocean's Eleven a trifle, but it's a debonair trifle made with high-wire effrontery, the kind that can't be faked. This giddy and glancing charade is one of the most sheerly pleasurable movies to come out this year, and it cements Soderbergh's status as the reigning artist-entertainer at work in Hollywood today.” Even the Village Voice’s J. Hoberman had nice things to say: “The movie is slick and studiously cool—with plenty of visual flourishes but not too much soul.” However, USA Today only gave the film two-and-a-half stars out of four and Mike Clark wrote, “Despite dashes of droll dialogue from screenwriter Ted Griffin, the remake aims for cool but instead gets chilly. It's not a stretch to call it surprisingly glum.”

In a nice touch, Ocean’s Eleven never waxes nostalgic about the original film but instead is wistful about Las Vegas as it was in the 1960’s when the casinos were still run by the Mob and had yet to be corporatized and Disney-fied. This is reinforced in one of the motivations Danny has of robbing Benedict. It’s not just that he’s dating his ex-wife but Benedict also recently demolished one of the last old school casinos left in Vegas. Unlike Benedict, Danny respects the past and recruits Reuben and Saul, veteran con artists whose heyday was the ‘60s. It’s great to see Soderbergh giving actors like Gould and Reiner screen-time in a major studio film. These guys don’t work nearly enough and their performances in Ocean’s Eleven are a potent reminder of how good they can be if given the right material and the opportunity. Entrusted with only his second major studio film with an A-list budget, Soderbergh effortlessly orchestrates a fun, engaging popcorn movie like an old pro that has been doing this for their entire career.

Next week: Ocean's Twelve

Dead Men Don't Wear Plaid

In the early 1980s it must’ve seemed like a crazy idea to mix several contemporary actors with clips from classic films into something resembling a coherent story. Even now it seems like a pretty wild idea and one with few antecedents (Kung Pow! Enter the Fist is the only one that comes immediately to mind). But director Carl Reiner and comedian Steve Martin had the chutzpah to give it a try with Dead Men Don’t Wear Plaid (1982), a comedy that simultaneously pays tribute to and affectionately parodies film noirs from the 1940s and 1950s. Only a few years earlier, Reiner and Martin hit comedic pay dirt with The Jerk (1979) and so anticipation was high for this new collaboration. The result was a rare cinematic experiment that was viewed by some as lazy filmmaking and a clever homage by others.

Reiner sets the proper tone right from the get-go by featuring the Universal Pictures logo from the ‘40s. The opening credits play over a rainy city skyline at night (does it get any more noir than that?). The buildings are obviously an illustrated backdrop signifying that we are dealing with a fantasy world drenched in noir, anticipating Sin City’s (2005) own artificial world by many years. Private investigator Rigby Reardon (Steve Martin) is hired by the beautiful Juliet Forrest (Rachel Ward) to investigate the mysterious death of her father John Hay Forrest (George Gaynes), a highly regarded scientist and cheesemaker. The authorities have ruled it an accident but she suspects murder, her father the victim of a giant conspiracy.

Reardon’s hard-boiled voiceover narration plays around with the pulpy dialogue common in the film noir genre for comedic effect. For example, after his first meeting with Juliet, he thinks to himself, “I hadn’t seen a body put together like that since I solved the case of the murdered girl with the big tits.” His voiceovers also complement visual gags like when Reardon arrives at Dr. Forrest’s cheese lab and he observes, “I had no trouble finding Dr. Forrest’s cheese lab. It smelled like the number on the door.” Cut to a shot of a door with a “2” on it. In another scene, Juliet can actually hear Reardon’s voiceover narration, much to his surprise. There are a few gags that would be repeated in the short-lived Police Squad television show, which was also a parody of the crime thriller genre, but Dead Men Don’t Wear Plaid’s focus is predominantly film noir.

Reardon is not your typical gumshoe. For example, he goes into a hysterical murderous rampage whenever he hears the words, “cleaning woman.” Steve Martin wisely knows when to play it straight, like when it comes to saying the hard-boiled dialogue that often authentically evokes film noirs while also poking fun at them as well. He also picks his moments to cut loose and act zany, most notably whenever the “cleaning woman” phrase is invoked. Martin has a lot of fun interacting with various screen legends, like the phone conversation he has with a hysterical Barbara Stanwyck from Sorry, Wrong Number (1948). His poker-faced delivery of most of his dialogue is what makes it so funny, as is some of the physical bits of business he does, like when Reardon makes a cup of his famous java for Burt Lancaster from The Killers (1946), which evidently involves an entire bag of coffee grounds and two eggs (including the shells).

Juliet is not a typical femme fatale. For starters, whenever Reardon is shot she removes the bullet with her teeth, a procedure she learned at camp. Rachel Ward looks absolutely gorgeous all dolled up and looking like she walked right out of a film from the ‘40s, which is obviously the look they were going for. Ward has the perfect sultry voice of a noir fatale and watching this film again serves as a vivid reminder of what a sexy presence she was in the 1980s with films like Against All Odds (1984), which really put her on the map and into the mainstream consciousness. Ward seemed to gravitate towards crime films, also appearing in the underrated neo-noir After Dark, My Sweet (1990). Martin and Ward play well off each other and have several funny exchanges of dialogue, like when she tells him at one point, “You’re a very smart man,” to which he replies, “So was Abraham Lincoln. Look what happened to him.”

In the summer of 1980, Martin was having lunch with Reiner and screenwriter George Gipe. They were discussing a screenplay Martin had written when the comedian suggested that they use a clip from an old film somewhere in his project. From this suggestion came the idea of using all sorts of clips from classic films throughout the entire feature. The three men left the lunch thinking about how they could incorporate all of these old clips into a story. Reiner figured that they could work Martin into the old footage via tricks like over-the-shoulder shots so that it looked like he was talking to these famous actors.

Reiner and Gipe spent countless hours viewing classic films looking for specific shots and “listening for a line that was ambiguous enough but had enough meat in it to contribute a line opposite,” Reiner said at the time. He and Gipe took lines of dialogue from the clips they wanted to use and juxtaposed them while also trying to write a story based on them. They finally worked out a story and then met with Martin who contributed some funny material of his own. In preparation for the film, he purposely chose not to watch any classic film noirs because he “didn’t want to act like Humphrey Bogart ... I didn’t want to be influenced.”

In order to accurately recreate the look of film noir, Reiner recruited some of the people that helped define several classic films from the genre. Costume designer Edith Head, responsible for memorable outfits in films like Double Indemnity (1944), Notorious (1946) and Sunset Boulevard (1950), created over 20 suits for Martin in similar fashion to those worn by Cary Grant or Jimmy Stewart back in the day. Production designer John De Cuir, a veteran with 40 years of experience on films like Brute Force (1947) and The Naked City (1948) designed 85 sets over the ten-week shooting schedule. Rounding out these cinematic legends was composer Miklos Rozsa, who created the atmospheric soundtracks for Double Indemnity, Spellbound (1945) and The Asphalt Jungle (1950), and he helped give the film an authentic noir sound. Dead Men Don’t Wear Plaid looks and sounds as good as it does because of the work of these talented people. Sadly, it would be the last film for both Head and Rozsa.

Reiner and director of photography Michael Chapman do a pretty good job blending the vintage footage with their own. Nowadays you would just use CGI but back then they didn’t have that luxury and had to pay careful attention to the cinematography so that their shots would match up, making the seamless blend that much more impressive. Chapman studied the angles and lighting popular among ‘40s film noir, conducting six months of research with Technicolor to try and match the old film clips with his new footage. Principal photography began on July 7, 1981 with the bulk of it done on the soundstages of Laird International Studios in Culver City and three exterior locations shot in and around Los Angeles.

Dead Men Don’t Wear Plaid actually received a pretty decent response from critics. In his review for Newsweek magazine, David Ansen wrote, "A one joke movie? Perhaps, but it's such an engaging joke that anyone who loves old movies will find it irresistible. And anyone who loves Steve Martin will be fascinated by his sly performance, which is pitched exactly between the low comedy of The Jerk and the highbrow Brechtianisms of Pennies from Heaven." The New York Times’ Vincent Canby praised Martin's performance: "the film has an actor who's one of America's best sketch artists, a man blessed with a great sense of timing, who is also self-effacing enough to meet the most cockeyed demands of the material." However, Time magazine's Richard Corliss wrote, "The gag works for a while, as Martin weaves his own plot-web into the 18 old movies, but pretty soon he's traveling on old good will and flop sweat".

Dead Men Don’t Wear Plaid is quite possibly my favorite Steve Martin comedy, even over beloved classics like The Jerk and L.A. Story (1991), because of its film noir trappings and its very funny script chock full of all kinds of gags, both verbal and physical. It is a film noir lover’s dream as we get to see Martin “interact” with the likes of Humphrey Bogart, Burt Lancaster, Veronica Lake, Ingrid Bergman and countless others. There is also a lot of fun to be had identifying which films are used in the various clips seen throughout but this is also one of its criticisms – that the film is nothing more than a stylish parlor game of spot the reference. Dead Men Don’t Wear Plaid is some kind of crazed, ambitious experiment that has rarely been duplicated – clearance rights for all of these clips would be a legal nightmare in today’s ultra-litigious climate. In retrospect, the film had limited commercial appeal which may explain why it didn’t exactly set the box office on fire, disappointing mainstream audiences expecting Reiner and Martin to rehash The Jerk. Dead Men Don’t Wear Plaid is not talked about much anymore making it prime for rediscovery as a cult film oddity.

Some of the stills used in this article came from the Precious Bodily Fluids blog and this excellent post on the film (featuring more stills). Here is a pretty snazzy fan site.

SOURCES

Dead Men Don't Wear Plaid Production Notes. Universal Pictures. 1982.