"...the main purpose of criticism...is not to make its readers agree, nice as that is, but to make them, by whatever orthodox or unorthodox method, think." - John Simon

"The great enemy of clear language is insincerity." - George Orwell

Monday, June 9, 2008

Out of Sight

"It's like seeing someone for the first time. You can be passing on the street and you look at each other and for a few seconds there's this kind of recognition. Like you both know something, and the next moment the person's gone. And it's too late to do anything about it. And you always remember it because it was there and you let it go. And you think to yourself, what if I stopped? What if I said something? What if?" – Jack Foley

This bit of dialogue from Out of Sight (1998) perfectly captures the essence of the relationships between the characters in this film. It is about the what ifs and the what could have beens. What the characters do and, more importantly, what they don't do directly determines their fate.

As the film begins, Jack Foley (George Clooney), a career bank robber, escapes from a Florida prison with the help of his loyal accomplice Buddy (Ving Rhames). In the heat of the moment they kidnap a beautiful Federal Marshall named Karen Sisco (Jennifer Lopez). She and Jack are stuffed in the trunk of her car as they make a hasty retreat. Trapped in such a small, confined space Jack and Karen have nothing to do but engage in idle chitchat. Even though they are on completely opposite sides of the law there's a spark, an initial attraction that blossoms into something more as the film progresses and their paths inevitably cross again.

Out of Sight is based on the book of the same name by Elmore Leonard. He had wanted to do a bank robber story for a long time. Several years ago, he saw “a picture in the Detroit News of an attractive young woman who was a Federal Marshal standing in front of the Federal Courthouse in Miami. She held a shotgun which was resting on her cocked hip and as soon as I saw that picture, I knew it was a book.” Danny DeVito bought the rights to a previous Leonard book, Get Shorty, for his production company, Jersey Films. After the success of that film, he bought the rights to Out of Sight.

Screenwriter Scott Frank had a tough time adapting Leonard’s Get Shorty and didn’t want to do it again. However, he found himself in a situation where he needed the money. He liked Out of Sight and thought it would be easier to adapt but it turned out to be even more difficult than Get Shorty! For example, Frank found that Leonard told “his stories purely through the dialogue, whereas in a movie the old adage is ‘show, don’t tell.’ It’s the opposite and so it’s very, very tricky to convert that into a movie.”

The film came to George Clooney and Steven Soderbergh at a time when both of their careers had reached a critical junction. Clooney was coming off the commercial and critical train wreck known as Batman and Robin (1997). Soderbergh had completely shunned the mainstream with the one-two punch of Gray’s Anatomy (1996) and Schizopolis (1996). Both men were looking for a hit that would put them back on the map. Soderbergh had already made two films for Universal and one of its executives, Casey Silver, offered him Out of Sight with Clooney attached after original director Barry Sonnenfeld dropped out. Soderbergh was close to making another project and was going to pass but Silver told him, “These things aren’t going to line up very often, you should pay attention.” By the filmmaker’s own admission, he “had to go chase this. I had to audition for it. I had to talk to Jersey Films, I had to talk to Clooney…I had to go in and say I really feel like I know how to do this.”

Soderbergh and Frank achieve a perfect mix with Out of Sight. The film’s pace moves with effortless ease and self-confidence. The know when to slow things down and savor the moment as well. As Frank proved with his excellent screenplay for Get Shorty (1995), he perfectly understands Leonard's distinctive cadence and the speech patterns of his characters. Cinematic adaptations of books are almost always inferior because so much has to be cut out or changed to fit into a two-hour film. However, Leonard's books are tailor-made for movie adaptations because they are very visual and almost entirely dialogue and character-driven — ideal for the screenplay format. Out of Sight is one of those rare movies that is actually better than the book.

Soderbergh and his cameraman, Elliot Davis, paint their film with a specific color code. The bright colors of the Florida scenes — especially the prison sequences with vibrant blue and the bright yellow prison uniforms worn by various characters — provide a nice contrast to the second half of the film which consists mainly of a gun-metal blue color scheme. The Detroit scenes have a cold, metallic feel to them and this really comes out.

After a string of so-so films, George Clooney finally hit paydirt with Out of Sight. With his movie star good looks and suave charm, he is perfectly cast as the smooth talking criminal. This may be his finest performance to date. For Clooney what attracted him to this role was the chance to play a character that evoked his cinematic heroes of the past. “When I was growing up the heroes for me were the bankrobbers — you know, the Cagneys and the Bogarts, Steve McQueen and all those guys, the guys who were kind of bad and you still rooted for them. And when I read this, I thought, This guy is robbing a bank but you really want him to get away with it.” Clooney’s style of acting is perfect for this role as he plays Foley with the right amount of laid-back charm. This is typified by his character's introduction — the most pleasant, non-violent bank robbery ever committed to film. Clooney has such a likable screen presence that you want to see his character succeed.

Conversely, Jennifer Lopez is his perfect foil as a smart, tough law enforcement officer who can't help but fall in love with this charismatic criminal. She is a very attractive woman but not above wielding a shotgun to apprehend a fugitive. There is a genuine chemistry between the two actors that makes their romance work. And it is this relationship that gives Out of Sight its depth. There is more to this movie than snappy banter and a hip soundtrack. Incredibly, Sandra Bullock was originally considered to play Karen Sisco opposite Clooney, however Soderbergh said, “What happened was I spent some time with [Clooney and Bullock] - and they actually did have a great chemistry. But it was for the wrong movie. They really should do a movie together, but it was not Elmore Leonard energy.”

A killer cast supports the two lead actors. Steve Zahn, an underrated character actor, is perfect as Glen, a stoner screw-up who looks up to Jack but is a royal pain in the ass. Dennis Farina plays Karen's laid-back dad who buys his daughter a handgun for her birthday and just wants to see her married to a lawyer or a doctor. Albert Brooks is Richard Ripley, a bumbling white-collar criminal type who is in way over his head and sports a truly awful toupee. Don Cheadle plays “Snoopy” Miller, a tough guy-wannabe that is a classic schoolyard bully. Rounding this cast out is Ving Rhames, Jack's tough, God-fearing partner in crime.

David Holmes' catchy R&B score comes in and instantly transports the viewer into this world. He mixes in his own brand of funky electronica with old school tunes from the likes of the Isley brothers and Willie Bobo. From the atmospheric noises in the background to Holmes' superb trip hop beats, this is a great sounding movie.

Despite its lackluster performance at the box office, Out of Sight received widespread critical praise. It was clearly a career turning point for both George Clooney and Steven Soderbergh. Clooney said in an interview that “Out of Sight was the first time where I had a say, and it was the first good screenplay that I’d read where I just went, ‘That’s it.’ And even though it didn’t do really well box office-wise — we sort of tanked again — it was a really good film.” Clooney went on to success with O Brother, Where Art Thou? (2000) and Ocean’s Eleven (2001). Soderbergh saw Out of Sight as “a very conscious decision on my part to try and climb my way out of the arthouse ghetto which can be as much of a trap as making blockbuster films. And I was very aware that at that point in my career, half the business was off limits to me.” The film’s critical reaction gave Soderbergh a foothold in Hollywood that led to the commercial success of Erin Brockovich (1999) and Oscar gold with Traffic (2000).

Out of Sight is a film about making choices and taking chances despite the sometimes inevitable, painful consequences. It is also an entertaining look at a collection of colorful characters and the exciting world they inhabit. This is a smart, sexy and wonderfully stylish crime thriller that was ignored by audiences (due to lousy advertising and an even worse release date) but garnered strong critical reaction (winding up on many Best Of lists that year). Fortunately, Out of Sight has been re-discovered on video and recognized as one of the best Elmore Leonard adaptations ever put to film.


Andrew, Geoff. "Again, with 20% more existential grief." The Guardian. February 13, 2003.

Bautz, Mark. "Sight and Sound." Entertainment Weekly. June 25, 1998.

Croatto, Pete. “Bringing Elmore Leonard Into Sight.” Creative Screenwriting. July 2013.

Decha, Max. "America's Most Wanted." Neon. December 1998.

Jones, Belinda. "Rockumentaries..." Empire. January 1999.

Malcolm, Paul. “Back in Sight.” L.A. Weekly. July 1, 1998.

"Steven Soderbergh Interview." Mr. Showbiz. 1998.


  1. Excellent look at one of my all time favorite films and thanks so much for the link to my articles on it. God, I love this film...

  2. I thought I was the only one.

    I had the pleasure of watching this film on release at the cinema, it stayed for one week and there were only 7 people in the place.

    I love this film, everything about it is quality. From the acting, to the pace, the score and, as you pointed out is this great review, the film oozes style.

    I have tried for years to get people to watch it to no avail. Great to see it's starting to gain the respect and viewing figures it's always deserved.

    I appreciate the background info you give to your reviews, I was interested to learn of Soderbergh and Clooney's reasons for taking on the film and I had no idea that Sandra Bullock was the initial choice. Thank god that didn't work out, can you imagine her as Karen Sisco?

    Great Read.

    You wanted to tussle. We tussled.

  3. The above comments say it all, almost. Can't forget the amazing poster, which Universal idiotically disposed of for the DVD release, going with a boring photo and a gun. The colorful one-sheet is probably my all-time favorite poster.

    The movie places somewhere in my top 20, and I own the soundtrack to boot.

    The movie was a perfect coming together of so many elements. Get Shorty and The Limey make great compliments to this in their own way.

  4. Jeremy:

    Thanks for the kind words. I love this film and there's just enough appreciation out there for it.


    It's interesting that you mention seeing it in a near-empty theater. That was my experience as well. I dunno what the studio was thinking releasing it in the middle of summer blockbuster season. This film might've had a chance if it was released in the fall. Oh well...

    Thanks for the comments and you are right about the film oozing style. And yet it also has the substance to back it up - a perfect marriage of the two, IMO.

    Isn't it weird how Sandra Bullock was considered for the film? You're right, though, I just don't see her as Karen. No way. Soderbergh was wise not to cast her.


    Yeah, I could have done without the crap DVD cover. You're right, they should've went with the excellent theatrical poster art.

    Good call about GET SHORTY and THE LIMEY as compliments to this film. I would also add JACKIE BROWN which is another excellent Elmore Leonard adaptation and also kinda underrated in its own way.

  5. The DVD cover was taken from the inferior British Quad. That original US one sheet is one of the classic posters to my eyes. Funnily enough I have a version of that poster that lists Cliff Martinez as the composer instead of Holmes. Have never been able to figure that out...I love Martinez's work for Soderbergh (The Limey, Solaris) but Holmes is my main man and I can't imagine the film without his music.

    I had never heard the thing about Bullock either. I am actually a big fan of hers but she would have been all wrong for Sisco...the only two ladies I can see in the role are Lopez and Gugino (they both played it perfectly to my eyes).

    Jackie Brown is the other great Leonard adaptation in my book...I wish either Soderbergh or Q.T. would have another go at one of the others...

    Oh, and I also so the film opening weekend in a near empty theater. This film should have been huge...it's day will come.

  6. Jeremy:

    I'm not surprised about Martinez being listed. Perhaps, early on he was going to score the film? He has worked with Soderbergh on numerous occasions... But you're right, the film's score is so distinctive with Holmes' beats. I really hope they work together again. It would be a shame if their collaboration were to end with OCEAN'S THIRTEEN.

    I agree with you re: Gugino and Lopez being right for the role of Karen Sisco. I can't see anyone else playing the role 'cept for those two ladies. It's a shame that Gugino's show got the axe... too smart and stylish for mainstream TV, I guess. I do like Bullock as well - she's always had an endearing, girl-next-door charm.

    As for other Leonard adaptations... didn't QT have the rights to another one of his books? I guess after JACKIE BROWN tanked at the BO he decided not to pursue. Scott Frank did a great job with OUT OF SIGHT and I felt that his directorial debut, THE LOOKOUT was a homage to Leonard's crime fiction.

  7. There isn't a single thing wrong with this movie. Every element you discussed is what makes it perfect. Everything from the script by Frank to the soundtrack by Holmes. This movie is in my top 5 and is an excellent example of movie magic. There are so many X factors going into a production that can completely ruin a film. That did not happen here. Even Jennifer Lopez delivered a wonderful performance.

    I think that Clooney has advanced as an actor from this movie, but this is where it all began.

    And the bar scene on top of the hotel is one of my favorites.

    Nice tribute to a fantastic movie.

  8. Piper:

    Thank you for the kind words.

    I certainly agree with you about how all the elements came together perfectly. And you're right about Clooney. This was the first film of his where I felt he really nailed it. He was good in FROM DUSK TILL DAWN but this one really showed that he had the goods and he hasn't looked back since. He certainly deserved the Oscar for SYRIANA and he was really good in MICHAEL CLAYTON.

  9. It is one of those rare films that can boast of having class in every department. The direction, script, cinematography, design and costumes etc..everything is brilliant. Great movie for watching.