Snow falls against a night blue sky outside the hotel room where two lovers exist briefly outside of time. Isn’t it like that when you’re in love? Time slows when you lock eyes across the table, seems to stop altogether—or you wish it would—when you lean in for a kiss.
Then the thoughts creep in—about a job, like the one he’s planning with the guys he knew from prison, or the one that gives her a badge and a gun—and time ramps up again, too fast.
She feels it, leaning on his abdomen as he brushes hair away from her face. “You’re getting serious on me now,” he says.
“I just want to know what’s gonna happen,” she replies.
Out of Sight, Steven Soderbergh’s 1998 adaptation of Elmore Leonard’s crime novel, turned 20 this summer and still thrills with its foreplay. The Hollywood Reporter once named leads George Clooney and Jennifer Lopez one of the screen’s sexiest couples. “Steven Soderbergh’s noir caper throws two beautiful people in a car trunk, has them deny any connection while every visual and aural cue spells intimacy, and then spends an hour postponing their second encounter,” John Defore wrote. “If the playful seduction that follows doesn’t thrill you, maybe nothing will.”
That seduction is part chemistry, part artistry. Soderbergh toys with time throughout the film, stopping the story in freeze frames, flashing into the past, even skipping forward—much like memories do.
Soderbergh played with time and point of view in his feature debut, Sex, Lies, and Videotape, revealing a key love scene off-camera, after the fact. His science-fiction mind-trip Solaris and the Ocean’s Eleven series deliberately keep viewers off-balance until he wants to set things straight. But Out of Sight is in a class of its own.
With its jazzy soundtrack and scenes tinted red, orange, or gunmetal blue, the film feels like a filmmaker testing what’s in his toolbox. Yet Soderbergh knows when to stop the flourishes and let the present take over, so that the stops and jumps feel organic to the story’s heart: the unexpected romance between an escaped felon and a federal marshal. The storytelling seduces us like these two lure each other, reminding us of how we can pinpoint the choices that steered us onto particular paths, even how under certain circumstances, time stands still.
“I wanted to prolong and enhance that window between knowing you are going to get together with somebody and the actual getting together. It’s a great period because everything is possible, reality hasn’t set in yet, and it’s electric,” Soderbergh said in a 1999 Empire magazine interview about the film.
He drew inspiration from 1973’s Don’t Look Now, which intercuts Julie Christie and Donald Sutherland (another THR sultry pair, by the way) as their characters make love and get dressed. “[T]here was an intimacy about it that I thought was really powerful. So I stole it,” Soderbergh said.
We first meet Jack Foley (Clooney) on a Miami street in the opening credits. He wrestles with his tie as if being strangled and flings it to the ground; the frame stops, a moment we’ll recognize later as the second Jack kissed an honest living goodbye. He smooths his hair and the rest of his suit before crossing the street to a bank, where with low patter about a fictional armed accomplice and compliments on the teller’s pretty smile, he robs the place inside of three minutes. A flooded engine in the getaway car—another freeze frame—lands him in federal prison in Florida, where he’ll intersect with Karen.
Karen Sisco (Lopez) is the type of woman who’s helped her investigator dad (Dennis Farina) but now wants to prove she’s her own person. He gifts her with a Sig Sauer on her birthday, along with disapproval about her latest boyfriend, an ATF agent (Michael Keaton) who’s separated from his wife, except he hasn’t moved out of the house yet.
“Well, then, they’re not separated, are they?” Dad asks, to which she replies, “Can we not talk about this?”
Karen has a weakness for cowboy types and scoundrels; a previous boyfriend was a bank robber whom she shot when the time came. To Lopez’s credit, we never doubt that she’s good at her job despite this escapade—or doubt her feelings for Jack.
The two become fascinated with each other after Karen happens upon his escape while arriving at the prison to serve court papers. She levels a shotgun at him, and his pal Buddy (Ving Rhames) stuffs her into the trunk of her car. Jack climbs in after her and Buddy drives off, leaving the two to talk in the reddish glow of the taillights.
“You’re just a girl. What do you for a living, you pack a shotgun?” Jack asks.
She’s a federal marshal, she explains, and catching guys like him appeals to her. “I’m just gonna sit here, take it easy. Wait for you to screw up,” she says.
Jack feels compelled to explain how he’s a bad guy who’s not that bad. He talks about how many banks he’s robbed since he was a youth—and how he’s not inclined to grow any older behind bars. When Karen notes that he must think of himself as a regular Clyde Barrow, Bonnie and Clyde gives way to Network, via Faye Dunaway, and Jack remarks how he always liked the guy who was “mad as hell and not gonna take any more of your shit.”
“Peter Finch,” Karen says, trying not to smile.
Resting his hand on her hip, he says she’s easy to talk to. He wonders if they had met under different circumstances, say, at a bar maybe…
“You have got to be kidding,” she says.
Another movie he likes is Three Days of the Condor, he says. Karen likes Robert Redford when he was young, but it never made sense to her—she turns slightly toward him to talk over her shoulder—how they got together so quick.
At that moment, Buddy arrives at their meeting place under the Florida Turnpike, where another pal, Glenn (Steve Zahn), waits with a second car. Karen reaches for her birthday gun in the trunk as Jack exits and shoots at him, but Buddy has her shotgun. Jack says they won’t leave her in the trunk, so their brief standoff ends with her handing over her weapon.
“You win, Jack.”
Jack tells Glenn to put Karen in the backseat of the other car. As he and Buddy bicker on the side of the road (“What were you doing in there?” Buddy demands to know), Glenn drives off, leaving the two in another freeze frame—a moment where it’s unlikely Jack and Karen will see each other again.
But they do.
Screenwriter Scott Frank gave the two more interaction to dramatize how they thought about each other throughout the novel.
Karen first dreams about Jack while recovering from a bump on the head after Glenn crashes the car. Bathed in reddish orange, Jack relaxes in the tub while she sneaks up on him, armed, then joins him after he grasps the pistol and says, “Hey.”
In the hospital, her dad tells her that she was talking in her sleep. “What’d I say?” she asks cagily.
“Hey yourself,” she’s told.
Jack sees her again for real as she gets out of a car outside his ex-wife’s apartment soon afterward. She’s on his trail after all. “OK, you saw her. That’s all you get,” Buddy says.
The two men go to Buddy’s apartment in a hotel to pack up for Detroit, where they’ve planned a score with Glenn: stealing $5 million in uncut diamonds from financier Richard Ripley (Albert Brooks), whom they knew in prison. They’re in the elevator when the FBI’s task force arrives with Karen, who lobbied to join them. The agent in charge, fancying himself a cowboy, tells Karen to wait downstairs with a walkie-talkie while they enter Buddy’s place.
As Karen stews, the elevator doors slide open, and she and Jack lock eyes while one of the senior residents twinkles out “Let Me Call You Sweetheart” on the piano. They’re so stunned, she hesitates before raising the walkie-talkie to her mouth—but doesn’t speak. Jack lifts a hand to wave while the doors close again.
“Just sat there, looking right at me,” he says, mystified, while Buddy hustles off to their car in the downstairs garage.
The narrative moves to Detroit, where Jack and Buddy have unwelcome company on their heist: Maurice “Snoopy” Miller (Don Cheadle), a live-wire thug Glenn partnered with after thinking the others had been arrested. Karen, still following their footsteps, is captured in a newspaper photograph—another freeze frame—at a crime scene connected to Miller as she talks with a local cop friend.
“Terrific shot of her,” Jack says to Buddy, before flipping through the phone book to call local hotels to find her.
Later, he and Buddy case Ripley’s house while a flashback shows how Ripley promised Jack a job once he was out of jail. Jack thought the man respected him for his protection behind bars and is offended when the job turns out to be an opening for a security guard.
That’s where we find him at the beginning of the film, jumping back into robbing banks like some people reach for a cup of coffee.
Back in the present, Jack tells Buddy he’ll meet up with him later. He finds Karen in her hotel bar, having given the brush-off to a couple of young ad guys who assume she’s “depressed” over not being taken seriously as a new sales rep.
She and Jack flirt with that over bourbon. “Is that how you think of yourself?”
“As a sales rep?”
“As a girl.”
“I don’t have a problem with it.”
Neither does he—although Karen has a problem with this “game.”
“It’s not a game,” he corrects. “It’s not something you play.”
The longest scene in the film, their talk in the bar, is a dance of dialogue and freeze frames, and a flash forward to their first kiss in her room—three shots, dissolving into one another. We know they’ll spend the night together, and by now, we want them to, and it’s sexy and sly watching how it happens, the words leading to that moment, holding hands as they sip bourbon.
“What were you going to do with me?” she asks in the bar.
“I hadn’t really worked that part out yet. All I knew is that I liked you, and that I didn’t wanna leave you there on the side of the road and never see you again.”
In her room, she takes off her earrings.
“Then you waved to me in that elevator,” she says in the bar.
“Yeah, I wasn’t sure if you caught that.”
She laughs. In her room, he takes off his jacket.
“I couldn’t believe it. By that time, I had been thinking about you a lot,” she says in the bar. In her room, she lets down her hair.
“Just wondering what it would be like if we met….If we could take a time out.”
“I was thinking the same thing,” Jack says in the bar. “What if we took a time out? What if we just spent some time together?”
In her room, they undress and turn down the bedcovers while in the bar she questions just what he’s doing in Detroit. “I don’t think we should get into that,” he says.
“You’re right,” she adds.
She leans back, touches her lips, thinking. “Let’s get out of here.”
In her room, the frame freezes again as they kiss in silhouette, dissolving into another kiss. It freezes for the last time as they look at each other, an idyll in the storm.
There are no time outs, flashbacks, or flash forwards for the rest of the film. Jack does the heist he’s set out to do, but his feelings trip him up—he doesn’t want anyone to die, whereas Miller has no such conscience—and Karen does the job she must.
She shoots him in the leg, wishes things were different, and then arranges for him to meet an inmate (Samuel L. Jackson) who the system can’t seem to hold on to for long. Hope for these two blossoms again, memories of their time together frozen, crystalized. Like when you meet someone and know on some level they’ll change your life but are afraid of seeing where it might lead.
“Does this make any sense to you?” Karen asks in the bar.
“It doesn’t have to. It’s something that happens. It’s like seeing someone for the first time—like, you could be passing on the street, and you look at each other for a few seconds. There’s this kind of recognition like you both know something,” Jack answers. “You always remember it because it was there, and you let it go, and you think to yourself, What if I had stopped? What if I had said something? What if? What if? And it may only happen a few times in your life.”
“Or once,” she says.
Valerie Kalfrin is a multiple award-winning journalist, film and culture critic, essayist, screenwriter, and emerging script consultant living in Florida. She’s written for The Hollywood Reporter, The Script Lab, Script magazine, ScreenCraft, The Guardian, Bright Wall/Dark Room, Signature and other outlets. She’s also the author of “Quicklet on ‘The Closer’ Season 1” (Hyperink, 2012), a guide to the groundbreaking crime series starring Kyra Sedgwick on TNT.