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‘Out of Sight’ Made George Clooney a Movie Star

Steven Soderbergh’s Hollywood breakthrough wasn’t quite a blockbuster, but it boosted its star to the top of his profession, and made a lasting impact on the industry at large

Universal Pictures/Ringer illustration

2020’s summer blockbuster season has been put on hold because of the pandemic, but that doesn’t mean we can’t celebrate the movies from the past that we flocked out of the sun and into air conditioning for. Welcome to The Ringer’s Return to Summer Blockbuster Season, where we’ll feature different summer classics each week.


George Clooney makes consummate cool look easy, which is a testament to his acting ability: Being a movie star is really, really hard. It’s so hard that, for a while, it was an open question whether being a movie star was something that would even happen for ol’ George.

A film era in the moment is always different from a film era in retrospect. And as strange as it sounds now, in the late ’90s Clooney’s film career was looking dicey after a series of critical and box office bombs. Rarely before had a chiseled jawline so badly needed a win.

But sometimes the 50th try is the charm. In 1998 Clooney found the right vehicle for his Old Hollywood panache with Out of Sight. Directed by Steven Soderbergh, the Elmore Leonard adaptation starred Clooney as Jack Foley, an on-the-lam bank robber whose charm and luck tend to always fail him at the last second. In pursuit is Jennifer Lopez as Karen Sisco, a U.S. marshal intent on getting him back into prison.

As is often the case in stories by Leonard, the poet laureate of cops, crooks, and cutting one-liners, Foley has his eyes on a big score. But his criminal associates aren’t to be trusted, and a much worse bad guy (played by Don Cheadle) causes headaches for everyone. The banter is flavorful, the twists still surprise, and the sexual chemistry between Clooney and Lopez is so potent that just watching it makes one feel like they are cheating on their partner. A smart throwback to ’60s capers, Out of Sight proved that the former star of Return of the Killer Tomatoes had what it took to be a leading man. It just required a long time for him to find his footing.

When Clooney made America swoon with ER in the mid-’90s, it was yet another example that nearly every overnight success comes only after years of hard work. Clooney had been kicking around Hollywood forever, or at least since scoring a recurring role on The Facts of Life in the mid-’80s. Nothing ever seemed to click; pilots weren’t picked up, his character on Roseanne was written off after the show’s first season, and after making his film debut in the 1987 slasher comedy Return to Horror High, Clooney was reduced to taking roles in potboiler horror films (IMDb lists his role in the 1992 obscurity The Harvest as “Lip Syncing Transvestite”).

But back before the television audience became fragmented into a million marketable niches, a big, fat network hit could command the attention of millions. And in the role of Dr. Doug Ross, Clooney finally showed America how appealing he could be. But the role didn’t launch him to the A list, exactly.

ER was something like his eighth try at a successful TV series,” says Mark Harris, a former editor at Entertainment Weekly and author of Pictures at a Revolution: Five Movies and the Birth of the New Hollywood. “He was handsome, but the [earlier] series never worked. And then suddenly ER happened, which really was this instant blockbuster. And it was like, ‘Oh, yeah, he’s a star now.’ But were we saying, ‘He’s a movie star now?’ I don’t think we were, honestly. And then nothing about this first set of movies he made on his success in ER suggested that it was going to be a really easy transition.”

His attempted leap from TV stardom to movie stardom got off to a nice start with the Robert Rodriguez–directed 1996 vampire-crime-comedy caper From Dusk Till Dawn, which did pretty well for an indie, mostly due to mid-’90s America’s insatiable appetite for all things Quentin Tarantino, who wrote the film and costarred. (Critics were a bit more mixed.) Then Clooney hit a rough patch he couldn’t quite charm his way out of.

Later in 1996 came One Fine Day, a romantic comedy costarring Michelle Pfeiffer that earned a “meh” from audiences and critics. (Roger Ebert, who could do backhanded praise like few others, referred to Clooney as “sort of a Mel Gibson lite.”) A year later came his role as Bruce Wayne in the late Joel Schumacher’s 1997 Batman & Robin, the sort of debacle for which the term debacle was created. “I don’t think you can overstate what a particular humiliation Batman & Robin was,” says Harris. “He got called the Franchise Killer, even though in retrospect he wasn’t a good fit for the part, but he wasn’t the main problem with the movie by a long shot.” Later in 1997 came the listless action-thriller The Peacemaker. Critics and audiences again shrugged, with Variety writer Todd McCarthy opining that “George Clooney and Nicole Kidman aren’t quite lustrous enough as above-the-title performers to get this lavish entry across on star power alone, with OK but less than stellar B.O. the likely result.”

It got to the point where outlets like The Washington Post, in the midst of a sympathetic-enough profile, would reflect on his film choices and ask “whether Clooney has what it takes to rise into the exclusive ranks of A-list leading men, to stand with that handful of overpaid, handsome-heroic-yet-human screen idols who can carry blockbusters—Tom Cruise, Harrison Ford, Mel Gibson.”

Harris says that One Fine Day was the movie “where I remember a lot of people saying, like, ‘Well, maybe it’s him, maybe he’s a TV guy.’” There’s no shame in being a TV guy, of course. But for quite a while, and especially in the ‘90s, TV stardom and film stardom were separated by a chasm where dragons lay. One ‘90s TV actor in particular had already become a cautionary tale before Clooney’s fumbles. At the time, Harris says, the specter of David Caruso loomed large. Caruso had left the hit series NYPD Blue after two seasons to try to launch a film career, only to see thrillers like Kiss of Death and Jade do better at the Raspberry Awards than at the box office; his foibles were later mocked by South Park when it was the hottest show on TV.

“That was always seen as, ‘Oh, this is a real test case.’ There was a false assumption that TV stars could not make it as movie stars unless they proved otherwise,” Harris says.

Clooney hadn’t quite negated himself like Caruso yet, but by the late ’90s his film career was in need of a boost. Fortunately, a genius director and a pulp legend were about to give Clooney the direction he badly needed.

Smart, sexy, and as stylish as a leather jacket, Out of Sight is everything a discerning film buff could possibly want out of a summer blockbuster. It was the best film of the summer of 1998, even though it had no business coming out in the summer of 1998.

“I remember the summer launching with a not-very-good-remake of Godzilla that was not particularly warmly received by critics or movie people,” says Harris. “And I remember that around the time that Out of Sight opened, the huge thing that was impending was Armageddon.”

Armageddon would open in theaters just a week after Out of Sight, and would go on to rule the summer and destroy Out of Sight’s box office hopes like a renegade asteroid. But as is often the case with decisions that look questionable in hindsight, opening a small-scale crime drama a week before a Michael Bay blockbuster seemed like a good idea at the time, even as Out of Sight would have a June 26 opening of $12 million and total worldwide box office of $77,745,568 for the summer against a budget of $48 million. (Armageddon opened at $36,089,972 and eventually made $553,709,788 worldwide.) Stacey Sher, a producer on Out of Sight, who recently served as executive producer for Mrs. America and the upcoming Aretha Franklin biopic Respect, remembers that the film “had tested well and everybody loved it.” Universal Pictures was excited about it, she remembers, and thought it would be smart summer counterprogramming to Armageddon.

Counterprogramming is the industry practice of opening a relatively smaller film around the time of a giant tentpole film, in hopes of capturing an underfed audience; one of the most well-known examples is how the 1999 Julia Roberts–Hugh Grant rom-com charm fest Notting Hill opened just two weeks after Star Wars: Episode I—The Phantom Menace. It’s a sound strategy, but God help you if you misjudge the demographics.

“We didn’t really understand that a small action movie for men is not counterprogramming to an action movie,” Sher says. “It was a big lesson for all of us because it was originally slated to come out in the fall, and it probably would have been better if it came out in the fall.”

But with all due respect to Ben Affleck’s legendary Armageddon DVD commentary, Out of Sight is the more influential, enduring film. The National Society of Film Critics named it the best film of 1998, and screenwriter Scott Frank and editor Anne V. Coates were nominated for Oscars. The film was a stepping stone in Cheadle’s career ascension and was one of Viola Davis’s first film roles. After their collaboration, Clooney and Soderbergh would go on to form Section Eight Productions, which produced the Ocean’s Eleven trilogy, Michael Clayton, and Clooney’s directorial debut, Confessions of a Dangerous Mind. But perhaps the ultimate legacy of Out of Sight is the way it helped cement Clooney and Soderbergh as Hollywood royalty.

While The Peacemaker was, at best, a bunt for Clooney, it did allow him to work with Casey Silver, who was running Universal Pictures at the time. Sher and Danny DeVito had coproduced, and DeVito had starred in, Barry Sonnenfeld’s adaptation of Leonard’s Get Shorty, a critical and box office hit. When Leonard finished writing Out of Sight, he sent it to Sher and DeVito.

It was clear what had to be done. “I wish[ed] it was a sexier story,” Sher says. From there, “Casey Silver introduced us to George. There was always interest from him and from Universal in making films with him. So that was never a question. “

Leonard adaptations were all the rage in the mid-’90s, most likely due to Tarantino, his highest-profile acolyte, who’d adapted his novel Rum Punch into the film Jackie Brown. But if Clooney knew there was a lot riding on this film, if he felt that this one had to be the one, if the Batman & Robin debacle was weighing on him, Sher says he kept those feelings to himself. “George was always an incredibly confident person. If he wasn’t after the number of pilots he had made before making it through, he probably would have thrown in his towel,” she says. Though she does allow that “I think he intuitively understood that it was important for the film to work. And that’s why the decision of who was going to be meeting us from a filmmaking standpoint was very important.”

Clooney needed a win badly, and while Soderbergh hadn’t been widely mocked for wearing a Batsuit with nipples on it, he’d had his own career stumbles by the end of the ‘90s. He announced himself to the world with the 1989 sleeper hit Sex, Lies, and Videotape, which was famously shot in a month for $1.2 million, and whose success officially made indie movies a thing in Hollywood. From there he had a series of films that didn’t connect in the same way, to the point that it wasn’t clear whether Soderbergh had any interest in building on the success of his breakout film. The 1991 biopic Kafka was a box office and critical disappointment. The 1995 crime drama The Underneath also had a mixed reception, and he later distanced himself from the film. 1996’s wildly experimental Schizopolis (which he also starred in, and which didn’t have a set script) baffled … basically everyone. In fairness to Soderbergh, 1993’s King of the Hill was critically acclaimed.

That stretch resulted in a disconcerting batting average, though in retrospect, it seems obvious this was a case of an ambitious filmmaker finding his footing, and also of Soderbergh being Soderbergh. “Now, if you look at that stretch of movies in the context of his entire career since then, what you see is he was never a director who was going to let the success or failure of his previous movie determine what he did next,” Harris says. “He was gonna do his own thing, and sometimes that was gonna be as big as a blockbuster studio trilogy, and sometimes it was gonna be as small as a movie shot on an iPhone or an eccentric passion project.”

Sher remembers that before making Out of Sight, Soderbergh screened Hal Ashby’s The Last Detail and The French Connection, both high-water marks in the 1970s genre of grimey classics about grimey men. “He really is a student of film grammar,” she says. “And that was one of the things we talked about in our early meetings with him. He always understood the kinds of films that it was a homage to.” Soderbergh’s scholarly understanding of film is probably rivaled only by Martin Scorsese’s, and Out of Sight is a film in conversation with the caper genre; the two leads fall for each other as they discuss Bonnie and Clyde while locked in the back of a car.

And when making this type of film, you need an excellent Bonnie. If Out of Sight gave ballast to two struggling talents, it also served as official notice that Jennifer Lopez was now a movie star.

“I think what people saw in Out of Sight that they maybe hadn’t seen before was that she can be sexy and funny at the same time. And also, she just has this toughness. I mean acting toughness. She can stand up to anybody in a scene. She can be head-to-head with George Clooney, and you’re gonna be looking at her as much as you’re gonna be looking at him,” Harris says. “She has a kind of authority on screen that I think people had not really registered before Out of Sight.”

The role of Karen Sisco was hotly contested around Hollywood, and plenty of A-listers wanted the part. After slugging it out on TV shows that didn’t work, like Second Chances, and working as a dancer on In Living Color and on tour with New Kids on the Block, Lopez had started to gain traction in film, earning raves for the 1997 biopic Selena and also appearing in Anaconda (which was less critically acclaimed, but any film featuring Ice Cube fighting a really big snake can’t be dismissed entirely).

“There were big stars who were throwing their hat in the ring,” Sher says. “Steven fought for her. Every actress in town read for, came in, or met with us, and he really pushed back some of the other ideas from the studio, and really fought for Jennifer to get the role. He and George, and all of us, really believed in her.”

Without the chemistry between Lopez and Clooney, Out of Sight wouldn’t have worked. Sisco knows she shouldn’t be lusting after Foley, but she can’t help herself, and the film uses her gaze to unlock something in the pair that their previous endeavors had only hinted at. The centerpiece of Out of Sight is a scene that starts when Sisco tracks Foley down at a hotel bar. But she doesn’t arrest him; instead, flash-forwards intercut with the pair’s verbal jousting reveal that they went back to his room for a tryst that Soderbergh shoots with his characteristic unhurried pace, allowing the moment to linger like a coy glance, and then to slowly build as clothes are shed and heat rises. While Harris was still on staff at Entertainment Weekly, the magazine (as magazines are wont to do) compiled a list of the Sexiest Movies Ever in 2008. Largely because of this scene, Out of Sight topped the list. And even a decade later, it felt like one of the last of its kind, at least as far as mainstream popcorn flicks are concerned.

You don’t get movies as stylish and sexy as Out of Sight anymore, but you rarely got them as well done as Out of Sight at the time, either. One of the reasons that Out of Sight felt like a breath of fresh air is that it was a ‘90s movie that was not of the ‘90s. Instead, Soderbergh harkened back to the debonair thrills of classic ‘60s and ‘70s crime thrillers such as Bullitt and The Thomas Crown Affair. He avoided the ironic, movie-that-knows-it’s-a-movie tone that was de rigueur of indie films, as well as the frenetic pace and throw-everything-at-the-screen-so-they-don’t-get-bored tone of contemporary action films, creating a space for confident performances and an understated mood, enhanced greatly by David Holmes’s acid-jazz score.

“It went against the grain of a lot of what we were seeing then,” Harris says. “It doesn’t smirk at itself, which sets it apart from one set of ‘90s movies.”

With Out of Sight, Soderbergh proved that Sex, Lies, and Videotape was no fluke, and that he could play around in Hollywood’s sandbox without losing his personality. He also showed Hollywood that, yes, George Clooney was indeed a movie star, you just had to film him like one. In Soderbergh, Clooney finally found a director who trusted his actor and his audience enough to pull back just a little and allow us to enjoy the spectacle of watching this charming man figure out how he will grin his way out of his latest predicament. And just as deliciously, Clooney and Soderbergh also delighted in showing that Foley’s charisma could get him only so far.

Even critics who had been immune to Clooney’s charms came around, with Ebert admitting that “Clooney has never been better. A lot of actors who are handsome when young need to put on some miles before the full flavor emerges; observe how Nick Nolte, Mickey Rourke, Harrison Ford and Clint Eastwood moved from stereotypes to individuals. Here Clooney at last looks like a big screen star; the good-looking leading man from television is over with.”

True film stars linger in the public imagination because they pick roles that allow them to become synonymous with universal human characteristics to the point where “Tom Hanks” is shorthand for “decency,” and the words “Julia Roberts” and “savvy” are interchangeable. In Jack Foley, Clooney found an archetype that worked for him, and that he would return to again and again in Ocean’s Eleven and Up in the Air, that of the wiley rogue who never lets you see him sweat, even as he’s quietly working very hard to stay one step ahead of everyone else. Out of Sight wasn’t Clooney’s first film role, but given the way it would go on to define his career, in many ways it’s the very first George Clooney Movie.

So box office be damned. Star-making turns, the start of a fruitful collaboration, some award recognition, and that scene are more than enough to compensate for the failures of counterprogramming. After all, Universal meant well, and as far as Sher is concerned it’s all water under the bridge.

“They loved it. Nobody was trying to set us up, they really believed in the film,” she says. “Films outlive the weekend and the time that they come out.”

Michael Tedder is a freelance journalist who has written for Esquire, Stereogum, Playboy. He lives in Hoboken, New Jersey.

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