Out of Sight

Out of Sight is a 1998 American crime comedy film directed by Steven Soderbergh and written by Scott Frank, adapted from Elmore Leonard's 1996 novel of the same name. The first of several collaborations between Soderbergh and actor George Clooney, it was released on June 26, 1998.

The film stars Clooney and Jennifer Lopez, co-starring Ving Rhames, Don Cheadle, Dennis Farina, Nancy Allen, Steve Zahn, Catherine Keener, and Albert Brooks. There are also special appearances by Michael Keaton, briefly reprising his role as Ray Nicolette from Quentin Tarantino's Jackie Brown the previous year, and Samuel L. Jackson.

The film received Academy Award nominations for Best Adapted Screenplay and Best Film Editing. It won the Edgar Award for Best Screenplay and the National Society of Film Critics awards for Best Film, Best Director, and Best Screenplay. The film led to a short-lived spin-off television series in 2003 titled Karen Sisco starring Carla Gugino, who would reprise her role from the series in a 2012 third season episode of Justified. Paul Calderón reprised his role as Raymond Cruz from the film in the 2023 sequel miniseries Justified: City Primeval.

Plot
The movie cuts between flashbacks and the present day; this plot summary follows the true chronology.

Career bank robber Jack Foley is incarcerated at Lompoc Penitentiary in California along with his friend and accomplice Buddy Bragg. While at Lompoc Foley meets Glenn Michaels—a nervous petty criminal who always wears sunglasses, even at night—as well as Richard Ripley, a wealthy white collar criminal from Detroit. Foley saves Ripley from being extorted by boxer Maurice "Snoopy" Miller, leading Ripley to promise Foley a job on the outside. He also brags about a cache of uncut diamonds hidden at his home.

After his release Foley turns up at Ripley's office, but is offered only a menial security guard position. He confronts Ripley to complain, but Ripley insults Foley and throws him out of the building. Foley notices a bank across the street and impulsively robs it, but is arrested when his car won't start and sent to Glades Correctional Institution in Florida.

At Glades he deduces that fellow inmate Chino is planning a breakout and calls his ex-wife Adele, telling her to have Bragg come give him a ride when he also uses their tunnel to escape. On the night of the breakout, however, U.S. Marshal Karen Sisco coincidentally arrives at the prison exactly when Chino's group break ground outside the fence, and she alerts the guards. Foley, wearing a guard's uniform he stole moments earlier, crawls through the tunnel and overpowers Sisco by pretending to have been chasing the escapees from inside. They steal her car, and Foley forces her to hide with him in the trunk while Bragg drives. They meet Michaels under a nearby bridge to switch cars, but Sisco recognizes him from a previous prisoner transport job and convinces him to drive off with her to avoid being implicated in assisting a fugitive, leaving Foley and Buddy to walk to Miami. Michaels later panics while driving, crashes the car on the freeway, and flees, leaving an unconscious Sisco behind. She dreams that she tracks Foley down, but instead of arresting him they have sex.

After waking in hospital Sisco becomes determined to find a way onto the task force hunting the fugitives. She visits Adele to ask about Foley's past. While there, Chino arrives, seeking revenge on Foley for ruining his escape plan. Sisco arrests him, earning herself a place on the task force just before a raid on Bragg's hotel room, but the condescending lead agent orders Sisco to wait in the lobby. She and Foley spot each other as he and Bragg take the elevator to escape via the basement garage. He waves, momentarily stunning her, and she lets them go without raising the alarm.

Foley and Bragg head to Detroit, planning to break into Ripley's house and steal the diamonds. However, they hear that Miller is also putting a burglary team together: his brother-in-law Kenneth, henchman White Boy Bob, and a reluctant Michaels, whom Miller first forces to help kill a rival drug dealer. Foley and Bragg meet with Miller and reluctantly agree to team up. Meanwhile Sisco, tracking Foley solo, arrives in Detroit: she questions Miller's wife Moselle, and defends herself when Kenneth attempts to assault her. Foley surprises Sisco at her hotel's bar and they spend a romantic night together, agreeing to resume their cat-and-mouse chase again in the morning.

Michaels, traumatized by having murdered the drug dealer, gets cold feet and decides to flee Detroit—but Sisco catches him, then lets him go in exchange for information. The thieves break into Ripley's mansion. Miller's crew search upstairs, capturing Ripley's housekeeper Midge and finding a safe in a bedroom which they try (and fail) to shoot open. Meanwhile, Foley and Bragg search the study downstairs and find Ripley, who reveals that the diamonds are scattered across the gravel of his fish tank. Scooping them out, Foley tells Ripley to run—but Ripley confesses that he loves Midge, and refuses to leave without her. Foley and Bragg leave them both to be captured by Miller.

However Foley, aware that Miller's gang will likely rape Midge, tells Bragg to escape with the diamonds and goes back inside. He finds Kenneth in bed assaulting Midge and shoots him. White Boy Bob finds Foley and holds him at gunpoint, but trips on the stairs and accidentally shoots himself in the head. Sisco then arrives and shoots Miller. Unwilling to return to prison, Foley confronts Sisco with an empty gun and implores her to kill him in a way that will look like justifiable self-defense. Sisco instead shoots him in the leg and arrests him.

In the police van outside Foley is held alongside another detainee, Hejira Henry, who claims to have successfully escaped from prison nine times. Realizing that Sisco arranged for them to meet, Foley smiles knowingly as the van leaves for Florida.

Development
The source novel's origins lie in a picture Leonard saw in the Detroit News of a beautiful young female federal marshal standing in front of a Miami courthouse with a shotgun resting on her hip. Producer Danny DeVito bought the rights to the book after his success with the 1995 film adaptation of Leonard's novel Get Shorty. Steven Soderbergh had made two films for Universal Pictures when executive Casey Silver offered him Out of Sight with George Clooney attached. However, the filmmaker was close to making another project and hesitated to commit. Silver told him, "These things aren't going to line up very often, you should pay attention."

Casting
Sandra Bullock was originally considered to play Karen Sisco opposite Clooney. According to Soderbergh, "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."

The character of Foley appealed to Clooney, who as a boy had considered as heroes the bank robbers in movies, citing "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.'"

Soderbergh cites Nicolas Roeg's 1973 film Don't Look Now as the primary influence on how he approached the love scene between Foley and Sisco: "What I wanted to create in our movie was the intimacy of that, the juxtaposition of these two contrasting things ... We had to mix it up and have you feel like you were more in their heads."

Danny DeVito and Garry Shandling were considered for the part of Ripley before Albert Brooks was cast.

The character Ray Nicolette also appears in Leonard's novel Rum Punch, which was being filmed as Jackie Brown when Universal Pictures was preparing to begin production on Out of Sight. After Michael Keaton was cast as the detective Nicolette in Jackie Brown, Universal subsequently cast him for a cameo in the same role in Out of Sight. While Miramax Films owned the rights to the character, due to the fact that Jackie Brown went into production first, director Quentin Tarantino felt it was imperative that Miramax not charge Universal for using the character, allowing the character's appearance without Miramax receiving financial compensation. Nicolette appears in only one brief scene, whereas the character was a much more substantial element of Jackie Brown.

Music
DJ David Holmes was originally hired to write a few sections of the film's theme music. Soderbergh liked what he did so much that he had Holmes score the rest of the film. Holmes spent six weeks working 12- to 17-hour days to finish the score in time for the film's release. He drew upon several influences, including Lalo Schifrin, Quincy Jones, Dean Martin, Miles Davis, Sun Ra, and Willie Bobo.

Release
Out of Sight was released on June 26, 1998, in 2,106 theaters and grossed USD 12 million on its opening weekend. It went on to gross $37.5 million domestically and $40.2 million in the rest of the world for a worldwide total of $77.7 million.

Critical reception
Out of Sight received critical acclaim. On Rotten Tomatoes, the film has a 94% approval rating, based on 103 reviews, with an average rating of 7.90/10. The site's critical consensus reads: "Steven Soderbergh's intelligently crafted adaptation of the Elmore Leonard novel is witty, sexy, surprisingly entertaining, and a star-making turn for George Clooney." On Metacritic, the film has a score of 84 out of 100, based on 30 reviews, indicating "universal acclaim".

Film critic Roger Ebert gave the film three and a half out of four stars and praised Clooney's performance, stating: "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 ... Here Clooney at last looks like a big screen star; the good-looking leading man from television is over with." Janet Maslin of The New York Times praised Lopez's performance, writing, "Ms. Lopez has her best movie role thus far, and she brings it both seductiveness and grit; if it was hard to imagine a hard-working, pistol-packing bombshell on the page, it couldn't be easier here." Andrew Sarris, in his review for The New York Observer, wrote, "For once in a mainstream production, the narrative machinery works on all cylinders without any wasted motion or fatuous rhetoric. They don't make movies like this anymore, in this overcalculated and overtested era." In his review for the Los Angeles Times, Kenneth Turan wrote, "As always with the best of Leonard, it's the journey, not the destination, that counts, and director Soderbergh has let it unfold with dry wit and great skill. Making adroit use of complex flashbacks, freeze frames and other stylistic flourishes, he's managed to put his personal stamp on the film while staying faithful to the irreplaceable spirit of the original."

Entertainment Weekly gave the film a "B+" rating and Owen Gleiberman wrote, "This is Clooney's wiliest, most complex star turn yet. It helps that he's lost the Beverly Hills Caesar cut (he's actually more handsome with his hair swept back), and his performance is slyly two-tiered: Foley is all charming moxie on the surface, a bit clueless underneath." Richard Schickel, in his review for Time, wrote, "What makes this movie work is the kind of cool that made Get Shorty go so nicely: an understanding that life's little adventures rarely come in neat three-act packages, the way most movies now do, and the unruffled presentation of outrageously twisted dialogue, characters and situations as if they were the most natural things in the world." In her review for the L.A. Weekly, Manohla Dargis wrote, "This isn't a profound film, or even an important one, but then it isn't trying to be; it's so diverting and so full of small, satisfying pleasures, you don't realize how good it is until after it's over."

Accolades
American Film Institute Lists
 * AFI's 100 Years...100 Thrills – Nominated
 * AFI's 10 Top 10 – Nominated Gangster Film

Other Honors
 * Entertainment Weekly voted it as the sexiest film ever on their "50 Sexiest Movies Ever" poll and ranked it #9 on their Top 25 Modern Romances list.
 * In 2012, the Motion Picture Editors Guild listed Out of Sight as the 52nd best-edited film of all time based on a survey of its membership.

Impact and legacy
In later years, Soderbergh would see the film 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." He had just turned down directing Human Nature, written by Charlie Kaufman, to direct Out of Sight. "And I was very aware that at that point in my career, half the business was off limits to me." Clooney said, "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." Lopez said: "It kind of became a cult classic. It didn't get as much notice when it first came out at the box office but now, years later, so many people told me that was their favorite film. It's crazy."