Michael Clayton


“I’m not the guy that you kill; I’m the guy that you buy.”

After the following review appeared in the White Plains Times, I got an email from my friend Sharon — I’ll call her “Ms. K” — that spurred more thinking and writing on the subject. I’m including the review, Ms. K’s response, and my replies below. (Thanks, Sharon!)

Think of this intense drama about corporate shenanigans as

the capper to a George Clooney trilogy about duty, ethics and professionalism.

Along with Syriana and Good Night, and Good Luck, Michael Clayton is

about careerism and morality. Clooney’s titular protagonist is a high-powered fix-it

man for a New York

law firm representing a corporate client whose pesticides may be killing

farmers. He’s working to repair the damage done by Arthur Edens (Tom Wilkinson),

a high-profile litigator who went off his meds and had a nervous breakdown (or

a crisis of conscience) during a deposition. The story stays in standard

conspiracy thriller territory, but what’s remarkable is the way it’s filmed. Writer/director

Tony Gilroy keeps the camera close to all of his actors, especially Clooney and

Tilda Swinton–playing a sweaty, high-powered corporate lawyer with her own

reasons for tracking Edens down–and their intensely nuanced performances reward

the attention. Cinematographer Robert Elswit has a dazzling eye for actors’

faces, and he makes good use of the widescreen frame and the film’s authentic New York locations. It’s

smart and spooky stuff. The only misstep is a tidy climax–it’s too conventional

an ending for this refreshingly bold, ethically fraught thriller.

MS K: You gonna do a long review for Michael Clayton? I enjoyed it, but felt a little patronized. It took a relatively simple situation and over-complicated it.  That worked well in Syriana but not so well here.

After thinking about it, I decided I might not have realized that the movie wasn’t patronizing me, but was “showing, not telling.” George Clooney carried this movie with his physical performance. And I admire the way certain scenes were directed (the horses on the hill, for one).

But where do we see Michael question his own morality? I thought that Arthur’s character development and moral arc were much more interesting than Michael’s — all the drug stuff, that great moment of lucidity when Tom buys all that bread and you question when he’s sane, when he’s not, and if he’s insane at all. Michael Clayton is the detective, piecing together what happened to Wilkinson, and we don’t really see when Clooney realizes he’s a bad janitor.

I found the scene almost laughable near the end when Michael goes to the Sydney Pollack character and says, “What is U North is bad?” Is that really the first time he questions what he’s doing? Does it take a hit on Arthur and an attempted hit on Michael to make him grow a conscience?

I would have liked to see more character development. There was the crazy-brother angle, the failed restaurant, and his relationship with his son. I liked the way they tied his son and the red book to the horses, but I saw all that more as a symbol of him finding his way, not as a reason for why he found his way.

OK, here’s how I see it. 

Michael’s crisis of

conscience — the moment when he questions his own morality — is Michael Clayton. Essentially, the whole

movie is about that one thing. The movie begins in medias res; Michael is

called away from a card game to go fix some godawful mess in Westchester.

Because he’s the fixer. The professional. The cleaner. He’s Jean Reno in La Femme Nikita; he’s Harvey Keitel in Pulp Fiction. But he’s sure not acting

like it.

Don’t you sense immediately

that something’s wrong? This purported bad-ass, this shaolin monk of loopholes

and legal chicanery, is suggesting that Mr. Obscenely Rich Dude should own up

to his mistake and turn himself in. That he should take responsibility for his

actions. Given the circumstances, this advice seems reasonable — but surely “suck

it up, Chester”

is not the result you’re looking for when Michael Clayton comes to town. What

the hell is he thinking? 

Well, you and I have seen

the movie, so presumably we both know what he’s thinking. He’s thinking about

his dead friend Arthur Edens (Tom Wilkinson, taken down in the year’s best, and

creepiest, murder scene). He’s thinking about an evil woman. (Is Tilda Swinton

giving a dynamite performance in a role that’s an essentially sexist creation?

I wondered about that.) He’s thinking about some sick farmers, about a little

red book, and about human tissue damage. He may be thinking about the very

notion of sanity and insanity in a world as demonstrably corrupt as the one he

inhabits. Probably he’s thinking about money he badly needs — the leash that

ties him to his job. When he stops on that hillside to watch the horses, he’s probably

thinking about his kid, and how Arthur had been functioning in an important way

as a surrogate father.

It’s a small gesture that

saves his life. If he had been on his game, even with a

malfunctioning GPS, surely he never would have pulled over, out there in the

countryside, and left the comfort zone of his car to stand in the grass like a

nincompoop. So there’s Michael Clayton’s redemption, in a nutshell: he

questions his own persona. He takes a moment to regret his sacrifices, and thus

the gods allow him to live. 

So, logically and

symbolically, I think that’s the moment you’re looking for. If I had to nail it

down, I’d say it comes precisely during that tracking shot that goes around the

back of Michael’s head — subjective camerawork meant to place us in that

character’s shoes. Talk about motivated camera angles — Gilroy and his ace cinematographer, Robert

Elswit, get this exactly right. This lengthy prologue is possibly the best

sustained piece of filmmaking I’ve seen all year. (And Elswit is, as much as anyone, an auteur behind the “trilogy” I advanced in my original review.)

Flashback. Now it’s time to

fill in all the backstory that leads us to the somewhat confusing events

depicted in that opening reel. There’s a lot to talk about, of course, but I

think it’s interesting to note that Michael’s character arc isn’t defined by

self-motivated soul-searching. It’s a gift delivered to him by Arthur Edens, in

full-on Howard Beale mode. Michael may be corrupt, but he’s not blinkered

enough that he fails to see the profound relationship between Arthur’s loss of

control and the amount of noxious corporate behavior he’s been charged with

defending — between madness and knowledge of the awful truth. Michael repeats

the party line that Wilkinson’s just gone off his meds, but there’s an

integrity to the old man that he always respected. He respects it still. And —

especially when Wilkinson is murdered, an offensive transgression that first

inspires Michael to go renegade — that’s where the character’s change comes


What’s important about the

scene where Clayton confronts Marty (Sydney Pollack) is not simply that

Michael’s questioning his own behavior, but that it confirms (for him) the

looking-the-other-way corruption of a man whom he had long considered a friend,

but now starts to look more like the condescending puppetmaster at the other

end of Michael’s marionette strings.

It’s a clever movie — the

legal thriller is just a flimsy but entertainingly distracting framework for a

very meaty character study. That’s why the last scene, where Michael confronts

Karen Crowder (Swinton) upstairs at the New York Hilton, feels too neat by far.

The story needs, an audience demands, this kind of resolution, this level of

victory against the marshalled forces of evil. But this ending (“Aha! And now, Dr. Evil, I

have your confession on tape! The police will be very interested to

hear this little recording, and the wives and children of Pleasantville, America, will

sleep soundly now that your reign of terror is over”) is such a cliché that the

victory rings false. To be honest, part of me was rooting for Michael to take

the bribe money and run — his compromise complete, his claim to the high

ground completely surrendered. That last, brilliant shot of Clooney taking the

longest cab ride of his life is a Kuleshov Experiment waiting to happen. This

would be the pessimistic ending. My preference for it is one reason (among

many) I’m not a wildly successful movie mogul. Anyway, what do you think?

MS K: I did appreciate that everything prior to “4 days earlier” depicts Michael questioning his morality. I suppose I was looking for something else that showed how he got to that line of thought — rather than just watching his friend have a revelation, and then be offed.

Why is he thinking about those sick farmers? I see him get rattled because his friend is acting strange, and more rattled when he sees his friend pay the ultimate price. I see him shocked and troubled and even more broken up when he realizes how expendable he is. But does the case itself ever become personal to him? That’s why I found the scene between him and Marty almost laughable. It’s the first time we hear Michael really talk about the case: “But what if we’re wrong?

There wasn’t necessarily a moment I was looking for. I was expecting more of an explanation to show why the case became personal to Michael Clayton. Instead, we watched Clayton watching how the case became personal to Arthur Edens.

Clearly it was a good movie. But there was something that rang false to me about Michael Clayton being a fixer for so many years and then walking up to Marty and saying … “What if we’re wrong?”

When the case became personal to Arthur Edens, it became personal to Michael Clayton because he admired the

man so much. I think that’s the way it happens sometimes in the real

world — you lose your moral compass and it doesn’t even occur to you

that you have any bearings left to recover until you see someone you

love and respect muster the outrage that you forgot you had.

I think the movie’s strength is its ambiguity — in the fact

that it allows you to take the journey with him, without feeling that

his experience has been shoehorned into some Screenwriting 101 kind of

character arc. Of course, that means a lot of this has to happen for

you in Clooney’s performance, or it’s not going to work. Read the

expression on his face, for instance, when he comes across the box full

of bound books at the copy shop that Wilkinson had intended to — what?

Distribute on street corners in Tribeca? Leave in stacks at Hudson

News, right next to Vanity Fair and Playboy? Obviously he was up to

something subversive and glorious. Look at Clooney’s face. He’s not

saddened or disturbed. He’s impressed. He’s discovering the fierce soul

that had lain dormant inside that man for too many years of hardcore

litigation and medication.

Don’t forgot that Michael also goes out to the airport and

talks to that poor woman who came all the way to New York expecting to

meet Arthur and raise holy hell. He has to admire her, too, and be

moved by her dedication. She’s not afraid, neither of lawyers nor her

own family. Maybe she’s naive. But I think she stirs something in him,


And of course Clooney owes a lot of money to people who he

thought were friendly but have turned, quickly, menacing. He’s in a

pretty good position to have a revelation about human nature, and the

bad use his own life has been put to.

You keep coming back to the scene where Clooney asks Pollack,

“What if we’re wrong?” and I think I can understand your reaction. It

does seem like an awfully naive question from a guy who’s supposed to

be a Master of the Universe. But I really like the arrogant look that

Pollack gives him in return, like he can hardly believe he’s sharing the room with somebody who just said

that: “Christ, what an asshole.”

Are we arguing, finally, about the value of ambiguity versus

specificity? Maybe the movie would have been better still if the

screenplay had aimed to be more descriptive of exactly what Michael

Clayton was thinking at each stage of his, ahem, journey — or if it had

paid more than lip service to his reputation as a hard-ass. But I keep

coming back to the lyric perfection of that shot, early in the film,

moving behind Clooney’s head as we try and guess what’s going on

inside. And I think I like that better. Cinema is a great mystery, the

human heart even more so, etc. What would you have done differently?

MS. K: Oh, probably nothing. I liked what the movie did overall. And I do like ambiguity. That’s why I was torn on whether or not to bring up the topic. Maybe I’m with you. The ending was too tidy. Maybe it was like watching two different movies. I just felt like I was watching something great that never quite came together, and I don’t know what was missing that would have satisfied me.

I dunno. I mean, I don’t have all the answers. :-)

Nor do I! Then again, I just loaded up the trailer for another look at, er, “key scenes” and found that Michael’s awakening does seem to be spelled out in dialogue. At one point, he tells Arthur, “I’m not the enemy.” And the response comes back, “Then what are you?” If you’re not part of the solution, get busy dyin’. Or something like that. Anyway, it’s a pretty pointed exchange, and during Michael’s final confrontation with Karen, he spells out a pretty devastating critique of the Me that he’s finally decided to move away from. Litigation, bankruptcy, etc, are likely to ensue, of course. It’s such a damn noble way to go — I think that’s what got me. It was so convenient that he got the chance to be so cleanly noble at the end of such a messy freakin’ movie. Maybe that’s what rankles you — as redemptions go, this one may be too good to be true.

5 Replies to “Michael Clayton”

  1. Dude, we should SO be the next Frazer and er, “K.” You would give me the cinematic smackdown every time but it would still be good fun.

  2. Interesting commentary, you two.

    I quite liked the film’s messiness; the father-son relationship (and the determination not to explain his marital breakup, or the stepfather), the mystery of Swinton’s backstory (at one point we see a photo of her with hubby/child, but there’s never any living proof of such a family. Part of the “balance” she’s been unable to strike in reality?), the uncertain history of Arthur and Clayton, these all lend an air of cinema verite to the piece that makes it quite intriguing. Life is messy and complex and incomprehensible, and then suddenly we find ourselves in impossible situations, having compromized our integrity so often we wonder if it ever existed, and trying to figure out how to Do the Right Thing. As a result, the ending is much too tidy, a betrayal of the cluttered truth of the rest of the film.

    That scene with the horses, so well described and analyzed by you Bryant, is also meant to remind us of his son’s book, the red-bound tome that he has been pushing on his father from the get-go, and which he describes in such great detail to Arthur. As Clayton is reading through Arthur’s ruminations in the margins of the book, we see a chapter heading with a horse grazing beneath a tree. Surely Clayton saw this, which is why he stopped the car and walked up the hill. Arthur and Clayton’s son saved his life, not the gods.

  3. The end – I mean the confrontation scene, spoiled the film, it felt so forced, so sub-Grisham that in the cinema, the majority of the audience actually groaned.

    Gilroy seems to juggle unsuccesfully between a character study (good) and a story (bad). I hate to compare films, but The Insider, Mann’s “hommage” of Pakula and 70s American New Wave, is far more coherent in that regard.

  4. Hi guys. Been away from the site this week — very sick cat, much veterinary and financial stress and trauma.

    Well said, Dan. Thanks.

    As far as the ending, I remember reading someone recently — can’t remember where — musing that the difference between auteurist critics and non-auteurists is sometimes just that auteurists are likely to forgive a film that ends badly as long as it begins very well. And non-auteurists, more interested in judging the film on its own, standalone merits, than in terms of how it fits into a director’s career, are more like to forgive a film that begins badly as long as it ends very well. I don’t know if auteurism necessarily comes into it, but I used to be very unforgiving in that regard. If a movie really blew it narratively in the final reel, it was dead to me. I’ve loosened up considerably on that score.

    Anyway, I think DeanSwift58 is absolutely right — Michael Clayton is a film that ends badly. (I do like that final shot in the back of the cab, though.) For me, there’s plenty of stuff that still makes it worthwhile. But “sub-Grisham” is an unfortunately accurate description. Is it perverse of me to overlook that ending and cherish the good stuff that came before?

    Good note on The Insider, which was a powerful combination of craft and storytelling with integrity. Then again, I do love Mann when he goes into purely lyrical mode — I adore Miami Vice even though it’s a fetish object, not a narrative film!

  5. Bryant,

    Hope your cat is feeling better.

    2 off topic items.

    1) Just revisited Grisham/Pollack’s The Firm. If only the film focussed on Gene Hackman’s character instead of TC’s… It and possibily Rainmaker are the only 2 adaptations worth watching more than once…

    2) Of Mann and Vice. My wife and friends nearly institutionalised me after I watched MV SIX times in the cinema (first time since Mulholland Dr.). I still consider it Mann’s version of 2046.

    With Clayton, my main gripe is that the ending rings false in the world that the filmmaker has created up to that point. Maybe a “fan edit” version would cut out the “reveal” bit followed by the back of the cab shot withOUT titles superimposed on it…

    The shot made me head home and immediately revisit the woefully under-rated “Birth” and “Passenger”

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