I don’t care what Steven Soderbergh says, I still like “The Underneath’


On the new Blu-ray of Steven Soderbergh’s “The Underneath,” somebody has some pretty harsh words to say about the film.”Dead on arrival,” “totally sleepy,” “15 seconds in I know we’re in trouble.” It’s an unusual perspective to say the least on a film being released on Criterion, which is supposed to celebrate great films.

Not so suprising, maybe, because the interviewee is Soderbergh himself.  The director pulls no punches in revisiting his fourth feature, which is out for the first time on Blu-ray this week, not as a separate Criterion Collection edition of its own, but as a bonus supplement on Criterion’s release of Soderbergh’s third feature “King of the Hill.” (which I’ll discuss later in the week). That’s right, Soderbergh thinks so little of “The Underneath” that it’s essentially put on the same level in DVD hierarchy as a gag reel.

I think he’s wrong. Looking over his long and busy careeer, “Underneath” may be minor Soderbergh, but it’s a stylish and atmospheric movie that can stand on its own two feet.

A remake of the 1949 “Criss Cross,” the film stars Peter Gallagher (of “Sex, Lies and Videotape”) as a reformed gambler named Michael who has returned to Austin for his mother’s wedding, a town he had fled years ago, all his bridges burned. Chastened, he’s back to pick up the pieces, with his cop brother (Adam Trese) and especially with his ex-wife Rachel (Alison Elliott).

He finds his ex-wife has remarried a local hood Tommy Dundee (a great William Fichtner), and starts an affair with her. When Tommy finds out, Michael improvises a way to placate him; he’ll help Tommy pull off a robbery at the armored car company where he works.

Soderbergh calls it “sleepy,” but I appreciate how “Underneath” spends the first hour patiently establishing its characters and backstories, setting up the foundation for the thriller plot to come in the second hour. He does this, and builds a slowly mounting sense of dread, through the use of time-jumps and flashbacks, often using color cues to differentiate one timeline from the next. It’s a technique Soderbergh would use more famously (and more effectively) in “Out of Sight,” “The Limey” and “Traffic,” but it still works here in its first run-through.


Especially effective is the flashbacks to the scenes of Michael and Rachel’s marriage, a fully-rounded portrait of Michael as a risk addict obsessed with his betting skills. Seeing how fully Michael betrayed Rachel is essential to the film’s success, because much of the suspense later hinges on how much Michael can trust Rachel, how much of a grudge she still bears.

The acting’s good, the widescreen compositions and color are beautiful — “The Underneath” definitely stands out among the glut of ’90s noirs that came out in the wake of “Pulp Fiction.” That clearly isn’t enough for Soderbergh, who says in the DVD interview that he took the “Underneath” job after being pushed off “Quiz Show,” and feels like the film works on the level of craft, he had checked out mentally while making it. He said his boredom while making “The Underneath” propelled him to radically rethink what he was doing as a filmmaker, leading to the arty “Schizopolis” and his late ’90s triumphs.

But I still like “The Underneath,” and while Soderbergh may look on it as the equivalent of an embarrassing short story he wrote in college, I’m glad it’s finally out on Blu-ray. It’s a key film in his development as a great filmmaker, but it’s worth seeing all on its own.

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