The Top 10 Steven Soderbergh Films

[This is my August entry in the Favorite Directors Blogathon.]

Steven Soderbergh operates so far under the radar that, for all his auteurist tics and varied filmography, I never thought to rate him among my favorite filmmakers until I took a step back one day and realized how many great films bore his credit. Sometimes it seems as if the film industry looks at him the same way. Soderbergh primarily operates as a workman, though he balances out commercial properties with a series of experimental works that often get folded back into his mainstream gigs, making him ever more idiosyncratic even as he gets trusted with bigger projects.

Soderbergh jump-started the Miramax era of the American indie with his Palme D’Or-winning feature debut sex, lies, and videotape, a film about a man who can only achieve any kind of arousal by watching recorded tapes of others detailing their own sexual desires and experiences. In a way, it is prophetic of his entire canon, in which action unfolds only through its own deconstruction and process becomes the driving force and the principal agent of subverted expectations. This fixation has made the director a member of the digital vanguard, the literal programming of visual information well-suited to his entire approach to storytelling.

Amazingly, he has applied this anti-narrative style to commercially successful properties. What other director in Hollywood today can so routinely boast massive casts populated entirely by A-listers without reducing them to wan rom-com drivel à la New Year’s Eve? And if anyone else could compare to Soderbergh in that respect, how many of them could turn around and make something like Bubble? A studio hand for the postmodern era, Soderbergh has made many fine works, but none better than these 10:

10. Contagion

I gave Contagion a mixed review on its original release last fall, infatuated with its editing and cinematography but disconnected from its flow by poor plot threads, particularly the borderline offensive handling of Hong Kong, the caricatured blogger played by Jude Law and Matt Damon's awkward, mourning cuckold (a shoehorned bit of sentiment for an otherwise deliberately cold film). Those issues still irk me, but the overall effect of the movie only gets more powerful with a rewatch. Barring those distracting subplots, the general connection of shots, be it the progression of unsettling extreme close-ups or the broader patchwork of globe-trotting leaps, never fails to create a mood of invisible, unpredictable death. I still get goosebumps when I hear a cough right after watching.

9. Magic Mike

Come for the waxed asses, stay for unexpectedly intelligent overview of post-recession life, where millennials work whatever jobs they can, motivated by insipid, futile dreams that seem a sad, wistful relic of Generation X and its slacker luxury. Soderbergh finds unorthodox framings for the strip numbers even as he cuts against the grain of contemporary dance filming and actually lets the audience see the actors move. And for a male stripper movie that features more topless women than pants-less men, Magic Mike still offers the rare glimpse at the objectified male, which has caused a hysterical amount of hand-wringing among men with no grasp of irony.

8. Che

A two-part epic about one of the most controversial figures of the 20th century, Che’s very construction reflects its subjects revolutionary zeal. A pioneering showcase for the Red digital camera, Che used guerilla filmmaking to depict the world’s most notorious guerilla. Likewise, the two aesthetically distinct halves of the film reflect the state of the protagonist: the first uses wide, populated panoramas that suggest Che even thought in Communist propaganda, while the paranoid second half crushes and dims the frame to show his support and resolve crumbling. Process, as ever, is key, and Soderbergh avoids commentary on the man by way of focusing solely on how he led one revolution to success and ended another in failure both literal and (judging from his lavish watch) ideological. It is troubling that Soderbergh completely omits Che’s ruthless side, his death panels and savagery, but in the broader context of the director’s elliptical style, these omissions work. Besides, such absences do not make for a lionized portrait of Che: consider the black and white sequence when Che visits New York and the UN, celebrated by the bourgeois scum he despises and revealing contradictions and inanities in his admirers and himself. So many biopics about symbolic figures attempt to reach the person beneath the image; Che brilliantly focuses only on the image, ironically saying more about its subject than most “tell-all” biographies.

7. Schizopolis

Soderbergh wasted no time playing against any and all expectations, following up the oddity of his debut with a series of thematically and stylistically disparate films that shared one basic trait: their unprofitability. This stage of Soderbergh’s career reached a head with 1996’s Schizopolis, a work so resolutely weird and self-absorbed it instantly gives off the impression of having been meant to serve as a farewell for a filmmaker depleting the last of his backers’ goodwill. This three-act act of mass deconstruction breaks apart communication through blunt statements (such as a character saying “Hello” as “Generic greeting”), colliding foreign tongues and finally, gibberish code. God only knows how Soderbergh managed to get himself Out of Sight after this. But if this movie has nothing in common with the string of mainstream successes that would follow over the next few years, it nevertheless proved that Soderbergh had vast reserves of talent begging to be used.

6. Ocean’s 12

If every mainstream Soderbergh film upends convention in some manner, Ocean’s 12 comes off as downright confrontational. As much a middle finger as Schizopolis, this openly glib sequel games the studio system into paying for the director and his cast to take an extended vacation at George Clooney’s villa. That the film does everything in its power to make this obvious does not make the joke any easier to swallow for some, but I just cannot help but love this epic piss-take of a movie, right down to the inclusion of corpsed takes and the hilariously self-involved meta-joke with Julia Roberts.

5. The Girlfriend Experience

Soderbergh’s best experimental feature prefaced Magic Mike’s social situation with a visceral plunge into the heart of the financial collapse. Sasha Grey’s stilted performance has been the butt of many a joke, but it is, in fact, she who gets the last laugh, portraying the wry simplicity of her supposedly elaborate services. She advertises the ability to be more than just a sex toy, but all her clients need out of her before they get her out of her clothes is a shoulder to cry on and someone just smart enough to agree with them without seeming vacant. In other words, it is not her own lack of depth being projected, it is the men’s. An ingenious breakdown of objectification, one made funnier by the lingering objections of many viewers (even professional critics), that Soderbergh never shows the former adult star having sex. And it will never cease to be amusing that the film depicts the architects of our financial ruin needing some level of capitalistic comfort so badly that they retreat into the arms of the world’s oldest, stablest profession.

4. Solaris

One might have expected Soderbergh to dismantle the notion of a remake as he used Ocean’s Twelve to mock the sequel as a concept. On the contrary, he uses his Solaris movie to refine a specific strand of Lem’s source novel while also projecting his own imagistic themes onto their broadest canvas. The corporeal projection of the protagonist’s dead wife allows Soderbergh to probe the philosophical underpinnings over how one processes the Other as an image. Furthermore, if Soderbergh offers any deconstructive angle, it is of the patriarchy of the previous iterations of this story by giving more weight to the significance that Natasha McElhone’s specter is defined completely by the memories George Clooney’s character has of the real Rheya. When McElhone despairs of this fact and Clooney can only carry on about using this copy to get a do-over with his lost love, not even the ending can match its haunting, revealing irony.

3. Out of Sight

Oh, Out of Sight, you exquisite gem, you. A romantic-comic thriller so light on its feet that its various stylistic quirks hardly even register the first few viewings. Featuring George Clooney at his most effortlessly charming (that is saying something) and Jennifer Lopez in a surprisingly beautiful performance, Out of Sight manages to throw about three different kinds of film together and make the result more fluid than the most straightforward of genre movies. Add to that montages of asynchronous sound and image, giddy freeze frames and immaculate cinematography and you get the first American film to expand upon and deepen Pulp Fiction’s sense of tossed-off New Wave cool. And Soderbergh doesn’t even need the parade of hip references.

2. King of the Hill

Shot by Elliot Davis in golden, gorgeous tones and boasting production design seemingly impossible under the budgetary and time restraints of the shoot, King of the Hill suffers inexplicably from neglect. Adapted from A.E. Hotchner’s Depression-era memoir, Soderbergh’s third feature lacks the postmodern tics of his other work, yet it makes up for this by routinely contrasting the sumptuous, warm beauty of the frame with the horrific conditions that weigh down Aaron (Jesse Bradford, giving a child performance beyond reproach). This is an overplayed trick, but Soderbergh does not play the juxtaposition for easy irony, instead letting each scene convey all its tiny joys, heartbreaks and bits of mordant humor. It is one of the best films of its kind (both as a Depression drama and a coming-of-age tale), and if Soderbergh does not break the movie down as he does elsewhere, he settles for doing the real thing better than just about anyone.

1. The Limey

Many of Soderbergh’s films work as companion pieces to others, but it is admittedly a stretch to link Out of Sight and The Limey. Their shared elliptical un-thriller structures provide a starting point, but what truly distinguishes Soderbergh’s back-to-back, end-of-the-‘90s works as a linked pair for the way in which they use similar stylistic tics to opposite effect. The former’s lilting delicacy and celebration of cool is matched here by fragmented agony and a breakdown of the charming anti-hero. Using everything from jumbled flashbacks to clips of Terence Stamp at the start of his career, Soderbergh gradually strips away the protagonist’s righteous fury and hard slang until all that’s left is a cracked shell. Soderbergh typically breaks down a situation or genre: the heist film, the martial arts movie, even the extended monologue. The Limey uses all of his techniques and flourishes to deconstruct a person.

Ocean's Twelve (Steven Soderbergh, 2004)

Ocean's Twelve is one of my favorite Steven Soderbergh films and the best reflexive takedown of the sequel ever made. It jovially begins as a shameless retread of Ocean's Eleven before spiraling out of control by exaggerating every aspect that made that film a success until the result is a bewildering mess and a giddy commentary on the lazy self-satisfaction of most sequels. Somehow, the in-joke-heavy, pally nature of the acting among Hollywood's A-list does not lapse into pure smugness, perhaps because as much fun as the film has in deconstructing overdone studio mechanics, it also invites the audience to have fun with the cast, provided the viewer can let go of the desire for any kind of fulfillment from the plot. Ocean's Eleven sublimated all of Soderbergh's aesthetic tics into an unexpected crowd pleaser; its first sequel let all the new fans know what they were in for.

My full review is up at Spectrum Culture.

Magic Mike (Steven Soderbergh, 2012)

In retrospect, the links between Steven Soderbergh's male stripper movie Magic Mike and The Girlfriend Experience, his 2009 experiment starring a porn star as a high-end prostitute, should have been obvious. Both, in true Soderbergh fashion, explore their unorthodox sex-centric milieux, the director's older film about how the commodification of woman's sexuality, this new one about that of man's. If one plays out as a probing drama and the other a wry comedy, that only speaks to how society perceives the sexuality of the sexes and what is considered a lamentable, if common, situation for one gender and an escapist dream for the other.

Yet Magic Mike, for its many laughs, has as much to say about current economic realities as Soderbergh's Sasha Grey vehicle, which was made in the thick of Wall Street collapse and reflects that panic. Where that film captured a moment, this one exists in the aftermath of a radically shaken-up world. As the titular stud, Channing Tatum represents the post-collapse reality, that of a Millennial with ambitious but ridiculous dreams who must constantly defer his goal with various odd jobs to pay the bills. Working construction or stripping may not be a series of unpaid internships, but their purpose is the same: to offer an increasingly slim hope for a shot at the American Dream.

Soderbergh and screenwriter Reid Carolin present Mike's situation as a combination of factors within and outside his control. An early scene shows him working as a roof tiler for a construction company that hires people on Craigslist to skirt union workers and keep wages almost criminally low. Not only that, a supervisor accuses one man of theft for taking two Pepsis for lunch, when the daily allotment is one. And when Mike takes a hefty cash down payment to a bank to get a loan for his dream business, a custom furniture maker that turns salvage into tables, only to be turned down because he has no credit. "I read the newspapers," he says evenly but angrily at the bank assistant who weakly protests his assets, "and the only thing that's depressed is y'all." The recession is not the only thing holding Mike back, however: as hard as he works to save up for his business, he also rewards himself lavishly. He lives in a two-story apartment and drives a new truck that still sports the plastic on the interior, albeit only because Mike thinks this preserves the element of newness. Mike spends so much that after six years of working multiple jobs, he only has about $13,000 saved up.

But as much as Mike's life speaks to the realities of the recession, created and perpetuated by both personal and social irresponsibility and greed, Magic Mike, like any other Soderbergh movie, cares more for the process of its subject matter than the themes it inspires. The aforementioned Pepsi "thief," Adam (Alex Pettyfer), gives the audience an entry point into the male stripping world when he finds himself literally thrust on-stage after a particularly odd day. As Adam, a.k.a. "The Kid," settles into this new realm, he receives instruction not only from Mike but from Dallas (Matthew McConaughey, the egomaniacal impresario of the strip club where all the banana hammock-swinging action takes place. McConaughey's coaching is deliberately absurd, but in his macho pep talk and narcissistic grinding in a mirror is a clarification of the rules and practices of this profession.

In The Girlfriend Experience, Grey's Chelsea/Christine touts the in-depth experience she offers clients, but outside of the scenes in which we see her in some state of undress, all she really has to do is hold a conversation and be a comforting shoulder. Such is the extent of the straight man's idea of a girlfriend: a woman just smart enough to agree with him and nonjudgmental enough to let him cry before or after (or while?) he mounts her. Mike and the other strippers, on the other hand, engage in an openly simplistic act, but one that, according to Dallas, allows the customers to project their wildest, most intricate erotic fantasies. In stereotypical sailor/cowboy/cop outfits are unexpectedly complex turn-ons, especially when married to genuine, occasionally thrilling dance choreography. With a handful of dialogue, the characters suggest a profession that inverts the ostensible complexity and banal reality of The Girlfriend Experience into an elaborate, (mostly) contact-free erogenous feat that brings out the depths of the mind's lascivious imagination.

Not to be left out, Soderbergh's impeccable, always unexpected framing likewise establishes this world. He places ample space between a shot's focal character(s) and everyone else, emphasizing the barrier and pedestal that separates the performers from the screaming, clapping women who come to see them, as well as how that barrier is deliberately bent and redrawn as part of the performance. And among Soderbergh's talents for reflecting and subverting genre behavior, one can now add dance to the list of things the director can shoot competently and originally, alongside martial arts, heists and extended monologues. By now it is common knowledge that the film is loosely based on Tatum's own experiences as a stripper, and Soderbergh lets the actor show off the moves he retained. The film makes clear that the choreography of each strip routine is essential to the overall effect on the customer, so the director allows the audience to actually see it. Even when he cuts around the dances—or ends before a sword leaves its sheath and slaps the film with an NC-17 rating—Soderbergh keeps the sequences clear and judiciously edited and framed.

Then there are simply the shots that impress so much I cannot let them pass without comment. Ever since the metatextual confessional style of his debut Sex, lies & videotape, Soderbergh has found new and interesting way to frame faces, and he delights in off-kilter framings here. When Mike lures a gaggle of young women and Adam to his strip club near the start, Soderbergh frames all their faces in a tiny patch of space in the lower-left foreground and leaves the rest of the ample, 2:35:1 frame open, if in shallow focus, to show bar patrons dancing in blurs behind them. The first time we see Mike drive, Soderbergh leaves the camera outside the truck's rear pointing forward, leaving a chunk of the vehicle in the frame as it peers around front; I honestly do not think I've ever seen a driving scene shot like this. Even the use of title cards for each month is inspired, employed as they are in a manner reminiscent to Éric Rohmer's use of date cards as their own fleet, wry punchlines.

So effective and clever are his cutaways to those cards that I did not immediately correlate them to actual time passing. If Magic Mike shares anything with Soderbergh's Contagion (other than that sickly yellow filter that appears to be his new default color tone), it is in the display of how quickly everything can spiral out of control. The saga of two strippers may operate on a smaller scale than that of a global pandemic, but the basic principle remains the same. Even so, it's undeniable that Magic Mike's weakest element is its over-familiar plot, with shades of Boogie Nights and every other showbiz fable about a rising and falling star, complete with reversals of the ascendant and declining performer. It is amusing that a film that belatedly spoofs the unimaginative male perception of women in The Girlfriend Experience should itself saddle its two most prominent women, Adam's sister/Mike's love interest Brooke (Cody Horn) and Mike's friend-with-benefits Joanna (Olivia Munn), with the most undercooked roles. Still more amusing that both nearly steal the film. Munn gives a surprisingly touching performance with her chunks of mostly jokey screentime, a woman who simultaneously finds escape with Mike and is reminded of how quickly she needs to grow up whenever she's with him. Horn plays the opposite role, that of the serious-minded sister who maintains her maturity but also warms to Mike as the film progresses. Horn pulls off the rare effect of loosening up to the immature, hunky protagonist without completely unraveling for him.

Nevertheless, Pettyfer and especially Tatum sell this tired story with conviction, and Tatum proves yet again he can carry a comedy. Witty in his debonair fast-talking and endearingly ridiculous when his façade fails and he falls into stammering clumsiness, Tatum even manages to recall, if only vaguely, Cary Grant's ability to be the epitome of put-together manliness and a total wreck at the same time. That I see even a homeopathic amount of Grant in Tatum would be bewildering to myself only a year ago, but complete with his textured bit part in Soderbergh's other 2012 feature Haywire, and his physically comic work in 21 Jump Street, Tatum is on a roll. And speaking of rolls, McConaughey may be entering the best phase of his career. Of all the immaculately and uniquely framed faces in the film, none is more frequently hysterical than McConaughey's. He so effortlessly embodies Dallas' creepy, pathetic self-absorption that a shot of a marble bust modeled after his own head is less a sight gag than a logical ornament in his home. But as silly as McConaughey is, he also imbibes the spirit of the corrupt business leader, building everything on the backs of his workers and then kicking out some of the rungs of the social ladder to ensure none can approach his position. This is simultaneously one of the actor's funniest, and darkest, performances to date.

Who could have expected to see so much of contemporary society and American youth in Magic Mike? Any undergrad or fresh graduate will know all too well Brooke's marketer boyfriend (screenwriter Carolin), the sort of person with whom one comes into contact when looking for some work, any work, outside a preferred career path. There are many, many good, personable, helpful people in sales, but anyone who has fished those waters will have met at least one Paul, a young, privileged man who established himself in a bum economy and has let that feed his ego. Unable to talk about anything but business and money, Paul condescends to everyone and treats his uninspiring work not as a means of personal satisfaction with a job well done but as a mere sign of status. The scene in which Paul, Adam and Brooke have drinks lasts no more than a minute or two, but an entire way of life is captured in seconds. Elsewhere, Magic Mike offers an indirect but crystalline snapshot of the state healthcare and emergency costs, where all one's savings can disappear in a flash with one freak occurrence. Funny, gorgeously shot and a vicarious thrill for most of its audience, Magic Mike is nevertheless the finest summary of Generation Y yet produced. Not bad for a film with a protracted penis pump sight gag.

Haywire (Steven Soderbergh, 2012)

Haywire displays nearly all the traits of a modern Steven Soderbergh movie. It sports an A-list cast seemingly game for anything. It jet sets all over the world even though it hardly needs to, suggesting that the director A) insists on verisimilitude, B) loves studio-paid vacations, or C) both. Its shallow-focus digital cinematography creates paranoid, claustrophobic frames of doubt and suspicion; Haywire even opens with such abstracted, zoomed-in pixellation that the text telling the audience they're watching upstate New York simply must be a gag. And as with the cast of Bubble and Sasha Grey in The Girlfriend Experience, Haywire features a non-professional actor anchoring the action, in this case retired MMA fighter Gina Carano.

The film also works as the latest in Soderbergh's never-ending line of genre deconstructions. Despite its lean running time of 93 minutes, Haywire leaves gulfs of space around its revenge plot, Lem Dobbs' script asymptotically approaching exposition, only to flatline in vagueness before reaching it. Dobbs, of course, wrote the screenplays for Soderbergh's Kafka and, somewhat infamously, The Limey. Given the amount of dialogue, it stands to reason more of Dobbs' words remain here than in Soderbergh's masterfully elliptical anti-thriller, but Haywire nevertheless shares many qualities with the director's best film. Both are action thrillers that dismantle the conventions of their niches within the genre, finding beauty and agony in the all-too-single-minded attitudes of so many of these films.

Soderbergh and Dobbs frame Haywire as a constant series of glancing blows to coherence. Beginning near the end, the film shows a shivering, antsy Mallory Kane (Carano) walking into a diner in aforementioned upstate New York and enjoying but a moment's peace before Aaron (Channing Tatum) pulls up and instantly sets her on edge. They exchange half-spoken details of a mission in Barcelona and Aaron urges her to come with him. When she declines, he throws coffee in her face and the two proceed to get in a vicious, visceral fight in front of stunned onlookers. Mallory gets the upper-hand with the help of an intervening patron (Michael Angarano), then takes the young man hostage and drives away in his car. While riding, she explains how she got there as the film promptly moves to flashbacks to follow her narrative.

The frequent time jumps become just another way to constantly stay ahead of explaining what, exactly, is going on. Slowly, the film pieces together that Mallory was the top contractor in a private sector firm farming out mercenaries for American black-ops missions. We see the mission in Barcelona alluded to earlier, as well as her betrayal at the hands of her employer and former lover, Kenneth (Ewan McGregor, whose perennial youthfulness makes the idea of the government turning to him for national defense even funnier).

Though he subverts as more tropes than he faithfully portrays, Soderbergh makes one of the more engaging and felt action films of the last few years. He holds his shots out in the fight scenes, cutting judiciously to keep momentum while nevertheless giving the audience a refreshing visual continuity and flow. He didn't hire a trained MMA fighter to be in the lead just to cut around her, and it's thrilling to see Carano take and give blows without all the erratic, stunt-double-hiding editing that defines so many modern fighting movies. This also gives her a screen presence that more than makes up for her stiff line readings, which would throw off the flow of the film in Soderbergh wasn't already doing that so casually with his structure.

Indeed, the director finds other ways to disorient the viewer accustomed to the current slate of beat-em-ups in the absence of shakycam editing. Camera angles constantly find unorthodox framings, while the placement of the camera in fight scenes is, amusingly, farther away and more objective than in the more blurred static moments. There's also the score by Ocean's series composer David Holmes, who brings a similarly jazzy touch to the music here. As Carano runs after a loose end in Barcelona, the exertion and determination on her face is deliberately undermined by the light tone of the music running over the scene. But Holmes' score is no less propulsive and textured than Soderbergh's alternately chugging and lethargic direction. It's the perfect compliment to a strange film, capable of capturing the disparate, often conflicting moods Soderbergh layers into his deconstructive film.

Holmes even offers some clues to what Soderbergh might be doing here in occasionally throwing back to the music of old spy movies. Haywire, more than a mere martial-arts movie, is also a take on the spy thriller. Perhaps the fact that Mallory is not a government agent but a private contractor hired by a government explains the breaks in genre routine. It's not Soderbergh tearing apart this genre, it's the cynical progress of our national defense strategies. McGregor schemes with officials (Michael Douglas and Antonio Banderas), who in turn plot against him when the time comes. In the new world of intelligence and classified assignments, the only goal seems to be to cover one's ass and maybe make a profit if at all possible. Though the pieces eventually come together to reveal who betrayed Mallory and how everyone else she's encountered fell into place, Haywire still leaves disturbingly vague just what it is these people do when they're not trying to kill one of their own.

Contagion (Steven Soderbergh, 2011)

For about 45-50 minutes, Contagion had me ready to run home, duct-tape the seals of my house and never come into contact with a human being again. Steven Soderbergh's detached, "so this is how the world ends" direction and and crisp, clinical cinematography effectively built fear through a steady profession of paranoia escalating from backdoor, classified whispers over vague data to full-on societal panic. Soderbergh's classical style makes even his transcontinental montage intelligible, and his experiments with asynchronous sound and image separates the aesthetic from the action even more, giving it a paradoxically compelling flatness that reminded me of the purportedly meek delivery Jonathan Edwards gave to the fiery words of his "Sinners in the Hands of an Angry God," a mild intellectual remove that only makes the impact that much more powerful.

Then, cracks started to form. Contagion boasts the largest, most geographically disconnected cast of any of his films since Traffic, a film that shares more than a few stylistic and structural traits with Contagion and even seems the thematic inverse of this movie. But like Traffic, Contagion spreads itself too thin, across too many people and too many locations without being reliant upon any of them. The emotional distance of such incessant cross-cutting gives way to a belated, almost arbitrary stab at sentimentality that burdens Soderbergh's film with calculated schmaltz that clashes garishly with the studious, medical examiner feel of the rest of the movie. Funnily enough, this is the rare film that actually suffers for its attempts at humanity.


Much more gripping is the methodical progression of the disease from the first seconds. Soderbergh does not even get past the opening black screen before the film without inserting the ragged cough of Beth Emhoff (Gwyneth Paltrow). When the image starts, we see Paltrow looking like hell, a decidedly unglamorous view of an A-lister that kicks off the eerie feel of the impersonality of a disease spread. Anyone susceptible, regardless of notoriety, can get sick, and this new strain works with horrific speed. In only a few minutes of screen time, not only is Beth dead but her young son, leaving her apparently immune husband, Mitch (Matt Damon), bewildered, quarantined for testing and inconsequential to the rapid spread of the virus as it hops continents in the span of hours.

Paltrow and Damon are merely the tip of the iceberg for Contagion's loaded all-star cast. Marion Cotillard, Laurence Fishburne, Kate Winslet, Bryan Cranston, Elliott Gould, John Hawkes and more fill the screen in various roles as members of the World Health Organization and the Centers for Disease Control monitor the outbreak and head out into the field to study and contain the outbreaks. Where did Soderbergh hold auditions, Spago? That so many would line up for a film that is truly about an invisible presence, making them secondary forces and pawns for the true "protagonist," is a testament to Soderbergh's drawing power, and for a time he keeps us guessing as to who will survive.

Soderbergh gave the Red digital camera a major demonstration in the form of his two-part Che, and he further demonstrates its range and clarity here. Che was a film of natural colors used to thematic effect, the bright sunlight of The Argentine and the overcast, muted tones of Guerrilla communicating the shifting dynamic of the separate revolutionary campaigns. Here, Soderbergh crafts a half-sick, half-sterile aesthetic of grimy artificial light captured in unflattering realism, clarifying every pore, every clammy hand and spittle flecked mouth until the extreme close-ups of human contact and pulled back shots of the isolation of the survivors ensures we feel equally uncomfortable in crowded areas of potential hosts and alone as society crumbles. Woozy camera movement and quick cuts to hands grasping bus poles or passing around food make the implications even more nauseating, while the icy blue pall that hangs over funereal shots of mass graves and tattered masses lining up for anything even suspected of being a cure emphasizes the distancing horror of death on an epic scale.

Also worth a mention is the electronic score from longtime Soderbergh collaborator Cliff Martinez. Not as dynamic as some recent electronic scores (say, the ones for The Social Network and Hanna), Martinez's soundtrack nevertheless proves a driving element of the film, particularly given the lack of true character propulsion. If repetitive, the score works well for finding the perfect aural balance of scuzzy, frantic buzz and quarantined sterility that fits both the clinical official response and growing sickness and collapse on the streets. The sound mix of many of Soderbergh's connecting montages rely almost exclusively on Martinez's cold burbles and hums, and they keep the movie going well after the visual juxtapositions start to grow thin.

But grow thin they do, and eventually the film tries to eke emotional responses out of characters heretofore represented as only as impersonal reactors to the spread of the disease. A subplot involving Jude Law as a firebrand blogger whose anti-Establishment crowing perhaps hides a keen willingness to exploit capitalism to the fullest seeks to show the profiteering and misinformation that befall and propel mass panics. However, as everyone in the cast is so cut off from one another that Law's effects are felt only in the background and the extent to which he makes things worse is never made clear. We're also made to care about Fishburne as the CDC director who makes an all-too-human mistake at a time when complete classification is necessary to keep the peace. Worst of all is Mitch's plotline, which not only saddles the poor man with the deaths of his wife and stepchild but deals with infidelity and adds the useless subplot of his surviving daughter, who regards the 21st century equivalent of the Black Death as, like, a total drag.

My wavering support nearly collapsed in the final half-hour, at which point plotlines began to sag and cease without any pretense at resolution, late-stage sentimental dross like Mitch's daughter pining for her boyfriend suddenly blossomed and a montage coda clarified that which did not truly require clarification. Furthermore, the initial vulnerability of the A-listers eventually gives way to a pat immortality that ensures as many famous people as possible stay on til the end. I still enjoyed Contagion; watching Soderbergh do his thing was more entertaining than most of this summer's offerings, and occasionally he found ways to ground his epic scope into something gripping. The end, however, turns a chilly take on a grimy genre film into a wannabe prestige picture with what I could swear was an environmentalist message the one time such a message just does not apply. In fairness, I can't think of any way that Contagion might have ended in wholly satisfactory fashion, but the perfunctory optimism of Hollywood undermines a daring, unsettling and initially unsparing view of humanity's mass reduction. In retrospect, the awkward late-film shift in tone is less surprising than anyone allowing the first hour and 20 minutes.