Underseen Soderbergh: The Underneath

“I can’t say that I would recommend it to anyone other than to look at it in the context of a career.” –Steven Soderbergh

It’s a safe bet The Underneath is nobody’s favorite Steven Soderbergh film. That goes double for the director himself, since he had no problem with allowing it to be included as a bonus feature on the Criterion Collection’s release of King of the Hill. Arriving at the tail end of Soderbergh’s struggle to find his footing in Hollywood in the wake of the Cannes-winning indie juggernaut sex, lies and videotape, The Underneath found him questioning how he wound up there and plotting how to climb back out.

His second feature, Kafka, was DOA when Miramax put it out in the fall of 1991, and it remains MIA on DVD or Blu-ray (even in its re-edited Mr. Kneff form, which has screened at festivals, but missed its intended 30th anniversary release). And while King of the Hill received good critical notices (Roger Ebert, for one, gave it four stars), it similarly failed to find an audience. The real breaking point came, however, in the midst of The Underneath’s relatively smooth production, when Soderbergh realized he had no connection with the material and needed to shake things up. “This had to happen,” he says in an interview on Criterion’s release. “I’m sorry that Universal had to write a check for six and a half million dollars for me to understand that I needed to make Schizopolis, but that’s kind of what happened.”

The reasons for Soderbergh’s disengagement seem obvious in retrospect. From the start, The Underneath was the opposite of a passion project. His next film after King of the Hill was originally meant to be Quiz Show, but Robert Redford (who was attached as a producer) decided to take it over and direct it himself. At loose ends, Soderbergh was receptive when Universal asked him to work on a remake of one of their noirs, 1949’s Criss Cross, which he initially took on solely as a screenwriting gig. Partway through the scripting process, though, he expressed an interest in directing it and suddenly he was making his fourth feature in six years. Far from the best time to realize he was running on fumes, creatively speaking.

Then again, regret is baked into the film’s DNA, since it follows a man who returns home after a self-imposed exile and attempts to repair the relationships severed when he abruptly skipped town. The man is Michael Chambers, and the occasion is his mother’s remarriage to a pretty swell guy, but he’s also interested in rekindling things with his ex, Rachel, who’s justifiably angry about the way he left her in a lurch. In the interim, she has also taken up with a possessive club owner played by William Fichtner, so the viewer knows on sight he’s a dangerous man to cross.

The casting is spot-on across the board, with Peter Gallagher returning from sex, lies to play Michael, and Soderbergh giving him able support from Alison Elliott (a relative unknown chosen so the audience wouldn’t have preconceived notions about her character), Fichtner, Adam Trese (as Michael’s “psychopathic brother with a badge,” as Rachel describes him), Joe Don Baker, and Elisabeth Shue. He even rounded up a couple of ringers from Robert Altman’s repertory company in Paul Dooley and Shelley Duvall. The most affecting performance, though, belongs to Anjanette Comer (a screen veteran with a career stretching back three decades) as Michael’s mother, who wants the best for him (as all good mothers do), yet she knows he’s incapable of choosing what’s good for him.

Also doing yeoman’s work are cinematographer Elliot Davis (who previously shot King of the Hill and returned for Gray’s Anatomy and Out of Sight) and editor Stan Salfas. With Davis, Soderbergh contrived creative ways of differentiating the multiple time frames – including shooting on different film stocks – and Salfas kept the timeline straight even as Soderbergh jumbled up the chronology. Such pictorial and narrative experiments were redeployed in Out of Sight, The Limey, and Traffic, the films he made upon returning from his own self-imposed exile, but one thing he got out of his system with The Underneath was the use of split-diopter lenses. As he joked in his Criterion interview, “It was obviously a bad idea whose time had come.”

First, though, came the recovery, which took the form of a freewheeling mélange of physical comedy, obscure wordplay, and a barely veiled account of his marriage’s dissolution. If Schizopolis was conceived as a way of getting him excited about making movies again, then it did the trick. The fact that Soderbergh is still making them 30 years after “bottoming out” is ample proof of that. Just look at what’s playing at your local multiplex this weekend.

“The Underneath” isn’t on any streaming service, but the Criterion Blu-ray it’s included on is still in print.

Craig J. Clark watches a lot of movies. He started watching them in New Jersey, where he was born and raised, and has continued to watch them in Bloomington, Indiana, where he moved in 2007. In addition to his writing for Crooked Marquee, Craig also contributes the monthly Full Moon Features column to Werewolf News. He is not a werewolf himself (or so he says).

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