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But in 1998, he came up with "Out of Sight," a smart, engaging action comedy about the love that ignites between a bank robber (George Clooney) and a deputy federal marshal (Jennifer Lopez) when she stumbles into his jailbreak and gets to know him in the trunk of a getaway car. It won best picture of the year from the National Society of Film Critics, beating out favorites like "Shakespeare in Love" and "Saving Private Ryan." (The group also named Soderbergh, not Spielberg, best director.)

And Soderbergh's "The Limey," which opened last fall and ranks high on many a 10-best list, is an unexpectedly touching act of hard-boiled cinematic seduction. It tells the story of a canny British ex-con (Terence Stamp) who flies to L.A. to exact revenge on the man who killed his daughter. Soderbergh puts this basic thriller setup into a time-hopping form that resembles an elaborate paper cutout -- the kind that comes all raveled up and reveals its true meaning when the last piece is uncovered.

Michael Sragow Michael Sragow's column appears every Thursday in Arts & Entertainment + Archives

Like "Out of Sight," "The Limey" is a light movie, not a superficial one. Soderbergh has learned that an audience will follow any director to what lies underneath as long as he keeps his film expressive on the surface. History and current events meld in the ex-con's brain, as he thinks back on his daughter and her mother. But Soderbergh does more than play memory games with fleet flash-forwards and flashbacks. At the end we realize that the entire film has been the gangster remembering things past and judging his own culpability.

"The Limey" is a salute to 1967 filmmaking: It echoes John Boorman's "Point Blank" and actually uses footage of Stamp playing a young thief in Kenneth Loach's "Poor Cow." So it's wonderfully appropriate that Soderbergh has come forth with a book on filmmaker Richard Lester, who by 1967 had already made "A Hard Day's Night," "Help!" and the audacious "How I Won the War."

Michael Sragow Michael Sragow's column appears every Thursday in Arts & Entertainment + Archives

Soderbergh's "Getting Away With It, Or: The Further Adventures of the Luckiest Bastard You Ever Saw -- also Starring Richard Lester as the Man Who Knew More Than He Was Asked" was published in Great Britain in 1999. It treats movie fans to a funny, prismatically illuminating experience.

In addition to his penetrating interviews with Lester, Soderbergh sandwiches in the candid journal of a chaotic year in his own career -- 1996, right after "The Underneath" and right before he landed the directing job on "Out of Sight." He was finishing up two idiosyncratic, small films, "Schizopolis" and "Gray's Anatomy," while doing script work for hire, staging Jonathan Reynolds' play "Geniuses," helping to produce "Pleasantville" and struggling to mount an adaptation of "A Confederacy of Dunces."

What's neat about "Getting Away With It" is that you witness Soderbergh renewing himself as he talks to Lester. The younger director opens up to the older one, who delves into matters as different as evolutionary theory and military milestones. Even the structure of the book expresses Soderbergh's burgeoning energy: It's a delicious parody of the exhaustive, multi-part director interview -- a specialty of Soderbergh's own publisher, Faber and Faber. ("ff" usually does bring their books into this country, but this volume is available right now via Amazon.co.uk and other British-book delivery services.)

Soderbergh's readers were the first in their arthouse or multiplex to hear the name of "Being John Malkovich" screenwriter Charlie Kaufman. In 1996 Soderbergh had tried to launch another Kaufman script, "Human Nature." The director's readers were also the first to learn of "tortious interference," the legal concept at the center of Michael Mann's "The Insider": Paramount invoked it to prevent Soderbergh and his "Limey" producer Scott Kramer from setting up "A Confederacy of Dunces" as a co-venture with other companies.

Most important, the book delivers a privileged glimpse into the sensibilities of filmmakers who use sophisticated film syntax to heighten emotion and find novel ways of embodying old storytelling values of romance, suspense and catharsis.

When I phoned Soderbergh in L.A. in December, he was taking a pause from his forthcoming feature "Erin Brockovich" (due out in March). He instantly made clear that Lester isn't his only idol. He said that "Erin Brockovich," a socially conscious character study starring Julia Roberts, fit "the John Huston plan for career longevity: Never become too hip or faddish."

When will "Getting Away With It" get an official U.S. publication?

Most of Faber and Faber's stuff usually shows up here, but as you probably gleaned from the book they can be somewhat erratic. I still haven't got my box of author's copies!

That's unfortunate, because it has a lot of topical hooks, including the first mention between book covers of screenwriter Charlie Kaufman. Your comment on his "Human Nature" script -- you call it indescribable except for being "very weird" and "hysterically funny" -- hits home for anyone who's seen "Being John Malkovich."

About four years ago, I asked a friend of mine who had some experience in the development-reading world to help me find something to do. She called two weeks after I said I'd hire her and told me "I found the guy." She sent me "Malkovich" and "Human Nature." At that time "Malkovich" was already set up; it was obvious that this guy was going to happen. I got to hang out with him while we were trying to get "Human Nature" set up, and I liked him enormously.

I really enjoyed interviewing him, but he didn't want to reveal too much of himself or analyze his own work.

He's probably, in the long run, pretty smart to do that. I still have fantasies myself of pulling a Terrence Malick. It's really a silly problem, but it's frustrating to be in a situation where you become bored with speaking about what you love to do for a living. You find yourself hating not just the sound of your voice, but hearing it make the work that you do sound boring. It's a terrible sensation. You definitely get to a point where you feel like a homeless person babbling on a corner, saying the same thing over and over to very little effect.

In the long run I don't know how much good talking does. I don't think audiences pay too much attention -- people who want to go to a movie will go. When you look at the selling part of the business, everything that everybody does for every movie feels the same. We did a ton of press for "The Limey." Maybe it would have done even worse if we hadn't, but I can't say what helped and what didn't.

"The Limey" is loved by the people I know who've seen it; I'm surprised to hear you say it didn't do well.

It did really well in New York and L.A., so for a lot of people the perception of it is that it did fine.

Much of your book is about trying to maintain enthusiasm and energy over the course of a career. There's a wonderful interplay between you and Lester -- almost as if you started the book out of devotion to his movies but then had these revelations about your own films.

It emerged from this period when I felt I had to start over again. I think there are two components to doing that successfully. One is regaining enthusiasm about your own work. The other is regaining enthusiasm about other people's work.

When I see people who I think have become either cynical artistically or just competitive to the point of self-destruction, what they share is the loss of appreciation for anything that anybody else is doing. Seeing something good should make you want to do something good; if you're not careful, you can lose that. And that can hurt you. I still get a charge out of seeing a really good movie or reading a really good book or watching "The Sopranos" on TV.

Working my way through Lester's films, and doing these interviews with him, I was reinvigorating myself. And there was also something cautionary about it. Lester did stop working for a variety of reasons. So for me there is the element, whether it's spoken or not, of "Wow, will that happen to me? And to all of us?"

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