‘The Underneath’: An Austin Noir

Looking back at the movie that almost caused Steven Soderbergh to have a fatal breakdown.
The Underneath
By  · Published on March 7th, 2017

One could be forgiven for assuming a movie was something of a disaster if it caused its director to have a breakdown and question whether he wanted to continue making films. About such an experience making his 1995 crime drama The Underneath, Steven Soderbergh told writer Peter Biskind, “To sit on a movie set at age thirty-one and wonder whether you even want to do this, having no other real skills, is so terrifying and depressing. . . I was bored, I was empty, I’d just run out of gas. I felt, If I have to set up another over-the-shoulder shot, I’m just gonna shoot myself.” Fortunately for both himself and the cinema in general, he shot the rest of the film instead; while Soderbergh himself may not look back upon The Underneath with fondness, it’s a fine piece of work and casts Austin, Texas in a beguilingly noirish light, while foreshadowing Soderbergh’s career to come.

Although a remake of Robert Siodmak’s Criss Cross, formally The Underneath is Soderbergh in full. Story lines and moods are evoked by tint and film stock; a greenish hue adorns a series of what are eventually revealed to be flash forwards to the heist around which the film centers, reflecting the protagonist’s bilious tension, and scenes of the protagonist unsuccessfully attempting to bridge an emotional gap with his mother are rendered in an icy blue. The delineation isn’t as rigid as it would be in Soderbergh’s later, more critically and commercially successful Traffic, but in The Underneath there’s more subtlety to it, the evocations slithering in unaware in a manner much like its narrative surprises.

The story centers on a ne’er-do-well, Michael (played by the wondrously-eyebrowed Peter Gallagher), who after cleaning up his act is returning to Austin to attend his mother’s wedding. Michael makes a sufficiently positive impression on his new father-in-law that the latter gives him a job driving an armored car. While in town, Michael also looks up his ex-girlfriend Rachel, who is now dating an erratic, violent hoodlum (William Fichtner, in what may be – and I do not say this lightly – the definitive no-chill William Fichtner performance). Past and present condense into one, and suddenly Michael finds himself coerced into acting as the inside man on a million-dollar heist.

Two images linger longest after the film ends: one is not so much a singular image as an entire scene, a lengthy, woozy first-person sequence in a hospital bed, where we are Michael’s struggle to comprehend his surroundings, and to have even greater difficulty than usual relating emotionally to the various visitors to his bedside. This sequence ends with an uncharacteristic, for the film in general, jolt; this shouldn’t be spoiled for anyone yet to see The Underneath. The second lasting image is that of Rachel’s face. Played by Alison Elliott, who mysteriously never became the biggest movie star of the 90s, Rachel has the emotional equivalent of a nictitating membrane, an aperture that opens to show vulnerability, and closes to negate its possibility of ever existing. The film ends, again, with details elided, with it closed, on an ambiguous emotional note that may say more about the dark place Soderbergh was in at the time emotionally than any universal truth, but the union of performer and tone is perfect, with the entire film condensing to become the image of Elliott’s face, a universe in itself.

Note that the following should be taken with the grain of salt that, despite writing for a Texas-based site, I am myself neither Texan nor fully conversant in the eldritch traditions of the Texan people, but The Underneath has always struck me as, within the traditions of the subgenre of Texas noir, one of the most specifically Austin neo-noirs. Which is to say, it is both fully Texan yet simultaneously, quantumly, apart. This mainly manifests in an atmospheric sense, although it is subtly literalized with specifically chosen and filmed locations. This relation to place is of a piece with the movie as a whole, a drama about the fleeting opportunities for redemption wrapped hermetically inside a heist thriller, simultaneously both at once and two separate movies. The title points the viewer toward the process of unraveling the whole, but doesn’t guarantee the possibility of success.

The Underneath is not going to crack the top echelons of anyone’s best-of-Soderbergh lists, but it’s an essential point of reference for any completists, and in a broader sense anyone making a study of auteurism itself. For everyone else, it’s still a fun movie, and in the end, that is itself a success.

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Columnist, Film School Rejects. Host, Minor Bowes podcast. Ce n’est pas grave, y’all