“I’m not the enemy.”
“Then who are you?”
A hypnotic thriller about a law firm’s “fixer” realizing that the agricultural company he’s defending is involved in a murderous conspiracy, Tony Gilroy's “Michael Clayton” used George Clooney’s wounded eyes, Tom Wilkinson’s frenzied soliloquies, and Merritt Wever’s soft-spoken melancholy to wonder how much commercial corruption we could fall victim to, and how much blatant immorality we could tolerate. Lauded at the time for its unrelenting tension, its steady pacing, and its sharp script, “Michael Clayton” was a critical darling, topping numerous critics’ best-of lists and netting seven Academy Award nominations, including a win for Tilda Swinton for Best Supporting Actress.
In the years since, though, as various other lauded films from 2007 have been reassessed and reconsidered, “Michael Clayton” has faded from memory. It's an undeserved dynamic, given that the film has so much to say about how skewed the relationship between American corporations and the people they’re supposed to serve really is—an imbalance that remains as drastic today as it was back in 2007.
The corporate world that “Michael Clayton” depicts is flimsily held together by favors and handshakes, rife with insults and threats. The workers trapped within it are beholden to a class structure that discredits and undermines them, overwhelms them with paranoia, and drowns them in debt. “What kind of people are you?” someone asks Clayton, aghast at the backstabbing and the deceit with which Clayton fills his days. How to fight against that, at the sacrifice of human lives for business interests? By playing dirty.
It’s not exactly necessary to consider the trifecta in which “Michael Clayton” finds itself, sandwiched between two other legal thrillers that explore how American businesses are killing us, but the context doesn’t hurt. Steven Soderbergh's 2000 film “Erin Brockovich” was a hit with the Academy of Motion Picture Arts and Sciences, and won Julia Roberts an Oscar for her role as a beauty queen-turned-investigator who helped build a direct-action lawsuit against Pacific Gas and Electric Company (PG&E) for contaminating the groundwater of Hinkley, California, with the chemical chromium. The $333 million that PG&E was ordered to pay to families suffering from higher-than-normal rates of cancer remains the highest payout for a lawsuit of its kind.
Nearly two decades later, Todd Haynes’ “Dark Waters” followed lawyer Robert Bilott (Mark Ruffalo) as he took on the massive chemical company DuPont, who for years dumped forever chemicals associated with making Teflon into West Virginia and Ohio. The 2019 film received little attention upon its release, but it’s a horrifyingly gripping expose into how those forever chemicals never leave our bodies because they cannot be naturally broken down, and they too cause cancer. The movie's scariest, most unforgettable scene places us in Bilott’s car as he drives through a West Virginia town where seemingly everything is owned by or named after DuPont, from libraries to baseball diamonds; every street corner holds another sign proclaiming that brand loyalty. Altruism, maybe, or a diversion from how the company was poisoning everyone. In 2017, DuPont was ordered to pay $671 million to settle thousands of cases, but that doesn’t seem like so much money when you realize DuPont’s annual revenue from Teflon products alone is $1 billion.
And then there’s “Michael Clayton.” Last month, multinational pharmaceutical company Bayer was ordered to pay $10 billion to settle thousand of lawsuits filed over Roundup weedkiller after plaintiffs alleged it caused cancer. It’s difficult to imagine that Gilroy wasn’t somewhat inspired by this story when writing “Michael Clayton”; the carcinogenicity of Roundup has been debated since the 1980s. But by not being tied to a true story, Gilroy has a certain freedom to expand “Michael Clayton” into places you might not expect a narrative like this to go. There’s an overwhelming, noir-like desperation here, captured in Clooney’s increasingly furious energy. How the narrative flirts with a fantasy book series, and with ideas of fate and destiny, adds some whimsy to its otherwise-bleak proceedings. And overall, Gilroy’s direction broods and bruises, cross-cutting often between opposing parties, lingering long on every conversation-cum-negotiation, taking the time to build the titular protagonist as a complicated man with a shady past and questionably ethical antics who, nevertheless, knows venality when he sees it—and cares enough to do something about it.
“Michael Clayton” begins with a cascade of plot, waves of story beating down upon us. “Michael. Dear Michael. Of course it’s you. Who else could they send? Who else could be trusted?” we hear in a voiceover from lawyer Arthur Edens (Wilkinson), whom we meet in the middle of a manic episode. What we listen to is confession doubling as manifesto as the senior litigator of the law firm Kenner, Bach & Ledeen announces that he now considers himself the product of “asshole of an organism whose sole function is to excrete the poison, the amyl, the defoliant necessary for other larger more powerful organisms to destroy the miracle of humanity, and that I had been coated in this patina of shit for the best part of my life. The scent of it and the stain of it, will in all likelihood take the rest of my life to undo.”
It’s a grandiose declaration, and also a pledge: Edens has switched sides. Gilroy fills us in on the details in an effective opening montage, showing us the glossy offices of Kenner, Bach & Ledeen; the desperate meeting being held in one of the firm’s many conference rooms as dozens of lawyers toil to close a settlement for the agricultural company U/North; the U/North general counsel, Karen Crowder (Swinton), hiding in a bathroom, fingering her sweaty armpits; and the one Kenner, Bach & Ledeen lawyer missing from these frantic proceedings: Michael Clayton (Clooney).
Clayton is, we see from the beginning, a bit of a wild card. At a poker game hidden away in the basement of a Chinese restaurant—his business cards, Benz key, wallet, Blackberry, and firm ID waiting for him in a plastic bin away from the table—Clayton assesses his hand. He does his best to avoid small talk, but when forced into it, insults the man driving the conversation. He is wary of banter, and he is weary of his life—of the decisions that have led him here, and of the job that interrupts the card game to send him to upstate New York to try and clean up a hit and run committed by one of the firm’s clients. The man (Denis O’Hare, one of many great character actors who pops up throughout Gilroy’s film, along with Maggie Siff and Katherine Waterston) is blustering, defensive, angry. He insults Clayton. He isn’t very pleased by Clayton’s bluntness, by his denial that he’s a “miracle worker” and assertion instead that “I’m a janitor.” Clayton works with what he’s got, and what the man has given him to work with is very little. And there’s a tidy moment of elitist ignorance here when the phone rings, and the client worries he’s been made: “That’s the police, isn’t it?” he snaps at Clayton. Clooney, meanwhile, allows some bemused indifference to slip into Clayton’s “No, they don’t call,” response. He’s been dealing with men like this for years, and they never change.
The sky has turned from black to inky blue by the time Clayton drives away from that palatial, aged-brick estate tucked deep into the woods, and Gilroy keeps us on Clooney’s face, on the weight that lays there. Bags under his eyes. Stubble on his cheeks. A grimness that radiates off him, that is ironically highlighted by the rising sun—another day, and more crap awaits. But then, an unexpected image as the sky becomes lighter, and as the horizon turns pink. Three horses on the top of a hill, under two sparse, spindly trees. They seem powerful, and wise, and simultaneously ancient and brand-new. As Clayton parks his car and advances upon them, his hands up, they seem to watch him, both his breath and theirs visible in the cold morning air. James Newton Howard’s plaintive score is whisper-quiet, and Gilroy slowly rotates our perspective so our vision aligns with Clayton’s—we too take in the mottled grey horse on the left, the cherrywood auburn one in the middle, and the chestnut brown one on the right, with a stripe of black running down its back. The moment feels almost otherworldly, tinged with a sort of primal understanding—and then, the explosion happens. Clayton’s car goes up in a ball of flames. The horses spin in unison, and gallop away. The rumbling is loud, and the fire is growing, and we follow Clayton as he sprints back toward it, disappearing into the smoke. Whatever drew Clayton to those horses saved him, and whatever that connection was, it gave him a second chance.
“Four days earlier,” we’re informed through intertitle, is when all this mess began to happen. When Arthur, one of Clayton’s closest allies and friends at the firm, stopped taking his medication, and experienced a manic episode. When during a deposition for the U/North case in Milwaukee, he stripped naked; declared his love for the young plaintiff Anna (Wever), whose farmer parents were allegedly killed by U/North’s weedkiller, and whose brother is currently dying; and was arrested. When the law firm they both work for sent Clayton out to Milwaukee to get Arthur under control so that the years of work they’ve done for U/North aren’t ruined, Arthur gave his old friend the slip, disappearing into the snowy Milwaukee morning. And when U/North general counsel Karen (the name does hit different in 2020) decided to take matters into her own hands when she realized that Arthur is in possession of a memo that proves U/North knew their weedkiller was carcinogenic years ago, and went ahead producing it anyway. Gilroy magnifies the text in the memo that declares the weedkiller could “cause serious human tissue damage” and have “potentially lethal exposures,” and there is no question about it: Karen’s company purposefully chose to let people die. Just like PG&E’s chromium. Just like DuPont’s forever chemicals. Just like Roundup weedkiller.
Gilroy flips back and forth between Arthur, Clayton, and Karen, tracking how the actions of the first man spurs the other into action, which then informs the U/North response. He cross-cuts between Karen and Clayton in particular to show us their differences: She is a performer, someone who must practice her words over and over again to find the exact right ones, who knows that the elevation of her position comes with a certain set of expectations—lipstick and pantyhose and sensible heels. When we see a sweat-soaked Karen sprawled out in a bathroom stall, or in her underwear in her bland bedroom, or meeting her hired assassin on a busy Manhattan street corner, a trench coat covering her workout gear and her hair still in a messy ponytail, they’re glimpses behind the curtain of her hoity-toity, sophisticated façade. She cares about appearances and she cares about money, and the syrupy sweet voice she uses to employ those executioners reveals both those details.
Meanwhile, there are no walls built around Clayton: What you see is what you get. It’s just that certain people see certain things. Arthur pokes at his ego with “Michael, the secret hero, the keeper of the hidden sins.” Karen, hearing that he’s worked at the law firm for over a decade but still hasn’t made partner, is unimpressed: “He goes from criminal prosecution to wills and trusts … This is the guy they send? Who is this guy?” Their different readings aren’t Clayton’s fault, necessarily, but he is always playing an angle, showing a different side of himself for the best benefit. To police, he mentions his brother’s presence on the force and his father’s legacy, as well as his own time spent as an assistant district attorney. To other lawyers, he’s the man trudging into the muck while they sit around their offices; his billable hours are messier. We watch him in his office, fielding phone call after phone call, one case “a total nightmare,” another involving a “motivated stripper,” one involving the Immigration and Naturalization Service. “None of this comes back to me, right?” a panicked voice asks Clayton, and it’s a question he clearly gets a lot. But Clayton is always the one absorbing the damage, and you see it in how he holds his body—the defiance there, and the barely contained disgust.
As the film progresses, the circle of characters expands. Clayton’s son, Henry (Austin Williams), who is obsessed with a book series and video game called “Realm+Conquest,” in which “it’s just completely, like, everybody for themselves.” “Sounds familiar,” is his father’s perfectly dry response. Clayton’s addict brother Timmy (David Lansbury) squandered Michael’s life savings after they got into business together; Clayton is now $75,000 in debt. Clayton’s other brother Gene (Sean Cullen) is a police detective who followed in their father’s footsteps. Clayton’s boss at the law firm, Marty Bach (Sydney Pollack), is a no-nonsense managing partner who stresses upon him the importance of finding Arthur and making amends with U/North: “We got a lot of groveling to do with these people. Saddle up.” And for U/North’s part, the hit men Karen employs with her boss’ approval, the men who tap Arthur’s phone, who follow Clayton’s movements, who kill the former and try to kill the latter.
“Michael Clayton” builds steadily toward the inevitable final showdown between Clayton and Karen. As Gilroy does so, he makes the case for Clayton as the champion we need, the one willing to do what others might not—to lie, to obfuscate, to betray. Why should the corporations that are contaminating us only be allowed to use those methods? If Arthur is the conscience of “Michael Clayton,” then its titular character is truly the janitor that others disparage him as: the man who disposes of the trash.
“It’s years, it’s lives, and the numbers are making me dizzy,” Arthur had said of the time that Kenner, Bach & Ledeen invested in defending U/North, and of the mistruths U/North fed them, and of the people who died in the interim, and when Clayton realizes what U/North is up to—killing his friend to cover up all the other killings they’ve committed—his moral imperative is clear. “I am Shiva, the God of Death!” Arthur had yelled, and this isn’t a totally accurate understanding of the Hindu supreme being; Shiva conquers Yama, the deity of death, and even dances upon Yama’s body, but does not then become that figure. Is this a perversion of the line “Now I am become Death, the destroyer of worlds,” from the Hindu scripture the Bhagavad Gita, which physicist J. Robert Oppenheimer famously uttered after creating the nuclear bomb? Perhaps. Or maybe it’s a combination of both concepts: A proclamation that in destroying death, one can assert life; that in harnessing destruction, one can wield that power for constructive ends. For Arthur, it is a rallying cry, and a promise.
After fleeing from the car bomb, after leaving behind the horses (the trio, we now realize, remind Clayton of an illustration from the book Realm+Conquest, which his son had ended up recommending to immediate devotee Arthur), after letting the law firm believe he’s dead, Clayton shows up at a U/North board meeting. Karen is recommending that the board take the settlement deal Kenner, Bach & Ledeen had prepared. Sure, they’ll pay out in the hundreds of millions, but it’s far less than the $3 billion class-action lawsuit they’re facing, and in fact, it might even be a tax benefit. “The write-off on this settlement would essentially pay for itself,” Karen reassures her board members. The corporation doesn’t hurt from it. Business goes on as usual. That damning memo stays concealed. Arthur was the salvation those 450 plaintiffs were looking for, and Karen killed him. But now here stands Clayton, revived from the dead. Swinton’s face is in shocked paralysis, the most honest we’ve seen Karen yet, and in that moment, what comes to mind is what Arthur had said about Anna: “Isn’t it what we wait for, to meet someone, they’re like a lens, and suddenly you’re looking through them and everything changes, and nothing can ever be the same again?” Karen sees herself reflected in Clayton in this moment, her greed and her smugness and her avarice, and she is unmoored.
Until this altercation, Gilroy has shown us Clayton in half-measures. Handshakes with cops, stern words to associates. Outmatched by Arthur, but unthreatened by the man who committed the hit and run. The first time he spoke with Karen, back in Milwaukee, she refused to give any quarter, cutting off his defense of Arthur’s bizarre behavior with an “Excuse me, we pay for his time.” Everybody has a number in Karen’s mind, and they are worth no deeper consideration than what they will cost her. In this second tête-à-tête, though, we see the full onslaught of Michael Clayton, special counsel, and it is a frightening, livid display. Clooney starts out in Danny Ocean mode, all sly half-smiles and soft eyes, amused with himself as he asks Karen, “How’d it go in there?” And then the steeliness of “Syriana” CIA agent Bob Barnes comes through in Clooney’s clipped delivery, his lean forward as he intrudes on Karen’s personal space, how casually he mocks Karen for how out of her depth she clearly is. “I’m not the guy that you kill, I’m the guy that you buy … Don’t you know who I am? I’m a fixer, I’m a bagman,” Clayton says, leaning into every nasty thing he knows about himself, giving voice to every insult he’s ever weathered. Every line of Clayton’s is an offensive maneuver against Karen, building to the deeply satisfying one-two punch of “Do I look like I’m negotiating?” and “You’re so fucked.” The picture he takes of Karen’s shocked face when she realizes she’s been outplayed is like a souvenir, a memento of the justice exacted for Arthur, and Clayton’s shouted “I’m Shiva, the God of Death!” as he leaves Karen behind is an homage.
The final moments of Gilroy’s film are triumphant. First is a carefully constructed mise en scène that captures the totality of “Michael Clayton” in a few seconds: Gilroy dollies his camera backward as Clayton walks away from Karen, leaving her behind. She blurs out of focus as the police detectives who listened in on their conversation, and confirmed Karen’s role in Arthur’s death and the corresponding coverup, progress forward. Although Clayton’s gratified expression is in our foreground, we see Karen fall to her knees in the background, surrounded by a swarm of officials—defeated, and done. Clayton keeps walking, passing his brother Gene, who was part of the police sting, and reaching the escalator, which Gilroy frames horizontally instead of vertically: Clayton is not moving down, but forward. Outside, he gets into a cab, gives $50 to the driver, and says, “Just drive.” Howard’s score returns, signaling the same tentative peace Clayton felt on that hill, with those horses. Gilroy uses a tableau shot to focus on Clooney’s face—on how his ashen mug slowly relaxes and regains some color, on the wrung-out way he stares ahead, on the slight smile that finally turns up the corners of his lips. These minutes are perhaps the film's most intimate (and have been mimicked by others, like Aziz Ansari in his Netflix show “Master of None”), and they center Clayton’s interiority. It is an audaciously quiet ending for such a dialogue-heavy film, and it feels like closure.
“People are fucking incomprehensible,” Marty had told Clayton when they thought Arthur had killed himself. That resignedness makes a certain amount of sense. How to explain the decision-making processes, at the highest levels of the C-suite, that allow for the poisoning of whole towns, and for widespread illness, and for horrendously painful deaths? Perhaps it’s impossible to understand, or perhaps it’s just business. Perhaps it’s just about the bottom line, about cost-benefit analysis, about all the terms we use in late-stage capitalism to absolve ourselves of guilt and of blame. “We made decisions. This didn’t happen overnight,” Clayton had said to Arthur of their careers and their choices, and there is no reading of “Michael Clayton” in which the character is entirely altruistic. There is also no clue as to where Clayton goes from here, or of what happens to U/North or Kenner, Bach & Ledeen. But at a time when human lives are regularly diminished for corporate gains, the ferocious anger of “Michael Clayton”—the power of one person taking a stand—feels like a miracle.