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Michael Clayton
Director: Tony Gilroy (Dir)
Release Date:   5 Oct 2007
Premiere Information:   Venice Film Festival premiere: 31 Aug 2007; Toronto Film Festival screening: 7 Sep 2007; New York opening: 24 Sep 2007
Production Date:   30 Jan--7 Apr 2006 in New York
Duration (in mins):   119 -120 or 127 min
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Cast: In order of appearance: Tom Wilkinson (Arthur Edens)  
    Michael O'Keefe (Barry Grissom)  
    Sydney Pollack (Marty Bach)  
    Danielle Skraastad (Voice of Bridget Klein)  
    Tilda Swinton (Karen Crowder)  
    George Clooney (Michael Clayton)  
    Wai Chan (Chinese dealer)  
    Alberto Vazquez (Player #1)  
    Brian Koppelman (Player #2)  
    Tom McCarthy (Voice of Walter)  
    Denis O'Hare (Mr. Greer)  
    Julie White (Mrs. Greer)  
    Austin Williams (Henry Clayton)  
    Jennifer Van Dyck (Ivy)  
    Frank Wood (Gerald)  
    Richard Hecht (Auctioneer)  
    Bill Raymond (Gabe Zabel)  
    Jonathan Walker (Voice of Del)  
    Sharon Washington (Pam)  
    Cynthia Mace (Voice of Wendy)  
    Michael Countryman (Voice of Evan)  
    Ken Howard (Don Jeffries)  
    Amy Hargreaves (Interviewer)  
    Susan Pellegrino (Secretary)  
    Rachel Black (Maude)  
    Matthew Detmer (Todd)  
    John Douglas Thompson (Jail guard)  
    Meritt Wever (Anna [Kaiserson])  
    Brian Poteat (Deposition lawyer)  
    Christopher Mann (Lieutenant Elston)  
    Edward Furs (Milwaukee captain)  
    Katherine Waterston (Third year)  
    John Gerard Franklin (Correction officer)  
    Remy Auberjonois (Fifth year)  
    Pun Bandhu (Fourth year)  
    Jason Strong (First year)  
    Robert Prescott (Mr. Verne)  
    Paul Oquist (Caddy)  
    Terry Serpico (Mr. Iker)  
    Heidi Armbruster (Anna's sister)  
    Pamela Gray (Cindy Bach)  
    Andrew Sherman (Voice of U/North)  
    Kevin Hagan (Raymond Clayton)  
    Julia Gibson (Stephanie Clayton)  
    Sean Cullen (Gene Clayton)  
    Susan Egbert (Michelle)  
    David Lansbury (Timmy Clayton)  
    David Zayas (Detective Dalberto)  
    Doug McGrath (Jeff Gaffney)  
    Gregory Dann (Cop)  
    Cathy Diane Tomlin (Cop #2)  
    Sam Gilroy (Copy kid)  
    Maggie Siff (Attorney #1)  
    Sarah Nichols (Barry's assistant)  
    Susan McBrien (Jean)  
    Jordan Lage (Partner)  
    Neal Huff (First associate)  
    Paul Juhn (Second associate)  

Summary: Michael Clayton, a “fixer” for the prestigious New York law firm Kenner, Bach and Leeden, is in the midst of a poker game when the firm calls him to clean up the “mess” caused by Greer, one of their wealthy clients, who drove away from a hit-and-run accident. Leaving the game, Michael drives to Greer’s Westchester home, where he listens as Greer blames the victim for the accident, then abusively insults Michael when he advises that Greer needs a criminal attorney. Filled with disgust and self-loathing over his job as the company “janitor,” Michael drives into the countryside and pulls over when he sees three horses grazing on a ridge. As Michael gets out of his car and walks toward the horses, his car suddenly explodes and bursts into flames: Four days earlier, Michael learns that he must pay $75,000 to underworld figures within a week as a result of a debt he has incurred while trying to start a bar with his alcoholic, irresponsible brother Timmy. Upon returning to his office, Michael discovers that his close friend, star litigator Arthur Edens, has suffered a mental breakdown in Milwaukee while taking depositions in a class action suit against the firm’s largest client, the agrochemical giant U/North. Michael immediately flies to Milwaukee to contain the damage created when Arthur stripped naked in the deposition room and ran into the parking lot following one of the plaintiffs, Anna Kaiserson. In Milwaukee, Arthur, who has suffered from manic-depression in the past and now gone off his medication, rants to Michael that U/North is spewing poisonous carcinogens into the earth. Upon meeting Michael, U/North’s chief counsel, Karen Crowder, who has supplanted her lack of self-confidence with a venomous desire to succeed, wonders aloud why a lowly attorney who has spent seventeen years at Kenner, Bach and Leeden, yet has not been deemed worthy of a partnership, was sent to handle the situation, and reminds him that her company stands to lose three billion dollars if the plaintiffs win their case. Later, Karen, holding a report she found in Arthur’s stolen briefcase documenting that U/North knew that the pesticides it was producing were contaminating the drinking water of small farms, phones Mr. Verne, a covert operative at U/North, to suppress the evidence. On the morning that Michael is to fly back to New York with Arthur, Arthur slips out of the hotel and disappears. Back in New York, Marty Bach, the head of the firm, holds Michael responsible for Arthur’s disappearance. Searching for Arthur, Michael calls him at his loft, and when no one answers, leaves a message, which is heard by Verne and another operative, Mr. Iker, who have slipped into Arthur’s loft to bug his phone. Arthur, who is roaming the streets of New York, phones Anna at her family’s farm. Anna, who is sympathetic to Arthur, listens as he tells her that he has information that will benefit the 450 families in the class action suit. Meanwhile, Michael, broke and desperate to raise the $75,000, goes to Marty’s townhouse to ask for a loan. There Marty discloses that he has discovered Arthur is trying to build a case against U/North, and that if successful, he will bring down Kenner, Bach and Leeden. Marty then offers to give Michael the loan if he can control Arthur. Returning to the loft to look for Arthur, Michael is seen by Verne and his accomplice, who have the loft under surveillance. Spotting Arthur on the street, Michael warns him to stop trying to expose U/North, but Arthur refuses to listen, asserting that now Michael is his enemy, too. Soon after, Arthur leaves a message on Karen’s answering machine in which he reads the document proving that U/North and Don Jeffries, the head of the company, knew that they were poisoning wells with their pesticide. Upon hearing the message, Karen instructs Verne to eliminate Arthur. Soon after, Verne and Iker break into Arthur’s apartment and inject him with a lethal dose of drugs, making his death appear a suicide. Michael, who blames himself for Arthur’s death, is puzzled by the absence of a suicide note, and when he learns that U/North is settling the case, he phones Anna’s farm. Anna’s sister answers the phone and informs Michael that Anna flew to New York at Arthur’s behest, but that Arthur never turned up at the airport to meet her. Michael then drives to Anna’s motel before she can catch her flight back home. There Anna tells Michael that Arthur phoned her, asking her to come to New York because he wanted to show her a document that would win the class action suit. When Anna states that she told no one about the document, Michael realizes that Arthur’s phone was tapped. Michael then asks his brother, Gene, a New York police detective, for the key to Arthur’s loft, which has been sealed by the police. At the loft, while going through Arthur’s papers, Michael finds a receipt for a copy store and pockets it. Handing the receipt to the clerk at the copy shop, Michael is presented with boxes containing thousands of copies of the document proving U/North’s culpability. Grabbing a document, Michael fails to notice that Verne and Iker are standing behind him in line and once he leaves, they secure copies of the document for themselves. Michael hurries to the office to show Marty the document, only to discover that Marty knew about it, but chose to suppress it because it would mean a loss of $9,000,000 in fees from U/North, plus U/North was threatening to release the video of Arthur disrobing, a disclosure that would jeopardize the lucrative merger between Kenner, Bach and Leeden and a London firm. To insure Michael’s silence, Marty offers him a check for $80,000 on the condition that he sign a confidentiality agreement. Accepting the check, Michael pays off the debt on the bar. Michael then goes to a poker game, but is soon summoned to the Greer house. Leaving his poker game, Michael hurries to his car, which is parked on the street. Michael’s unexpected arrival interrupts Verne and Iker, who, following Karen's orders to eliminate Michael, are in the middle of planting a bomb and tracking device in his car. As a result, the tracking device is not functioning properly, making it difficult for the killers to follow Michael’s car and detonate the bomb. Just as Michael exits his car to look at the horses, the assassins find the tracking signal and detonate the bomb, unaware that Michael is no longer in the car. Realizing that someone is trying to kill him, Michael throws his identification into the flames to make it look as if he was incinerated in the car. At the U/North board of directors meeting, Karen recommends that the settlement proposal for the class action suit be confirmed, boasting that U/North can write off the entire settlement on its taxes. Leaving the conference room feeling triumphant, Karen is surprised by Michael, who confronts her with the incriminating document. Declaring that as a fixer, he is the one she should buy, not kill, Michael threatens to expose U/North unless the company pays him $10,000,000. When Karen agrees to transfer the money into his account, Michael reveals that he had a cell phone in his pocket and that the police have heard their entire conversation, then walks away as the police arrive to arrest Karen and Jeffries. On the street, Michael hails a taxi and hands the driver $50 to “just drive.” 

Production Company: Samuels Media Capital  
  Castle Rock Entertainment (A TimeWarner Company)
  Mirage Enterprises  
  Section Eight  
Production Text: Warner Bros. Pictures Presents
Distribution Company: Warner Bros. Pictures (A TimeWarner Company)
Director: Tony Gilroy (Dir)
  Steve Apicella (1st asst dir)
  Michael Pitt (2d asst dir)
  Matt Power (2d 2d asst dir)
  Jason Ivey (2d 2d asst dir)
Producer: Sydney Pollack (Prod)
  Steven Samuels (Prod)
  Jennifer Fox (Prod)
  Kerry Orent (Prod)
  Steven Soderbergh (Exec prod)
  George Clooney (Exec prod)
  James Holt (Exec prod)
  Anthony Minghella (Exec prod)
  Christopher Goode (Co-prod)
Writer: Tony Gilroy (Wrt)
Photography: Robert Elswit (Dir of photog)
  Joe Collins (Dir of photog, 2d unit photog)
  Anthony Wolberg (Dir of photog, addl photog)
  Steven Finestone (Addl dir of photog, 2d unit photog)
  P. Scott Sakamoto ("A" cam op)
  John Young ("A" cam op, 2d unit photog)
  Patrick Quinn ("A" cam op, 2d unit photog)
  Joe Collins ("B" cam op)
  Barry Idoine ("A" cam 1st asst)
  Gregor Tavenner ("B" cam 1st asst)
  Douglas Foote (1st asst cam, addl photog)
  Angela Bellisio ("A" cam 2d asst)
  Beka Venezia ("B" cam 2d asst)
  Thomas Cioccio (2d asst cam, addl photog)
  T Ray Treece (Playback op/video assist)
  Myles Aronowitz (Still photog)
  Scott Ramsey (Chief lighting tech)
  Steve Ramsey (Chief lighting tech, 2d unit photog)
  Jon Montgomery (Chief lighting tech, addl photog)
  Michael J. Maurer (Asst chief lighting tech)
  Rocco Palmieri (Rigging gaffer)
  Gary Martone (Key grip)
  Robert Kummert (Key grip, 2d unit photog)
  John Duvall (Key grip, addl photog)
  Robert Feldmann (Dolly grip)
  Edward J. Knott, III ("B" dolly grip)
  Pedro Hernandez (Best boy grip)
  Robert Kummert (Key rigging grip)
  Daniel Beaman (Best boy rigging grip)
  James Brown (Grip, addl photog)
  That Cat Camera Support, LLC (Chapman cam dollies provided by)
Art Direction: Kevin Thompson (Prod des)
  Clay Brown (Art dir)
  Alyson Wellins Lewin (Art dept coord)
  John Miserendino (Special artwork by)
Film Editor: John Gilroy (Ed)
  Aaron Marshall (1st asst ed)
  Ulysses Guidotti (2d asst ed)
  Buena Vista Negative Cutting (Negative cutter)
Set Decoration: George DeTitta, Jr. (Set dec)
  Charles M. Potter (Set dec)
  Paul Cheponis (Set dec)
  Christine Mayer (Set dec)
  John Schabel (Set dec, addl photog)
  Tom Joliat (On set dresser)
  Paul Gaily (Set dresser)
  Tim Power (Set dresser)
  Pete Shevlin (Set dresser)
  Joe DeStefano (Set dresser)
  Peter Gelfman (Prop master)
  Jim Kent (Asst prop master)
  Robin Voth (Asst props)
  Chris DeTitta (Leadperson)
  John Oates Jr. (Foreman)
  Michael Herlihy (Const coord)
  Michael Curry Jr. (Const foreman)
Costumes: Sarah Edwards (Cost des)
  Wade Laboissonniere (Asst cost des)
  David Davenport (Ward supv)
  Kate Edwards (Ward supv)
  Fionnuala Lynch (Set cost)
  Canali (George Clooney's ward provided by)
  Jaeger-LeCoultre Watches (Watches provided by)
Music: James Newton Howard (Mus)
  Brian Ross (Mus supv)
  Nic Ratner (Mus ed)
  Mick Gormaley (Asst mus ed)
  Blake Neely (Score cond)
  Alan Meyerson (Score rec and mixed by)
  Brad Dechter (Orch)
  Chris P. Bacon (Addl orch)
  Stuart Michael Thomas (Addl orch)
  Julia Newmann (Addl orch)
  Richard Grant (Auricle Control Systems)
  Joann Kane Music Service (Mus preparation by)
  Sandy DeCrescent (Mus contractor)
  Clay Duncan (Mus sound des)
  Alex Kharlamov (Mus sound des)
  Mel Wesson (Mus sound des)
  Stuart Michael Thomas (Mus sound des)
  Michael Brooks (Mus sound des)
Sound: Michael Barosky (Sd mixer)
  Michael Barry (Re-rec mixer)
  Andrew Kris (Re-rec mixer)
  David Boulton (ADR mixer)
  Bobby Johanson (ADR mixer)
  Daniel Rosenblum (Boom op)
  Jerry Yuen (Cable)
  Michelle Mader (Cable)
  Paul Soucek (Supv sd ed)
  Daniel Ward (1st asst sd ed)
  Dan Korintus (Dial ed)
  Kenton Jakub (ADR ed)
  Brian Langman (Sd eff ed)
  William Sweeney III (Foley ed)
  Jay Peck (Foley artist)
Special Effects: Fluid (U/North commercial)
  Handmade Digital Asylum (Visual eff)
  Deborah Ross Film Design (Main and end titles des)
  Pacific Title (Titles by)
Make Up: Chris Bingham (Makeup dept head)
  Mia Thoen (Key makeup artist)
  Waldo Sanchez (Hairstylist dept head)
  Jerry Popolis (Key hairstylist)
Production Misc: Ellen Chenoweth (Casting by)
  Amelia Rasche (Casting assoc)
  Christopher Goode (Unit prod mgr)
  Alyson Evans (Asst unit prod mgr)
  Igor Srubshchik (Prod supv)
  Roger DaPrato (Samuels Media prod supv)
  Milan Popelka (Samuels Media prod supv)
  Lauren Flaster (Samuels Media prod supv)
  Charlene Olson (Post prod supv)
  Jen Crammer (Prod coord)
  Amy Trachtman (Asst prod coord)
  Mary Cybulski (Scr supv)
  Mike Scelza (Poker consultant)
  Eddy Collyns (Loc mgr)
  Hilary Smith (Asst loc mgr)
  David Ginsberg (Asst loc mgr)
  Dennis Salomone (Transportation capt)
  Kevin R. Wood (Transportation co-capt)
  Jose Tejada (Parking coord)
  Juan E. De La Rosa (Parking asst)
  J. R. Craigmile (Prod accountant)
  Abby Bailey (1st asst accountant)
  Catherine Lynch Sullivan (Prod controller)
  Joshua Chaplinsky (Prod secy)
  Jessalyn Haefele (Prod staff asst)
  Adam Freelander (Prod staff asst)
  Niki DiCesare (Asst to Tony Gilroy)
  Dylan Ashbrook (Asst to Jennifer Fox)
  Karla Nappi (Asst to Kerry Orent)
  Karen Marsh (Asst to Steven Samuels)
  Ann Marie Doris (Asst to Steven Samuels)
  Angel McConnell (Asst to George Clooney)
  Giovanni Zeqireya (Security for George Clooney)
  Megan Asbee (Set staff asst)
  Hilary Benas (Set staff asst)
  Kit Bland (Set staff asst)
  Kim Dellechiaie (Set staff asst)
  Melissa Mugavero (Set staff asst)
  Paul Polow (Set staff asst)
  Chris Ryan (Set staff asst)
  Loren Sklar (Set staff asst)
  Graham Smith (Set staff asst)
  Justin Trimm (Set staff asst)
  Tomkats (Catering by)
  Julie Kuehndorf (Unit pub)
  Bank of Ireland (Financing provided by)
  Major League Baseball Properties, Inc. (The Major League Baseball Trademarks depicted in this motion picture were licensed by)
  Sonnebrand Gallery, NYC (Clifford Ross photog licensed by)
  Jeffrey Rothstein (Photog licensed by the artist)
  Steve Roberts (Fantasy artwork licensed by the artist)
Stand In: Jery Hewitt (Stunt coord)
  Chris Barnes (Stunts)
  Norman Douglass (Stunts)
  Gene Harrison (Stunts)
  Don Hewitt (Stunts)
  Joanne Lamstein (Stunts)
  John E. Mack (Stunts)
Color Personnel: TDI (Digital intermediate facility)
  Stephen Nakamura (Digital film colorist)
MPAA Rating: R
Country: United States
Language: English

Songs: "The Thought of You," written by Edwina Travis-Chin, provided by APM Music; "Midnight Cocktail," written by Stephane Guillaume, provided by APM Music; "Candence Kickoff," written by Bert Ferntheil, provided by APM Music.
Composer: Bert Ferntheil
  Stephane Guillaume
  Edwina Travis-Chin
Source Text:

Copyright Claimant Copyright Date Copyright Number
Clayton Productions, LLC 8/1/2008 dd/mm/yyyy PA1590848

PCA NO: 43163
Physical Properties: Sd: Dolby Digital; dts Digital Sound; SDDS Sony Dynamic Digital Sound in selected theatres
  col: Kodak/Fuji
  Lenses/Prints: Technicolor; filmed with Panavision cameras and lenses
  Widescreen/ratio: Panavision

Genre: Drama
Sub-Genre: Legal
Subjects (Major): Betrayal
  Business ethics
  Mental illness
Subjects (Minor): Alcoholics
  New York City
  Secret documents
  Surveillance devices

Note: Tony Gilroy's onscreen credit reads "written and directed by." In the opening onscreen credits, George Clooney's name appears first in the cast credits, but in the end credits, the cast is listed in order of appearance. Several New York municipalities are thanked in the onscreen credits. Among them are the towns of Upper Brookville, Monroe, Clarkstown, and Cornwall, NY. At the beginning of Michael Clayton , as the opening title credits appear against a black screen, the offscreen voice of “Arthur Edens” delivers a rambling, somewhat incoherent monologue that borders on a confession. The voice continues over a montage of shots of the Kenner, Bach and Leeden offices.
       The film has a disjunctive narrative structure. The opening sequence, which begins at the poker game and ends when Michael’s car inexplicably explodes, is actually the culmination of events that occurred four days earlier. After the car explodes, the narrative flashes backward four days to explain the incidents that led up to the explosion. Once the narrative fills in those four days, it returns to the poker game, but after Michael is summoned to the Greer house, there is a cut out onto the street to show "Verne" and "Iker" planting an explosive device in Michael's car. After the car explodes, the narrative continues forward to its conclusion. Throughout the film, Michael’s son “Henry” talks about a fantasy novel called Realm and Conquest , in which one never knows who is one's friend. Henry gives the book to Arthur, who then names his document incriminating U/North Summons to Conquest .
       According to the film’s pressbook, Gilroy was inspired to write the screenplay while he was visiting New York law firms to research his screenplay for the 1997 film The Devil’s Advocate . The pressbook noted that location filming was done primarily in New York City. The conference room sequence was filmed at the midtown offices of Dewey Ballantine, one of the oldest and most respected legal practices headquartered in New York City. The exterior scenes of Arthur’s loft were shot in Tribeca, while the interior scenes were shot in Little Italy. The country scenes were filmed in upstate New York. The house in which Michael attends his father’s birthday party was actually located in the neighborhood in which Gilroy grew up. In an Oct 2007 BostonNow article, Gilroy stated that he decided against having rehearsals in order to keep Clooney on edge in his portrayal of Michael. Actress Jennifer Ehle had been cast in the role of Michael's girl friend, and filmed her scenes for the picture, but, according to various news items, during post-production, Gilroy decided that eliminating the part would enable the character of Michael to seem more isolated. Neither Ehle nor the role were retained in the released film.
       Michael Clayton marked the directorial debut of screenwriter Gilroy. A Sep 2007 DV news item noted that Clooney originally turned down the script because he did not want to work with a first-time director, but after two years of trying to get financing, Gilroy convinced him to star in the film. Director-actor Sydney Pollack, who played the role of “Marty Bach,” is the CEO of Mirage Enterprises, one of the companies that produced Michael Clayton . Another production company, Section Eight, which was owned jointly by Clooney and producer Steven Soderbergh, was dissolved in Mar 2007. Michael Clayton was its final film.
       In addition to being selected as one of AFI’s Movies of the Year for 2007, Michael Clayton was nominated for Golden Globes in the categories of Best Motion Picture—Drama, Best Actor (Clooney), Best Supporting Actress (Tilda Swinton) and Best Supporting Actor (Tom Wilkinson). The Directors Guild of America nominated Gilroy for directorial achievement in feature film, and he also received a Writers Guild of America nomination for his original screenplay. The film was nominated by the Producers Guild of America for its Darryl F. Zanuck Producer of the Year Award, and the Screen Actors Guild nominated Clooney for Outstanding Performance by a Male Actor in a Leading Role, Swinton for Outstanding Performance by a Female Actor in a Supporting Role and Wilkinson for Outstanding Performance by a Male Actor in a Supporting Role. Clooney was awarded Best Actor by the National Board of Review.
       Swinton won an Academy Award for Best Supporting Actress, and Clooney and Wilkinson were nominated for Best Actor and Best Supporting Actor, respectively. Michael Clayton also received nominations for Academy Awards for Best Directing, Best Original Score, Best Picture and Best Original Screenplay. In addition, Swinton won a BAFTA for Supporting Actress, and the film was nominated for Original Screenplay, Editing, Leading Actor (Clooney), Best Supporting Actor (Wilkinson). 

Bibliographic Sources:   Date   Page
BostonNow   3 Oct 2007   p. 18.
Daily Variety   10 May 2005   p. 1, 13.
Daily Variety   25 Apr 2006   Section A, p. 4.
Daily Variety   31 Aug 2007   p. 1, 10.
Daily Variety   27 Sep 2007.   
Hollywood Reporter   14 Feb 2006.   
Hollywood Reporter   14 Mar 2006.   
Hollywood Reporter   4 Sep 2007   p. 11, 44.
Hollywood Reporter   31 Oct 2007.   
Los Angeles Times   5 Oct 2007   Calendar, p. 1, 16.
New York Times   5 Oct 2007   Section E, p. 1, 15.
New Yorker   8 Oct 2007   p. 100.
Screen International   7 Oct 2007.   
Variety   3--9 Sep 2007.   
Village Voice   3 Oct 2007   p. 82.
Wall Street Journal   5 Oct 2007.   

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