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"The Underneath" tells of a man of dubious character who returns to his home to a less than warm reception and becomes involved in a web of intrigue with money and a woman at the center. This film is good technically and artistically. Good but not great. And there the goodness ends. We're fed bits and pieces of a story involving the elements of corruption, jealously, conspiracy, robbery, murder, betrayal, and more. However, the characters are so superficial and mechanical and the film so clinical and rigid we're left to idle disengaged voyeurism. With no emotional involvement we, the audience, have nothing at stake, have invested nothing in the characters, and don't care how it ends. We're just glad it's over. (C+)

Steven Soderbergh always has interesting things to say about small Texas towns and the film The Underneath is one of his more interesting and articulate. Peter Gallagher stars as Michael Chambers, a gambler who returns to his small rural town for his mother's nuptials. While in town he tries to reignite an old flame with his ex-girlfriend, Rachel, but this leads to more problems than she's worth. Michael finds himself in a dangerous situation when Rachel's fiancée, Tommy, played by the hugely underrated William Fichtner, finds out about Michael. The Underneath has all of that familiar indie Soderbergh feel that is complete with suspense, mystery, ambiguity, and characters whose personal issues go far and beyond what the normal person living the normal life is used to.

The Underneath is a slow moving film that starts out seeming fairly pointless at first. But as it develops it grows more and more interesting. The noir-ish atmosphere combined with Soderbergh's tense cinematic style keeps this film quietly engaging. For a while it feels like a film that doesn't have much purpose and seems to be pretty straightforward. The first half of the film follows Michael as he tries to rebuild his relationships with all the people he abandoned years ago when he lost a substantial amount of money while betting. He tries to rekindle his love with Rachel, tries to make his mother happy with him again, and tries to keep his brother from hating him. The first half of the film holds no surprises but raises interesting questions and keeps you around waiting for more.

Then comes the second half of The Underneath where things really kick off and it shapes into the film that it had set out to be from the opening suspenseful tone. The mystery builds and we become innately fascinated by what is going on. The plot twists and turns right up to the very last shot which throws the entire story for a loop. It's great filmmaking and excellently engaging storytelling on an intriguingly small scale. There's nothing flashy about The Underneath, but that's what one should expect from Soderbergh.

I wouldn't say that this is a film for everybody, but fans of Soderbergh would be foolish not to check it out. It's a film with a great story, a compelling atmosphere, an consistently suspenseful tone, a good script, and decent acting. I don't know that there's much more that I could want from this fine little film.

With two sets of flashbacks, count them two sets of flashbacks interspersed throughout the movie the last one catching up to where the movie begins in the present, it just makes a garbled mess. Kind of like the last sentence.

I like Peter Gallagher and Elizabeth Shue, but she had such a small role and he couldn't save the convoluted mess that movie just seems to be told out of sequence like it is.

The cinematography is nice if that's any consolation! I bought my copy at Walmart for $5.50 and I can't honestly say I'll ever watch it again. I can't recommend it, but I won't condemn it either.

Not really noir, as it is in color, so we can call it neo noir and be done with that.

Michael (Peter Gallagher), the prodigal son, returns home for his mom's wedding after being exiled for some past trouble. The flashbacks throughout the movie show us what happened, but it really doesn't matter.

What matters is the fact that he takes up again with his old flame, Rachel (Alison Elliott), who is now married to a local hood (William Fichtner), a fact she neglected to tell him.

To get out of trouble with the hood, he agrees to do an armored car robbery. His own brother (Adam Trese) suspects him.

One of director Steven Soderbergh's early works, it will not blow you away, but it will entertain you.

I suspect the ending will leave you furious.

Soderbergh's showoffy stylistics (color filters, flashbacks, first-person point-of-view shots) try - and mostly fail - to "spice up" a cliched and insignificant plot. Don't bother looking for anything fresh in this movie, it's the same old drifter-back-to-his-hometown / femme fatale / dangerous husband / heist-gone-wrong / last-minute-betrayal storyline. Peter Gallagher's detached, almost catatonic approach seriously affects the movie, but Alison Elliott shines playing the most complex by far character in the film and William Fichtner impresses even in his completely stereotypical bad-guy role. (**1/2)