Michael Clayton - 80th Academy Awards Oscar Nominations 2008 - Best Picture

George Clooney stars in the title role of Michael Clayton, a "fixer" at Kenner, Bach & Ledeen, a top Manhattan law firm.

A former criminal prosecutor from a working-class neighborhood, Clayton is an anomaly at the white-shoe firm; in spite of his 15-year tenure, he has not been promoted to partner and probably never will be.

His boss, Marty Bach, sees Clayton as an invaluable asset to the firm, but only in his "niche," one that is relegated to cleaning up the firm’s sticky situations quickly and quietly.

"While Michael is great at solving other people’s problems, the film catches him at the apex of dissatisfaction with his career," says Clooney, who also serves as an executive producer on the film. "He started out with ambitions of becoming a trial lawyer, but along the way what he really becomes is a bag man."

Michael Clayton Nominated for 7 Academy Awards (One Oscar Won in Bold)

    Best Picture

    Best Actor in a Leading Role (George Clooney)

    Best Supporting Actor (Tom Wilkinson)

    Best Supporting Actress (Tilda Swinton)

    Best Director (Tony Gilroy)

    Best Original Screenplay (Tony Gilroy)

    Best Original Score (James Newton Howard)

"Michael Clayton is a 45-year-old attorney who feels that he hasn’t done everything that he could have done with his life; he’s starting to think he should have done something else, or could have done better," says writer-director Tony Gilroy. "He’s made some bad choices and a lot of compromises. He has come to the point in life where his next few decisions will determine everything about him.

"How we make those choices -- how fear, comfort, inertia and self-preservation bend us to the wheel -- that ’s the fuel for the story," offers Gilroy.

In the midst of his discontentment, Michael Clayton is sent to defuse Arthur Edens, Kenner, Bach & Ledeen’s chief litigator. The defense architect for the U/North case, Arthur suddenly suffers a crisis of conscience after finding a "smoking gun" memo that exposes the client’s moral turpitude. The character is played by Oscar nominee Tom Wilkinson, who notes, "It is very much a ‘road to Damascus’ moment. Arthur’s an expert lawyer who has been at the top of his game for years, but comes to a realization that he’s been defending a cancer."

"Given the infinity of destructive moral choices that are made every day by people who know what they're doing is wrong, it's always amazed me that there aren't more whistleblowers. When you consider how much is wrong, how deep that wrong is, and how much of it’s done by people who go home and pay their taxes and love their children, isn’t it astonishing how few actually go off the deep end?" says Gilroy. "Tom’s character is one of those magnificently intelligent madmen who can convince any judge, jury or plaintiff to drop or settle a case. It’s why he’s so good at what he does and makes the kind of money he makes. But at the end of the day, what’s the real cost?"

A Clayton Productions, LLC Production

Sydney Pollack, Jennifer Fox and Kerry Orent, Producers

Michael Clayton is Sydney Pollack’s sixth Academy Award nomination and the third in the best Picture category. He won Best Picture and Directing Oscars for Out of Africa (1985), and was nominated in the same categories for Tootsie (1982). His first nomination was for directing They Shoot Horses, Don’t They? (1969). This is the first nomination for both Jennifer Fox and Kerry Orent.

A Clayton Productions, LLC Production

Sydney Pollack, Jennifer Fox and Kerry Orent, Producers

Genesis of the "Michael Clayton" Movie Script

The original inspiration for "Michael Clayton" came to Gilroy during visits to New York law firms when he was doing research to write the screenplay of "The Devil’s Advocate." Gilroy recalls, "Wandering through these giant New York law offices, I was struck by how much goes on behind the scenes. Every firm had vast, back-of-the-house departments running twenty-four hours a day to keep them afloat."

In developing the script, Gilroy spent time talking to a gamut of law office personnel, including attorneys, paralegals and partners. Gilroy notes, "I heard a story about a firm involved in a huge corporate litigation that had gone on for almost a decade. The case had been essentially settled, and the firm had prevailed. The settlement was over a billion dollars. Things were so far down the line that the firm had begun clearing out the document rooms that had housed all the filings and paperwork. Two days before the final signing, at four o’clock in the morning, a third-year associate found a document that had never been placed in discovery. It was a very bad document, which would’ve meant a complete reversal of the case. The document never saw the light of day, and that associate had the fastest partner promotion in the history of the firm."

"I wanted to know what kind of person is up at four o’clock in the morning protecting the firm," continues Gilroy. "Who fills those gaps and makes those calls? What else do they have to do?

How far could that go? What would it do to you to have that job? The answer to those questions turned into ‘Michael Clayton.’"

"Tony’s script was interesting to me right off the bat," says producer Sydney Pollack, who was one of the early producers attracted to the project and also stars in the film as Marty Bach. "It is relevant and gets to the heart of the matter without lecturing, and it tells a story which has genuine suspense independent of moral issues."

Gilroy emphasizes, "‘Michael Clayton’ isn’t an issue film. There’s no ideological debate.

There’s no dark overlord arguing for some greater good. You’ve got a choir of fear and selfpreservation on one side and the lone voice of a manic, un-medicated virtuoso on the other.

Michael Clayton represents the rest of us in the middle. What will he do?"

Producer Steven Samuels remarks, "I enjoyed Tony’s realistic approach to telling the story. It’s a reflection of our world today. The main characters in ‘Michael Clayton’ have chosen career paths that come with certain rewards and compromises. It takes tremendous courage for someone to risk losing everything in order to do the right thing."

"Michael Clayton" Cast & Characters

The Fixer

"Michael Clayton is a complicated character; he's not a hero who always does the right thing," says Gilroy. "All the traits that have served him so well before--his charm, his ease, his authority--none of those things are of much use to him as the story progresses. All the charisma in the world isn't going to help you find your way home when you're lost. Lots of actors say they want to play parts like that, but it takes a certain kind of bravery and ambition to hang your neck out there and really do it."

"One of the things that interested me about this project was that Tony had been saving this script for himself to direct," states George Clooney. "Tony has had much success as a screenwriter, and has been around the block enough to know what he wants. He was clearly driven to make the film, and his confidence was inspiring."

Producer Jennifer Fox offers, "George is very believable in the part, and has that unique spark that gives Michael Clayton the ability to charm people into believing that he'll make their problems go away."

Gilroy remarks, "George obviously has all the chops, and he's intelligent and charming. He can be very convincing as someone's who's conflicted, which made him perfect for the role."

"My first meeting with George lasted eleven hours," the director recalls. The two found much common ground in their affinity for 1970s cinema and spent much of their marathon meeting discussing their various influences and inspirations, overlapping decisively on such directors as Alan J. Pakula, Sydney Pollack and Sidney Lumet. "There was a certain electricity about the way films were made in the '70s. The characters were complex. The films were beautiful, yet they weren't pretty. They didn't always wrap up neatly in the end," says Gilroy.

"It was a time of groundbreaking social progress, and filmmakers were really into reflecting that," adds Clooney. "This movie deals with social conscience in an entertaining way. Tony's script was written with the passion of a filmmaker, and scripts like this don't come around very often."

Drawing inspiration for the back story of Michael Clayton from his own personal experiences, Gilroy says, "I grew up in Washingtonville, a real cops-and-firemen town on the outskirts of New York City. Every kid on my school bus had a father who was either a cop or a fireman. Michael Clayton is from a proud, working-class neighborhood where his father was a cop and his brother, Gene, is now on the force. Michael is the first male in his family who's not a cop."

Michael's career choice has created distance between himself and his family. His decision to commit the last 15 years of his life to Kenner, Bach & Ledeen has begun to take its toll. He barely has time to see his 10-year-old son, of whom he shares custody with his ex-wife, and even less time to see his ailing father. Worse, Michael has a younger, alcoholic brother, Timmy, who drove their once-promising business venture into the ground and stuck Michael with an $80,000 debt, a sum he must pay in less than a week to avoid unstated consequences.

Clooney notes, "Michael's one hope for escaping the fixer business was his walk-away money, but that's been blown on the business with Timmy, leaving Michael with very few options."

The Defense Architect

For the role of Arthur Edens, senior litigating partner of Kenner, Bach & Ledeen and lead defense architect for the U/North case, Clooney suggested Oscar-nominated actor Tom Wilkinson. "Tom was the first person I thought of," says Clooney. "He has been so strong in his previous roles and was just perfect for this pivotal character."

"Tom is an immaculate film actor," Gilroy comments. "You need to feel Arthur's intelligence; you need to see a momentary glimpse of his brilliance as an attorney. At the same time, I wanted the audience to approach the character with affection. Tom draws you in. Your heart goes out to Arthur."

"Tom brought so much life to the role," adds Pollack. "It's not easy to tell a story about morals without coming off as self-righteous or didactic. Tom's performance pulls you into the strangeness and the excitement of what Arthur's experiencing, so watching his crisis of conscience is both compelling and entertaining."

Wilkinson was attracted to the project by the subject matter and Gilroy's writing style. "There was no question this is one of the best scripts I'd ever read," he offers. "It's very smartly written. What's also interesting to me is that, like so many people, Arthur started off in the law profession fresh out of school with strong ideals and noble intentions, but years down the road he finds himself defending the indefensible and completely skewed from who he once was--all for money and preserving a way of life. He's allowed his soul to be sullied and corrupted beyond recognition."

Gilroy notes, "There are a lot of really decent people who do a lot of really unpleasant things every day. While it's not difficult to empathize with people who have their entire careers invested, it is still astonishing to me the level of evil things that decent people let themselves do without saying, 'I've had enough.' On the other hand, Arthur's had enough, and he says it in a way that no one could have anticipated."

With a recently deceased wife and an estranged daughter, Arthur has no family and is a diagnosed manic-depressive. But as one of the firm's best litigators, he has been ceaselessly devoted to protecting U/North for the last six years. The unintended by-product of Arthur's life choices manifests itself in ways beyond anyone's control, even Michael Clayton's. The film opens with a confessional monologue from Arthur. "It's a classic stream of consciousness speech," states Wilkinson. "Arthur has this frenzied desire to communicate his epiphany to Michael, whom he trusts and respects."

Arthur and Michael share a distinct bond solidified through years of working together at Kenner, Bach & Ledeen. Michael's ability to handle crises delicately and effectively had saved Arthur from a prior breakdown eight years ago. Since then, Arthur had agreed to take prescribed medication and to go to Michael if he felt a relapse surfacing. However, this time around, Arthur skips his meds without talking to Michael and "has a total and complete breakdown, and, in effect, begins to construct a case for the other side," says Pollack. "So the questions become: will Arthur be defused in time to save the case or will he successfully construct a case for the plaintiffs...and how will Michael Clayton fix this one?"

The Client

On the client side of the U/North case is Karen Crowder, played by award-winning actress Tilda Swinton. Karen is an aggressively ambitious litigator who has just been promoted to the seat of U/North's in-house chief counsel, and assumes the duty of guaranteeing a successful outcome in the class action suit.

Gilroy remarks that his goal with Karen's character was not to make the faceless corporation the obvious villain. "I have great affection for Karen," offers Gilroy. "Odd as it may sound, I find a way to root for her in every scene. She's got this intense job that means everything to her. She's barely up to speed when she's hit with Arthur's meltdown. And she breaks. She breaks because she's lost. She breaks because it's coming too fast. She breaks because she's swamped with ambition and fear. And she breaks, ultimately, because she's in the thrall of an illusory corporate mirage. You take that variety of poisons and lay it on someone just crippled enough emotionally to misinterpret the boundaries, and you almost have a victim."

In casting the role, Gilroy states, "There are so many great actresses out there, but Tilda stood out in my mind. She is somebody who is strong enough to carry the extra burden of Karen's solitary scenes. She is also very convincing in portraying someone who's deeply flawed."

Swinton observes, "Karen is a high-powered executive who's overwhelmed by ambition and seduced by money and power. I think there are a lot of people in all sorts of high-level business situations who will sympathize with the kind of panic attack she has. There are three billion dollars at stake, and those sums of money can do really bad things to people's judgment."

Gilroy emphasizes that he specifically wrote the role for a woman to explore the role of gender in the corporate world. "For Karen, I wanted to show her desperately trying to fill the shoes of her mentor and predecessor at U/North who is older and male," says Gilroy. "While she's intelligent and successful, Karen wrongly approximates what she thinks male behavior is in this job."

To prepare for the role, Swinton recalls, "I spoke to several female lawyers in very high places, and they found it very easy to understand the kind of pressure for a woman in Karen's position. It's a very tough line to walk, and it feels like everyone's watching your every move, hoping you'll falter. Karen is completely overtaken by the desire to show everyone that she can handle it. She's so afraid of messing up and so obsessed with proving herself that she doesn't ask for help because she fears even more the perception of being weak because she's a woman."

"I don't believe that Karen is evil, per se," says Fox. "She's incredibly loyal to U/North, and what makes her character really interesting is that she's just so desperate to succeed. When push comes to shove, desperate people make desperate decisions."

The Partner

Apart from Karen Crowder, the person with perhaps the most at stake is Marty Bach, a founding partner of Kenner, Bach & Ledeen, played by Sydney Pollack.

"The character I play depends heavily on Michael Clayton to get Arthur under control," says Pollack. "It's Marty's name on the door, and this incident comes at a critical time when his firm is in the midst of a merger with a company in London, which would be a lucrative buyout for him--a way to retire with a big chunk of change. So when things start going south with Arthur, Marty puts an awful lot of pressure on Michael to rein him in."

Pollack, an Oscar-winning director and producer, had initially been developing "Michael Clayton" with Gilroy as a producer through his production company, Mirage Enterprises. Even with Pollack's involvement as a filmmaker, Gilroy still had to do some convincing to get Pollack to agree to play the role of Marty. "I needed someone with real authority, someone who could intimidate Michael Clayton. Who better to play the head of a top New York law firm than a well-respected, award-winning director? After a lot of begging, bribing and whining, he finally said 'yes,'" Gilroy laughs.

"When I got the call from Tony about acting in the film, I really didn't think I had the time," Pollack recalls. "It's not because I don't enjoy acting, but because it was a really busy time for us at Mirage. Still, Tony's energy and determination was infectious so I couldn't turn him down."

80th Academy Awards 2008 Oscar Nominees

Best Picture


Best Actor

Best Actress

No Country wins Best Picture, Best Director. Daniel Day-Lewis wins best actor for his role in "There Will Be Blood". Javier Bardem, Tilda Swinton Win Supporting Role Academy Awards, Ratatouille awarded Oscar for Best Animation Feature

Michael Clayton 80th Academy Awards Oscar Nominations -- Michael Clayton Starring George Clooney, Tilda Swinton, Tom Wilkinson, Sydney Pollack

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