The Underneath (1995) - Rotten Tomatoes

The Underneath (1995)



Critic Consensus: No consensus yet.

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Movie Info

Director Steven Soderbergh jazzes up the 1949 Burt Lancaster film noir classic Criss Cross with elaborate flashbacks (and flash-forwards) in this tale of a collection of losers involved in an armored car robbery. Peter Gallagher stars as Michael Chambers, a man whose obsession with gambling ruined his marriage and drove him away from his home town of Austin, Texas. He returns to town to attend the wedding of his mother (Anjanette Comer) to Ed Dutton (Paul Dooley), a genial security guard who works for an armored car company. No one is very happy to see Michael return -- his brother David (Adam Trese), now a local cop, hates his guts; his ex-wife Rachel (Alison Elliott) feels no better about him. Michael wants Rachel back, but Rachel has a new lover, local nightclub owner Tommy Dundee (William Fichtner). Nevertheless, Michael hangs out at Tommy's bar to re-acquaint himself with Rachel. Gradually, Rachel warms up to him again and she invites him to spend the weekend with her. Unfortunately, Tommy is psychotically jealous and he suspects something is amiss. He follows Michael and Rachel to their rendezvous and bursts in on them. Michael, to diffuse a volatile situation, proposes an armored car heist with Tommy and Rachel. After that, the double-crossings and back-stabbings begin.
Drama , Mystery & Suspense
Directed By:
Written By:
In Theaters:
MCA Universal Home Video


Peter Gallagher
as Michael Chambers
William Fichtner
as Tommy Dundee
Adam Trese
as David Chambers
Joe Don Baker
as Clay Hinkle
Paul Dooley
as Ed Dutton
Anjanette Comer
as Mrs. Chambers
Dennis Hill
as Guard (Tom)
Harry Goaz
as Guard (Casey)
Mark Feltch
as Guard (George)
Jules Sharp
as Hinkle's Assistant
Kenneth D. Harris
as Mantrap Guard
Vincent Gaskins
as Michael's Partner
Cliff Haby
as Turret Operator
Tonie Perensky
as Ember Waitress
Randall Brady
as Ember Bartender
Richard Linklater
as Ember Doorman
Helen Cates
as Susan's Friend
Kevin Crutchfield
as VIP Room Flunky
Brad Leland
as Man Delivering Money
John Martin
as Justice of the Peace
Rick Perkins
as TV Delivery Man No. 1
Paul Wright
as TV Delivery Man No. 2
Dave Jensen
as Satellite Dish Installer
Jordy Hultberg
as TV Sports Reporter
Steve Shearer
as Detective
Fred Ellis
as Detective's Partner
Joe Chrest
as Mr. Rodman
as Band No. 2
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Critic Reviews for The Underneath

All Critics (21) | Top Critics (9)

Too chaotic to work as a thriller.

August 30, 2004
New York Times
Top Critic

What The Underneath lacks is the kind of emotional connection that the best film noirs have. Instead of involving, this film is distancing, too given to admiring its own shiny surface.

Full Review… | February 13, 2001
Los Angeles Times
Top Critic

The film may turn out to have been more of a stylistic adventure for the director than for an audience.

Full Review… | January 1, 2000
San Francisco Chronicle
Top Critic

As tales of sex and sinfulness go, Soderbergh's fourth film doesn't deliver.

Full Review… | January 1, 2000
Washington Post
Top Critic

Why did Soderbergh want to remake an old film noir, anyway? Take out the crime elements and flesh out the human elements here, and you have a more interesting movie, I think.

Full Review… | January 1, 2000
Chicago Sun-Times
Top Critic

Downbeat, laconically funny, arty (maybe a touch too arty), it's simmering, smoldering lowlife fun, like a good episode of Twin Peaks without the self-conscious weirdness.

Full Review… | January 1, 2000
Washington Post
Top Critic

Audience Reviews for The Underneath


Another movie that everyone in the world seems to hate, except me. This remake of the classic 1949 Burt Lancaster crime film Criss Cross updates the action to present-day Austin, Texas. Michael (Peter Gallagher), an amiable but untrustworthy gambler and reprobate, returns after many years away to see his middle-aged mom marry nice-guy Ed (Tom Dooley). Before long, he decides to stay in town, get a job at an armored car company with his soon-to-be stepdad, and tries to rekindle his romance with Rachel (Alison Elliott), the lover he ran out on years before to escape his gambling debts. But she's married to low-level gangster Tommy (William Fichtner), and still harbors some understandable resentment against Michael. Meanwhile, Michael's cop brother David (Adam Trese) keeps an eye on his older sibling, knowing how he tends to attract trouble. One thing leads to another, as these things happen in film noir, and before long Michael finds himself in the tightest spot he's ever been in. While not flawless, The Underneath benefits from a gorgeous visual style, an interesting narrative structure (prominently featuring flashbacks and flash-forwards), an excellent cast (also including Joe Don Baker and Shelley Duvall in bit roles), and just an all-around excellent sense of atmosphere. That's why I'm puzzled by the widespread disdain for it; even Soderbergh claims to hate this film. I think it's among the better neo-noir films to come out in the 1990s, and while it isn't quite on the level of, say, The Coen Brothers, I think it's one of Soderbergh's most interesting and underrated films.

Steve Joseph
Steve Joseph

Ed Dutton: Michael, when you get to be my age you realize that sometimes the planets just don't line up. And there's nothing you can do about it.  "For passion, betrayal and murder... there's still no place like home." First off, I haven't seen Criss Cross, so I'm judging this movie based only on itself. It's definitely my least favorite film from Soderbergh. The acting is bad and the dialogue is also horrible. Peter Gallagher, while by no means a terrible actor, just can't hold a movie like this up by himself. William Fitchner is good in his role, but it is still to small to make the movie any better for it. The worst acting comes from two women though, Elizabeth Shue and Alison Elliot. They made ever scene that they were in unbearable to watch. Michael returns home because his mom is getting remarried. His new stepdad offers to help him get a job as an armored truck driver. It is pretty obvious what is going to happen from here. He's going to try to pull off a robbery. Along the way, he tries to rekindle his relationship with his ex-wife, who is now married to a crook. The only saving grace in this film, is Soderbergh's cool little tricks that you see in all his movies. In the end, it isn't enough to save an overall worthless film. The movie meanders on at an amazingly boring rate for an hour and then decides to speed up for the last thirty. Then the plot gets all twisty and it just doesn't work. I didn't buy the ending at all. Still, it's worth a look if you are a Soderbergh fan. If not, this definitely isn't going to make you one. It would probably just turn you against him more.

Melvin White
Melvin White

Super Reviewer

Solid Film Noir from Soderbergh, using some unique camera techniques.

Anthony Valletta
Anthony Valletta

Super Reviewer

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