By Pete Croatto.

Scott Frank

In July ’13, less than a month before Leonard’s death at age 87, Frank spoke extensively to Creative Screenwriting about his involvement in bringing Out of Sight from the page to the screen.  We are now delighted to bring you Part II of that interview. (Part I Here).

This interview has been edited for clarity and conciseness.

So aside from the typical Leonard challenges you’ve described, what else do you have to confront when sitting down to write the script?

Well, the other challenges are you have a love story where they don’t have many scenes together and they have to fall in love. So it’s very tricky to create any kind of relationship in that limited time together. They meet in the trunk, and in the book there are tons and tons of pages where they think about each other—and that does the work for you. So in the movie, it’s not so easy. I did a couple of little things that were basically no more than cheap sleight of hand. One is I did a dream sequence where it says that she’s thinking about him in a way that’s ultimately funny, I hope. And then I had him call her up on the phone and be intrigued by her and sort of have this conversation, so I created that scene where they can chat one more time and she can be sort of intrigued further by him, because they’re just not together that much. That was a huge, huge issue for me.

The other thing is that at the end of the movie, they’re robbing a guy’s house he has no relationship with, has no connection to. He’s going to do a home invasion and the reason in the book is, “Well, I’ve never tried okra.” So, it’s like “what the hell, I’ll give it a shot” and it’s a very dark thing. I thought he needed some connection to Ripley [the crooked financial mogul played by Brooks] and he needed some sort of reason to get at the guy.

Right, because in the book he’s never around.

He’s a non-character, so I felt like if [Jack] felt like he believed he had genuinely connected with [Ripley] and then when he’s out of prison the guy blows him off because he’s nothing, I thought that might just help me a little bit at the end of the movie and might give it a little more resonance…And they [Jack and his partner, Buddy, played by Ving Rhames] get away with nothing in the end of the book, so I thought maybe they should get away with something—or at least Buddy should get away.

Or at least not get killed.

That was sort of brutal in the end. I thought if Buddy could get away, then it might be more interesting—if there was some sort of connection with everybody.

Ving Rhames as Buddy in Out of Sight

What was the fun part about this project compared to others?

The fun part is you are given these great characters. You are given such a head start. And you’re given that great dialogue. And when you can use it, it’s really spectacular to use. It’s really good movie dialogue. There are tons of ways that Elmore Leonard gives you a leg up as well, so it is fun. Listen, what we do as screenwriters, it’s always fun. It may be challenging and it may be difficult, but ultimately, it has to be fun. We’re kind of lucky to do it. Hopefully, if you’re really working on something that you understand or that you care about, you can see your way through it, that’s a fun thing.  What happens is that always gets tested midway through the process when you get stuck—and you do get stuck. At some point or another, you have reached a dead end or you don’t have enough information or you haven’t thought it through well enough and you have to figure it out. They all have their own challenges.

In the book, the plot doesn’t jump around nearly as much as in the movie. What made you decide to use the flashbacks and go back and forth within the plot?

The main reason when I first started adapting the book was to solve the problem of them [Jack and Karen] knowing each other. In the book, it opens with the prison breakout, but then there are thirty, forty some-odd pages where it goes back and tells Foley’s story. I liked that and I thought the whole movie could be that way, where we could sort of jump around in time, and Elmore’s books sometimes do that. It was a mechanical solution to a problem I was having, which was how to infuse the story with enough characters so that you care about these people without frontloading the movie with all this exposition. If I was telling another story along the way that was its own mystery, it might be really interesting.

Now, I should tell you at one point I panicked and thought I had made a giant mistake and straightened the whole script out. Steven Soderbergh was on the movie at the point and he said, “Are you out of your fucking mind? Put it back.” So, I put it back. I did lose my nerve, and part of it was I had shown Elmore Leonard the script with the flashbacks and he didn’t like it. He didn’t know why I was jumping around and doing all these flashbacks. He just didn’t like it. So I thought, well if he doesn’t like it, oh no, I’m screwing up, so I unwound the whole thing. And Steven said, “No, no, no. Don’t do that.”

[Note: Leonard came around to the flashbacks. Says Frank: “He left me a message on my answering machine. I remember coming back to the office and he said, ‘Saw the movie—terrific. You were right.’ Made my year.”]

Elmore Leonard

For a reason that was done purely for mechanics, the plot is one of the most memorable aspects of the movie. There’s an Elmore Leonard quality to it.

I think so. I hope so. And too often people are doing that to create some sort of stylistic flourish because there’s nothing there. I did it purely because I was stuck and it was a solution to a problem that I was having…It’s become very overused, but I’ve done it before. I did it in Dead Again. I’ve been doing it my whole career. I like using flashbacks if they’re helping to tell a story or creating their own mystery. If they’re purely expositional, who cares?

How many drafts did you write?

I don’t know how to count drafts. People always ask, “How many drafts did you do?” I’m just always writing and revising. And I don’t know what you call a draft at all. I occasionally turn the script in to get paid, but I’m just constantly working on it. There’s all this time before the movie gets green lit, and then I’m continuing to work on it once it’s green lit and we’re rehearsing it and then even during shooting I’m doing some work on it if there’s stuff that needs changing. And even after we’re done shooting—I re-wrote the whole trunk scene.

I know that I work for a year on every script probably by the time I’m done. So, I know I don’t have a first draft much before four to six months. Then I know I’ll do many, many, many more drafts after that pretty quickly. But that first draft is a pretty polished draft because I’ve rewritten it so many times already. I honestly don’t know how many drafts, what it would be.

What kind of work did you and Steven Soderbergh put into the script?

Quite a lot of work, I would say. The script got much better once we started working. I don’t know whether it was two weeks or a month, it was a while. He would come out to Pasadena and sit in my office and we would read the scenes out loud and we would come up with dialogue right there, and we would just go through it. Then, he would leave and I’d do some work. And I would show him a draft and then we would go through it again, just kind of finding our way through the movie.

Steven Soderbergh

Aside from not fiddling with the flashbacks, what other input did he offer into the script?

Good question. It’s so much stuff. It was pretty much non-stop input. It’s a hard one to answer, because there are little things in every scene that he gave me. I don’t even know where to begin. He was really responding to everything, which was great, which I love to do at certain points. As a writer, I love having the director there at a certain point where we can just go through it.  When you have a director that’s really present like that instead of just sort of responding to the draft, giving you notes, responding to the draft. It’s much better. It’s much better.

Why?

I feel like the energy is better. You’re in a room together, and you have this great energy. That’s what I really like.

So, you welcome collaboration.

I am no good without collaboration. I am a complete fraud without somebody helping me.

How big of a collaborative process was the Out of Sight screenplay?

I think it was the same as all of them. There are people along the way that give you help. In that case, I had a very close relationship with Jersey Films with Danny DeVito and Stacy Sher and Michael Shamberg. We all worked on the script together and then when Steven came on, Steven and I worked on the script. Everybody still had notes and thoughts. I don’t know if it was any more or less collaborative than others, I just think it was a really good, high-quality collaboration.

I think movies are collaborative. You can’t escape that if you’re a screenwriter. People have to come in and they’re all going to start talking about the script. It just is the way it is. A suggestion isn’t writing, even a line of dialogue. You still have to write the movie and take these notes and put it all through your point of view and then when you have a director on, you have to make sure you’re supporting their point of view. Because you can’t force a director to do something they don’t understand, even if you hold a gun to their head, they’ll do it poorly. You hope you and the director have the same point of view. And in the case of Out of Sight, it was. [Steven and I] were laughing at the same things and we’re into the same things. He brought me perspective, which I needed very badly at that point. And he didn’t blink. It’s what you hope for: it becomes one of those one and one is three kind of things.

Jennifer Lopez and George Clooney in Out of Sight

Perspective in what way?

When you work on something for a very long time and very intensely, you become too close. You need to see your work through someone else’s eyes at a certain point. And it’s scary to do that because you’re worried—you give over a lot of power to somebody. Because if they don’t like the work, you become very vulnerable and it can take a long time to recover from that or to regain your own perspective and go, “Wait, OK, they don’t like it but I still like it” or “They don’t like it, and they’re right.” You need somebody to come in and start to give you a little bit of perspective, and react to the material—because screenplays, more than anything, are meant to be reacted to.

…Every writer, every director, it’s all different. These are shotgun weddings that sometimes they work out and sometimes they don’t. Part of your job as a writer is to figure out what sort of collaboration this is. Ultimately, it’s about picking the right director, and that’s a piece of casting. And if you cast wrong, you’re done for. But if you cast the right director, even if they might have a difference of opinion or see things sometimes differently than you do, if they’re the right director it becomes a healthy give and take because you’re challenging the material. You’re asking the hard question. And the material is always better for it, having gone through that process.

So that’s what Out of Sight was all about?

Without question. I never felt threatened. I never felt [Soderbergh] was going to quote-unquote ruin the material. He really saw it and wanted to make it better. He said, “We can push this and push that, and there is room for more ideas, even in these little moments. Let’s have an idea everywhere we can have one.”  

You’ve said this movie was the most fun you’ve had working on a movie, that it was a special experience. Why is that?

By the way, the most fun and special experience I’ve had in a career full of fun and special experiences. I have, for the most part, had really great experiences with directors and on films. And this one was particularly great. I think that time working on the script with Steven was a great time for me. And I think seeing the script improve and seeing what it could be like to work with a director was incredible for me. I think that was part of it. It was the first time I watched an early cut of a film I had worked on, and I was so happy. I never blame the directors; I always blame my own scripts. And I really enjoyed the movie. I forgot I was watching my own movie. It was all good. Everybody involved, all the producers, it was a very family-like experience. The studio was very good to us.

It was…I don’t know. It’s one of those [things] where everything just aligned. It’s very hard to explain. None of us had any expectations for this movie. I was thrilled it was getting made, and that was enough for me. It was just a lot of fun…I don’t know I’ve ever been able to [recreate that]. I’ve had really close, great experiences. Minority Report was a very good experience for me and Get Shorty, by the way, was a great experience for me. But I’ve never been able to have that kind of feeling where it all felt great. Even when it was difficult, even in the writing of it, it still felt very, very good.

Tom Cruise in Minority Report

Even as a director you haven’t had that same experience?

I’ve directed now twice. Both times I realized I did it because I was just bored and I wanted a different sort of creative experience. I needed to do something else and directing is so invigorating. It really wakes you up in a huge way. You’re being creative non-stop, all the time. It just awakens so many parts of you that are dormant. Also, it’s a way to look at the best and worst self. It’s a huge thing to go through, and I really love doing it. But I don’t know that I’m as connected to it as I am writing.

Why is that?

People think that you’re in control as a director, but you’re really not. You’re trying to get 100 people to do your bidding, and I always describe it as picking a lock with a wet noodle. And so the process itself can be very frustrating on a day-to-day basis whereas writing, the process can be difficult and you can be stuck, but there’s more room for this kind of inspiration and pure adrenaline feeling. They’re just two different things. I can’t explain it. I love them both. I really do. I love directing. But maybe because I’ve done it longer, I feel closer to writing. I’m not sure. I don’t know if I would even quote me on this, because I could hang up and change my mind. I just don’t know. I have a very complicated relationship with directing. I’d like to do it and I hope someone lets me do it again, because I really want to do it. But the satisfactions are very different than the satisfactions that come from writing.

…Directing can be very lonely. It’s you in your head. It’s tricky. Again, I’ve only directed twice and I’m not a particularly great director so maybe I don’t know yet what I’m talking about and I need to direct more to be better able to talk about it. [Laughs.]

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