There are plenty of big, loud, and epic crime movies out there that can be a lot of fun, but it's hard to find one as cool as Steven Soderbergh's Out of Sight. Released in 1998, the movie is based on the Elmore Leonard novel of the same name and stars George Clooney as a bank robber who escapes from prison and is pursued by a determined U.S. Marshal (Jennifer Lopez).

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Though the movie was not a big hit at the box office when it was released, its reputation has only grown. It has gone from an underrated gem to one of the best crime films of all time and a must-watch movie for any fans of the genre. Here is why Out of Sight is a crime movie masterpiece.

The Leads

Jack and Karen lay in bed together in Out of Sight

Clooney and Lopez might be huge names now, but at the time of this film, they were still working on proving themselves in the movie business. And this was the movie that showed how successful they could be.

Clooney instantly became a movie star with his leading role as Jack Foley, a suave and seductive bank robber. Lopez proved she was much more than a Hollywood beauty as Karen Sisco, the toughest and smartest person in the room. These two make the movie come alive with their sizzling chemistry and central performances.

The Sexiness

Jennifer Lopez and George Clooney in Out of Sight

It's a shame that this is the only movie Clooney and Lopez made together as the sparks ignite the moment they first share the screen. Their infamous trunk scene which is one of the highlights of the film.

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Trapped in a cramped trunk together, the dialogue, the music, and their chemistry make it an incredibly sexy sequence. The seductive feel of the relationship carries throughout the film, including another memorable scene in a hotel bar. They have an engrossing energy that hooks the audience to the story.

A Clever Criminal

George Clooney as Jack Foley in prison in Out of Sight

There are plenty of crime films that feature heists filled with action, guns, and car chases. Out of Sight plays things a little differently by featuring a smoother and more sophisticated bank robber. Jack Foley is a career criminal and knows the trade better than anyone. He also knows that most criminals are idiots.

The opening heist is a perfect showcase of the intelligent kind of criminal Jack is. Without a gun, he walks into the bank, surveys the area, and comes up with a story that will have him walking out with a bag of cash and no trouble.

Jack And Buddy

George Clooney and Ving Rhames in Jail in Out of Sight

While the unexpected romance between Jack and Karen is at the center of the story, there is another charming relationship that makes the film even better. Ving Rhames plays Buddy in the film, Jack's loyal partner in crime.

Without much backstory, the movie does a great job of showing how beautiful a friendship these two men have. They annoy each other and disagree at times, but they always have the other's back.

Snoopy Miller

Snoopy Miller during home invasion

Another key member of the cast is Don Cheadle, who plays the film's villain. Though Cheadle is best known these days as the heroic War Machine in the MCU films, he makes for the perfect antagonist in this movie as Maurice "Mad Dog" Miller, aka Snoopy Miller.

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Maurice is the perfect Elmore Leonard villain. He is threatening and intimidating but also clearly an idiot. Cheadle is hilarious in the role, playing Maurice's unearned arrogance to great effect. Cheadle steals the show in many scenes.

The Supporting Cast

If the cast wasn't already impressive enough, Out of Sight is packed with so many great actors, from big names to those character actors who are always a pleasure to see pop up on-screen.

Dennis Farina adds a touch of class as Karen's loving father; Luis Guzman is hilarious as a runaway convict' Catherine Keener is fun as Jack's friendly ex-wife; Steve Zahn plays an obnoxious stoner criminal; and Michael Keaton even reprises his role from Jackie Brown as Ray Nicolette, the cocky FBI agent. They all add their own fun to the film.

The Dialogue

Elmore Leonard is known for the crackling dialogue of his writing, which is kept very much alive in this adaptation. Likewise, screenwriter Scott Frank adds his own hard-boiled touch with the script that helps to make this such an endlessly quotable movie.

The mix of tough-guy talk and hilarious one-liners add to the spark of the film, particularly Maurice's profane reaction to Jack holding him at gunpoint.

The Dark Humor

Jack adjusts his wing mirror in Out of Sight

Another aspect of Leonard's writing that is beautifully carried over into this film is his penchant for dark humor. Though the film is full of violence and dangerous characters, it always allows itself to find some genuine laughs.

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The ridiculousness of the characters is where most of the biggest laughs come from. As Jack points out, most criminals are incompetent and that proves to be true. The movie also features one of the most hilariously unexpected deaths in movie history.

The Coolness

George Clooney in Out Of Sight.

Despite the great script and the stellar cast, the importance of Steven Soderbergh as director cannot be understated. Soderbergh has brought a grounded feel to many of his films, but he also injects them with a cool feel.

This feeling is undeniable in Out of Sight. Soderbergh approaches the story with a light touch. There is a looseness to the movie that you don't usually see in crime films. It's a difficult tone to achieve and one that makes the film so enjoyable to revisit.

The Ending

Given how pleasant and cool the rest of the film is, it makes perfect sense that the ending of Out of Sight would be a clever last-minute twist that leaves a smile on the faces of the audience.

After catching Jack in the middle of a robbery, Karen is forced to arrest him even after the moments they shared together. The last scene finds Karen transporting Jack back to prison along with another prisoner named Hejira Henry, played by an uncredited Samuel L. Jackson, who has escaped from prison nine times. Jack realizes Karen wanted these two to meet as they might have a lot to talk about.

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