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Out of Sight is the best screen adaptation of legendary crime author Elmore Leonard’s work. Starring George Clooney and Jennifer Lopez (a few years before she became “J.Lo” and was just a talented up-and-coming actress), with one of the best supporting casts you’ll ever see, Out of Sight was a return to form for indie director Steven Soderbergh. He’d made a huge splash on the movie scene with Sex, Lies, and Videotape in 1989, which took home the Palme D’Or at the Cannes Film Festival that year. But his reputation had faltered afterwards with multiple films that didn’t connect with critics or audiences. This cool, highly stylized, perfectly acted movie didn’t quite connect with audiences like the filmmakers expected it to, it made back it’s budget though not a ton more in theaters, but Out of Sight was a hit with critics and other filmmakers. Kevin Smith has called it one of the best movies of the last 20 years, and a true masterpiece of cinema. I agree with him.

Jack Foley (Clooney) has been planning meticulously for a break out of the prison in which he’s currently serving time. Thanks to help from his friend Buddy (Ving Rhames), and stoner extraordinaire Glenn (Steve Zahn), the break gets out not just Jack, but also Chino (Luis Guzman), who gets separated from Jack during the breakout. Jack and Buddy’s portion of the plan then gets interrupted thanks to the happenstance appearance from US Marshall Karen Sisco (Lopez). Quickly, and in the most iconic sequence of the movie, Jack decides to just kidnap Karen and take her with them, she and he hiding in the trunk together as Buddy drives the getaway car. They develop an intimate report with one another in the trunk, covering topics like bank robbery (Jack’s reason for being in prison) and movies (where Jack and Karen bond over discussing New Hollywood classics like Bonnie and Clyde, Network, and Three Days of the Condor). They have an instant connection, which makes for a complicated relationship between a bank robber and a US Marshall, but a lot of sexy fun for us in the audience.

In a wonderful time-hopping script from Scott Frank (who’d previously written the very good adaptation of Leonard’s Get Shorty, starring John Travolta), we’re introduced in flashbacks and in present time to other characters in Jack’s life, including his ex-wife Adele (Catherine Keener), a magician’s assistant recently out of work and Jack’s communication liaison on the outside; Richard Ripley (Albert Brooks), a rich banker who stupidly brags in prison about a cache of uncut diamonds he has hiding in his home in Detroit; and Maurice “Snoopy” Miller (Don Cheadle), a violent psychopathic ex-boxer whom Jack didn’t like in prison and who antagonizes him outside the joint too. The rest of the supporting cast also includes Nancy Allen, Denis Farina, and even an uncredited cameo from Michael Keaton, who reprises the role of Ray Nicolette, which he’d played the previous year in Quentin Tarantino’s great Leonard adaptation, Jackie Brown.

The supporting cast is really tremendous, but this movie sings because of the performances from Clooney and Lopez. Clooney is the total embodiment of an Elmore Leonard protagonist: he’s quick-witted, smart, funny, but also prone to bad decision making. And Clooney personifies all of these qualities in such a way that we like Jack, we love Jack, but we also know he’s not going to stop robbing people, it’s what he does and the only career he knows. Lopez, on the other hand, is strong, just as smart as Jack, with a hard nose for the rules, even if she occasionally breaks them herself. I’ll say that she looks gorgeous here, better than she ever looked in another movie. But she’s FAR more than just eye candy, as she is the other Elmore Leonard standard protagonist, the tough as nails, but still wonderfully feminine and sexy female hero. Leonard said that the character of Karen Sisco was inspired by a real life photograph he’d seen in the newspaper of a beautiful US Marshall, shotgun resting on her hip, which she’d cocked to the side (the hip, not the gun). He wondered what kind of woman that was, and Karen Sisco was born. Though far from the white, blonde haired character the novel describes her as physically, Lopez completely nails the spirit of the Leonard character just like Clooney does.

As great as Jackie Brown is, Out of Sight is the best adaptation of Elmore Leonard’s work because it’s the movie that most feels like what reading one of his books is like. It’s funny and effortlessly smooth and Clooney and Lopez have a palpable sexual chemistry that also happens to include their witty banter, showing off an intellectual connection to go with their physical chemistry. Scott Frank’s script doesn’t quite adapt the book directly, there are the expected changes, but he gets down the spirit of Leonard’s writing. The dialog, the sharply drawn characters, the seemingly aimless plot that still comes around in the end and ties everything together. It has it all. And it’s on top of all of that that Steven Soderbergh brings his cool, efficient, intelligent filmmaking style, perfectly suited to this material.

Soderbergh is a truly great director, able to make everything from crowd pleasers like the Ocean’s 11 movies, Magic Mike, and Erin Brockovich, to “important” movies like Traffic (for which he won an Oscar as Best Director) and Behind the Candelabra, mainstream ensemble dramas like Contagion and Side Effects, ambitious projects like his beautiful remake of Tarkovsky’s Solaris or his two part Che Guevara biopic, Che, technical exercises like The Good German (shot like in B&W as though it were Casablanca, but with modern lax censorship of language) and next years Unsane (which he shot on an iPhone), to straight comedies like the painfully underrated The Informant! or this year’s Logan Lucky. He adapts to every story, but his stamp is there on them all. You can just “feel” a Soderbergh movie. And he’s had a huge output over his relatively still young career (almost 30 movies in less than 30 years, as well as two seasons of the Cinemax series The Knick, amongst others). Out of Sight is his best work. It’s just the perfect marriage of star power, great writing adapted from a wonderful source, and expert filmmaking from a director on the top of his game. If you haven’t seen this somehow Hidden Gem, remedy that situation as soon as possible!