Michael Clayton is on the surface, a legal thriller. However, it cares very little about the law except as a great setting, and a means to set things in motion. It's relatively unconcerned with the inside of courtrooms, and more concerned with the people that are comfortable with them. Even the big danger in the film, UNorth's carcinogenic weed killer is a side concern, only important in that it provides big stakes for powerful people to work with and against. If there's any message in the film at all, it's simply that its very easy for someone to get lost in their own life.
As the title suggests, the movie is primarily concerned with the character of Michael Clayton. He's the character at a crossroads, while everyone else involved has already decided on a course. Arthur has decided he's been dead wrong for most of his life. Marty has denied the importance of morality in order to keep making profits. Karen has lost sight of everything but her obsession with advancing her career. In Michael's world, as the bookie suggests, everyone is simply "doing their job," Michael included.
We get pieces of Michael's past, providing a suggestion of how he came to inhabit the moral grey area which provides him a living. We know that he's had a gambling problem and he's also spent time in court prosecuting organized crime figures. We also know, he gave that up to work as a fixer for Marty. His family background has made him well acquainted with the police and how they work, as well as a first hand look at addiction, through his brother Tim. Clearly Michael has made many connections and knows how to use them. He knows which phone calls to make, which buttons to push, and who knows what. Presumably, he is able to help clients cover up misdeeds on a daily basis. He does seem to work well within the law, however, observing the letter of it, if not the spirit. This is in contrast to other "fixers" like Mr. Verne, who will use any means necessary, but as a result has to keep a low profile. Aside from the law issues, this wouldn't work for Clayton as he enjoys making his presence known. As his brother Gene points out, he has the cops thinking he's lawyer, and the lawyers thinking he's a cop. Gene also appears correct in his observation that Michael hasn't fooled himself. As he tells Karen "I'm the guy you buy." although, it's only at the end that he can admit this.
Clayton is a deal maker more than he's a doer, although if he were to examine himself by Arthur's new standard, he still has "blood on his hands." Michael avoids asking questions about who he's really working for, and typically just does his job, but he's too intelligent not to realize what he's doing just the same. The job however, is clearly wearing him down as he reveals when he tells Marty that his Restaurant gamble was "a way out." When Michael addresses his son after seeing Tim, we get the sense that he's referencing himself as much as Tim. When he says "all his charming bullshit, this Big Tim, Uncle, Boss bullshit, and I know you love him, and I know why. But when you see him like that, you don't have to worry, because that's not how it'll be for you. You're not gonna be someone that goes through life wondering why shit keeps falling out of the sky around them." you can see that Michael could as well be talking about himself, it's just that his "charming bullshit." is more polished.
One interesting aspect of the film is that for all the moral lines crossed, the people are not caricatures and have likable qualities. Marty and Michael have genuine affection for each other, although they are both able to see their long time associate Arthur's death as a "lucky break." Marty comes up with 80 grand at Michael's request even after the Arthur issue has been resolved. He seems genuinely surprised that Michael isn't happy with things, and when he asks Michael "when did you become so fucking delicate?" we feel some genuine surprise. Michael is someone, after all, whose every meeting with a client has them promising to call Marty, because they don't like what he has to say. Michael knows however, that he's basically untouchable, as he's only called in when no one else can help. It would stand to reason that he wouldn't be thin skinned, but the restaurant problem (which is actually a brother problem) and the Arthur problem both seem to sink into him. reminding him perhaps that there is more out of his control than he would like to admit.
Clayton's moral flexibility could have come from his experience withing the legal system. Certainly he's lost sight of what "the right thing" is, having been immersed in the game of better justice through better lawyers. Rather than switch from prosecution to defense he became a "fixer" suggesting an understanding that both sides have some serious problems and he himself is not an adequate solution. He's found a "niche" as Marty suggests, which makes him another cog in the bigger system. Arthur's meltdown and murder make him realize how lodged in that system he is. The scene where he stops on the side of the road to see the horses, brings to mind too much to be entirely accidental, (I would think) James Wright's poem "A Blessing"
Just off the highway to Rochester, Minnesota,
Twilight bounds softly forth on the grass.
And the eyes of those two Indian ponies
Darken with kindness.
They have come gladly out of the willows
To welcome my friend and me.
We step over the barbed wire into the pasture
Where they have been grazing all day, alone.
They ripple tensely, they can hardly contain their happiness
That we have come.
They bow shyly as wet swans. They love each other.
There is no loneliness like theirs.
At home once more,
They begin munching the young tufts of spring in the darkness.
I would like to hold the slenderer one in my arms,
For she has walked over to me
And nuzzled my left hand.
She is black and white,
Her mane falls wild on her forehead,
And the light breeze moves me to caress her long ear
That is delicate as the skin over a girl’s wrist.
Suddenly I realize
That if I stepped out of my body I would break
The stop is a turning point for Michael. He's been realizing, via dealing with Arthur, that he is really tired of being stuck in it all. The stop is a reminder that there is a world outside the one he inhabits. He can stop on the side of the road and three horses who know nothing about him can look at him kindly, welcoming him without conditions. For that moment it seems, he would just like to exist. It's telling that this is repeated at the end, when he wants nothing more than to sit in a cab, and be driven for awhile, to look around him. In taking down UNorth, he has distanced himself from the convoluted world, that he helps make run so smoothly.
Although the focus is on Michael Clayton, the excellence of the supporting cast is essential to making this movie, and his character work. Tilda Swinton is amazing, especially for her somewhat limited screentime. Karen does not come across as any kind of arch villain. She orders Arthur and Michael killed, but we don't sense any malice from her as much as obliviousness to any moral consideration. The seriousness with which she views her career and the anxiety she conceals, suggest that she views any threat to her company as the potential destruction of her own world. This is a woman who has completely lost touch with the idea that there is more to herself than her job. She clearly struggles when asked about "balance" in her interview, suggesting that loving what she does is a kind of balance although she simply has no concept of balance as she lost it long ago. She is completely driven by desperation and it's difficult not to pity her. Just watching her face as she winces, realizing Michael's plans, is almost painful to the viewer.
Tom Wilkinson also brings a lot to the film. His monologues are fantastic and really show us the stakes behind the story. His character is an illustration of the toll of getting lost inside your own world. Although Arthur is certainly unbalanced, it isn't hard to see the truth beneath his metaphors. "I've spent 12 percent of my life defending the reputation of a deadly weed killer." Of course Arthur has this calculated to the hour, and as he says, he has blood on his hands. It took his fascination with Anna, one of the plaintiffs he was working against to bring this out in him. His predicament is also spelled out in a James Wright poem,
Lying in a Hammock at William Duffy’s Farm in Pine Island, Minnesota
Over my head, I see the bronze butterfly,
Asleep on the black trunk,
Blowing like a leaf in green shadow.
Down the ravine behind the empty house,
The cowbells follow one another
Into the distances of the afternoon.
To my right,
In a field of sunlight between two pines,
The droppings of last year’s horses
Blaze up into golden stones.
I lean back, as the evening darkens and comes on.
A chicken hawk floats over, looking for home.
I have wasted my life.
It's clear that Michael has great regard for Arthur, and his defense of him to others comes across as genuine, rather than a line although he tries to convince Arthur otherwise. To Michael, Arthur truly is a legend, and even though he's clearly unhinged, Michael can't help but be affected by his claims. Arthur was a symbol of the world that Michael joined, and his cracking casts doubt over all of it. This is not a message movie though. Michael is long past the point where he could hope to believe that he could "save the world" and that isn't Arthur's dilemma. Arthur only hopes to work to right the damage he has personally caused. And, while it isn't world saving, there's something to be said by not actively destroying the world, and the beautiful things in it, choosing not to be "Shiva, the God of Death" We sense that it's too late for Arthur, but he starts something. It's also no accident that Arthur hides his printing invoice in Michael's son's book. His son is a large part of the reason that Michael isn't completely jaded, as their relationship is a touchstone for him. His family serves a similar function, and for all his exasperation with his brother Tim, it's obvious that family is a sacred thing to Michael as he could easily give the bookie Tim's location if he didn't care.
Tony Gilroy has put together a wonderful film, which is all the more impressive for being his first feature. It's shot beautifully and paced well, with some scenes that will stick with you for as long as you'd care to remember. Beginning in the future, and jumping back, we get to know Michael with more interest, as the stakes are already there. Michael Clayton is a meditation on the difficulty of working within a system and keeping your humanity. The casting is impeccable, and this part could well have been tailor made for Clooney, as this is his ideal character; the jaded, efficient insider who is presented with a chance to redeem himself, because despite his best efforts, he is not yet completely dead inside. He's haunted by his own stubborn humanity. Despite the presence of evil corporations, Michael Clayton is more concerned about the people working in them. Nobody likes cancer causing weed killers, and this film knows it doesn't need to remind you of that, anymore than it needs to tell you that killing people to advance your career is wrong. We already know all that, but it's satisfying to watch Michael Clayton come to that conclusion as well, and possibly come back to the natural world.
The film begins with an urgent voice over address, while the camera zooms in from an outside city view to the inside of a building, and the goings on of a busy and powerful law firm Kenner, Bach, and Ledeen. The voice is law partner Arthur Edens (Tom Wilkinson) saying
"Michael. Dear Michael. Of course it's you. Who else could they send? Who else could be trusted? I...I know it's a long way and you're ready to go to work. All I'm saying is, wait, just wait, just, just, just... please hear me out because this is not an episode, relapse, fuck-up. It's... I'm begging you Michael. I'm begging you. Try and make believe this is not just madness, because this is not just madness. Two weeks ago I came out of the building, okay, I'm running across Sixth Avenue, there's a car waiting, I've got exactly 38 minutes to get to the airport and I'm dictating. There's this, this panicked associate sprinting along beside me, scribbling in a notepad, and suddenly she starts screaming, and I realize we're standing in the middle of the street. The light's changed, there's this wall of traffic, serious traffic speeding towards us, and I... I freeze, I can't move, and I'm suddenly consumed with the overwhelming sensation that I'm covered with some sort of film. It's in my hair, my face. It's like a glaze...like a coating, and at first I thought, oh my God, I know what this is, this is some sort of amniotic, embryonic fluid. I'm drenched in afterbirth. I've breached the chrysalis, I've been reborn. But then the traffic, the stampede, the cars, the trucks, the horns, the screaming and I'm thinking no, no, no, no, reset, this is not rebirth, this is some kind of giddy illusion of renewal that happens in the final moment before death. And then I realize no, no, no, this is completely wrong because I look back at the building and I had the most stunning moment of clarity. I, I, I, I realized, Michael, that I had emerged not from the doors of Kenner, Bach, and Ledeen, not through the portals of our vast and powerful law firm, but from the asshole of an organism whose sole function is to excrete the, the, the, the poison, the ammo, the defoliant necessary for other larger more powerful organisms to destroy the miracle of humanity. And that I had been coated in this patina of shit for the best part of my life. The stench of it and the stain of it would in all likelihood take the rest of my life to undo. And you know what I did? I took a deep cleansing breath and I set that notion aside, I tabled it. I said to myself as clear as this may be, as potent a feeling as this is, as true a thing as I believe that I have witnessed today, it must wait. It must stand the test of time. And Michael, the time is now.
Inside we see lawyer Barry Grissom (Michael O'Keefe) taking a call from a reporter, before handing his phone to Marty Bach (Sydney Pollack) explaining that the reporter from the Wall St. Journal will not go away. The reporter says "Hi Marty, this is Bridget Klein. We're going with a story tomorrow about a settlement in the UNorth defoliant case. You want to comment?" After informing here that there's nothing new to report, she tells him she knows they're settling the case. Marty informs her "Here's what I know, your deadline was 20 minutes ago, so you're either fishing for a story or you're trying to get out of writing a retraction. In either case, I wish you the best of luck." Marty hangs up and asks "Where the fuck is Karen Crowder?"
We then see a handbag with a UNorth logo, resting on a public restroom sink counter while the sink runs. We see Karen Crowder (Tilda Swinton) in a restroom stall, sweating and breathing heavily as if panicked, while touching the sweat stains under her arms, through her shirt.
We move to a back room high stakes poker game, where we find Michael Clayton (George Clooney) playing the game. Another player remembers him from a game years ago and asks about a restaurant he was going into back then. He remarks "It was a good location." Michael replies "Yeah, that's what my partner kept telling me." Leaving the game, Michael gets a phone call from a lawyer, explaining that an important client thinks he hit a guy with his car. Michael tells him to see that the client stays off the phone. Michael gets to the clients house and takes a look at the car in the incident, before talking with the client, Mr. Greer (Dennis O'Hare) who rants about the corner where the accident occurred and blames a change in grading. Michael responds "Mr. Greer, we don't have a lot of time here."
Mr. Greer. Oh, so the circumstances, the road conditions, none of this is of any interest for you?"
Michael: What interests me is finding the strongest possible criminal attorney that can be here in the next fifteen minutes.
Mr. Greer: Well, that sounds ominous.
Michael: We have some good relationships up here in Westchester.
Mr. Greer: What are you? You're not a lawyer?
Michael: Not the kind you need, a trial lawyer, someone who can see this all the way through. That's not what I do.
Mr. Greer: Okay, I think we're gonna have to pull Walter back in on this. I want to get Walter back in on the phone. I want to get him back into the mix, because, I'll be frank with you, I don't like the way this is going.
Michael: Sir, we don't have time for Walter. Your options get smaller very quickly.
Mr. Greer: What options? I'm not hearing any options.
Michael: I'm suggesting that you go local, and I'm telling you that there's some people up here that I like for this.
Mr. Greer: Oh, hey, that's it? That's what you got for me? Hey, do you believe this? I have been a client at Kenner, Bach for 12 years. Do you think I pay that retainer every month so I can get a place at the back of the line?
Michael: Mr. Greer, you left the scene of an accident on a slow week night, six miles from the state police barracks. Believe me, if there's a line, you're right up front.
Mr. Greer: I can get a lawyer any time I want. I don't need you for that. We're not sitting here for forty five minutes, waiting for a goddamn referral.
Michael: I don't know what Walter promised you, but I can tell you that...
Mr. Greer: A Miracle Worker! That's Walter, on the phone, twenty minutes ago. direct quote, okay? I'm sending you a miracle worker.
Michael: He misspoke.
Mr. Greer: What about the fact that you're the firm's fixer, or that you're any good at it? THE GUY WAS RUNNING! IN THE STREET! YOU TAKE THAT, YOU ADD THE FOG, YOU ADD THE LAMPS, YOU ADD THE ANGLE! WHAT THE FUCK IS HE DOING, RUNNING IN THE MIDDLE OF THE STREET AT MIDNIGHT? YOU ANSWER ME THAT! What if someone had stolen the car? Happens all the time.
Michael: Cops like hit and runs. They work them hard. They clear them fast. Right now, there's a BCI Unit pulling paint chips off a guard rail. Tomorrow, they're gonna be looking for the owner of a custom painted, hand rubbed, Jaguar XJ-12. And the guy you hit? If he got a look at the plates, it won't even take that long. There's no play here. [the phone rings] There's no angle, there's no champagne room. I'm not a miracle worker. I'm a janitor. The math on this is simple, the smaller the mess, the easier it is for me to clean up.
Mr. Greer: [pointing at the ringing phone] That's the police, isn't it?
Michael: No. They don't call.
Michael answers the phone call which is the criminal lawyer, and gives him the address. He then drives away. Intrigued by the scenery, he pulls over to the side of the road and sees three horses in a field. He gets out and approaches them, which they allow. As they stare at each other, Michael's car blows up in the background.
We move back to four days earlier. We see the logo for "Realm and Conquest" as a screen saver on Michael's son Henry's computer. Henry says goodbye to his mother and stepfather as Michael is outside waiting for him. In the car, Henry explains the world of Realm and Conquest to his father, insisting that Michael read it. When Henry discusses the danger and uncertainty of alliances, and the possibility of allying with your own nemesis without realizing it, Michael says "Sounds familiar." Michael tells him that by the time he read the novels, he'd already be into something else. Henry asks him "How much you want to bet?" Henry is convinced Michael won't even look at the book, but Michael tells him to bring it on Saturday. Henry tells him he already did, and it's on his counter, and has a red cover.
We then go to an auction at a closed restaurant. Michael sits at a table away from the proceedings, until he's joined by an older man, a bookie, who tells him "He says you're still gonna be short."
Michael: How short?
Bookie: Sixty, plus the points. 75 thousand.
Michael is surprised that the auction didn't raise more, but the bookie asks him, "What did you you expect?" He seems surprised to hear that Michael doesn't have the money, and adds "We both know it's your brother, I should be talking to." Michael tells him to forget that. The Bookie tells him "Look, you want to front this, that's up to you, but Timmy's name stays in the book until we're clear. If I know where he is, I don't have to keep asking." Michael insists that he doesn't know where he is, but his wife took him back. The bookie insists "He's got to have something." Michael tells him "Yeah. he's got the two kids with her, he's got Jennifer, the coke dealing waitress that he knocked up. He's got four Michelin radials that he stole from my sister's garage. Make an offer." The Bookie nods, remembering an ex wife who was an addict. He says "It's like you're strapped to a bomb." Michael asks what his time frame is and the Bookie tells him he didn't think it would be a problem, but offers to ask his boss about it.
Michael goes into work at Kenner Bach and Leeden and solves some problems, advising his clients on the phone and working his connections. Michael's assistant asks him if he knows anything about the company merging as she's just found out that Bach is in London. Michael tells her he doesn't know, but avoids reassuring her directly.
We the pick up with Karen Crowder, practicing a speech for UNorth in her mirror. We then see her in a conference room, with Don Jeffries, (Ken Howard) her boss, delivering the speech in person to a news crew. She explains her own position as in house legal for UNorth, which entails analyzing problems, determining jurisdiction, and outsourcing to firms that can help the most. She's asked about finding balance, and explains that enjoying what she does is her version of balance. The interview is interrupted by something "urgent."
We then see Kenner, Bach, and Ledeen, getting news that Arthur Edens has stripped down in a deposition room. We see Michael catching a plane, and hear the ending of Arthur's narration in the opening. He adds: "This moment today, here, this room, this air, and this, especially this, that you're here. There's a reason, a reason it's you, Michael. Surely you have some sense of that, how it pulls together, how it gathers. Nurse Michael, the secret hero, the keeper of the hidden sins. Tell me you can see that Michael, for God's sake.But, I mean yeah, yes, yes. The nudity, the parking lot, I admit it."
We see that Arthur is now speaking to Michael in person in a cell. (We also see Karen Crowder getting off a plane, while talking on the phone.) Arthur continues ranting to Michael about himself saying "I've spent 12 percent of my life defending the reputation of a deadly weed killer." Michael reminds him that they had an agreement, but Arthur can't stop ranting about his involvement in defending UNorth. Michael reminds him that their agreement was that if Arthur went off his meds he was to call Michael first. Arthur tells Michael "They killed them, Michael. The small farms, the family farms. Did you meet Anna?" Michael says he has not and Arthur tells him he must as Anna is "God's perfect little creature." He tells Michael his work for UNorth was working to destroy Anna and her family.Arthur explains that he won't take his pills because he doesn't want to lose what he's feeling. He explains "I have blood on my hands." Michael gets upset and scolds him.
Michael: You are the senior litigating partner of one of the largest, most respected law firms in the world. You are a legend.
Arthur: I'm an accomplice!
Michael: You're a manic-depressive.
Arthur: I am Shiva, the god of death.
Michael: Let's get out of Milwaukee. We'll talk about it.
We find Karen in a hotel with a team, watching the deposition gone wrong, including Arthur's stripping, while saying he's ashamed. She asks her assistant about Michael Clayton, and her assistant reveals Michael's background, saying his father was a patrolman and that he had worked as Assistant District Attorney, followed by a period with the organized crime task force, before joining Kenner, Bach, and Ledeen. We see Michael talking with police officers to get Arthur released. In the hotel room, Karen asks "So, he's a partner?" Her asst. says "No, he's listed as special counsel, says he specializes in wills and trusts." Karen is curious about this and remarks "He goes from criminal prosecution to wills and trusts? He's been there 17 years, and he's not a partner? This is the guy they send? Who is this guy?" In the police station, Arthur smiles at Michael as he's released.Michael has a meeting with everyone in Milwaukee for the depositions, reminding them that nothing leaves the room. He asks them for Arthur's briefcase, but no one has seen it. He tells them to find it.
We then find Henry Clayton in his room late at night, talking to Arthur on the phone.Henry tells him about his Realm and Conquest story, describing how the characters are all having the same dream but don't know it. Arthur relates to this. Henry agrees that it's real, before his stepfather tells him to get off the phone. Henry gives him the title of the book, and tells him it's the book with the red cover at his Dad's house.
Michael has a meeting with Karen at a restaurant. She remarks that he's late, and asks where Arthur is. When he informs her that Arthur is sleeping, she says "Wake him up." She asks him what Arthur has been saying and quotes Arthur "I'm sorry. I'm so sorry. I cannot sit with this sickness any longer." asking Michael what Arthur meant by that. Michael claims it's simply a case of Arthur missing his meds and isn't making sense. Karen tells him. "This is totally unacceptable. This is a 3 billion dollar class action lawsuit. In the morning, I have to call my board. I have to tell them that the architect of our entire defense has been arrested for running naked in a snowstorm, chasing the plaintiffs through a parking lot." Michael chalks it up to Arthur's personal life again. He tells Karen "You didn't hire this guy because of his low key regularity. You hired him because he's a killer, because he's brilliant and because he's crazy enough to grind away on this case for six years without a break."
Karen: We pay him for his time.
Michael: I thought you wanted an explanation.
Karen: In the morning, I'm calling Marty Bach. But then you know that. Thank you, Michael.
Karen leaves and Michael returns home. We see him talking with a cop who'd been keeping an eye on Arthur.The cop informs him that he gave Arthur one of his pills. Arthur is still awake, and asks Michael if he saw Anna. Michael tells him he did not. He tells Michael that he can't explain the problem to anyone else, as they all have what they want. Michael tells him to let it go.
Karen makes a call, to someone named Mr.Verne, explaining she was given the number by Don Jeffries. After verifying an account number, she explains that she doesn't know "how this works" Mr. Verne tells her he'll email her an encryption package. Karen looks over some confidential files from Arthur's briefcase, which contain evidence regarding "secret language," "lethal exposure," and "tissue damage."
Michael makes a call trying to find some value in the lease for the restaurant location, but doesn't find anything useful. Michael hears the water running in the bathroom and assumes that Arthur locked himself in. After kicking down his door, and finding nothing, he checks the bedroom and finds him gone, although he left writing on the wall which reads "Make believe it's not just madness."
Karen has a meeting with Marty. She presents him with copies of the documents she'd been looking over. Marty seems disturbed to find Arthur's signature on the files. Marty and Barry searching Arthur's office files, pulling everything related to UNorth to have it sent to Marty's house. Michael walks in on them and reports on his efforts to track down Arthur. Marty explains that Barry is taking over UNorth, and mentions "You didn't exactly charm Karen Crowder." Barry steps in and lectures Michael " You've got to saddle up here Michael and get things under control."
Michael: Saddle up?
Barry: He needs to be under a Doctor's care immediately. he needs to be admitted.
Barry: Does that really matter?
Michael tells them that NY isn't big on involuntary commitment. Marty suggests they figure out which of their lawyers knows the most about commitment statutes, and Michael assures them that Arthur knows more about them than anyone.
We see Arthur pushing through crowded streets in NYC, while Mr. Verne (Robert Prescott) and one of his men are following him. We see Michael calling Arthur's place while Mr. Verne's man is in Arthur's apartment taking photos of his medication. We then see the farmhouse where Anna (Merritt Wever) lives. Arthur calls her and asks if she's though about what he said, reminding her that he meant it. She wonders why he picked her and Arthur says "Does it matter? Isn't that what we wait for? To meet someone, and they're like a lens. You look through them and everything changes and nothing can ever be the same again." Anna gets questioned about the call and Arthur tells her his mother used to listen to his calls too. We see Mr. Verne listening to the call from another location.
Michael meets with the Bookie at a restaurant. Michael tells him he can get 12 grand by Monday. The bookie tells him that looks bad. "They look at 75 and they look at you and they wonder what the problem is. You say 12, that's just gonna make people nervous." The Bookie suggest he sell his car, but Michael explains that it's a lease. He suggests that Michael refinance his place, but Michael says he already did that a few months ago. The bookie asks "Are you back at the tables?" Michael denies it, saying "Like I need that kind of action. I don't have enough going on. I hope you're kidding." The bookie continues "If he finds out you're playing cards with his money, there's no dialogue after that.Do everyone a favor, get out the treasure map and start digging. you've got a week."
Michael stops in at Marty's house. He finds Marty going through Arthur's papers. He tells Michael "You know what he's doing? He's making their case." Michael tells him "Nobody's going to let him do that." Marty answers "Let him? Who the hell's gonna stop him?" Marty tells Michael that he just learned that Arthur's been calling the plaintiffs. Michael notices that Marty has Arthur's briefcase and remarks he's been looking for it. He then tells Marty he needs 80 grand. Marty assumes it's gambling related, but Michael explains it not that but the restaurant. He also tells Marty that he knows about the merger "whether I'm supposed to or not." Marty says there's nothing final on the merger. Michael tells him "That's why I'm asking you now. You're my meal ticket. Once you're out, it's me and Barry with strangers and I'm trying to explain what the hell I do."
Marty: Everybody knows how valuable you are. Everybody who needs to know.
Michael: I'm 45 years old and I'm broke. I've been riding shotgun for 12 years and I've got no equity. I'm sorry, I don't feel reassured.
Marty: Nobody told you to go into the bar business.
Michael: I only opened it so I'd have something else, a way out.
Marty: I had no idea you were so unhappy.
Michael: How many times did I ask you to put me back on a litigation team? How many times?
Marty: Anyone can go to court. What makes that so special?
Michael: I was good at it.
Marty: Wonderful. So are a lot of people. At this, what you do, you're great. For chrissakes Michael, you got something everybody wants. You have a niche. You made a place. You made a niche for yourself...."
Michael reminds him he didn't come for advice. Marty asks if he's threatening to not help with Arthur unless he gets the loan. Michael says he didn't say that. Marty responds "Maybe you should have." He adds "I don't know how you're gonna take care of this, but this is cancer. This is something, we don't get it reined in and cleaned up soon, everything's vulnerable. Everything."
Michael: What are you telling me?
Marty: That I'm counting on you. I'm telling you that by this time next week, Arthur will be under control, and everybody who needs to will have been reminded of your infinite value.
Michael: Jesus, Marty.
Marty: Hey, when did you get so fucking delicate?
Marty excuses himself, as Michael leaves we see Mr. Verne's man watching Michael, who picks up his son. Michael starts handing out missing posters with Arthur's face on them. Henry gets upset thinking he's going to miss the movie they'd planned. Michael pulls the car over, seeing Arthur on the street with loaves of French bread. He confronts Arthur, who tells him he's been collecting his thoughts before he called him back. Michael scolds Arthur, telling him he's tired of covering for him and then hearing he's contacted the girl in Wisconson. Arthur is shocked that Michael knows about the phone call. Michael reveals that Marty told him and Arthur realizes they tapped his phone. Michael warns him that they're going to take everything away. Arthur tells Michael the should have had him committed in Milwaukee where there was jurisdictional relevance. He tell him that in NY the "single determining criterion for involuntary incarceration is danger.Is the defendant a danger to himself or others?" He reminds Michael that "the last place you want to see me is in court." Michael reminds him "I'm not the enemy." Arthur asks "Then who are you?" and walks away.
Arthur watches a UNorth advertisement and we see Mr. Verne hearing it from his location. Arthur calls his voicemail at the office and addresses whoever's listening on his phone. He mentions "United Northfield Culcitate Internal Research Memorandum 229" and reveals that the study reveals they've discovered UNorth products is a "superb cancer delivery system." and would cost too much to re engineer, so they opted not to change the product." Mr. Verne plays the recording for her and she tells him "You have to contain this."
Mr. Verne: Contain?
Karen: Right. Well, that's my question. What are the..What's the option that we're looking at? Along those lines.
Mr. Verne: You're talking about the paper, the data? I don't....
Karen: Well, I'm wondering if there's some other option. I mean, something I'm not thinking of?
Mr. Verne: We deal in absolutes.
Karen: Ok. I understand that. I do.
Mr. Verne: The material, the papers, I'm not a lawyer. We try, we do what we can.
Karen: Well, the other way?
Mr. Verne: Is the other way.
Mr. Verne: Maybe you want to bring Don in on this?
Karen: No. This is nothing to do with Don. He's busy. Do you think it's doable?
Mr. Verne: Yeah, we have some good ideas. You say move, we move. If the ideas don't look so good, we back off, reassess...
Mr. Verne: Is that "Okay, you understand," or "Okay, proceed"?
We find Michael attending a birthday party for his father at his brother Gene's (Sean Cullen) house. Gene is a cop and has to leave to work his shift. Michael says he has to leave too, but Gene encourages him to stay since he doesn't visit often. The two of them discuss the situation with Tim and the trouble with the restaurant. Tim has told Gene that he's afraid to talk to Michael. Michael says "He should be." Gene mentions Tim's wife and kids and reminds Michael that "He's sick." He gets Michael to agree to stay for an hour.
When Arthur gets home, Mr. Verne and his assistant are waiting for him. They tase him by surprise and stage an overdose, injecting between his toes and leaving as soon as his pulse stops.
As Michael is leaving, Tim (David Lansbury) shows up. He tells Michael he's been sober for 8 days.Tim tells him all he thinks about is making it right. Michael suggests "Give Stephanie her tires back." In the car, Henry asks Michael "Is he crying? Because of drugs, right?" Michael answers "That, and everything else." Michael stops the car and tells Henry "Your Uncle Timmy, and I mean, on his best day, was never as tough as you. I'm not talking about crying or the drugs or anything. I'm talking about in his heart. You understand me? And all his charming bullshit, this Big Tim, Uncle, Boss bullshit, and I know you love him, and I know why. But when you see him like that, you don't have to worry, because that's not how it'll be for you. You're not gonna be someone that goes through life wondering why shit keeps falling out of the sky around them. I know that. I know it. Okay?" Henry nods. Michael gets the call about Arthur.
The cops tell him Arthur was a clear suicide. Michael attends the memorial service and runs into Marty and they discuss Arthur. Marty assures him he didn't push Arthur too hard. Marty starts to say how he feels about it, but stops himself because it's "too awful to say." Michael tells him it's alright and volunteers "We caught a lucky break." Marty agrees. Barry interrupts them and tells Marty that Don Jeffries wants Marty on the phone in half an hour. Michael is surprised at the idea that UNorth is planning to settle, but Barry tells him "It's their show."
Michael calls Anna's number, only to be scolded by Anna's mother. Apparently Anna came to New York to meet Arthur but ended up left at the airport. He realizes that Anna is still in New York and gets her location. Mr. Verne and his assistant (in the parking lot) witness Michael entering the hotel. Michael convinces Anna to let him in. Anna reveals that Arthur had promised to show her something that would win the whole case although he didn't say what it was. Michael asks her if she thought Arthur was disappointed because she told someone what he'd planned, but Anna assures him that she hasn't said anything to anyone at all as Arthur made her promise not to.
Michael asks his brother Gene to get a crime scene "seal" to restrict people from entering a location. Gene tells him the seal is more than a favor, and Michael assures him, no one will know where it came from. He then goes to Arthur's place, where there is already a seal in place and breaks in. Mr. Verne sees the light go on in Arthur's place from the street. Michael looks around, going through Arthur's papers. He notices the "Realm and Conquest" book on Arthur's table and picks it up. Flipping through it he notices an invoice from a printing company, in between pages, marked C.O.D. He puts the paper in his pocket. He hears the police yelling at him to freeze, so he puts his hands up, declaring "I'm a friend." He gets arrested and Gene gets him out. Gene is angry and repeats Michael's assurance that no one would know where the seal came from. Michael asks "Who called 911?" as the street was deserted and no one in the building saw him. Gene tells him "You got all these cops thinking you're a lawyer. You got all these lawyers thinking you're a cop. You got everybody fooled, don't you? Everybody but you. You know exactly what you are."
Michael stops at the print shop and finds the bound copies that Arthur ordered with Red covers marked "Summons to Conquest" (from Henry's book) He takes a look and realizes Arthur ordered 3,000 copies of Memorandum 229 confirming UNorth's knowledge of their product's effective cancer delivery qualities. He takes a copy, gives the clerk some cash and tells him to hang onto them and he'll pick them up next week. We see Mr. Verne's assistant enter the print shop after Michael leaves.
Karen meets with Mr. Verne who has a copy of the binders Arthur printed. He asks Karen if she knows Michael Clayton and tells her "We've got a situation." Michael gets to the office where Marty tells him they cut him a check but there will be some strings attached and Barry will have to be involved.
Michael: What if Arthur was on to something?
Marty:What do you mean? On to what?
Michael: UNorth. What if he wasn't crazy. What if he was right?
Marty: Right about what? That we're on the wrong side?
Michael: Wrong side. Wrong way. Everything. All of it.
Marty: This is news? This case reeked from day one. Fifteen years in, I gotta tell you how we pay the rent?
Michael: What would they do? What would they do if he went public?
Marty: What would they do? Are you fucking soft? They're doing it. We don't straighten this settlement out in the next 24 hours, they're gonna withhold 9 million in fees. Then they'll pull out the video of Arthur doing his flashdance in Milwaukee, they'll sue us for legal malpractice, except there won't be anything to win because the London merger will be dead and we'll be selling off the goddamn furniture.
Marty hands Michael a check and tells him they'll call it a bonus. He tells Michael he'll have a three year contract at his current salary. Barry shows up and tells Michael that they'll need him to sign a retroactive confidentiality agreement. He tells Michael "With everything you know about this place, the clients and people who work here, it makes it a little weird when you ask for 80 grand." Michael replies "If I was gonna shake anybody down Barry, I'd come to you and it wouldn't be for 80 grand. [looks at Marty] Is this him or is this you?" Barry says "Hey, If I'm wrong I apologize."
Michael: You're way the fuck wrong.
Marty calms them down, and Marty is told that Don Jeffries has arrived.
Michael heads to the restaurant to meet the bookie, who is surprised that Michael pays him the whole 75,000.00. He tells Michael "So, we're square then. No bad blood." Michael tells him "You're just doing your job. Take it easy Gabe." We see Michael at a backroom poker game. Mr Verne's assistant gets in Michael's car, while Mr. Verne keeps a lookout up the street. We realize that this is the same game from earlier in the film. Michael leaves the game and the assistant is still in his car. We see Karen in the restroom again as well.Mr. Verne's assistant works to hide something in the dashboard of the car. Verne sees Michael outside the building and tells his man to get out. He gets out just before Michael gets there. The assistant tells Verne "I didn't finish. It's in, but I don't know." On his way to see Mr. Greer, Michael's GPS starts acting strangely. Verne follows him, although the signal is loose. Michael passes Verne going the other way and they turn around to pick him up again. They lose him briefly and Michael gets out of the car to see the horses. Not realizing he isn't in the car they trigger the device. Michael throws all of his identification into the flames and runs through the woods.
We see Tim stopping in a parking lot, and Michael getting into Tim's car. Tim says "Thanks, Mickey." Michael says "Just get me out of here. At the law firm, we see everyone getting the news that Michael Clayton was killed with a car bomb. Marty looks very disturbed by the news. We see Karen giving the details of the proposed settlement, revealing that they have worked it out so that the tax write off for the settlement will end up paying for the settlement itself. Don takes over after Karen's presentation, and Karen leaves the room. She's surprised to see that Michael Clayton is waiting for her. He shows her the brochure that Arthur had printed.
Karen: I'm calling Marty.
Michael: Good. Good. Do it. That's a great place to start. Let's find out who told him that Arthur was calling Anna Keysersun. Let's find out who tapped those phones.
Karen: This memorandum, even if it's authentic, which I doubt, I highly doubt...
Michael: I know what you did to Arthur.
Karen: It's protected. It belongs to UNorth.
Michael: I know you killed him
Karen: It's attorney-client privilege.
Michael: See, now, that's just not the way to go here, Karen. For such a smart person, you really are lost, aren't you?
Karen: This conversation is over.
Michael: I'm not the guy you kill. I'm the guy that you buy. Are you so fucking blind you don't even see what I am? I'm the easiest part of your whole goddamn problem and you're gonna kill me? Don't you know who I am? I'm a fixer, I'm a bagman. I do everything from shoplifting housewives to bent congressmen, and you're gonna kill me? What do you need? Karen, lay it on me. You want a carry permit? You want a heads up on an insider trading subpoena? I sold out Arthur for 80 grand and a contract and you're gonna kill me?
Karen: What do you want?
Michael: What do I want? I want more. I want out. And, with this, I want everything.
Karen: Is there a number?
Michael: Ten is a number.
Karen: Ten? Ten what? Ten million? Where do you think I'm going to get ten million dollars?
Michael: You know what's great about this? Did you read it to the end? Did you see who signed it? Let's go in and ask Don Jeffries if he wants to pass the hat for a worthy cause.
Karen: This would have to be a longer conversation and would have to take place somewhere else.
Michael: Where? My car? Alright. I'm gonna make it easy. Let's make it 5. Five and I'll forget about Arthur.
Karen: Five is easier. yeah, five is something that we could talk about.
Michael: Good, and the other five is to forget about the 468 people that you knocked off with your weed killer.
Karen: Let me finish up this meeting. I'll talk to Don.
Michael: Do I look like I'm negotiating?
Don comes out of the conference and calls Karen. asking if everything is ok. She tells him it is.
Michael: Ten Million dollars. Bank of my choosing. Offshore. Immediately.
Michael: Say it!
Karen: Ten million dollars, your account, the moment this meeting is through.
Don calls her again, informing her that everyone is waiting. She tells him she's coming and tells Michael. "You have a deal." Michael tells her "You're so fucked."
Michael: You're fucked.
Karen: What do you mean?
Michael: Take a wild guess.
Don starts approaching and asks aggressively "Is there a problem?"
Karen: I don't understand.
Michael: Let me get a picture while I'm at it. [takes a picture with his phone]
Karen: You don't want the money?
Michael: Keep the money. You'll need it.
Don comes right up to them and asks "Is this fellow bothering you?"
Michael: AM I bothering you?
Don: Karen, I've got a whole board waiting in there. What the hell's going on. Who are you?
Michael starts walking away and says "I'm Shiva, the god of death."
Don tells security to grab Michael, but the police arrive and head for Don and Karen instead. We see Michael's brother Gene waiting for him. Michael asks "You get all that?" and Gene assures him that he did. Michael walks out to the street and grabs a taxi. He tells the cabbie, "Give me 50 dollars worth. Just drive." We watch Michael sitting in the cab while the credits appear.