More of a mystery, perhaps, is what indie king Steven Soderbergh is doing directing such a mainstream film. Soderbergh practically single-handedly sparked independent films’ upswing with his 1989 film sex, lies, and videotape. Since then he’s made a movie about Kafka and one about a 12-year-old boy set during the Depression, and he taped a Spalding Gray monologue and came out with an indescribable comedy titled Schizopolis.

Whatever the reason, Soderbergh gives Out of Sight a little street cred, though movies, like this one, based on Elmore Leonard novels (Get Shorty, Jackie Brown) have been doing all right on their own lately. The Soderbergh touch here is his use of freeze-framing so that that little piece of the character gets stuck in your head.

Like the other Elmore Leonard works, there are a multitude of characters – cool bad guys, really bad guys, the schmuck, the tough-as-nails woman – and a convoluted scheme. In this case, Foley has broken out of a Florida jail determined not to grow old there. Armed with information regarding uncut diamonds, he and former jail-mate Buddy (Ving Rhames) head to Detroit for the score. Complicating matters is Karen, who’s on his trail and on whom Foley’s got a serious crush. Plus, there’s the doofus stoner Glenn (Steve Zahn) who blabbed about the job to the mean ex-con Snoopy (Don Cheadle), who wants in on the deal.

The heist is secondary to what’s building up between Foley and Karen. Foley (a role that perfectly suits Clooney) is the suave con, even-tempered and crafty. But the pull of Karen makes him prone to risky behavior. For her part, Karen is confident, knows how to fill a skirt and work a shotgun. Yet her attraction to Foley corrupts her judgment. They have a system working where Foley walks right into her hands and she lets him go until their next meeting, and so on.

George Clooney and Ving Rhames in Out of Sight.