Echoes of the Past: Steven Soderbergh and The Limey

illustration by Rachel Merrill

“Bide your time, and everything becomes clear, and you can act accordingly.”

We all have an existential relationship to time. Time does more than act as the metric for our lives’ duration and the arbiter of their endurance; time also lends itself to how we understand the lives we lead. Or, at least, so we hope. 

The quote above about biding one’s time is spoken by Wilson (played with gusto and subtle depth by the great Terence Stamp), the British ex-con who comes to America seeking revenge for his daughter’s death in Steven Soderbergh’s elliptical thriller The Limey (1999). It speaks to the common adage that life can only be lived forward and understood backward; that, with the passage of time, we can gain deeper and clearer insight of what’s come before—and, as Wilson posits, be more mindful of what’s to happen next. 

Living for the present + coming to grips with the past = a better future to come.

The only problem is that neither time nor our lives tend to work that way. Despite time’s supposed linearity and our desire to believe we’ve learned from past mistakes, time always has a way of coming back around. Time flattens, and the lessons we thought we learned—the episodes we thought we left behind—suddenly come and grip us from out of the past. As Magnoliaanother 1999 film—notes, we may be through with the past, but the past is never through with us. 

And it’s certainly not through with Wilson, whose mind can’t stop oscillating between his past and his present throughout The Limey

But let’s rewind the tape, because context is everything. Wilson wants everything to become clear; he wants to act accordingly. But biding your time isn’t the same as using your time—using it to learn, grow, and change—and Wilson comes to realize this distinction, tragically, too late. 


Here’s the thing: The Limey was not a financially successful movie. Made for $10 million and grossing just over $3 million, no metric can qualify it as a box office success. Even more surprising is that Soderbergh, a poster child of American independent cinema, didn’t make a single financially successful independent movie in the ’90s. 

We now know Soderbergh as one of the most unique, daring, and versatile directors in American cinema. But Soderbergh spent most of the 1990s—the decade defined by American independent cinema (which he was integral in popularizing)—living on the cusp of director jail. Soderbergh wasn’t initially known as a trailblazing auteur like Quentin Tarantino or Spike Lee, and he certainly wasn’t behind studio-driven box office hits. He was a guy releasing one disappointing film (critically, financially, or sometimes both) after another, and as the decade came to a close, his career was on the ropes. 

In 1989, Soderbergh came out swinging. His spectacular debut feature film, sex, lies, and videotape, helped transform American cinema. Made for just $1 million, it ended up grossing over $100 million1—and, if that kind of wild profit wasn’t enough, it also won the Palme d’Or at Cannes, the Audience Award at Sundance (then the U.S. Film and Video Festival), and a slew of other honors, including an Academy Award nomination for Soderbergh’s script. 

In the blink of an eye, Soderbergh went from filming a concert documentary for the prog rock band Yes and keeping score for televised game shows to leading the vanguard of the American independent cinema movement. You can even argue that sex, lies was the film that made this great period of cinema possible. 

sex, lies was the indie movie, and Steven Soderbergh, at just 26 years old, was the indie filmmaker. 

But that was in 1989. Then the calendar turned over, the ’90s began, and indie cinema boomed…but Steven Soderbergh did not.

Soderbergh followed sex, lies with a string of five financially and/or critically unsuccessful indie films—Kafka (1991), King of the Hill (1993), The Underneath (1995), Schizopolis (1996) and Gray’s Anatomy (also 1996). Let’s be clear, though, that the idea of success, or lack thereof, has to be taken with a massive grain of salt. There are some directors who come roaring out of the gate with their first feature, only to follow it with disastrous subsequent efforts. That wasn’t the case with Soderbergh. Both Kafka and King of the Hill are undeniably well-made and interesting movies; watching them, it’s evident that there’s still competency and artistry at work behind the camera. 

As for his fourth feature, The Underneath…well, The Underneath is where Soderbergh takes a rare wrong turn, and he’s admitted as much himself. It’s his nadir, if only from an artistic standpoint (though it was a low point commercially as well, as the movie earned back less than 10% of its budget). Soderbergh has discussed how lost he was during the making of this movie, detached and distanced from the process—a troubling thing from a director who has said that the reward of filmmaking is the process of making movies itself. 

Time can be cruel. It repeats, it lingers; it allows us temporal distance, but never mental distance. But we can also learn from it, if we choose. And Soderbergh did so choose. 

The Underneath was time doing what it does best—trapping us, making us feel like what’s come before is the only thing that’ll come again, and there’s no breaking the cycle. Soderbergh’s cycle was becoming clear and terrifyingly familiar: one well-made film after another, none of them able to find an audience. 

He had one choice: break the cycle, or let the cycle break him. 

And this is where Schizopolis—Soderbergh’s weird, wild, and daring 1996 film—enters the arena. Granted, Schizopolis also failed to find an audience, but it’s also the film where Soderbergh started to learn how to be, well, Soderbergh. He nuked everything he’d learned, everything he’d experienced, and went back to the basics, creating something that felt like it preceded sex, lies in terms of its rawness. Not content to simply bide his time, he shot Schizopolis cheap, fast, and lean, embracing his idiosyncrasies and carving out a new path for his future. 

And it’s why he was ready—just as the great decade of the ’90s was coming to a close—for his comeback, with the one-two punch of Out of Sight (1998) and The Limey (1999)


And yet—and yet—neither movie was commercially successful. The Limey only made back a third of its budget; Out of Sight earned more than it cost to produce, but it was a muted success, especially considering it was a summer release. Granted, time has been very kind to it; its reputation has shone brighter and brighter as the years have gone by, which has also buoyed its bottom line—a long tail Soderbergh’s other ’90s films have not had.  

Nonetheless, these are the exact movies Soderbergh needed to make. Time was catching up with him. 

The story behind Out of Sight is the stuff of legend: Soderbergh’s directing career was hanging on by a thread, as was George Clooney’s leading man career. Together, they combined to not only make the coolest, most stylish, and sexiest film of 1998 (and, ahem, the best Elmore Leonard adaptation of the ’90s), but they also formed a lasting partnership that would benefit them both for years to come. 

But then there’s The Limey, a comparatively smaller movie sandwiched between Soderbergh’s return to form with Out of Sight in 1998 and the pretty good year he had in 2000 (in which his films Traffic and Erin Brockovich were released to so much critical fanfare that he’d end up battling himself for Best Director of both, snagging an Oscar for Traffic).

The Limey is, on the surface, a revenge flick. You’ve got your Limey crook, Wilson, traveling from London to L.A. to investigate his daughter’s death and make everyone responsible pay. Pretty standard stuff. 

Soderbergh, however, armed with a newfound grasp on his own filmmaking identity—forged in the fires of Schizopolis and sharpened in the making of Out of Sight—transformed Lem Dobbs’s script into an existential meditation on time and memory, particularly the dangers of temporal passivity. To bide your time waiting for clarity is to cut the throat of your agency. Everything we are—everything we do—eventually comes back around again, and again, and again, and with devastating consequences; it’s a lesson Soderbergh learned over the course of his run of failures throughout the decade. The Limey is his glimpse into the other path—the path where, like Wilson, you don’t learn from what’s come before, and time comes to prey upon your own passivity.

Throughout The Limey, conversations overlap and scenes collapse into another, like a half-remembered dream of a place—as Peter Fonda (who plays the villainous Terry Valentine) says in the film, “When you were there, though, you knew the language.” If time is indeed a flat circle, then The Limey is the place where the circle both begins and ends, colliding so fiercely that it’s impossible to tell the two apart. 


It’s a movie that could’ve easily been less. This was 1999, after all, and any film with a gun in it—or even involving crime—existed in Quentin Tarantino’s nearly inescapable shadow. Like many movies that followed in Pulp Fiction’s (1994) wake, The Limey could’ve merely been an exercise in hollow style, try-hard dialogue, and empty posturing toward the effervescent goal of “cool.” But Soderbergh doesn’t take his cues from Tarantino, or from the pulpy exploitation cinema that gave Tarantino his cues. Instead, Soderbergh goes further back—he goes to John Boorman’s Point Blank (1967).

Like The Limey, Point Blank is—as Soderbergh himself said during the film’s excellent commentary track—”a memory film.” Both feature men stuck in time. In Point Blank, Lee Marvin’s Walker is trapped in the moment in which he was betrayed by his best friend Mal Reese (John Vernon) and left for dead on Alcatraz Island; Wilson, similarly, can’t stop drifting into his own past, when he had friends and happiness, and when Jenny (Melissa George), his daughter, was still part of his life. The cold grip of the past motivates both of their thirsts for revenge, but it also perverts it. Even when Walker’s gotten his payback against Mal, he can’t stop his path of violence. His life is ruled by the bitter moment of his betrayal; it’s a wave rolling out from his past into his present, only the wave never recedes. It just keeps pushing into Walker’s present, swallowing any future he may hope to have. 

Similarly, Wilson can’t stop circling back to his own past, distant and near. And when he does, the memories are fragmented; conversations begin in one location, shift to another, then end up where they began. This is, after all, how memory works: our recollections are unreliable and inconsistent, and Soderbergh and Sarah Flack’s editing is a representation of just that.2 Scenes may not make sense in a logical way, but they’re not after logic. The Limey is, instead, after a penetrative glimpse into a man’s mind as he tumbles back into his own past—unable, as Soderbergh fittingly said in the film’s commentary track, “to stay rooted in the present.”

More importantly, there’s an even deeper, and more devastating, effect to the film’s editing. All these scenes that start in one place and cut to another—the dialogue overlapping in-between—and then loop around to where they began carry a fatalistic sense of time. There’s a deeply bitter and rueful tragedy about ending right where you began, a fear Soderbergh surely experienced throughout his painful learning curve. 

Being unable to break time’s hold on you is an ailment Wilson suffers from, and it’s one Jenny suffers from as well. After all, her own past is the reason she becomes so furious with Terry—whom she was dating—when she uncovers his criminal activity. This man she loved and trusted has turned out to be just another version of her own father, the man she fled England to escape. 

And yet there Jenny is, miles and years separating her from her father, right back where she started. 

Her moment of reckoning with Terry plays out as a direct repetition of both her and Wilson’s past: She threatens to turn Terry in to the police; she goes so far as to hold up the phone and swear she’s going to call. It’s the exact same thing she did to her father, back when she was a child. Only Valentine isn’t Wilson; he’s a weak and frightened man, and he kills Jenny to protect himself. 

The lesson: bide your time at your own peril. Flee from the past—ignore it—but if you don’t reconcile with it, eventually, it will come back on you. It’s a lesson Soderbergh learned, but there’s also an awareness here that he could’ve been Wilson, standing on the shore against the pushing tide, realizing that the enemy was never an external force. The enemy, always, was your own self.

Wilson came to L.A. seeking truth, but what he wrought is tragedy. That’s the true tale of vengeance, something neither Wilson nor Walker learns until it’s too late. For Wilson, the truth he uncovers is a tragedy equal to losing his daughter: the knowledge that it’s his fault. At the end of the film, his gun trained on a helpless Valentine, Wilson learns the real cause of Jenny’s death. Without working to correct it, she couldn’t escape her past any more than he can escape his; like Walker, time is a wave that pushes out into Wilson’s life. It drags him back again and again and again, reminding him that he can never return to his past, but the past can certainly devastate his present. 

That wave of the past may capture some, but Steven Soderbergh remains just outside of its crest, watching it recede, armed with the knowledge of what came before and in full control of the power to craft what is going to come next. 

  1. This number varies. On the commentary track for sex, lies, Soderbergh says the movie grossed over $100 million, though other reports have the box office tally as low as $40 million. He could be accounting for home video sales.
  2. Soderbergh has said that post-production on The Limey was a “nightmare.” The film wasn’t written as Soderbergh cut it, and the initial cut, with all of Soderbergh’s jumping around in time, was supposedly incomprehensible. It was a difficult editing process, and Soderbergh says, now, that whenever he’s having troubles in post, he can always assuage himself by saying “Well, at least it’s not The Limey.