Michael Clayton: I'm not the guy you kill. I'm the guy you buy! Are you so fucking blind that you don't even see what I am? I sold out Arthur for 80 grand. I'm your easiest problem and you're gonna kill me?

[from trailer]

Michael Clayton: You are the senior litigating partner of one of the largest, most respected law firms in the world. You are a legend.

Arthur Edens: I'm an accomplice!

Michael Clayton: You're a manic-depressive!

Arthur Edens: I am Shiva, the god of death.

Michael Clayton: Do I look like I'm negotiating?

Michael Clayton: I am not the enemy.

Arthur Edens: Then who are you?

Arthur Edens: Michael, I have great affection for you and you live a very rich and interesting life, but you're a bag man not an attorney. If your intention was to have me committed you should have kept me in Wisconsin where the arrest report, the videotape, eyewitness reports of my inappropriate behavior would have had jurisdictional relevance. I have no criminal record in the state of New York, and the single determining criterion for involuntary commitment is danger. Is the defendant a danger to himself or to others. You think you got the horses for that? Well good luck and God bless, but I'll tell you this: the last place you want to see me is in court.

Michael Clayton: I'm not the enemy.

Arthur Edens: Then who are you?

[first lines]

Arthur Edens: 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 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-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... 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-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.

Arthur Edens: Yes! Here we are, all together. Is everyone listening? 'Cause this is the moment you've been waiting for, a very special piece of paper, so let's have a big, paranoid, malignant round of applause... for United Northfield Culcitate Internal Research Memorandum #229! June 19th, 1991. "Conclusion: The unanticipated marketing growth for Culcitate by small farms in colder climates demands IMMEDIATE cost-benefit analysis." Hah. Would you like a little bit of legal advice? NEVER let a scientist use the words "unanticipated" and "immediate" in the same sentence. Okay? Okay. "In-house field studies have indicated small, short-season farms dependent on well water for human consumption are at risk for toxic, particulate concentrations at levels significant enough to cause serious human tissue damage." Well, this is a long way of saying that you don't even have to leave your house to be killed by our product, we'll pipe it into your kitchen sink. "Culcitate's great market advantage that it is tasteless, colorless, and does not precipitate, has the potential to mask and intensify these potentially lethal exposures." Now, I love this. Not only is this a great product, it is a superb cancer delivery system. "Chemical modifications of Culcitate product, or the addition of a detector molecule such as an odorant or a colorant, would require a top-down redesign of the Culcitate-manufacturing process. These costs, while assumed to be significant, were not summarized here." Which, loosely translated, means "it's going to cost a fortune to go back on this, and I'm just an asshole in a lab, so could someone else PLEASE make the decision?" "CLEARLY, the release of these internal research documents would compromise the effective marketing of Culcitate, and MUST be kept within the protective confines of United Northfield's trade secret language." You don't need me... to tell you what that means. Goodbye!

[last lines]

Taxi driver: So what are we doin'?

Michael Clayton: Give me fifty dollars worth. Just drive.

Karen Crowder: Who's this guy they're sending here? Clayton? I never heard of him.

Maude: Michael Raymond Clayton. Born September 9, 1959 St. Joseph's Hospital, Bronx, New York. Father is NYPD patrolman Raymond Xavier Clayton. Mother, Alice Mary Clayton. Graduates Washingtonville Central High School, Orange County, New York in 1977. Graduates St. Johns University 1980. Fordham Law, '82. Eighty-two through Eighty-six he's ADA with the Queens District Attorney's office. And 1986 he's with the Joint Manhattan Queens Organized Crime Task Force. And then in 1990 he starts with Kenner Boch and Ledeen.

Karen Crowder: So he's a partner?

Maude: No. He's listed as "special counsel." Says he specializes in wills and trusts.

Karen Crowder: He goes from criminal prosecution to wills and trusts? He's been there seventeen years and he's not a partner? This is the guy they send? Who is this guy?

Marty Bach: We've got 600 attorneys here. We've got to find out who's an expert on psychiatric commitment statutes.

Michael Clayton: I can tell you who that is: Arthur.

Michael Clayton: You're so fucked. Here let me get a picture while I'm at it.

Michael Clayton: Mr. Greer, you left the scene of an accident on a slow week night, six miles from a 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 for a god damned referral.

Michael Clayton: I don't know what Walter promised you but...

Mr. Greer: A miracle worker. That's Walter on the phone twenty minutes ago. Direct quote, okay, "Hang tight, I'm sending you a miracle worker."

Michael Clayton: Well he misspoke.

Mr. Greer: About what? That you're the firms fixer? Or that you're any good at it?

[explodes in anger]

Mr. Greer: The guy was RUNNING. In the STREET! You take that, you add the fog, you add the light, you add the... the angle. What the fuck is he doing running in the middle of the street at midnight? You answer me that, huh?

[Mrs. Greer throws a glass across the room, there's a long pause]

Mr. Greer: What if someone had stolen the car? Huh? Happens all the time.

Michael Clayton: Cops like hit and runs. They work them hard and they clear them fast. Right now there's a DCI unit pulling paint chips off a guard rail. Tomorrow they're going to be looking for the owner of a custom painted hand rubbed Jaguar XJ12. If the guy you hit, if he got a look at the plates? It won't even take that long.

[the phone rings]

Michael Clayton: There's no play here. 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: [points to the phone] That's the police isn't it?

Michael Clayton: No. They don't call.

Karen Crowder: You don't want the money?

Michael Clayton: Keep the money. You'll need it.

Don Jefferies: Is this fellow bothering you?

Michael Clayton: Am I bothering you?

Don Jefferies: Karen, I've got a board waiting in there. What the hell's going on? Who are you?

Michael Clayton: I'm Shiva, the God of death.

Michael Clayton: What can I tell you? Don't piss off a motivated stripper.

Michael Clayton: You're my meal ticket, Marty. If you leave, it's just me and Barry in a room and I'm trying to explain what the hell it is I do around here.

Henry Clayton: What?

Michael Clayton: Your uncle Timmy, and I mean this, on his best day, is never as tough as you. I'm not talking about crying or drugs or anything like that. I'm talking about in his heart. In his heart. Do you understand me? And all this 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's going to be for you. You're not going to be one of these people who goes through life wondering why shit keeps falling out of the sky around them. I know that. I know it. OK?

[Henry nods]

Michael Clayton: I see it every time I look at you. I see it right now. I don't know where you got it from, but you got it. OK?

Michael Clayton: [phone rings] Hold on...

Michael Clayton: What if Arthur was onto something?

Marty Bach: What do you mean? Onto what?

Michael Clayton: U North. What if he wasn't crazy, what if he was right?

Marty Bach: Right about what? We're on the wrong side?

Michael Clayton: Wrong side, wrong way. Anything. All of it.

Marty Bach: This is news? This case reeked from day one. Fifteen years in I gotta tell you how we pay the rent?

Michael Clayton: But what would they do, what would they do if he went public?

Marty Bach: What would they do? Are you fucking soft? They're doing it! We don't straighten this settlement out in the next twenty four hours, they're gonna withhold nine million dollars in fees. Then they're gonna pull out the video of Arthur doing his flashdance in Milwaukee, they're gonna sue us for legal malpractice. Except there won't be anything for them to win, because by then the merger with London will be dead and we'll be selling off the goddamn furniture!

[hands Michael an envelope]

Marty Bach: That's eighty. We're calling it a bonus. You've got a three year contract, that's your current numbers, that's assuming this all works out.

Arthur Edens: I just need to make my thoughts a little bit more precise. That's, that's my goal.

Michael Clayton: As good as this feels, you know where it goes.

Arthur Edens: No. No, no, you're wrong. What makes this feel good is that I don't know where it goes.

Arthur Edens: I look up and Marty's standing in my office with a bottle of champagne - he tells me we just hit thirty thousand billable hours on U-North and he wants to celebrate. An hour later, I'm in a whorehouse in Chelsea and two Lithuanian redheads are taking turns sucking on my cock. I'm laying there, I'm trying not to come, I'm trying to make it last, right? So I start doing the math - thirty thousand hours, what is that? Twenty-four times thirty - seven hundred twenty hours in a month, eight thousand seven hundred and sixty hours per year...

Michael Clayton: Arthur...

Arthur Edens: Wait! Because it's YEARS! It's lives! And the numbers are making me dizzy, and now I'm not just trying not to come, I'm trying not to THINK! But I can't stop. Is that me? Am I just some freak organism that's been put here to eat and sleep and spend my days defending this one horrific chain of carcinogenic molecules? Is this my place?

Michael Clayton: You promised me, Arthur.

Arthur Edens: Is that it, Michael? Is that my grail? Two Lithuanian mouths on my cock? Is that the correct choice to the multiple choice of me?

Barry Grissom: Look. I agreed to this, OK? But there's rules now. You want the contract, you're signing a confidentiality agreement; it's gonna be bulletproof, and it's gonna be retroactive. Because Marty's too nice to say it, but with everything you know about this place and the clients here and the people who work here, it makes it a little weird when you come in and ask for 80 grand.

Michael Clayton: If I was gonna shake anybody down, Barry, I'd come directly to you, and it wouldn't be for 80 grand.

[to Marty]

Michael Clayton: Is this him, or is this you?

Barry Grissom: Hey, if I'm wrong, I apologize.

Michael Clayton: You're wrong. You're way the fuck wrong!

Barry Grissom: So there you go.

Henry Clayton: It's really happening.

Arthur Edens: Yeah, It is happening, isn't it? Something larger than themselves and they're not ready, are they to hear it?

Henry Clayton: Yeah. But later they will.

Karen Crowder: This is a three billion dollar class action lawsuit. In the morning, I have to call my board. I have to tell them that the architect of our defense was arrested for running naked in the street. What sickness is he talking about?

Michael Clayton: Uncle Timmy- and I mean this- on his best day, he was never as tough as you. And I'm not talking about crying or the drugs. I'm talking about in his heart. You understand me?

Henry Clayton: Okay.

Michael Clayton: Big Tim... Uncle Boss... all his charming bullshit. And I know you love him. And I know why. But when you see him like this, you don't have to be afraid, because it's not how it's gonna be for you. You're not gonna be one of those people who goes through life wondering why shit keeps falling out of the sky around them. You have some real steel in you, Henry. Inside. I see it every time I look at you. I see it right now.

[tries to smile]

Michael Clayton: I don't know where the hell you got it from, but you got it.

Interviewer: So, with all that pressure and workload, how do you keep a balance between work and life?

Karen Crowder: Balance?


Karen Crowder: I think that's, um, that's something that you search for your whole life, isn't it? Um,

[Scene cuts to Karen getting ready]

Karen Crowder: It's a shifting balance, really. It's, um, you know. You try to, um...

[She stops, rubs her temples, then the scene cuts again to when she's more fully dressed, looking in the mirror]

Karen Crowder: When you really are enjoying what it is you do, who needs balance? There's your balance! There's your balance. When you're really enjoying what it is you do, there's your balance.

Marty Bach: [to Clayton] Hey! When did you become so fuckin' delicate?

Player #2: You don't remember me, huh? We played a couple of times at that lamp place. On Bowery. That guy's showroom. All the lamps and shit?

Michael Clayton: Galaxy

Player #2: That's it. You had that restaurant you opened, right? On Franklin? 'Cause my old partner bid that job, the plumbing. You don't remember me?

Michael Clayton: I remember.

Player #2: I lost a lot of weight since then.

Michael Clayton: You bought some hair.

Player #2: Yeah, with your money.

Marty Bach: And if it's nostalgia? "Oh boy you should've seen me when I was a D.A. back in Queens." Let me give you a serious piece of advice. Leave it there. God forbid you're not as good as you remember because I've seen that happen too.

Marty Bach: [on a cell phone conversation] Marty Bach, how can I help you?

Bridget Klein: Marty, hi. It's Bridget Klein. Look, we're going with a story tomorrow about a settlement in the U-North defoliant case. Do you want to comment?

Marty Bach: The case you're referring to is now as it has been for the last six years: Pending and unresolved. Until such time as our client has their day in court, and the plantiffs come to their senses and drop the suit, I'll have nothing of value to tell you.

Bridget Klein: Come on Marty, you're closing the U-North case, you're settling it, I know that. Okay? I know you're up there with like 600 people jamming this thing through.

Marty Bach: Well, here's what I know: Your deadline was twenty minutes ago. So either you're 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.

[he hangs up]

Marty Bach: Where the fuck is Karen Crowder?

Michael Clayton: I don't know. It could be a number of things.

Karen Crowder: Well, give me one.

Michael Clayton: Frostbite.

Karen Crowder: [shocked] You think this is funny!

Arthur Edens: [on the phone with Anna Kaiserson] Isn't it what we wait for? To meet someone... and they're, they're like a lens and suddenly you're looking through them and everything changes and nothing can ever be the same again.