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Mark Ruffalo stars as Robert Bilott in director Todd Haynes's Dark Waters.

Mary Cybulsk/Focus Features

  • Dark Waters
  • Directed by: Todd Haynes
  • Written by: Mario Correa and Matthew Michael Carnahan
  • Starring: Mark Ruffalo, Anne Hathaway and Bill Camp
  • Classification: PG; 126 minutes


3 out of 4 stars

There are two real-life mysteries at the heart of Dark Waters. The first is how the new film uncovers the misdeeds of chemical giant DuPont, which got away with poisoning a West Virginia town for decades. By following the 15-year battle of Cincinnati lawyer Robert Bilott and tracing his careful and measured approach to uncovering the truth, the film tells a deeply upsetting horror story about corporate malfeasance. But it is the aforementioned second mystery that makes Dark Waters such an enticing, and eventually satisfying, prospect: What is art-house favourite Todd Haynes doing directing a seemingly straight-ahead legal thriller?

Todd Haynes goes off into uncharted territory with the DuPont legal thriller Dark Waters

New in theatres this week: The gripping The Two Popes, thoughtful Honey Boy and thrilling Dark Waters

Haynes’s involvement at first sideswiped me; here was a director who made his career by working in the independent sphere, with an emphasis on outsider storytelling and queer themes. But on closer inspection, Haynes’s films mostly follow a pattern that would naturally lead him to Dark Waters – it’s yet another traditional cinematic form that he’s intent on inverting. Haynes has already flipped our ideas of the documentary (Poison), melodrama (Far From Heaven, Carol) and biopic (Superstar: The Karen Carpenter Story, I’m Not There). He even tried, with less success, to resurrect and then subvert the silent film (Wonderstruck). Haynes has been inching toward wading into Dark Waters for some time now, even if it was never wholly obvious.

Dark Waters follows Bilott's 15-year battle to uncover the misdeeds of chemical giant DuPont.

Mary Cybulski/Focus Features

It’s a good thing, too, as Bilott’s meticulously waged crusade could have well been sluggish were it in the hands of a lesser filmmaker. At the beginning of Haynes’s film, Bilott (Mark Ruffalo) is a successful lawyer on the opposite side of audience sympathies; he’s just made partner at a firm that specializes in helping chemical companies navigate regulations and lawsuits. But then poor West Virginian farmer Wilbur Tennant (Bill Camp), a long-ago friend of Bilott’s grandmother, comes knocking, asking for help in his fight against the company he believes is responsible for killing hundreds of his cattle. Soon, Bilott is deep in weeds composed of affidavits and subpoenas, his office transformed into a morgue of DuPont reports and memos.

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Bilott’s story is a serious one and demands a responsible retelling. Fortunately, Haynes finds a way to do so without mistaking such a weighty task as an excuse to be plodding or bone-dry procedural. Many of his scenes are shot from claustrophobic and unsettling perspectives: a towering stack of DuPont records captured from a single fly-on-the-wall angle, or an uneasy long shot across downtown Parkersburg, W. Va., where DuPont’s name is plastered on every piece of public space. Haynes uses a cinematic language here that speaks, loud and clear, to the suffocating forces that Bilott finds himself up against.

There is also, unusual for the whistle-blower genre, an admirable restraint in Dark Waters. I get a migraine thinking of what someone more hyperbolic, say an Oliver Stone, might do with this material. Instead of giving into the obvious rage of the situation, Haynes gives his story exactly two moments of righteous indignation – including one speech from Bilott’s boss, slickly played by Tim Robbins, that recalls the best and most ferocious moment of Michael Mann’s The Insider – but otherwise lets the facts, and Bilott’s tenaciousness in discovering them, speak for themselves.

As Bilott's boss Tom Terp, Tim Robbins gets a fiery speech to rival the best moment of Michael Mann's The Insider.

Mary Cybulski/Focus Features

Not as surprising is Haynes’s focused control over his cast. Ruffalo, a noted activist, clearly identifies with Bilott’s struggle against The Man, but there is a distinctive lack of hero-worship to his performance. Ruffalo’s Bilott is admirable, sure, but also self-obsessed and so prone to internalizing his rage that it curdles him from the inside out. Ruffalo allows us to see this souring in subtle shades until it’s all-consuming. Camp is given similar latitude as the put-upon Tennant, but there’s a sense that it’s the actor in this case, not necessarily the director, who is able to turn a gruff-hick stereotype with a funny well-hey-der-misser voice into something more deeply felt. I’m also fairly sure Anne Hathaway would’ve been great in the role of Bilott’s wife, Sarah, were the script interested in giving her much of anything to do.

In interviews with others similarly befuddled that Haynes would take such a conventional-seeming detour here, the filmmaker pointed to a long-standing love of similar Take the System Down Cinema: Silkwood, The Parallax View, All the President’s Men and The Insider. Dark Waters never reaches the paranoia-soaked heights of those films, but it will make you mad as hell. So angry, even, that you might wonder why no one has given this opportunity to Todd Haynes before.

Dark Waters opens Nov. 29 in Toronto, Montreal and Vancouver, and across the country Dec. 6

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