Film / Too Big to Fail

"The plane that we flew in on this morning was leased from AIG... Construction downtown, AIG! Life insurance, 81 million policies with a face value of 1.9 trillion! Billions of dollars in teachers' pensions. It's everywhere! You want too big to fail, here it is!"

— United States Secretary of the Treasury Henry Paulson

Too Big to Fail wasn't just the infamous phrase we heard a lot during the economic crash of 2008. It is also a 2011 HBO television movie directed by Curtis Hanson that is a dramatization of New York Times reporter Andrew Sorkin's account of the events that transpired from July 2008 till October 2008 when the decision to bailout all major banks was made. The dramatization serves as a near 90 minute long How We Got Here from the perspective of US Treasury Secretary Henry "Hank" Paulson and his staff.

The movie also initially follows Lehman Brothers CEO Dick Fuld (James Woods) as he tries and ultimately fails to save his bank. All steps are taken including an attempt to sell the bank piecemeal to several banks. The movie explores the stock market crash of mid-September 2008, what role Lehman's failure played in it, and how the impending failure of insurance MegaCorp AIG pushed the economy over the edge. The movie also explores the ancillary role that the presidential election campaigns played during the crisis. The final part of the movie goes into the rationale behind the controversial Troubled Assets Relief Program (TARP), which bailed out the banks.

The movie had an All-Star Cast, including William Hurt as Paulson, Paul Giamatti as Federal Reserve Chairman Ben Bernanke, and Billy Crudup as New York Federal Reserve President (and future Treasury Secretary) Timothy Geithner. Also appearing are Bill Pullman as JP Morgan Chase CEO Jamie Dimon, Tony Shalhoub as Morgan Stanley CEO John Mack, Matthew Modine as Merrill Lynch CEO John Thain, Cynthia Nixon as Treasury Department spokeswoman Michelle Davis, Topher Grace as Paulson's Chief of Staff, Jim Wilkinson, Ayad Akhtar as Paulson's deputy secretary Neel Kashkari, and Kathy Baker as Paulson's wife Wendy.

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The movie contains examples of:

• Ain't Too Proud to Beg: Hank Paulson literally goes down on one knee before a group of Democrat politicians, begging them not to leave the TARP negotiations just because John McCain has rallied the Republicans on the other side of the issue.
  • According to Sorkin's book, this happened in Real Life, and despite the seriousness of the situation, several onlookers found something darkly comical about the "towering" Treasury Secretary (Paulson is 5'8"/1.71m) kneeling before the much shorter (5'5"/1.65 m) Nancy Pelosi, who even tried to make a joke of it:
    "Hank, I didn't know you were Catholic."
• All for Nothing: The TARP bailout saved the banks, but didn't stabilize the market or the economy. Stocks didn't recover until mid 2009, unemployment hit 10%, underemployment also soared, and the banks just held on to the bailout money instead of lending it out so access to credit would recover and returned it at their earliest possible opportunity. Second and third order effects of the crash are still being felt today.
  • Lampshaded in the film's final lines: even as Bernanke and Paulson breathe a sigh of relief that TARP has passed, they admit to each other that they can do little except hope that the banks use the money the way the government wants them to. Paulson says, "of course they will" with a brittle smile; he's lying and he and everyone else in the room knows it.
  • Subverted in that Bernanke is not wrong in saying that if they had done nothing at all, the fallout would have been much, much worse.
• An Offer You Can't Refuse: Ten banks - Goldman Sachs, JP Morgan Chase, Morgan Stanley, Citibank, Bank of America and Merrill Lynch, State Street, Wells Fargo, are forced to accept the TARP funds as a loan. While Paulson can't legally obligate them to take the loans, he threatens them with the possibility that if even one bank refuses the help, the market will see nine banks that are supposedly close to failure, panic and collapse the entire economy. Paulson then states that in this nightmare scenario, Treasury will have to impose even worse conditions on them, either via bankruptcy restructuring or nationalization. They all fall in line.
• Answer Cut: At the end of his first meeting with his staff, Paulson asks in some exasperation, "So you're saying, with the full weight of the United States Treasury behind me, all I can do is call Warren Buffett?" Cut to him on the phone with...
• Appeal to Force: Paulson says that if the Big 5 banks don't help Lehman by buying its toxic assets, "we will remember those who were not helpful".
• Artistic License – History: While most of the characters resemble the people in real life, Senator Richard Shelby of Alabama doesn't sound at all like someone from the South, nor does the real Shelby have gray hair or wear glasses as the one in the film does.
• Audience Surrogate: Michelle Davis occasionally slides into this role. Other times, she acts like a typical political spin doctor.
• Bad Cop/Incompetent Cop: Chris Cox, the head of the SEC, is supposed to be the banks' regulator and keep situations like this from happening, but seems to consider any form of government intervention bad, even if the alternative is financial Armageddon. Lampshaded by Paulson, when Cox is still reluctant to order Lehman to file for bankruptcy, even after Paulson ordered him to:
  You guys are like the gang that can't shoot straight. This is your job.
  • Even when he makes the call, Cox's language is the exact opposite of forceful; he tells Dick Fuld and Lehman's Board of Directors that the government, really, really wants them to file for bankruptcy, but admits he can't give them a direct order to do so. Fuld is understandably confused.
• Big Applesauce: Not surprising, considering that the movie is about large banks.
• Benevolent Boss: Paulson is this with his staff.
  • When Paulson, Bernanke, and Geithner urge John Mack to consider merging Morgan Stanley with JP Morgan, Mack responds that the immediate consequence of such a merger would be the layoff of somewhere between 15,000 and 20,000 Morgan Stanley employees. When Bernanke suggests that such a sacrifice might have to be paid to preserve the system as a whole, Mack hangs up on them.
• Both Sides Have a Point:
  • Dick Fuld gripes about how bankers and Wall Street are always acceptable to mark, but the real blame should lie with the "nimrod" homeowners who eagerly accepted credit to buy houses (and other things) they knew they couldn't afford;
  • Paulson and Wilkinson explain to Michele Davis that the lenders, under pressure from the banks, went "bottom feeding" and deliberately targeted poorer, uneducated people who naturally believed that the "experts know what they're doing";
• The Comically Serious: Ben Bernanke is quite funny even though he is talking about potential financial Armageddon, all in a completely serious tone of voice.
  Bernanke: (over breakfast) Lehman's down another ten percent.
  Paulson: You're not gonna let me get down a single bite, are you?
  Bernanke: This is why I have oatmeal.
  • At the climax of the film, when Paulson is trying to convince the bank heads to accept capital infusions under TARP:
    I don't really understand why there needs to be so much tension about this. The country is facing the worst economy since the Great Depression. If the financial system collapses, it will take every one of you down.
  • The crowning line, when he and Paulson are strategizing before the meeting with Congressional representatives to approve TARP:
    Paulson: The only way to get them to agree to this is to scare them shitless.
    Bernanke: That shouldn't be too hard. I'm scared shitless myself.
• The Chains of Commanding: Being Treasury Secretary during the worst financial crisis since the Great Depression isn't easy on Hank Paulson. And it doesn't get any easier as the movie goes on. Even in the end, he isn't so sure the TARP bailout will work.
  • Lampshaded in the book, which openly stated that, for the purposes of dealing with the financial crisis, Paulson was the federal government's response; President Bush and Vice President Cheney were spectators.
  • The SEC chairman Chris Cox's failure to stand up to pressure like Paulson makes him look less competent than what his job implies, and little more than an Obstructive Bureaucrat.
• Condescending Compassion: As part of his pitch to convince the Korean investors to buy Lehman's worthless real estate holdings, Dick Fuld says that he "hate[s] to see you miss out on a great deal." The condescension practically dripping from his tone doesn't help, and no one in the conference room except Dick is surprised when the Koreans nix the deal and leave:
  Ming: We have looked at them.
  Fuld: Then you're not looking at them the right way!
• Darkest Hour: Even after bailing out AIG, the market plunge just... won't... stop! No matter how much money the Fed and Treasury try to inject into the market, it just will not stop the downward trend. Paulson can't sleep and is despondent that the whole financial system will collapse.
• Deer In The Head Lights: How Chris Cox is described when he fails to tell Lehman to file.
• The Ditz: Hooooo boy, Dick Fuld!
  • His first idiotic move is to refuse a pretty good asking price from Warren Buffett, not realizing that his company stock is in a tailspin.
  • His next blunder is to waltz in on a delicate negotiation underway between his COO and a group of Korean investors. The COO had carefully negotiated a deal in which the Koreans would only buy Lehman's good assets, with the bad real estate assets being spun off into a shell company and liquidated separately. Fuld comes in and tries to convince the Koreans to buy his real estate assets too, undoing all the work his COO had done. Understandably, the Koreans are furious and walk out.
  • Bank of America comes sniffing around. They are not quite interested, but still show up. Fuld never tries to ease their concerns and "sell" his bank's worth. Instead he just sits there and grumbles about Paulson not giving Lehman a bailout like Bear Sterns got.
• Drowning My Sorrows: Dick Fuld's last scene is of him hearing of the bailout of AIG while holding a glass of liquor, seething over how he wasn't bailed out.
• Dude, Not Funny!:
  • While dressing for a formal function, Dick Fuld quips that all the blame for the current crisis lies with the "nimrods" who not only bought houses they couldn't afford, but leveraged those houses to buy even more things they couldn't afford; Joe Gregory laughs politely, but he's the only one;
  • Over breakfast with Bernanke, Paulson mentions that he spoke with Alan Greenspan (Bernanke's predecessor as Chairman of the Federal Reserve), who said the easiest way of solving the housing crisis was for the government to buy up all the vacant homes and burn them ^note  thus decreasing inventory and driving the price of remaining homes back up. Paulson tries to smile, acting as if Greenspan was joking, but neither of them can fake a laugh.
• Dude, Where's My Respect?: Paulson and Bernanke, two of the most experienced economists in the country, know that they've succeeded in averting an all-out meltdown of the U.S. economy, but know they'll still get slaughtered in the press and by public opinion for failing to prevent the crisis altogether, and for directing their relief efforts towards the banks (who don't want or need the money the government is loaning them) instead of the ordinary citizens being hardest hit by the recession.
• Enemy Mine: How the CEOs of the leading bankers view the weekend meeting with Paulson at the Federal Reserve to bail out Lehman Brothers. Paulson re-emphasizes that the fallout from Lehman's failure will affect them as well. This is lampshaded by Jamie Dimon:
  Dimon: You're asking us to save a competitor. Let's not act like you're doing us a favor.
• Experienced Protagonist: Paulson is the US Treasury Secretary, the top financial person in the entire federal government. And just so you don't forget, his previous job as Goldman Sachs CEO is brought up over and over.
  • Ben Bernanke was an economics professor at Princeton before being appointed to chair the Federal Reserve; he hoped that his lifetime study of the Great Depression would remain academic, but no such luck.
• The Fettered: Both Paulson and Bernanke are extremely uncomfortable with bailing out institution after institution, with no legislation. In their view, they can't act like behind-the-scenes puppet masters pulling the strings, not in a democracy.
  • Paulson also refuses to use drugs Wilkinson gave him and dumps them in the toilet.
• A Fool and His New Money Are Soon Parted: Paulson and his deputies explain to Michele Davis that, in order to generate more profits from selling mortgage loans, the banks pressured the lenders to give out more loans, even if it meant lending to homebuyers with poor credit and no capital for down payments. Naturally, Wilkinson says, the buyers assumed that if they were being given the loans, that must mean they could afford their new houses. They were proved catastrophically wrong when home prices fell.
  • Likewise, Fuld is not entirely wrong when he says the homebuyers should have known better than to overextend themselves, even with flimsy credit being offered to them.
• From Bad to Worse: Lehman's share price drops 30%, then it drops from mid sixties to low twenties, then a deal with Korean investors falls through, then Bank of America walks away, opting to buy Merrill Lynch instead. Then the stock price hits single digits, then a deal with Barclays in the UK goes up in smoke. Finally Lehman is forced to declare bankruptcy and completely liquidate all its assets, effectively dying.
  • The U.S. economy also suffers from this. First, the number of homeowners defaulting on their mortgages rises, then the number of foreclosures increases. Then a number of small non-bank mortgage lenders go under, then larger companies such as Countrywide Financial go under and get bought up by big banks, then Bear Stearns has to sell itself to Chase, then Fannie Mae and Freddie Mac book losses, forcing the government to nationalize them. Then Lehman collapses, followed by Merrill Lynch getting swallowed up by Bank of America. Finally AIG is on the brink of going down, taking the whole financial system with it, forcing the government to act to stabilize it.
• Godzilla Threshold: Different people have their own impressions of what that threshold (financially speaking) is. The banks think that Bear Stearns' collapse was it, Geithner, Obama and the Chinese government think it is Fannie and Freddie failing, Christine Lagarde the French Finance Minister thinks it is Lehman's failure. Lloyd Blankfein, the CEO of Goldman Sachs, thinks the threshold is hit when Jeffery Immelt, the CEO of GE, calls Paulson. Paulson thinks the threshold has been reached with AIG's imminent collapse. Wilkinson and Kashkari thinks it hasn't been reached yet.
• Greed: The root cause of the financial crisis, in at least three major ways explained by Paulson and his deputies to Michele Davis, who is supposed to explain this all to the press in a way they can understand:
  • The banks were making huge profits selling mortgage-backed securities (i.e., bundles of other people's debt) to investors, so they pressured the lenders to issue even more loans, even to buyers with poor credit and no capital;
  • After accumulating massive amounts of debt as "assets", the banks had their risks insured, so they could clear the debt from their books and give themselves the margin to keep investing, and keep making profits;
  • The insurance companies, including AIG, agreed to insure these massive debts because the transactions generated hundreds of millions of dollars in premiums and annual fees;
  • When a horrified Davis asks what she is supposed to say when the media asks her why there was no government regulation in place to prevent the impending crisis, Paulson's answer is a blunt, "no one wanted to. We were making too much money."
• Gunboat Diplomacy: One of Paulson's early solutions is to ask Congress for temporary funding to bail out Fannie Mae and Freddie Mac, reasoning that just having that authority will calm the markets without him actually having to use it: "They need to think I've got a bazooka in my pocket." A few weeks later, in Beijing, a Chinese official points out to Paulson that Fannie and Freddie's stocks are still in freefall, and suggests that "carrying that bazooka around has not helped matters." Back in Washington, over breakfast with Bernanke, Paulson admits that the federal government has to take more direct action, and Bernanke deadpans, "[t]urns out a bazooka is not that useful unless you fire it."
• Head-in-the-Sand Management: No matter how bad things get, Dick Fuld refuses to believe just how close to the brink Lehman is, repeating over and over again that "real estate will come back", and all he has to do is hang tough and wait out the storm:
  Lehman is not Bear Stearns. We have a great business. Real estate will come back. I am not fucking giving this company away!
  • When Lehman's board finally votes to declare bankruptcy, Fuld votes with them, but his face shows he honestly can't understand how things came to this.
  • During the initial meeting at his home with his staff, Paulson ruefully acknowledges that all of the proposed solutions for averting the impending crash are hastily-prepared and imperfect, because "we're late. We've been late on everything."
• Hero of Another Story:
  • Barack Obama and John McCain, who are only briefly mentioned a few times, with the latter also being shown from behind, were contesting the US Presidency with each other. That battle is depicted in a different HBO movie, Game Change.
  • Erin Callan, the woman Wall Street thought was a joke, would go on to have her own compelling story of displacement, divorce, depression, fleeing to the Hamptons to get away, finding a new love in a retired firefighter and 9-11 hero, attempted suicide and eventual recovery. That could have inspired a dramatic movie too.
  • Jamie Dimon would go on to become the Villain Of A Different Story, with the LIBOR London Whale trading scandal.
  • Timothy Geithner would go on to succeed Paulson as U.S. Treasury Secretary under the Obama administration.
  • Christine LaGarde was, in 2008, the first woman to be appointed France's Finance Minister; she would go on to be the first woman appointed as President of the European Central Bank (in 2011), and as managing director of the International Monetary Fund (in 2019).
• Hope Spot: There are multiple hope spots for Lehman, but Dick Fuld's incompetence ensures that none of them work. When Warren Buffet makes an offer, Fuld turns him down due to an inflated sense of Lehman's worth. When Korean investors come to the negotiating table, and it looks like the new COO has made a deal that works, ^note  The toxic real estate assets would be spun off into a different company which would eventually dispose of them, either by government assistance or by sitting and waiting till home prices eventually recovered. The Koreans would only buy Lehman's good non-real estate assets. Fuld blunders in and forces the Koreans to nix that. Barclay's Bank comes looking for a deal, but an Obstructive Bureaucrat kills that deal too.
  • Before Dick Fuld rejected Buffett's offer, he rejected Paulson's (and the U.S. government's) offer of cash (maybe in the form of capital injection).
• How We Got Here: The whole movie is about the TARP bank bailout. A beginning montage showed how real estate prices ballooned up, then a series of news reports show the subprime mortgage crisis and the Bear Stearns bailout. The reason for the subprime mortgage crisis is explained in detail midway through the movie.
  • In the book, President Bush asked those exact words during a meeting with Paulson and Bernanke, but Paulson refrained from giving the lecture that occurs in the film because it would take too long;
• I Did What I Had to Do: John Thain gets Bank of American to buy Merrill Lynch instead of Lehman Brothers during the weekend session with the Federal Reserve. The justification was that Merrill Lynch was next to fall with no bailout from the government or other bankers.
  • Paulson inadvertently foreshadows this when describing Thain as "...a pragmatist. He knows that if Lehman goes, Merril's next." Well, Thain's job isn't to help Lehmen survive, soooo....
• If I Wanted You Dead...: A Chinese official tells Paulson over a dinner that the Russians proposed a joint move that would effectively torpedo the U.S. economy, but the Chinese declined.
  Bernanke: Was it a threat?
  Paulson: No, no, a friendly reminder. That with a single phone call to Moscow they could take down the entire U.S. economy.
• Ignored Expert: Erin Callan urges Dick Fuld to consider Warren Buffett's investment offer, pointing out that not only do they badly need the capital, but Buffett's name will instantly push the stock price back up; Fuld refuses to listen:
  You know, I don't care who he is. I am not spending $360 million a year for the pleasure of doing business with him.
• The Insomniac: Paulson does not sleep very well, if at all, during the crisis.
• Insistent Terminology:
  Jim Wilkinson: Okay, but the Bear Stearns bailout created...
  Michelle Davis: Please don't call it a "bailout."
  Jim Wilkinson: Okay, the Bear Stearns "large purchase assistance package"...
• Irony:
  • The media makes endless references to the fact that, before the crisis, Paulson pushed for banking deregulation, and throughout the film, Paulson quickly becomes a very fierce regulator of Wall Street. Paulson shows multiple times that he is aware of the irony.
  • The British regulator's motivation for rejecting the Lehman deal is to bring stability and confidence to the British financial system. The British financial system implodes due to Lehman going bankrupt.
  • Dick Fuld makes a valid point that people bought houses they couldn't afford, and then leveraged those houses to buy additional things they couldn't afford, and now it's the banks that have to handle the fallout. This goes over like a lead balloon when you realize that banks bought loans they couldn't afford, and then leveraged those loans to make more loans, in essence using assets they didn't really have to buy things they couldn't afford.
• It's All About Me:
  • Dick Fuld is very self-centered.
  • Presidential candidate John McCain has shades of such behavior when the TARP bill is brought before Congress. He suspends his campaign ostensibly to "solve" the crisis, but Paulson and his staff think he is looking to opportunistically take some credit. The bill was ready to go, but McCain apparently walked in and demanded it be stalled just so he could add his footprint to it.
• Jerkass: Lehman CEO Dick Fuld.
• Jerkass Has a Point: For all the blame the banks got for pushing subprime mortgages, the fault of the customers who overextended themselves financially can't be ignored. Dick Fuld's statement below may be dickish but correct.
  Dick Fuld: People act like we're crack dealers. Nobody put a gun to anybody's head and said, "hey, nimrod, buy a house you can't afford, and you know what? While you're at it, put a line of credit on that baby and buy yourself a boat."
  • John Thain too. He convinces Bank Of America to buy Merrill Lynch instead of Lehman, thus preventing Lehman from being saved, but he explains that he has responsibilities as the leader of a group whose situation is almost as bad as Lehman's.
• Just Before the End: The movie depicts the slow collapse of the world wide economy and the desperate efforts of various government officials to prevent an economic apocalypse. They just barely manage to do so, but the after effects are almost as bad.
• Kid Has a Point: Warren Buffett is at Dairy Queen with his granddaughters when Blankfein's latest urgent call comes through. At first he refuses to answer it, but one of the girls points out that it might be important.
• Knight in Shining Armor: McCain wanted to be this (or at least present himself as this) when he suspended his Presidential campaign and rushed back to Washington, D.C. to ensure that TARP would pass. To the frustration of Neel Kashkari and Jim Wilkinson (both lifelong Republicans), "McCain wanted to swoop in and save the day, but doesn't have any idea how to do it." Since McCain is screwing up the delicate bipartisan negotiations at a moment when the government cannot lose a second, Paulson takes McCain aside to shut him up, then begs (literally on bended knee) the Democratic representatives not to abandon the negotiations. According to an interview published in Game Change, one of McCain's long-time friends summed up his actions thus: "If you're going to come riding into Washington on a white horse to slay a dragon, you better have the dragon tied up and tranquilized and ready to die. You don't come in and not slay the dragon and walk out with a whimper."
• Lecture as Exposition: Paulson and his deputies explain the mechanics of the subprime lending crisis to Michelle Davis, who will explain it to the media as a lecture. A lecture that will avoid lines like "shitbag mortgages," AIG being "dumb," and lack of regulation because "We were making too much money."
• Let's See YOU Do Better!: Paulson tells this to Wilkinson regarding his decision to take over AIG, openly stating that AIG is too big to fail and that if Wilkinson has a better idea, he would happily hear it.
• Layman's Terms: When the reason for the 2008 crisis starts to be described at Minute 57 to Michelle Davis (an experienced politician, but not an expert on banking systems) and audience, Hank Paulson tells Kashkari, "She has to do this in English. Start with the homeowners."
• Mass "Oh, Crap!": The Congressional members Paulson and Bernanke meet with when discussing TARP visibly show shock when they are told how fast the economy will collapse if they don't agree with TARP.
• The Matchmaker: Paulson and Geithner deprecatingly refer to themselves as "eHarmony", as they try to propose mergers between the major Wall Street firms that will prevent the entire financial system from imploding.
• Memetic Mutation: Happens In-Universe. Before the crisis, the phrase "too big to fail" was used to mean a bank or other company was so large and so well-capitalized that it might have a bad year, but it was all but impossible for it to collapse completely, and certainly not overnight, so it was an exceptionally secure investment. By the time of the crisis, the five largest investment banks on Wall Street have started to tip over like dominoes, beginning with Bear Stearns and followed shortly by Lehman Brothers. As Paulson and his staff acknowledge, the phrase "too big to fail" has taken on an entirely different meaning - the banks are holding the keys to millions of people's financial futures, which means they are so big they cannot be allowed to fail, and the government has no choice but to bail them out.
• Mis-blamed: invoked
  • Dick Fuld repeatedly blames Lehman's plummeting stock price on short-sellers who are undermining shareholders' confidence in the company, not on the fact that his company's portfolio is laden with toxic assets being affected by the housing market crash.
  • The Big 5 bank CEOs and the French Finance Minister Christine Lagarde lay into Paulson for forcing Lehman to declare bankruptcy. The bank heads are livid because a British regulator didn't unfreeze Lehman's assets, preventing their clients from selling off whatever Lehman stock they had. They blame Paulson for not handling this detail with the British before he made Lehman file. Lagarde rips him for allowing Lehman to fail in the first place, as many European institutions had invested in it. They are blaming the wrong person, as it was actually Lehman's job to negotiate these details of their own bankruptcy proceeding. Lagarde doesn't realize that multiple attempts were made to save Lehman, and they all failed due to Dick Fuld's dickishness or their sheer financial weakness.
  • Lagarde's complaint may be political in nature - one step Paulson never ever considered was to nationalize Lehman, which is something many other developed nations do to save an ailing company. The USA hasn't nationalized a company since the 1970s, when AmTrak was created.
  • When the news of Bank of America chose to buy Merrill instead of Lehman reaches his ear, he blames the Federal Government instead of the responsible actor John Thain.
    Dick Fuld: Wait a minute, wait a minute. The Federal government (raises his voice) is snaking my deal? I CANNOT FUCKING BELIEVE THIS SHIT.
• Never My Fault: Dick Fuld never ever accepts any responsibility he might have for the crisis.
• Nice Job Breaking It, Hero: Paulson's decision to leak the news that he will not bail out Lehman backfires disastrously, as it sends away any potential for a deal. Bank of America makes clear to Paulson that they wont buy Lehman unless he assures it.
• Not Even Bothering with the Accent: Christine Lagarde who is supposed to be French, speaks English with a German accent.
• "Not So Different" Remark: At the Beijing Olympics, Paulson and a Chinese official share a laugh over Paulson - the former CEO of the biggest (at that time) investment bank in the United States - posing with the flag of a communist country. Then the discussion moves to the vulnerability of the U.S. markets, and the Chinese official suggests that the government needs to take a more active role in managing the economy, even if doing so is anathema to the concept of free market capitalism. Paulson internally acknowledges the irony that he is being forced to do just that, contrary to his earlier anti-regulation views.
  Even in the U.S., it seems, the relationship between the government and private industry isn't so simple.
• Obstructive Bureaucrat: Barclay's government regulator Sir Callum McCarthy. Just when it looks like a deal has been made in which Lehman's good assets will be sold to it, while the "Big 5" American banks buy up the worthless real estate assets, after a lot of arm twisting from Paulson, this regulator denies Barclay permission to do the deal, saying "We don't want to import your cancer!" This forces Lehman to file for bankruptcy and liquidate themselves completely. But this regulator doesn't stop there. He freezes Lehman's stock, preventing shareholders from quickly divesting themselves off it. This inability to short sell Lehman's soon-to-be worthless stock causes them to panic and sell all their other stocks, causing the market to plummet instead of stabilize.
  • The SEC chairman Chris Cox starts spouting Strawman Political platitudes about the "proper role of government" when Paulson yells at him for not forcing Lehman to file for bankruptcy before the worldwide markets open.
• Oh, Crap!: Plenty from Paulson once the fallout from Lehman's bankruptcy escalates. First the market drops, then the shares of the other major banks drop. Then AIG gets downgraded. One of the biggest is from Paulson and Blankfein when Jeff Immelt calls the former and talks about how the fallout is affecting GE and Main Street.
• Precision F-Strike: Paulson does not swear, let alone show visible emotion, but when he hears that Chris Cox is not forcing Lehman to file for bankruptcy, he furiously declares "Son of a bitch!", before furiously urging Cox to convince Lehman to file.
• Real Politik: While Hank discusses the financial crisis with the Chinese Minister, the Minister reveals the Russians wanted to coordinate with the Chinese government to sell off all their Fannie and Freddie stock simultaneously, nuking the American Economy to Great Depression levels - or worse. Hank looks like he's about to have a heart attack then and there, but the Minister assures him Beijing said no to that plan. It was bad for business.^note  The plan would have left the Chinese without a market to sell their goods, effectively shooting themselves in the foot, face, and heart if they went along with the idea. But it was also a "friendly reminder" that China did possess that nuclear option.
• Rousing Speech: SEC chairman Chris Cox tries an Appeal to Flattery but it falls on deaf ears. Jamie Dimon gives one that convinces the other banks to pool in money and buy Lehman's worthless assets. Pity it was too late.
• Running Gag: While Paulson and his deputies try to explain the mechanics of the subprime lending crisis to Michelle Davis, who in turn must spin it to the media, they keep making disparaging statements about greedy lenders, stupid borrowers, and the government's own lazy assumption that everything was hunky-dory. After each statement, they say "You'll work on..." - i.e., spinning the statement to sound less disparaging:
  Neel Kashkari: The banks knew securities based on shitbag mortgages were risky...
  Henry Paulson: You'll work on "shitbag"...
  Neel Kashkari: ...So to control their downside, the banks started buying a kind of insurance... The banks insure their potential losses to move the risk off their books, so they can invest more, make more money.
  Henry Paulson: And while a lot of companies insured their stuff, one was dumb enough to take on an almost unbelievable amount of risk.
  Michele Davis: AIG.
  Jim Wilkinson: And you'll work on "dumb"...
  
  ...
  
  Michele Davis: The whole financial system? And what do I say when they ask me why it wasn't regulated?!
  Henry Paulson: No one wanted to. We were making too much money.
  Wilkinson: You'll work on, "We were making too much money."
• Russian Reversal: Paulson jokes that he doesn't know if Vikram Pandit is running Citibank, or if Citibank is running him.
• Sadistic Choice: Paulson admits to his staff that the banks are at fault for the current crisis, but he has no choice but to bail them out because letting them fail will mean disaster for millions of ordinary Americans - even if the bailout will not only let the banks escape the consequences of their conduct, but likely encourage them to precipitate another crisis in the future.
• Sarcasm Mode: Jim Wilkinson asks if the federal government intends to nationalize AIG (an international mega-corporation) and run it like it runs the Post Office, "'cause, you know, that works great!"
• Scare 'Em Straight: Paulson and Bernanke openly admit that the only way they convince Congress to pass a bailout bill is to make it clear that the consequences of not doing so would be much worse.
  • During the meeting, Bernanke reminds the assembled Senators and Congressmen that he has studied the Great Depression his entire life, and can say with absolute certainty that if they don't act immediately, what happened in the 1930s will happen again, only worse.
• Sir Swears-a-Lot: Dick Fuld. His very first utterance is a Precision F-Strike. And then he just keeps on going.
• Slave to PR: This is mentioned multiple times. Initially, people think that Paulson will have to bailout Lehman, as they think that the fallout and ensuing bad press, not to mention the prior loss of Bear Stearns and Fannie and Freddie, would make Paulson try to avoid another major bank loss in an election year. Paulson by very stark contrast, tires of the news believing he will bail out Lehman, arguing he does not have the legal authority, and openly tells Bernanke that he cannot be "Mr. Bailout".
• Stress Vomit: Paulson suffers a bout of this late in the movie.
• Title Drop: when Paulson angrily tells Wilkinson that the government cannot afford to let AIG fail the way they allowed Lehman Brothers to collapse.
• Tranquil Fury: Paulson is livid with Cox when he fails to push Lehman to file, but the only thing that indicates his anger is his tone of voice.
• You Have GOT to Be Kidding Me!:
  • The Korean investors’ response when Dick Fuld barges in on carefully conducted negotiations ^note Lehman’s COO had negotiated a deal with Korean investors in which all the toxic real estate assets would be spun off into a separate holding company, while the Koreans would only purchase the good assets. The holding company would continue to book losses that wouldn’t be borne by the Koreans, and would be liquidated later. and tries to convince them to buy the entirety of Lehman including its worthless real estate assets.
  • Paulson's look when SEC Chairman Chris Cox finally calls Lehman's Board of Directors... and tells them that he can't and won't order them to file for bankruptcy, but the government really, really wants them to.
  • Paulson has a heated talk with Senator McCain as Davis, Kashkari, Wilkinson, and Jester look on in horror.
    Wilkinson: He's not... threatening the Republican presidential nominee, is he?
  • However, Paulson's staff have the same reaction to McCain's antics, dramatically suspending his presidential campaign and rushing back to Washington to shepherd TARP through, only to go "apeshit" on learning that the bill is all but finished, and demanding that the Republican representatives start over, apparently unable to credit that anything could get done without his input:
    Kashkari: It's a hundred-page piece of legislation that we've been working on for days! Did he think they were just gonna sit around and spitball?
    • In Real Life (according to an interview published in Game Change), Jim Wilkinson (a lifelong Republican) was so aggravated by McCain's antics, and his lack of preparedness during his limited participation in the TARP negotiations, that he wrote the Senator's campaign, asking for his contribution back, and cast his vote for Obama.
  • Michelle Davis perfectly sums up the end result of all their hard work to get TARP passed, when the banks refuse to accept conditions on how they use the money the government is loaning them:
    They almost bring down the U.S. economy as we know it, but we can't put any hooks on the $125 billion we're loaning them because... they might not take it?
• Zillion-Dollar Bill: John Mack refuses to consider merging Morgan Stanley with JP Morgan, because other investors, including Mitsubishi, are considering deals with him. In Real Life, Mitsubishi agreed to bail out Morgan Stanley; ordinarily the money would have been wire-transferred, but banks were closed on Columbus Day and Morgan Stanley was literally hours away from collapse, so Mitsubishi sent a courier with a physical check for $9,000,000,000.00 (that's "billion" with a "b"). According to Sorkin's book, the Morgan Stanley executive who accepted the check nearly had a nervous breakdown (despite being fully briefed in advance on what he was receiving), and had to walk very carefully into the firm's Wall Street offices to deposit the check in the secure vault.