Continuing Films

ABOUT A BOY -- (Grade: A) In Will, a smarmy British bachelor who joins a single-parents' club as a way to meet women, actor Hugh Grant finds a screen character perfectly matched to his own unique b

ABOUT A BOY — (Grade: A) In Will, a smarmy British bachelor who joins a single-parents' club as a way to meet women, actor Hugh Grant finds a screen character perfectly matched to his own unique blend of cultured arrogance and foppish personality traits. Grant's natural performance enhances the film's frequent, comic moments. He also gives its melodrama a sheen of credibility. Directors Paul and Chris Weitz (American Pie) made the perfect choice in casting Grant as the lead in their adaptation of Nick Hornby's novel. Still, nobody would have guessed that Grant would end up making About A Boy the standout performance of his career. The film's core joke is that 38-year-old Will is incapable of committing to a relationship with anyone. He's an "island" by choice. But that doesn't stop a single-parent's club member's 12-year-old son, Marcus (Nicholas Hoult), from choosing Will as his surrogate father. The comic catch: Can Marcus turn Will into a grown-up? The dramatic payoff is funny, heartfelt and engaging.

— SR (Rated PG-13.)

AUSTIN POWERS IN GOLDMEMBER — (Grade: D) The loudest laughs come in the first few minutes of Austin Powers in Goldmember, the third and least creative film starring Mike Myers' time-warped British secret agent Austin Powers. Goldmember's opening joke revolves around a movie-within-a-movie gag involving a Hollywood version of Powers' life story. Each of the blockbuster's surprise celebrity cameos is worth a few chuckles. Afterwards, Powers offers some on-set advice to the film's uninterested director, then breaks into one of his groovy, group dance numbers that's as loony as anything in India's "Bollywood" musicals. Goldmember's downward slide begins after its gag-heavy plot involving Powers' larger-than-life dad, Nigel Powers, played by larger-than-life veteran actor Michael Caine, and a disco-obsessed villain named Goldmember (also Myers), kicks into gear. This time, Powers' comic missteps outnumber his slapstick hits. A relentless parody of long-time Brit spy James "007" Bond, Goldmember faces the same challenges that confront all movie sequels. Basically, it's hard to come up with something original and better than what's been seen before. Like Bond himself, Powers is looking worn and uncreative in Goldmember. The one person who makes Goldmember worth watching is Powers' new girl Friday. As Foxxy Cleopatra, a blaxploitation baby pulled straight out of 1975, Beyonce Knowles flashes a winning smile and firecracker personality that matches perfectly with her long legs and towering Afro. In fact, Cleopatra is the only Goldmember addition that's an improvement on past Powers characters. — SR (Rated PG-13.)

BAD COMPANY — (Grade: D) Veteran director Joel Schumacher returns to the screen with the type of formulaic action movie that's derivative at best. Bad Company stars Anthony Hopkins as a seasoned CIA agent paired with Chris Rock, playing a CIA agent and his punk twin brother. In Bad Company, high-concept storytelling means guessing every plot surprise before it happens. Its overly slick photography turns bland and familiar. Supporting player Peter Stormare provides Bad Company with some brief thrills as the creepy Russian villain, but his on-screen time is too short to salvage the movie. — SR (Rated PG-13.)

BEARS — (Grade: B) In Bears, a likable OMNIMAX film from the production team at the National Wildlife Federation, the popular myth of the bear meets Mother Nature. The three species of bears found in North America (Black, Brown and Polar) are given the spotlight. The educational focus clarifies some common misconceptions, but the moving images of playful cubs, protective mother bears and the hungry predators fishing for salmon provide a more complete understanding of a bear's complex life. Bears tells an engaging lesson, complimented with low-key humor and the music of Lyle Lovett. — ttc (Unrated.)

BEAUTY AND THE BEAST — SPECIAL EDITION — (Grade: A) Disney's last, great animated musical returns in a special giant screen format in honor of its 10th anniversary. Beauty and the Beast, directors Kirk Wise's and Gary Trousdale's enchanting love story, looks especially stunning thanks to print restoration, a newly mixed score and reformatting for IMAX screens. A six-minute musical sequence featuring the song "Human Again" distinguishes this "Special Edition" from its 1991 counterpart. Not that Beauty and the Beast needed any additional magic. Disney's tale of a beautiful girl (Paige O'Hara) restoring love to a cursed beast (Robby Benson) ranks as a true Disney Classic. Watching it recently at the Firstar IMAX theater, I can't help but imagine what it was like for 1937 audiences to see Snow White and the Seven Dwarfs in an opulent movie palace. A decade after its initial release, Disney has found a format worthy of Beauty and the Beast's larger-than-life fantasy. — SR (Rated G.)

THE BOURNE IDENTITY — (Grade: B) Here are a few key plot points in director Doug Liman's (Go) smart adaptation of Robert Ludlum's spy novel. There is a body floating in the Mediterranean with two bullets in the back. A top secret safety deposit box contains international currency, fake passports and a gun. At the center of this mystery is a man reborn with no memory. But he has a killer instinct that will aid him on his run across Europe with a beautiful girl (Franka Potente) and her vintage Mini Cooper. What a life. But the question is: Who is Jason Bourne? In The Bourne Identity, Jason Bourne is none other than Matt Damon. The Bourne Identity never gets lost in overly plotted techno-thrills thanks to stellar support from Chris Cooper, Brian Cox and Clive Owen, an actor who should be at the top of every budding spy franchise wish list. Damon's blank, all-American face and intelligent eyes make his Bourne a man audiences will be content to see finally come in from the cold. If this outing is successful, maybe Bourne will get the chance to warm up a bit more in a movie sequel. — ttc (Rated PG-13.)

CHANGING LANES — (Grade: D) Imagine a Charles Bronson revenge fantasy with Samuel L. Jackson as the fiery ball of righteous fury. Add Ben Affleck as a Tom Cruise stand-in caught up in a legal/moral logjam à la The Firm. Doyle Gipson (Jackson) finalizes a loan to purchase a house to keep his ex-wife and sons from leaving him as part of a custody plan he has prepared to present. Hotshot Wall Street lawyer Gavin Banek (Affleck) seeks to wrestle sole control of a multimillion dollar philanthropic fund from a community board. An accident on the freeway between Gipson and Banek alters their plans and uncorks their all-too-human rage. In an attempt to restrain it's own lust for revenge, the story succumbs to its own highly implausible pretzel logic. This day-on-the-road-to-hell is too full of good intentions for its own good. — ttc (Rated R.)

THE COUNTRY BEARS — (Grade: D) Actors in radio-controlled bear suits are the stars of director Peter Hasting's family comedy. While I admire The Country Bears for skipping digital effects for a more low-budget presentation, there is little to recommend about its story. Beary Barrington (voice of Haley Joel Osment) is a teen-age bear who leaves home after figuring out that he's adopted by his human family. He travels to Tennessee to meet up with his musical heroes, The Country Bears, a Country Western band that broke up years ago. Beary believes reuniting the County Bears for a special concert will bring purpose to his life. It will also stop a villainous banker (Christopher Walken) from tearing down the bears' concert hall.

A pint-sized version of The Blues Brothers movies, The County Bears comes briefly alive during its musical numbers. Unfortunately, there aren't enough jokes to sustain its flimsy story. Walken is only worth a few laughs. Before long, the bear suits also begin to wear thin. — SR (Rated G.)

THE CROCODILE HUNTER: COLLISION COURSE — (Grade: F) Director John Stainton's lazy, action comedy has no interest in engaging beginnings, exciting middles or satisfying endings. Content with re-creating "Crocodile Hunter" Steve Irwin's TV documentaries, The Crocodile Hunter: Collision Course barely qualifies as a feature film. Writers Stainton and Holly Goldberg Sloan create a lulling plot involving Irwin, his wife Terri, a missing spy satellite and a pair of CIA agents who want the satellite back. Irwin possesses big-screen worthy charisma. His slapstick tussles with snakes, lizards and crocodiles provide the film's few laughs. Still, Irwin's good-ol' boy humor fades quickly without a story to support his aw-shucks personality. Irwin's aimless shenanigans are too moronic for adult audiences. More importantly, the slapstick gags are too infrequent to hold a child's attention. I didn't think I would ever says this, but the awful Crocodile Hunter: Collision Course makes fellow Aussie Paul "Crocodile Dundee" Hogan's comedies look somewhat entertaining. — SR (Rated PG.)

EIGHT LEGGED FREAKS — (Grade: D) The only surprise worth mentioning about director Ellory Elkayem's clumsy homage to B-horror movies is how a movie filled with giant spiders fails to pack one credible scare or one loud laugh. Eight Legged Freaks boasts the goofball talents of David Arquette and he twitches admirably as an Arizona mine owner battling mutated spiders. I like the way Arquette mumbles his dialogue and stumbles his way through scenes. Still, Arquette's slackerish persona fails to hold Eight Legged Freaks afloat. Two scenes hint at the film's pulpy potential. Early in the film, a group of boys use their motocross bikes to escape from some jumping spiders. Near the film's climax, the spiders attack the townspeople who have gathered in an abandoned shopping mall. Like many of today's would-be blockbusters, Eight Legged Freaks has too many visual effects engineers and not enough screenwriters. — SR (Rated PG-13.)

THE EMPEROR'S NEW CLOTHES — (Grade: A) The best argument for abolishing the categories of leading man and character actor is veteran performer Ian Holm. His face is familiar, thanks to numerous film roles and a long stage career, but his name is lesser known. The Emperor's New Clothes, a warmhearted romance about Napoleon Bonaparte's final years, deservedly puts Holm in the spotlight with a dual-role performance. Part of almost every scene in the film, Holm, as lively at age 71 as he ever was, gives The Emperor's New Clothes an energetic boost. Director Alan Taylor would have us believe that that Napoleon Bonaparte did not die in exile on the island of St. Helena in 1821. Instead, a secret plot by French loyalists had a lookalike switch places with Napoleon, allowing the real Emperor to return to Paris. The loyalists' plan hits a snag when the double, a destitute sailor named Eugene (played by Holm with ample comic zest), refuses to give up playing the Emperor. Waiting to resume his political authority, Napoleon's plan takes a drastic turn after he meets a pretty widow, Pumpkin (Iben Hjejle), who offers him room and board.

Intimate and character-driven, The Emperor's New Clothes takes full advantage of Holm's robust presence. Wisely, Taylor emphasizes romance over thrills, allowing Holm to give Napoleon a softer side. Still, the best compliment one can give Taylor's period romance is that it's hard to imagine anyone other than Holm playing Napoleon. — SR (Rated R.)

ENIGMA — (Grade: A) The egghead cometh! Dougray Scott (Mission: Impossible 2) plays Tom Jericho, a code-breaker for England during WWII, whose fling with a mysterious compatriot indicts him in a sticky web of treason and murder. Jericho must crack the German code to win the war and solve his lover's disappearance to save himself. Kate Winslet is along for the ride as the homely Hester Wallace, Jericho's only friend. Enigma is a whip-smart mystery and perfect counter-programming to the whiz-bang summer blockbuster. It's a film built on a snappy script by the brilliant Tom Stoppard (Shakespeare in Love) and able direction from Michael Apted (Enough). Watching the war plot line escalate just as Jericho's personal mystery becomes unraveled is one of the more engaging moments in film this year. — RP (Rated R.)

ESPN'S ULTIMATE X — (Grade: B) With the help of skateboarder Tony Hawk and Moto X rider Carey Hart, writer/director Bruce Hendricks creates that rare Large Format film that breaks out of the hum-drum, educational film genre. Stuffed with dazzling photography of the 2001 Summer X Games in Philadelphia, a fast-paced showcase of skateboarding, BMX biking, Moto X and street luge competitions, and a thumping soundtrack that mixes Rock classics from Black Sabbath with songs from Alternative bands like Sum 41 and Foo Fighters, ESPN's Ultimate X is a fast and fun chronicle of the world's top actions sports athletes. — SR (Rated PG.)

FULL FRONTAL — (Grade: A) The oddest film Julia Roberts has ever starred in, will ever star in, is director Steven Soderbergh's "unofficial" sequel to his 1989 debut, sex, lies and videotape. Roberts and Soderbergh make a wonderful, unlikely pair. She, the pretty actress with the ear-to-ear smile, gave recent Soderbergh films Erin Brockovich and Ocean's Eleven their commercial clout. He, on the other hand, gives Roberts much-needed, dramatic credibility. Roberts plays things straight in Full Frontal, appearing in two roles no less. In "Rendezvous," the movie within Full Frontal, Roberts plays magazine reporter Catherine, opposite Blair Underwood as her interview subject, the actor Nicholas. Full Frontal's "real" story, a day in the life of actors Francesca (also Roberts), Calvin (also Underwood) and their Los Angeles friends unfolds in the grainy glory of a handheld video camera. These distinct looks help us zero in on the film's flip-flopping story line. For Soderbergh, after taking a creative breather with the breezy fluff that was Ocean's Eleven, Full Frontal is a natural extension of the aesthetic risks he showed in Traffic. In fact, Full Frontal is the chancier, more adventurous film. Traffic might have flipped its story from Tijuana to Cincinnati to Washington, D.C., but its storytelling stayed on a straight-and-narrow path. For Full Frontal, screenwriter Coleman Hough adapts his stage play into two reality-shifting stories that grow more challenging with each subsequent scene. Full Frontal might be hard to follow at times, but there isn't one moment when you regret taking its criss-crossing ride through Los Angeles' show-biz community. — SR (Rated R.)

GLADIATOR — (Grade: A) Russell Crowe grabs hold of Gladiator's popcorn matinee hero with a searing intensity. Maximus, a Roman general who's forced into slavery, offers Crowe plenty of opportunity for bravado. Maximus' only desire is to return to his family, but the dying emperor, Marcus Aurelius (Richard Harris), wants Maximus to assume his mantle of power. It's a decision that throws the Emperor's son Commodus (Joaquin Phoenix) into a jealous rage. Maximus is caught off guard by Commodus' treachery. But vengeance arrives for Maximus via his newfound fame as a gladiator. Moviemaking loses something when it's a copy of a copy of a copy. Gladiator saves itself from lopsided comparisons by standing on the merits of its own timeless hero. — SR (Rated R.)

HALLOWEEN: RESURRECTION — (Grade: F) Director Rick Rosenthal manages only one good scare in this uncreative follow-up to 1998's Halloween: H2O. Part of the problem is that screenwriters Larry Brand and Sean Hood offer nothing original to the long-running horror series. In Halloween: Resurrection, the latest batch of slasher mayhem, bogeyman Michael Myers returns to terrorize a group of teen-agers who win the chance to spend the night in Myers' childhood home and be part of a live Internet broadcast. The film's use of shaky video footage comes from The Blair Witch Project. Its plot about surviving a night in a cursed house borrows heavily from Thir13en Ghosts. Yet, Halloween: Resurrection pales in comparison to either film. Halloween veteran Jamie Lee Curtis makes a brief appearance at the beginning of the film, which means she fares better than the remaining cast members. — SR (Rated R.)

HEY ARNOLD! THE MOVIE — (Grade: A) Fans of the Nickelodeon animated series Hey Arnold! can line up for this big screen close-up. Arnold (voice of Spencer Klein), the kid with the football head, takes on Future Tech Industries, which wants to bulldoze the old neighborhood and build a multi-mega mall. His gang comes along for the fight: best-bud Gerald with his long stack of hair (voice of Jamil Smith), the uni-browed Helga (voice of Francesca Marie Smith), who secretly carries a big torch for Arnold, and his wacky grandparents. While the movie sports some famous vocal cameos (Jennifer Jason Leigh, Paul Sorvino and Christopher Lloyd) and a handful of references to other films (Mission: Impossible, Speed and Men In Black), it remains true to its roots. Arnold's animated world is a throwback with its crude hand-drawn style, jazzy score and smart, simple hero who always looks on the bright side. Arnold's a do-right city kid with a spunky attitude. More importantly, he always finds a way to bring out the best in everybody without seeming like a goody-two-shoes. By developing supporting characters through their stories, Hey Arnold! The Movie shows more intelligence, charm and heart than most adult films. — ttc (Rated PG.)

ICE AGE — (Grade: A) Of all the contemporary movie types, the animated feature is the one that's enjoying the biggest heyday. Director Chris Wedge continues the trend with the laugh-out-loud funny Ice Age, a tale of a woolly mammoth (voice of Ray Romano), an annoying sloth (voice of John Leguizamo) and a saber-toothed tiger (voice of Denis Leary) who team up to return a human baby to its tribe. Ice Age is that rare movie which captures the physical language of silent comedy. What's even more impressive is how it captures the clownish slapstick of silent comedy's bygone era. — SR (Rated PG.)

THE IMPORTANCE OF BEING EARNEST — (Grade: B) Bubbly Rupert Everett helps take the staginess out of director Oliver Parker's likable adaptation of Oscar Wilde's 1895 stage comedy. As Algernon, one of Wilde's love-struck leads, as well as a key source of the play's mistaken-identity gags, Everett oozes screwball charm. His sarcastic tongue is tailor-made for The Importance of Being Earnest, which claims some of the most quoted lines in English theater. Wilde's class comedy reaches its peak when Algernon and his friend Jack (Colin Firth) trip over their makeshift identities during a weekend at Jack's country estate. Uncovering the identity of an infant who was left in a handbag at Victoria Station also makes a dramatic impact. Everett's comic performance benefits from an impressive ensemble of supporting players. Colin Firth flashes clumsy charm as the straight-laced Jack. Frances O'Connor is appropriately flirty as Gwendolyn, the object of Jack's affection. American actress Reese Witherspoon flashes a credible Brit accent as Cecily, Jack's pretty ward who catches Algernon's eye. Judi Dench enjoys the film's best jokes as the one person who keeps all their entanglements in order, the Lady Bracknell. In fact, Dench possesses more comic gusto than Everett. As the film's co-writer, Parker makes a few tweaks with Wilde's play. He breaks Wilde's story out of the box by setting the film in posh restaurants and lush country manors. There has been a 1952 film version of The Importance of Being Earnest and countless stage adaptations. Parker's film is the best looking of all of them. Still, it's Dench and Everett's comic sass that makes it a worthy addition to the Wilde canon. — SR (Rated PG.)

INSOMNIA — (Grade: A) A riveting break from teen-friendly blockbusters arrives courtesy of director Christopher Nolan's remake of the 1998 Norwegian thriller Insomnia, a riveting suspense movie that's as tense as they come. Al Pacino is LAPD detective Will Dormer, who's on the hunt for a killer in a remote Alaskan town. Robin Williams plays Dormer's prime suspect. Pacino and Williams shine in the film's large, action sequences. Still, the film thrives on Nolan's storytelling skills. After only three features, I already consider him one of the significant filmmakers working today. — SR (Rated R.)

INTO THE DEEP — (Grade: A) A screen that's six stories high by eight stories wide plunges audiences into an undersea forest of kelp that sways and teems with far more life than could be imagined in still photos or in other televised media. Two huge projectors achieve the 3D effect. And thanks to Newport IMAX Theaters' stadium seating, the images stream along above the heads of those in front of you. Curiously, as the beautifully exotic ecosystem expands before your eyes, the sensation is similar to being suspended in a deep-sea diving tank with your face pressed close to the glass. It may take supreme exertion of will power to not reach out to touch the fish or plant life that passes before you. Submit to the visual pleasures first. The commentary can be informative, but Into The Deep is, foremost, a feast for the eyes. — ttc (Unrated.)

K-19: THE WIDOWMAKER — (Grade: B) There are the gung-ho heroes Harrison Ford has built a career portraying. Then, there is someone complex and somber like Soviet nuclear submarine Captain Aleksei Vostrikov. Director Kathryn Bigelow gives her compelling Cold War story, K-19: The Widowmaker, a boost by allowing Ford to step away from his All-American persona. Ford's K-19 performance relies on more than just his believable Russian accent. The soul of Bigelow's military thriller revolves around Vostrikov's tendency to put the glory of Mother Russia above the safety of his own crew. Liam Neeson gives ample support as Vostrikov's kindhearted executive officer. Together, Ford and Neeson make as engaging a pair of leads as you're likely to find in a summertime action movie. K-19 comes to dramatic life after Vostrikov's submarine faces the possibility of a nuclear meltdown while on patrol. An accident could jump-start a nuclear war. Bigelow emphasizes human drama over action pyrotechnics, and K-19 is a better film for it. With Ford and Neeson at the helm, Bigelow understands that there's no need for flashy effects. — SR (Rated PG-13.)

LIKE MIKE — (Grade: D) A pint-sized teen orphan Calvin Cambridge (Lil Bow Wow) is given a mysterious pair of old Jordans with the initials M.J. written on the tongue, gets struck by lightning and becomes an NBA sensation for the Los Angeles Knights. This isn't some twisted post-draft story, just every kid's dream since No. 23 laced up his first signature pair of sneakers. Director John Schultz makes routine use of supporting performances from Morris Chestnut, Jonathan Lipnicki, Crispin Glover and Robert Forster, and a who's who of NBA talent, Jason Kidd, Dirk Nowitski, Steve Nash and Allen Iverson. A couple of lazy bricks in the story and special-effects departments prevents Like Mike from being a nice basketball fantasy. There's enough solid talent to tell a simple, entertaining tale. That is, if Schultz would only skip the fancy storytelling dunks and just put the ball in the hole. — ttc (Rated PG.)

LILO & STITCH — (Grade: B) Bright watercolor backgrounds of Hawaiian life and expressive 2-D images qualify Disney's latest animated feature as one of the more beautiful cartoon features in recent memory. Lilo (voice of Zoe Caldwell) is a 6-year-old Hawaiian girl who adopts what she thinks is a small dog. What she's actually brought home is a six-legged creature from outer space. Lilo is experiencing a hard time adjusting to life without her parents. Meanwhile, her older sister (voice of Tia Carrere) struggles to assume the role of the mother. Stitch, Lilo's pet, adds to the chaos. Director Chris Sanders' Lilo & Stitch is more painterly than recent CG animations Ice Age and Monsters, Inc. Still, its best attribute is a heartfelt story that balances screwball laughs with likable characters and an engaging lesson about the importance of family. Lilo is also an Elvis fan and the six Elvis tunes scattered throughout the film match perfectly with Lilo & Stitch's playful spirit. — SR (Rated G.)

LOVELY & AMAZING — (Grade: B) Lovely & Amazing, the new comedy from writer/director Nicole Holofcener (Walking and Talking) provides a welcome escape from a summer season of computer-generated images of heroic figures and the prestigious sheen of beautifully clean gangster fathers. The truly special effects in Holofcener's second feature effort are the fragile emotions of the enormously insecure adult Marks sisters, Michelle (Catherine Keener) and Elizabeth (Emily Mortimer), their black adopted sister Annie (Raven Goodwin), and their mother Jane (Brenda Blethyn). Love, body image, race and age factor into this tragicomic examination of their less-than-perfect lives. Keener shines as the eldest, and possibly most brittle, sister, whose loveless marriage and arrested development leads her to seek comfort in the arms of a geeky teen-ager (Jake Gyllenhaal). Mortimer draws far more attention for submitting to a very naked post-sex evaluation of her body by a shallow, but surprisingly gentle, movie star (Dermot Mulroney). Small wonders never cease to amaze, but the true wonder of Lovely & Amazing is that none of the women's stories feel like a secondary plot line. In fact, there is no plot at all. Just an independent look at the sometimes plain ugliness of real life. Lovely & Amazing, indeed. — ttc (Rated R.)

MARTIN LAWRENCE LIVE: RUNTELDAT — (Grade: D) Runteldat is not the most compelling argument in Martin Lawrence's case for his inclusion in the Black Stand-Up Comedy Hall of Fame. The miss-and-hit Runteldat won't secure a spot for Lawrence alongside the likes of Bill Cosby, Richard Pryor, and his Life co-star Eddie Murphy, or the reigning clown prince Chris Rock, who has achieved a level of crossover appeal. Black audiences remember Lawrence fondly from his days on the Def Comedy Jam circuit, his television series Martin, and the hit films Bad Boys and Big Momma's House. Unfortunately his current reputation with the mainstream is based on his celebrity mishaps and his recent lackluster efforts (Black Knight and What's The Worst That Could Happen?). The first half of Runteldat, which includes bits about Sept. 11 and the anthrax mail scare, has no bite. But when Lawrence cuts loose with his own E! True Hollywood Story, he is able to mine hard lessons and laughs with his broad brand of humor. If Lawrence had taken this tough self-love approach from the beginning, Runteldat might have helped him leapfrog past the Original Kings of Comedy, who have overtaken him on the comic radar. — ttc (Rated R.)

MASTER OF DISGUISE — (Grade: F) Audiences leaving ex-Saturday Night Live comic Dana Carvey's juvenile, unfunny comedy will have a new appreciation for veteran slapstick comic Jerry Lewis. In "Nutty Professor" fashion, Carvey unloads goofy accents, Mission:Impossible-inspired masks and outlandish costumes in a tireless attempt to generate some laughs. In director Perry Andelin Blake's Master of Disguise, Carvey plays Pistachio Disguisey, an Italian waiter whose quiet life turns upside-down after he discovers he comes from a family of disguise experts. Pistachio leaps into action after his parents (James Brolin and Edie McClurg) are kidnapped by an oily villain (Brent Spiner) who's intent on stealing the world's most treasured artifacts for an Internet auction. Brolin matches Carvey's bad Italian accent. The normally funny McClurg is completely wasted as Pistachio's mother. Jennifer Esposito, who plays Pistachio's pretty sidekick, stands around and shrugs her shoulders at the mess. As the film's star, Carvey earns the lion's share of the blame for the awful Master of Disguise. He dresses like a "Turtle Man," bounces around in a fat suit and wears a schoolgirl uniform to laughless effect. Toddlers will probably howl at Spiner's villain, a man with flatulence problems. Everyone else will squirm with boredom. — SR (Rated PG.)

MEN IN BLACK II — (Grade: B) Director Barry Sonnenfeld's eagerly anticipated sequel, MIB2, shines with the same comic book-style flair and visual fandango that made MIB so successful. Sonnenfeld creates a shiny New York City playground and fills it to the brim with bizarre creatures and colorful characters. Will Smith and Tommy Lee Jones star as intergalactic crime fighters entrusted with keeping the peace on Earth. Sparks fly as agent Jay (Smith) coaxes agent Kay (Jones) out of retirement and the duo nails the straight man-funny man routine that made the original so funny. MIB2's supporting cast provides great comic reinforcement. Back for a second go-round are Rip Torn, Tony Shalhoub and David Cross. Newcomers Johnny Knoxville, Lara Flynn Boyle, and the understated Patrick Warburton also add some spice to the soup. Still, the film really belongs to Smith as he makes MIB2 well worth your entertainment dollar. — RP (Rated PG-13.)

MINORITY REPORT — (Grade: B) The science-fiction thriller, Minority Report, has all the trappings of a blockbuster film, yet its dark, deliberate nature make it anything but a typical summer adventure. Steven Spielberg directs Tom Cruise as John Anderton, the head of a futuristic Washington, D.C., police unit. A clairvoyant trio, the Pre-Cogs, help them eliminate murders within the city. Anderton's loyalties are tested when the Pre-Cogs show him murdering someone he insists he doesn't know. Only a minority report — questioning the Pre-Cog's validity — can prove his innocence. Spielberg perfectly executes the details of his latest fast-paced action flick while still not straying from the classic film noir structure guiding Minority Report. — SR (Rated PG-13.)

MR. DEEDS — (Grade: D) Adam Sandler's most recent attempt at being not funny is an uncreative remake of Frank Capra's Mr. Deeds Goes to Town (1936). The story of Longfellow Deeds (Sandler), a small town guy who inherits $40 billion, is too sentimental for Sandler's teen-age fans and too mindless for everyone else. Screenwriter Tim Herlihy fails to capture the physical humor and childish charm that served Sandler well in his earlier films. A few good gags saves Mr. Deeds from complete disaster. Winona Ryder generates her own laughs as Babe Bennett, a street-savvy TV producer who wants to get some dirt on Deeds. The film's biggest laughs belong to John Turturro's screwball performance as Deeds' eager-to-please butler, Emilio. If Turturro had played Longfellow Deeds instead of Sandler, Mr. Deeds would have been a much funnier movie. — SR (Rated PG-13.)

MY BIG FAT GREEK WEDDING — (Grade: A) Forget the standard boy meets girl, boy loses girl, boy gets girl back premise. How about girl meets boy, they fall in love, and boy meets girl's family. That director Joe Zwick ends My Big Fat Greek Wedding with a wedding is no surprise. The surprise will come if Hollywood can avoid prostituting this well-made, boisterous indie film about the marriage of two cultures. When unassuming Greek girl Toula (Nia Vardalos) meets the very non-Greek Ian (John Corbett), you know it's love. The laughs ensue as he will do whatever it takes to make not just Toula, but her large, boisterous family, happy. — ttc (Rated PG.)

THE NEW GUY — (Grade: F) If the one person in Hollywood who still has a brain were forced to watch The New Guy, maybe, just maybe, there would be no more high school comedies. Pitching comedy is all about gag-filled situations. The Airplane! method says scenes should suffer from a surplus of gags. Take five or six swings and hope you make solid contact at least once. Void of any funny moments, The New Guy can barely lift a bat. The New Guy is all about little guys having their one chance to make it big. With DJ Qualls (Road Trip) as Dizzy, a geeky teen who wants to change his image, and Eddie Griffin (Double Take) as Dizzy's street-smart mentor, director Ed Decter has a decent shot at making us laugh. Both Qualls and Griffin have energy to spare, but not even Atlas could hitch this movie onto his broad shoulders and carry it towards a joke. The New Guy is bloated with all-star cameos from people who, the audience is supposed to assume, are poking fun at themselves: Henry Rollins, Kool Mo Dee and David Hasselhoff. Actually, these guys are poking themselves to make sure they're still breathing. Sometimes there's an embarrassment of riches. The New Guy is an embarrassment of junk. Unfortunately, there's always more on the way. — ttc (Rated PG-13.)

PANIC ROOM — (Grade: A) Dark shadows and the sound of heavy breathing help Panic Room tell its crime story well. An old Manhattan townhouse provides the perfect setting for director David Fincher's suspense film. A stormy night seals the creepy mood. Jodie Foster is sweaty and determined as Meg Altman, a recently divorced mom intent on protecting herself and her teen-age daughter, Sarah (Kristen Stewart), from a trio of criminals (Jared Leto, Forest Whitaker and Dwight Yoakam) who've broken into their new house in the dead of night. In interviews, Fincher compares Panic Room with another claustrophobic thriller, Alfred Hitchcock's Rear Window. It's a fair comparison. Panic Room is the type of violent thriller Hitchcock would make if he were alive in these angry, cynical times. More importantly, with the exception of adding drama between Meg and her teen-age daughter, I can't imagine how Hitchcock could have made Panic Room any more enjoyable. — SR (Rated R.)

THE POWERPUFF GIRLS MOVIE — (Grade: C) Landing somewhere between Scooby-Doo's vacant storytelling and Lilo & Stitch's clever comedy are the kitschy cartoon superheroes Blossom (voice of Catherine Cavadini), Bubbles (voice of Tara Strong) and Buttercup (voice of E.G. Daily). Better known as the Powerpuff Girls, director Craig McCracken puts his popular Cable TV cartoon into a flimsy feature-length film that offers nothing different from their TV adventures. McCracken's first mistake is basing The Powerpuff Girls Movie around the Girls' origin. Inevitably, superhero origin stories are always dull. His second mistake is failing to spend more time with Mojo Jojo (voice of Roger l. Jackson), the lab monkey who mutates into an evil genius. Mojo Jojo enjoys the film's biggest laughs. When it comes to gags, it's Powerpuff Girls' monkey villain who beats its namesake heroes every time. — SR (Rated PG.)

REIGN OF FIRE — (Grade: D) Let sleeping dragons lie. Reign of Fire takes place in the not-so-distant future (2020) in the English countryside, an ideal setting for this medieval/post-apocalyptic fusion. The sci-fi/fantasy premise promises a low-rent summer escape along the lines of Dungeons & Dragons meets Mad Max, but it lacks the necessary B-movie energy and humor for a truly campy ride. Christian Bale and Gerard Butler are the dour British local heroes protecting a ragtag group of survivors from rampaging dragons. Their lone, spirited act is a re-enactment of the Luke Skywalker/Darth Vader lightsaber battle that shows the power of pop mythology. The best and brightest of the American cheese comes from Matthew McConaughey, a military leader and self-styled dragonslayer. Think Col. Kurtz from Apocalypse Now or Patton with abs and tattoos to die for. McConaughey chews up the film's comic book storytelling, but you never get the sense that he's hungry for action. Neither are the dragons. There's no real fire in their bellies. Thanks to Bowman's (The X-Files) lack of action ingenuity, Reign of Fire claims few suspenseful sparks. — ttc (Rated PG-13.)

ROAD TO PERDITION — (Grade: A) Every piece of director Sam Mendes' glossy 1930s gangster epic comes together perfectly. As a result, Road to Perdition, Mendes' second feature film after his 1999 Oscar hit American Beauty, is a film that audiences will remember for years. Tom Hanks is appropriately solemn as hit man Michael Sullivan, who aims to avenge the murder of his wife (Jennifer Jason Leigh). Paul Newman crackles with menacing charm as Irish mob boss John Rooney, a man who's acted like a father to Sullivan. Newcomer Tyler Hoechlin, is believable as Sullivan's oldest son, Michael Jr., who comes to understand his father better. Intelligent, powerful and engaging, Road to Perdition is the one Hollywood film worthy of its epic tag. Inevitably, there will be other notable films released before year's end. Still, I can't imagine them being anymore entertaining than Road to Perdition. — SR (Rated R.)

THE ROOKIE — (Grade: C) Dennis Quaid's easygoing performance as Jim Morris, a high-school science teacher and baseball coach who tries out for the Majors as part of a bet with his team, is the best thing about director John Lee Hancock's baseball drama. Told in a matter-of-fact style, The Rookie drapes its heartfelt themes about fathers, sons and second chances around Texas Big Sky country. The Rookie never manages to tug hard on the heartstrings, despite Hancock's melodramatic effort. As the middle-aged rookie, Quaid is looking weathered and more handsome than ever. Watching him in his worn boots and Wrangler jeans makes you wish Hollywood still made Westerns. — SR (Rated G.)

SCOOBY-DOO — (Grade: F) The idea of someone dumbing down the animated Scooby-Doo for a live-action film sounds redundant. However, director Raja Gosnell does just that. The mystery-solving antics of Scooby-Doo and his human friends aren't meant to be Shakespeare. Still, the TV adventures were never as moronic and unfunny as Gosnell's big-screen adaptation. The cast, including Freddie Prinze Jr. and Sarah Michelle Gellar, cannot save the laughless jumble of a movie. Scooby-Doo has been on television for 33 years, and its reruns remain as funny as ever, yet the live action film drowns in a sea of unnecessary special effects and inappropriate violence. — SR (Rated PG.)

SIGNS — (Grade: C) Director M. Night Shyamalan fails to provide the sufficient jolts and surprises one expects from a successful supernatural thriller. But that doesn't mean Signs is without redeeming qualities. Shyamalan's story of an ex-reverend (Mel Gibson) who tries to figure out the origins of the mysterious crop formations on his rural Pennsylvania farm combines alien invaders paranoia with Alfred Hitchcock-inspired suspense. To the film's benefit, Shyamalan substitutes elaborate alien spaceship battles with a claustrophobic story set around an isolated farmhouse. The effect is creepy and effective. Gibson is appropriately solemn as the widowed father trying to protect his two children from whatever might be hiding in the cornstalks. Joaquin Phoenix adds some zip as Gibson's younger brother. Still, Signs revolves around Shyamalan's filmmaking. Working with cinematographer Tak Fujimoto, Shyamalan creates one stunning scene after another. Signs never ceases to dazzle. With the exception of its final moments, Signs never manages to scare us as often we'd like. — SR (Rated PG-13.)

SPIDER-MAN — (Grade: C) As Spider-Man's costumed nemesis, the Green Goblin, Willem Dafoe's creepy grin is more entertaining than all of Spider-Man's explosions and digital effects. Tobey Maguire is given the body-hugging Spider-Man costume, and it looks good on him. As the boy hero of director Sam Raimi's sloppy blockbuster, Maguire is getting all the attention. Still, actioners like Spider-Man are all about its villains, and Dafoe is the best thing in an otherwise disappointing film. Spider-Man's best scene occurs early in the movie, when Parker loses control of his newfound super powers in his high school cafeteria. Later in the film, Spider-Man's origin story breaks down while Raimi crams in as much action as possible. Stylish images turn cluttered. The action becomes chaotic instead of engaging. Making dramatic matters worse, Maguire's emotional depth plummets every time he puts on his Spider-Man mask. — SR (Rated PG-13.)

SPIRIT: STALLION OF THE CIMARRON — (Grade: B) Director Kelly Asbury tells the story of a mustang (voice of Matt Damon) who comes of age in the American West of the late 1800s. Spirit: Stallion of the Cimarron is one of the more gentler of recent animated features, recapping Spirit's life from birth, his relationship with a tribe of Lakota Indians (Daniel Studi is the voice of one of Lakotas), an encounter with the U.S. Cavalry (James Cromwell is the voice of the Calvary leader) and a climactic adventure at the construction site for the Trans-Continental Railroad. I admire Spirit for intentionally walking away from the Disney method, choosing to tell a straightforward story free of comical best friends and musical extravaganzas. As a result, its story remains lifelike and heartwarming. More importantly, the painterly qualities of Spirit's hand-drawn images are beautiful. A high-tech hybrid of traditional hand drawing and computer-generated effects, Spirit dazzles when a bald eagle swoops through canyons. Later in the film, when Spirit outruns an out-of-control locomotive, the images leave you breathless. — SR (Rated G.)

SPY KIDS 2: THE ISLAND OF LOST DREAMS — (Grade: D) Less rousing than the first Spy Kids movie, adolescent spies Juni Cortez (Daryl Sabara) and his big sister Carmen (Alexa Vega) are the highlights of writer/director Robert Rodriguez's haphazard sequel. Sabara and Vega are likable as junior James Bonds intent on regaining their spy parents' (Carla Gugino and Antonio Banderas) good reputations with an undercover mission to a secret island. Steve Buscemi offers few laughs as a nerdy scientist responsible for the island's strange monsters. Alan Cumming, the first film's villain, makes a meaningless cameo as crazed kids TV host Fegan Floop. Veteran actors Ricardo Montalban and Holland Taylor are underused as Juni and Carmen's grandparents, who, of course, are also spies. Spy Kids 2's best scene occurs early in the film, when Juni and Carmen race to save the president's teen-age daughter on an out-of-control amusement park ride. Their array of spy gadgets and underwater submarines are as clever as ever. The letdown occurs when Spy Kids 2 begins its chaotic plot about double agents and a plot against the president. By the time Juni and Carmen figure out their island mystery, Spy Kids 2 loses much of its sense of adventure. Filled with fast-paced stunts and flashy special effects, Spy Kids 2 is more polished than its predecessor, but it's half as much fun. — SR (Rated PG.)

STAR WARS: EPISODE II —ATTACK OF THE CLONES — (Grade: B) Attack of the Clones stays close to the pulpy spirit of 1930s space hero serials like Flash Gordon and Buck Rogers, and is better off for it. Free of the extended setup that bogged down the recent blockbuster Spider-Man, Attack of the Clones dives straight into its boy's life adventure, set 10 years after the most recent Star Wars film, The Phantom Menace. Two stories divide Attack of the Clones equally. One is the growing romance between Jedi-knight-in-training Anakin Skywalker (Hayden Christensen) and Queen-turned-Senator Padmé Amidala (Natalie Portman). The other is a more straightforward adventure where Obi Wan Kenobi (Ewan McGregor) discovers a plot by enemy forces to attack the Republic with a clone army. To say anything more would give the impression that Attack of the Clones is more Robert Louis Stevenson adventure than a collection of lavish cliffhangers. Like most Star Wars movies, in-depth storytelling is not Attack of the Clones' greatest asset. — SR (Rated PG-13.)

STUART LITTLE 2 — (Grade: C) The meeting of humans and a mischievous mouse named Stuart Little (voice of Michael J. Fox) is as eye-popping as ever in director Rob Minkoff's sequel to his 1999 family adventure. What's missing is a solid enough story to connect the action sequences and special effects. Stuart drives a miniature sports car to school, flies a toy airplane and plays soccer with the big kids. In-between, the plucky house mouse befriends an injured bird named Margalo (voice of Melanie Griffith) and battles a vicious falcon (voice of James Woods). Hugh Laurie and Geena Davis provide flesh-and-blood support as Stuart's worrisome, human parents. Stuart Little 2 is a busy movie, intent on holding the attention of its child audiences. Still, it's clear that Minkoff has substituted action effects for the fairytale-like whimsy found in E.B. White's classic Stuart Little stories. Some tweaks are expected when a children's story is adapted to film, but Stuart Little 2 possesses even less heart than his first screen adventure. — SR (Rated PG.)

THE SUM OF ALL FEARS — (Grade: B) Few films are as closely aligned with world affairs as director Phil Alden Robinson's fast-paced adaptation of Tom Clancy's 1991 military suspense novel. Disbelief is no longer a factor for a film about terrorists smuggling a nuclear device into the United States, because anything is possible in today's chaotic world climate. Ben Affleck's engaging performance as CIA hero Jack Ryan turns out to be The Sum of All Fears' best surprise. Morgan Freeman keeps the storytelling intelligent and credible as Ryan's politically connected mentor, Bill Cabot. Still, the film's newfound realism, because of the Sept. 11 attacks, makes Clancy's story even more tense, exciting and suspenseful. — SR (Rated PG-13.)

TADPOLE — (Grade: B) Aaron Stanford grabs our attention in director Gary Winick's clever, coming-of-age comedy Tadpole. Sanford plays Oscar Grubman, an uptight prep student who returns home to his New York family of academics for the Thanksgiving holiday. Sanford is infatuated with his stepmom (Sigourney Weaver), but it's a family friend (Bebe Neuwirth) who complicates his life. Co-writers Niels Mueller and Heather McGowan mix a lively Manhattan setting, engaging lead characters and breezy storytelling into a teen-age love story that's smart, sensitive and surprisingly humanistic. Winick has directed and produced other independent films: Out of the Rain, The Tic Code and Sam the Man. Still, Tadpole looks to be the film that introduces him to larger audiences. Weaver and Neuwirth are engaging, but it's Stanford who grabs our attention as the cerebral Oscar. His snobbish personality makes him all the more believable. Later in the film, when Oscar comes to accept people who might not share his own passion for Voltaire, his personality change feels credible and true. — SR (Rated PG-13.)

THIRTEEN CONVERSATIONS ABOUT ONE THING — (Grade: D) Thirteen Conversations About One Thing, director Jill Sprecher's lulling, metaphysical, ensemble drama, fails to make much sense out of its complex storytelling, stark backdrop and solemn characters. All the members of its impressive cast — John Turturro, Amy Irving, Clea Duvall, Alan Arkin and Matthew McConaughey — give noble efforts. Unfortunately, their earnest performances are squashed by the film's sluggish and unengaging plot (co-written by the director and her sister). McConaughey is believable as an egoistic lawyer whose life turns upside-down after an accident. Arkin, who's always reliable, manages to make an impact as a bitter insurance adjuster unhappy with life. But Turturro and Irving generate little friction as an unhappy married couple. Duvall's hardworking housekeeper, the only upbeat character in the film, quickly suffocates under the film's overwhelming doom and gloom. By creating this web of New York stories, Thirteen Conversations tries for something complex and challenging. Instead, a series of undeveloped subplots makes its story uninteresting, incoherent and routine. Cinematographer Dick Pope does manage to re-create Manhattan into a grim, fairytale-like setting. Thirteen Conversations has its share of beautiful images. Of course, its sleek photography no longer matters after its epic tale of human misery completely breaks down. When that happens, Thirteen Conversations loses whatever bond it made with its audience. — SR (Unrated.)

UNDERCOVER BROTHER — (Grade: B) The Blacksploitation resurrection continues in sassy fashion as Undercover Brother (Eddie Griffin) battles The Man, aka Whitey, and his secretly funky flunky Mr. Feather (Chris Kattan). The Man has brainwashed a famous general, (Billy Dee Williams) planning to take the funk out of funky. What's a brotha to do when he meets the White She-Devil (Denise Richards)? He'll need help from Sistah Girl (Aunjanue Ellis), Conspiracy Brother (Dave Chappelle), and even his white intern (Neil Patrick Harris). Director Malcolm D. Lee (The Best Man) borrows old school attitude, spoofs contemporary action flicks and makes sure everyone's in on the jokes. — ttc (Rated PG-13.)

WHO IS CLETIS TOUT? — (Grade: F) Who is Cletis Tout? I'm not sure writer/director Chris Ver Wiel even knows or cares. He's too busy imitating the fractured time shifts and story lines of Quentin Tarantino's Pulp Fiction and Tarantino clone The Usual Suspects (which was a smart kissing cousin of Reservoir Dogs). Who is Cletis Tout? is a collection of borrowed ideas passing themselves off as a story. Personally, I can't believe a studio could have given this film a green light.

Ace hit-man Critical Jim (Tim Allen) is a film-quoting fanatic assigned to rub out Cletis Tout (Christian Slater) who is actually Trevor Finch, an escaped convict on the trail of a fortune in stolen diamonds from a long-ago heist. Of course, there's a beautiful girl (Portia de Rossi) and lots of ineptitude surrounding Cletis Tout's mistaken identity plot. Imagine True Romance minus the style and brains. Ver Wiel is no match for Tarantino when it comes to pulp storytelling. Cletis Tout also flashes its limited resources with a cast that claims Slater as its leading man and and brief appearances by Richard Dreyfuss and RuPaul. Speaking of Tarantino, when is he going to finish Kill Bill, so we can enjoy the work of the original instead of knockoffs like Who is Cletis Tout? — ttc (Rated R.)

WINDTALKERS — (Grade: D) Nicolas Cage plays the superhero again, this time as a fearless World War II leader. Director John Woo's Windtalkers tells the story of Navajo Americans recruited by the Marines to use a secret code based on their native language in the Battle of Saipan. Missing the stylish action that's become a Woo trademark, Windtalkers' constant explosions and non-stop gunfire turn nondescript as the elaborate special effects soon overwhelm its story and characters. Cage is an unlikely and charismatic leading man, but his "difference" can't prevent Windtalkers and its overblown buffet of special effects from becoming a routine battle drama. — SR (Rated R.)

XXX — (Grade: C) An uncreative plot spoils Vin Diesel's action-hero debut in writer/director Rob Cohen's spy thriller XXX. Diesel, as brash and he is muscular, plays Xander "XXX" Cage (Vin Diesel), an extreme sports athlete recruited by the U.S. government to join their team of covert spies. Diesel puts his gruff voice, multiracial complexion, tattooed arms and neck, wide chest and shaven head to good use. He's the bulkiest spy boy around. But a stale plot involving a Russian crime ring based in Prague offers few surprises. Basically, Rich Wilkes' uncreative screenplay, a reheated Bond adventure, is a punch in Diesel's wisecracking mouth. — SR (Rated PG-13.)