Known by her nickname, The Little Sparrow, chanteuse Edith Piaf dazzled audiences around the globe with a passionate, powerful voice that boomed forth from a tiny, frail body. In the film La Vie en Rose, French filmmaker Olivier Dahan tries to create a portrait of the singer that captures the drama inherent in both her songs and her life.

Young Edith performs in La Vie en Rose (Picturehouse)

Dahan serves up a fractured narrative that jumps around in time to deliver what he calls an impressionistic "emotional journey." The film begins near the end of Piafs live as the singer collapses during a New York performance. Then we jump back in time to see Edith's troubled childhood. Her mother aspired to a singing career but never got much past alcohol and singing on street corners. Her father was a circus contortionist who took little Edith away from her mother only to leave her with her grandmother who ran a brothel. There she's befriended by a prostitute named Titine (Emmauelle Seigner is a brief and rather hysterical performance). But Edith proved sickly and the film shows her going through a period when she couldn't see (possibly severe conjunctivitis). But a prayer and a pilgrimmage to St. Therese "miraculously" restores her sight.

If we arrange all the pieces of the film in chronological order, Edith (played as a adult by Marion Cotillard) eventually leaves the brothel, travels with her father for a bit and then heads off on her own. She is befriended by Momone (Sylvia Tetsud), another street urchin. Edith sings anywhere she can and makes enough money to barely get by. Then she's discovered by Louis Leplee (Gerard Depardieu), a club owner who senses her raw talent. From there she finds her way to fame but its a troubled path. Recovery from a car crash apparently leads to a morphine addiction; she has a pair of failed marriages; a heated affair with a boxer; and a diva's disposition. But the one constant is her burning desire to sing.

Dahan comes from a music video background (mostly doing videos for the band the Cranberries) so it's not surprising that the two most powerful moments in the film are musical ones. When young Edith (played by Pauline Burlet) sings for the first time and belts out the French national anthem, it's a show stopper. As is a scene in which a sickly Edith at the end of her career performs what would be a signature song, Non, Je Ne Regrette Rien (which roughly translates as no regrets or I regret nothing). In these two scenes, we get a sense of Edith's artistic passion and why she achieved such renown.

Dahan states in the press materials that he wanted to make a film about "what drives an artist" and he chose "someone who places no barrier between her life and her art." This leads Dahan to another effective and more stylishly flamboyant scene. As Edith reels from a personal tragedy, she runs frantically through her apartment. But as she races down hallways and through doors, she ultimately ends up walking out onto a stage and singing her heart out. The scene offers a surreal visualization of how Edith pulled from her own life when performing. But thats really the closest Dahan ever gets to providing us with any insights into what drives this particular artist.

Piaf wrote some of her own songs but we never get a sense of that from the film. The film focuses too much on the diva side of her persona, on the extremes of her life. This may make for grand melodramatic scenes but it rarely lets us in close so that we gleam some insights or even that we get to feel like we come to know who she is as a person. Dahan sweeps audiences up in big waves of emotion. Maybe the film would have been more satisfying if Dahan had stayed with what he knows best--music videos. Perhaps he could have constructed the whole film in a more surreal, impressionistic manner and constructed a series of music videos linking each song to something in Piaf's life. But as the film stands, it straddles two film styles: a standard biopic and a more freeflowing musical interpretation of a life.

Sylvia Tetsud and Marion Cotillard in La Vie en Rose (Picturehouse)

In terms of relationships, Dahan keeps Edith's friendship with Momone as a constant running in the background but we know nothing of how they met or why they cling so firmly to each other. The one male romance he focuses on involving fighter Marcel Cerdan (played by French rock star Jean-Pierre Martins)has a dreamy quality that avoids the supposedly tumultuous nature of the real affair.

But Dahan doesn't really delve into Piaf's artistry and creativity beyond the fact of her actual singing. By that I mean, he shows her performing, provides a brief scene of her training and then little else about her craft. Why can't we see her working to write her own songs? That would seem to fit perfectly into Dahan's vision of her as an artist who draws on her own life. One major annoyance in the film is that with the exception of the final song, Dahan refuses to subtitle any of the lyrics. Maybe he didn't want to distract us with reading as Edith is singing but how can we fully appreciate how her life and art intertwined if we don't know the specifics of what she's singing about. Sure we can understand the emotional thrust of the song but not the details. Piaf also had an eye for talent; she discovered young talent like Yves Montand, but that's not evident in the film either.

Dahan depicts her as a high strung performer who seems disconnected from the craft of creating her art. The only interest she seems to have is in making demands on everyone to provide for her every whim. What we end up with is a film that plays on a familiar formula (albeit one more often employed for rock stars) of a person overcoming hard knocks, finding fame, getting addicted to drugs, and dying too young. The formula was used most notably for Lady Sings the Blues and The Rose (films that depicted Billie Holiday and a Janis Joplin-like singer respectively).

As for Marion Cotillards performance, it's as erratic as the film. There are definitely moments of passion yet there are other times when she comes across as a clownish caricature of Piaf. In these moments of exaggerated pantomime, I felt like I should have been watching a silent film. Cotillard (who you may not recognize as the woman from A Good Year) does manage to look quite a bit like Piaf. Sylvia Tetsud (who was absolutely riveting in another true life drama, Murderous Maids) is intense as Momone while Gerard Depardieu and Pascal Gregory are kept to the periphery as men who proved helpful and supportive of Edith.

La Vie en Rose (rated PG-13 for substance abuse, sexual content, brief nudity, language and thematic elements) provides a tantalizing introduction to the tiny dynamo that was Edith Piaf but it's far from being a definitive or enlightening portrait of the famous singer.

Companion viewing: French Cancan (in which the real Piaf has a role), Moulin Rouge, Murderous Maids

The new Japanese anime Paprika (Sony)

Paprika opens with a mind-bending sequence. A spotlight turns on as a tiny, toy-like trunk drives out in what looks to be an animated opening logo. But then a circus clown emerges from the car and announces: It's the greatest show time. A full circus suddenly appears and fills the screen. Then we meet a cop, Konakawa (voiced by Akio Ohtsuka), who finds himself part of the magic act. He slips out of the real world into a surreal realm in which his surroundings continually morph. He finds himself in what seems to be a series of movie clips first Tarzan, then a Hitchcock thriller, then Roman Holiday and finally he wakes up. We realize it's all been a dream with a mysterious woman named Paprika overseeing his journey.

The film places us sometime in the future. A device called the DC Mini has made it possible for therapists to go inside their patient's dreams and record them. Police detective Konakawa is one such patient. He's been having this same disturbing dream over and over again. The bright, red-headed Paprika (Megumi Hayashibara) is the DC Mini alter ego of straitlaced psychiatrist Dr. Atsuko Chiba (also voiced by Hayashibara). The DC Mini is still in trial mode so when one of the prototypes is stolen, it causes major concern. That concern proves justified when the thief ends up invading the dreams of others and creating havoc on an epic scale. The only recourse is for Atsuko and Paprika to use the remaining DC Mini to enter the dream realm to find the crook. But in this dream world, Paprika starts developing a mind of her own, and that's only one of many fascinating turns this dazzling anime takes.

Paprika's DC Mini calls to mind devices in such other sci-fi films as Kathryn Bigelow's Strange Days and David Cronenberg's eXistenZ. And as with those films the line between what's real and what isn't gets increasingly blurred until we feel like we've gone through the looking glass with Alice. But for Satoshi Kon, he's less interested in the sci-fi aspect of this device and more concerned with tackling notions of subjective versus objective perspectives. The idea that he suggests is that whatever a person experiences whether it's a dream, a drugged vision or something else feels real to them. Kon has repeatedly returned to this theme in his work yet each time he's come at it from a slightly different angle.

In Perfect Blue, he created a Hitchcockian thriller in which an actress being stalked plays a character that's being stalked, and the line between the real world and the world of her imagination becomes blurred. In Magnetic Rose (a segment he wrote for Katsuhiro Otomos trilogy Memories), the blurring occurs between memory and reality. And in Millennium Actress, memory, time periods, and parts played by an actress all blur as a TV crew tries to document an aging stars life. Then most recently his series Paranoia Agent (if David Lynch had made an anime it would be this) employed a different style for each episode in order to reflect the different subjective perspective of each character focused on. Once again, he emphasized the subjective nature of experience and used that to create a creepy and compellingly bizarre mystery.

Are we men dreaming we're butterflies or vice versa? Paprika (Sony)

In creating these blurred realities, Kon favors abrupt scenes changes that lack clear establishing shots. This disorients viewers and makes them take a moment to decide where they are. His love of film comes through in his playful use of movie allusions. After all, movies and dreams share similar qualities movies are like waking dreams and we often describe our dreams in movie terms. Paprika says that dreams during early sleep are like arty shorts while deep REM sleep produces something more akin to a blockbuster movie. So at one point her therapy includes sitting in a movie theater with Konakawa analyzing his dream as it's projected on the big screen. He discusses such cinematic concepts as crossing the 180, and he's even dressed in an outfit reminiscent of Akira Kurosawa's favorite on-set garb. There are also jaunty references to other films. Paprika's costumes change from the Monkey King to Tinkerbell to Pinnochio, while everything from Tarzan to Roman Holiday to The Shining gets a passing nod. I saw the film twice, and the second time I found even more references. Kon even makes an inside joke about his own film, Tokyo Godfathers, by having a poster of it up on one of the street signs.

Kon cites George Roy Hill's movie Slaughter House Five (based on Kurt Vonneguts book) as a strong and early influence on him. He has said that he liked the way different places and times would be put together and expressed at the same time for the character. His films frequently play with this notion as well. He also acknowledges the influence of writer Philip K. Dick and the film based on his story, Blade Runner. At the Tokyopop website, Kon expressed approval of a program description of his film as a collision of Hello Kitty and Philip K. Dick. So that makes Paprika both cute and disturbing, in a surprisingly good way.

As with many of Japan's sci-fi anime, Paprika is distrustful of science and meddling with the natural order of things. This distrust comes in part from the fact that Japan knows first hand about the havoc that science can wreak, after all it's the only country to sustain the devastation of two atomic blasts. That fact has colored much of Japan's science fiction whether it's Godzilla (who was created in an atomic blast) or mushroom cloud images that appear in so much anime. In Paprika there's no mushroom cloud but there's massive destruction of a similar scale and it all results from a combination of human ambition and science overstepping the boundaries of whats safe. The film's message is one of caution when dealing with the powerful potential science has to offer.

Kon says that he learned how to direct by drawing mangas (Japanese comics) in which he had to direct the action in the panels that look very much like storyboards for a film. Paprika displays a very different visual style from Perfect Blue (which was noirish, claustrophobic and unsettling) and Millennium Actress (which was very fluid and nostalgic). In Paprika, the experience has a trippier feel, like a psychedelic drug journey during which your mouth keeps dropping open in awe. Kon's film keeps surprising us with its audacious imagery. The end could use a little tightening, but aside from that Kon keeps us riveted to the screen.

While American animation directors tends to revel in their state of the art 3D CGI technology, filmmakers like Kon, Hiyao Miyazaki and Otomo delight in still hand drawing some of the images and then enhancing them with CGI-enhanced camera moves and richly detailed backgrounds. There's something magical about the old school hand drawn style. The difference seems to be that the hand drawn images have more artistry whereas the more realistic CGI/3D animation seems more impressive in its display of technology.

Paprika (rated R for violent and sexual images, and is in Japanese with English subtitles) offers a breathtakingly surreal journey. It's a film that may serve up mass destruction and ponder some nightmarish scenarios, but underneath it has a warm humanity and humor that's utterly endearing. This contrast is apparent from the beginning as Kon follows the nightmarish opening sequence with a delightful montage of Paprika flying over the city, tending to those who have drifted off and taking pleasure in the little things in life.

Companion viewing: Perfect Blue, Millennium Actress, Paranoia Agent, eXistenZ, Slaughter House Five, Blade Runner

The team in Fantastic Four: Rise of the Silver Surfer (20th Century Fox)

Marvel Comics has had an erratic history of adapting its stories to the big screen. There were adult hits like Blade; blockbuster franchises like Spider-man; and absolute fiascoes like Hulk. Fantastic Four, which came out in 2005, fell somewhere in between and closer to Hulk than Spider-Man. But this summer Fantastic Four tries to redeem itself with a new installment: Rise of the Silver Surfer (opening June 15 throughout San Diego).

In 2005, Fantastic Four introduced us to Reed Richards (Ioan Gruffodd), Ben Grimm (Michael Chiklis), Sue Storm (Jessica Alba) and her younger brother Johnny (Chris Evans). The four were on an experimental space mission when their ship came in contact with bizarre cosmic rays that changed all four and gave each super human powers. Reed acquired the ability to stretch and contort his body, and he took on the name Mr. Fantastic. His girlfriend Sue developed the ability to become invisible and create force fields; she got the name Invisible Woman (made more PC from the comics Invisible Girl). Ben turned into a rock-like creature of great strength and assumed the name The Thing. And Johnny became the Human Torch, which should be pretty self-explanatory. The first film focused on their transformations as they got accustomed to the novelty of their super powers. It also introduced their arch nemesis Victor Von Doom (Julian McMahon).

Timothy Spall as Pierrepoint (IFC)

Albert Pierrepoint (Timothy Spall) does what many sons in the first part of the last century did. He followed in his fathers footsteps. Now most of the time, carrying on your father's trade is fairly innocuous, but in Albert's case, his father was a hangman in England. Albert carries on the trade, doing hangings on the side while delivering groceries to earn a more stable income. Albert is fast (14 seconds on average to execute someone) and efficient. He also has an appropriate somberness about the profession.

The film follows Pierrepont as he earns a reputation as England's finest hangman. He even gets called on by General Montgomery to come out to Germany to execute war criminals in a civil manner. But that job brings Pierrepont into the limelight as the papers and people dub him an avenging Angel for executing Nazi war criminals. All this attention means that the job Albert had done in private and had been able to keep separate from his home life, has become very public. No longer is there a separation between his work and his private life. And that's simply not right according to Albert.

Directed by Adrian Shergold, and written by Bob Mills and Jeff Pope, Pierrepoint: The Last Hangman takes an unsensational approach to its subject matter. The film has a similar British matter-of-factness as Mike Leigh took in Vera Drake (a film about a housewife who performed abortions). Both Vera and Albert are basically good, kind people who do unsavory tasks. Of course there is a difference in the fact that abortions at that time were illegal whereas the hangings were all legally carried out. Pierrepoint's attention to the details of the executions is both fascinating and disturbing. Albert not only had to perform the hangings but what was more unsettling, he had to remove the victim from the noose, strip them, wash them and prep them to be taken away for burial. Albert treats the condemned with quiet dignity. The filmmakers also show Albert as someone who looked at the task as a mathematical equation, how tall is a person, how much do they weigh, how far do they have to fall to cleanly snap their neck. There's a creepy moment when Albert is watching a newsreel about the Nazis and their mass executions. Now I doubt that the filmmakers wants viewers to see Albert as some Nazi but there is an implied comparison made regarding the efficiency of killing that does make us question capitol punishment.

Pierrepoint: The Last Hangman (IFC)

Albert had a strange disconnect between what he did and how he went about his life. He kept a journal of all the hangings and he was proud of his 14 second average besting himself at one point with a swift 7 second execution. He also wants to know nothing of the person's crimes or personality. Yet there's an unexpected humaneness that rises in him. It's a mix of restrained compassion and professionalism. When a Nazi woman insults him, he chooses her as the first of a group to be executed. When his assistant reacts as if the decision was made in retaliation for her rude remarks, Albert quickly points out that she is the youngest and probably the most frightened, that's why he's executing her first not because she insulted him. He continually tries to remove emotion from the proceedings.

But Shergold shows how public opinion began to change about capitol punishment. Pierrepoint finds himself in the news, and he also finds himself condemned by those who perceive what he does as no better than murder. As the sentiment against capitol punishment increases, Albert finds it more and more difficult to separate his private life from his profession. He also finds it increasingly difficult to keep emotions out of it. The film informs us that he performed more than 600 hangings and ended up in old age feeling that executions were ultimately no better than revenge.

Juliet Stevenson and Timothy Spall in Pierrepoint: The Last Hangman (IFC)

The strength of the film rests with Timothy Spall's flawless performance. If the film had only shown Albert at home, we would have never guessed what his profession was. Spall performs the executions with somber seriousness but shows a lighter side to Albert's character when he's off duty and at the pub. He also endows Albert with an underlying decency.

There are some occasional flaws in the scripting. An outburst at a pub has the unlikely scenario of Albert being morally condemned by a woman who's known to be an adulteress. She seems far too selfish and oblivious to the world around her to make the kind of condemnation that she does, plus no one seems to call into question how ill-suited she is to pass moral judgment on others. But the writers do find interesting details to highlight about Albert. For one, he could be called upon to travel to a prison for an execution but if the prisoner won a reprieve, Albert had to go home without receiving any pay or compensation for his travel. These mundane aspects of the business end of what he did prove fascinating.

Shergold's occasional use of a handheld camera to convey a more intimate perspective also fails to work. These shaky shots seem out of place in a film that is otherwise so smoothly produced. He does, though, have a nice eye for period detail.

Pierrepoint: The Last Hangman (rated R for disturbing images, nudity and brief sexuality) is a fascinating portrait of an unlikely hangman, and Timothy Spall delivers a fine and nuanced performance. Pierrepoint's story also overlaps with a famous British case involving a young woman named Ruth Ellis who was executed. Her story was told in the film Dance with a Stranger, which starred Miranda Richardson and Rupert Everett.

Companion viewing: Dance with a Stranger, Errol Morris Mr. Death, Let Him Have It, The Life of David Gale, Vera Drake

Filmmaker Eli Roth at work on Hostel II (Lions Gate)

Eli Roth's trailer for Hostel II stirred buzz among horror fans when it came out a few months ago. It promised more gruesome terror, as a new group of youths abroad become a commodity in a black market that caters to rich sadists looking for victims to torture.

Now I remember chatting with Roth after Hostel came out (I was working on a Halloween feature on horror). I had just gone to see Hostel with a young woman horror filmmaker. We had liked Hostel but we both complained that there was too much jiggly, gratuitous female nudity. I passed on this comment to Roth (and I'm sure I wasn't the only one to mention this) and reminded him that more and more women are becoming horror fans, so he should think about them as well as the standard horror demo of males 18 to 34. Hostel II arrives and Roth seems to have addressed all our complaints. There's far less female nudity this time out and even a bit of exposed male flesh. Plus, we get to see a woman turn the tables on her male assailants with lethal vengeance. This is a horror film that women horror fans will be able to embrace. And before you dismiss me as totally sick and twisted, let me just say that there is something appealing about confronting something dark and disturbing in the safety of a movie theater and knowing that everything you're watching is just pretend.

In the first film, you were almost rooting for the shallow, horny young American guys to be knocked off. In Hostel II, a trio of femme protagonists/victims proves far more sympathetic from the get-go. So Roth sets himself up to be condemned as a misogynist for the brutal abuse dished out to the women. But hold off on those complaints until after you see the satisfyingly cathartic final reel.

But I get ahead of myself. Hostel II opens at almost exactly the point where Hostel left offwith Paxton (Jay Hernandez) having just escaped the torture factory where his friends had just been murdered.

When Roth was doing press for Grindhouse (in which he directed the faux trailer for the slasher film Thanksgiving) he spoke to me about the Hostel films. He confessed, "I never planned to do a sequel. Hostel was supposed to be this little three million dollar movie between movies. But then when the sequel came up I really wanted it to be a better movie than the first. Obviously it has more violence in it. But I thought what if I had not shot credits at the end of Hostel and the story just continued. There were things I wanted to cover but didn't have a chance to."

So Hostel II, has an opening sequence that closes the chapter on Paxton before moving on to the fate of three American girls on holiday. The girls, like the guys before them, end up getting lured to a Slovakian youth hostel by a beautiful woman. Once at the hostel, they are sized up as the ideal product for a murder-for-money syndicate. The girls passport photos are sent out over the Web, and as advertisements. Each is then put up for sale to the highest bidder. Pay top dollar and youll be able to torture these women to death. That's the sick and twisted premise, and, as with the first film, the question is, will any of them survive?

Roth said he took the same strategy for Hostel II as he did for Hostel, no advance screenings for the press. But that's not because he or the studio think critics won't like the film.

Will Lauren German be the one that gets away in Hostel II (Lions Gate)

"The reason we didn't screen Hostel for critics and the reason we're not going to preview screen Hostel II is because people want to know if it's scary. And now with the Internet spoilers get out so fast that if you have a preview screening and one person sees it, it's all over the Internet. If people go to the movie and they know what's gonna happen, it's not as scary any more. So you do everything you can to protect your movie, especially with horror movies. And that's why we won't screen it for critics, not because we're scared of the kind of reviews we'll get."

While some critics dismissed Hostel as nasty fare, others have recognized that Roth is not your run of the mill schlock horror director. He's smart, and his films are clever works of nastiness. Just take the name "hostel." It's a word meant to conjure up pleasant thoughts of a place where young people abroad can stay for a reasonable price. But Roth's film delivers a wicked play on words as it conjures up the homonym for hostel, hostile.

I wanted to make a movie that would work on two levels, Roth says, "If you were going out on a date and you wanted a movie with blood and guts, you'd be totally satisfied. But if you watch movies like I do and you want to see them over and over because there are more levels and you can see different things going on, then the film has that too. Just like the dialogue with the guys in the first half making fun of the hookers and then they become like a commodity later."

In Hostel II, one of the clever moves Roth makes is to focus on the mundane business aspects of the murder-for-money business. The use of the Internet to market the product, and the way people log on and bid as they are eating breakfast with their families or sitting at a high level board meetingall this gives the film a sick, savvy satiric edge. The guys who buy into this murder vacation are doing it so that they will gain an edge in attitude at work. They figure that killing someone will change them, and people will sense a danger about them. They talk about their torture plans as if it were part of a business self-help program. It's like something they'd write off on an expense report since it was intended to boost their effectiveness on the job. This isn't mindless horror, this is horror that plays off of our violent and capitalistic culture. Plus the ruthlessness with which the murder-for-money executives keep their contracts proves bleakly amusing.

Italian director Ruggero Deodato has a cameo in Hostel II

Roth is also smart in how he constructs the film. He delivers a quick jolt of violence right off the top, just to unsettle viewers. Then he engages in a slow build up with a couple fake scares before embarking on an extended and brutal torture. This torture scene goes on for far longer than is comfortable and makes us worried that there's still worse to come. That's the perfect agitated state to keep the audience in. But then Roth gives the gore a different spin. The following torture scenes are shorter. There's even a humorous moment when a man goes in to kill someone and Roth cuts to the surveillance monitor where we assume well see the gruesome deed. But instead a fat security guard walks in front of the screen and blocks our view. So Roth has in fact cheated us out of seeing the kill, yet we know it happened. So Roth's horror is not all about showing the most graphic violence but rather about toying with viewer expectations.

Roth also takes a moment to play yet again on the mundane business aspects of this grisly profession by showing the folks in charge trying to make a little extra money selling some damaged goods for a discounted price. Roth also delivers some inside humor for horror fans. Take for example, the fact that one of the high-paying clients is cannibalizing his victim and the man playing the client is none other than Italian horrormeister Ruggero Deodato whos famous for Cannibal Holocaust.

Hostel II (rated R for or sadistic scenes of torture and bloody violence, terror, nudity, sexual content, language and some drug content) is yet another sick and twisted bit of nasty from Eli Roth. His film is definitely not for everyone but it should satisfy horror fans that want more than just a gorefest.

Companion viewing: Hostel, Cabin Fever, Grindhouse, Cannibal Holocaust

Brad Pitt, George Clooney and Matt Damon re-team for Ocean's 13

Back in 2001, Steven Soderbergh, the one-time darling of the indie film scene made the 1960 Rat Pack caper film, Ocean's 11. Now there's a certain novelty to the idea of remaking a mediocre film. After all if you remake a film that wasn't good to begin with, your film is unlikely to suffer in comparison. Soderbergh's wah-fer thin idea was to tap into what he saw as today's contemporary Rat Pack--stars such as George Clooney, Brad Pitt and Matt Damon. The 1960 Ocean's 11 was all about chemistry, about seeing Sinatra, Dino, Sammy and the guys hanging out together on screen in a jokey, off the cuff manner that reflected the way we imagined they really hung out together off screen. Their easy rapport and obvious pleasure in each others company infected the audience with a sense of fun. But as a heist film, the original Ocean's 11 was a lazy piece of work.

Not surprisingly, Soderbergh's remake was equally lame as a heist film. It also failed to ignite much chemistry amongst it players. But that hasn't stopped Soderbergh from trying to build his bit of star fluff into a franchise. So Ocean's 11 was followed by Ocean's 12 (which I have to confess to not having seen) and now we have Ocean's 13. I guess there was no superstition over using the number 13, or else everyone thought that jumping from Ocean's 12 to Ocean's 14 would have just confused people. Anyway the boys are at it again, not so much for the money but for the sport and the revenge.

The original 11 in Ocean's 13

The plot is impossible to follow since the proposed scam involves a multitude of moving parts that no one has bothered to properly think through. The premise involves breaking the bank at the Bank Casino, named after its smooth as a silk suit but ruthlessly unscrupulous owner Willy Bank (Al Pacino please tell me he took home a huge paycheck to justify his presence in this film). Bank has just double crossed one of the original eleven, Reuben (Elliott Gould), and as we know if you cross one Ocean you cross them all. So Danny Ocean (George Clooney) gathers up the eleven, plus the one they picked up in the last film (was that Eddie Izzard?) plus a new one to make thirteen but don't ask me who the new guy is this time out, I can't do the math.

Anyway, the new plot is so outlandish that Soderbergh, and writers Brian Koppelman and David Levein wisely gloss over any of its details for fear wed laugh the film off the screen. And we don't really need to know what they're trying to pull off because Soderbergh doesn't waste any energy trying to build suspense or tension. You know Danny's going to come out on top and you know that anything that seems to go wrong will simply turn out to be a clever twist that Danny had anticipated all along. Yawn.

The film relies heavily on insider humor. Cryptic comments, punch lines with no set ups and smug gags between the stars are tossed out and designed to deliberately make people feel like outsiders. The goalbe obscure so people will feel as if they're just not hip enough to get the inside jokes but they'll be too embarrassed to complain because then that will mark them as uncool. Get the logic? Well, what it means is that no one works very hard at anything.

Al Pacino plays the double-crossing Willy Bank in Ocean's 13

Soderbergh serves up some of Hollywoods sexiest stars and yet he never plays on their glamour. Soderbergh invests the film with neither grit nor glamour. There's a lot of money on screen in the Armani suits, gold cell phones and swanky hotels but it's all just set dressing and background detail at best. Only the films score reveals any bounce or zing. The new Ocean films are amazingly devoid of any real style. This one, like its predecessors, is just badly shot too--lots of flat static shots with awkward, unmotivated camera moves. The editing by Stephen Morrione tries to create pace by going to split screens in the tradition of 60s heist films such as The Thomas Crown Affair. But Morrione (who's done fine work on 13 Conversations About One Thing and Go) can't manufacture pace or interest no matter how he cuts this material together. Crap, no matter how you slice it is still crap. The film and the stars are just full of themselves thinking they are just so adorable and funny.

Old timers Elliott Gould and Carl Reiner (whos barely in the film at all) are the most fun to watch. Clooney and Pitt are easy on the eyes, and make nice set dressing but that's about it. Don Cheadle has an accent that comes and goes; Eddie Izzard talks unconvincingly about women; Shaoboo Qin wisely speaks only Chinese; and Matt Damon just talks fast in the hopes that we don't notice he has nothing to say. Youngsters Scott Caan and Casey Affleck are kept on the periphery is a side plot involving a worker's revolution in Mexico. There's no chemistry between the stars except for a forced jokiness. But Soderbergh does miss some opportunities for some inside jokes. He never plays off the fact that this is the first time Pacino and Ellen Barkin (as Bank's right hand woman) have re-teamed since their steamy encounter in Sea of Love. Plus there's no acknowledgment that Pacino starred with Scott Caan's dad James in The Godfather. The way the roles are divvied out also reveals how the star heirrarchy in Hollywood hasn't changed much since the 60s. Ocean's 13 may include blacks and Asians but their roles are as subordinate as Sammy Davis' role was back in 1960. The stars now, as they were then, are still white and male.

The film attempts to pay homage to Frank Sinatra by putting him up on a gaudy Vegas pedestal. The whole film ultimately comes down to the fact that Bank shook Sinatra's hand but didn't accept the code that came with the gesture. One irony, though, is that Sinatra was a staunch Republican and this new Ocean entourage takes pride in their liberal views. But there's something discordant in the way the film makes lame jokes about Zapata and workers' rights at a Mexican factory. Danny even makes a crass joke about writing a check for $36,000 to triple the wages of the workers so that they go back to work and make the rigged dice for the con game Ocean is planning. Heck just imagine how much poverty could be eradicated if Clooney and Soderbergh donated the films budget to a worthy cause, and spared audiences the pain and suffering of yet another mindless Ocean journey.

Anyway this all brings me back to the point I was at back in 2001. Why did Soderbergh want to remake Ocean's 11 in the first place? I thought he had gotten the big budget Hollywood star vehicle out of his system when he did Erin Brockovich but I guess he still felt the need to make an all star ensemble caper film. But now with this second sequel to a remake, he still exhibits no particular vision or purpose, and not even a sense of fun.

Ocean's 13 (rated PG-13) is mindless fare. If it had a light and breezy touch you might be able to accept it as mild diversion and not be offended. But considering the price tag and the talent involved, it's an obnoxious example of self-indulgent waste.

Companion viewing: Oceans 11 (1960), The Heist, The Score, Snatch, Lock Stock and Two Smoking Barrels

The Dude...uh, I mean Big Z in Surf's Up (Sony Pictures)

Surf's Up is an animated mockumentary. Filmmakers Ash Brannon and Chris Buck play filmmakers (we never see them but hear them asking off screen questions) who are chronicling the life of up and coming penguin surfer Cody Maverick (voiced by Shia LeBeouf). They find him in the Antarctic as a wannabe surfer inspired by a chance meeting with big wave rider legend Big Z (Jeff Bridges). But Big Z has literally disappeared from the surf scene. He wiped out during a competition with cocky young surfer Tank Evans (Diedrich Bader), and was assumed killed in the punishing waves. Now a crass promoter (James Woods) has cashed in on Big Z's fame with a commercial surf competition that celebrates all the things Big Z hated.

Cody is picked up by a talent scout and taken to Hawaii to compete. There he discovers that his idol has turned into a fat, clam-eating recluse who hasn't picked up a board in years. Cody also meets Big Z's niece (Zooey Deschanel) a sweet lifeguard who refuses to give up on her uncle. Of course Tank tries to ruin everything for everybody along the way.

The mockumentary format of Surf's Up proves entertaining and gives the film a savvier spin than if the story had been told in a straightforward manner. So there's a running gag about the cameraman who keeps getting hit or tripped as he tries to film the candid interviews with Cody's friends and family. The film also plays knowingly off of TV sports cliches. There's also a refreshing attitude on display. Big Z's message is that winning isn't important. It's nice to have a film that genuinely doesn't seem to care about being top dog or top penguin. An old school surfer mentality pleasantly permeates the film and gives it a mellow, laid-back style. Long boards are held in high regard; hot dogging and competitive surfing are poo-pooed; and no one wears a goon cord. The rigorous training involves Cody learning to relax and have fun; and lying on your board by the setting sun can be just as rewarding as catching a big wave. Such an attitude is a nice surprise in a summer when the pace of all the movies is ramped up to the max.

Surf's Up is an animated riff on such surf films as Endless Summer, Riding Giants and Step into Liquid. There's even a funny gag about a surfing chicken from Wisconson that plays off of the unlikely surfers highlighted in Step Into Liquid and who came from riding the midget waves of the freshwater lakes near Sheboygan, Wisconson.

Heading for some tasty waves in Surf's Up (Sony Pictures)

The film boasts some effective animation that captures surfing with a fairly accurate feel. We get underwater shots of the surfers paddling, what it's like to be in the tube and even a gnarly shot of getting thrown around under pounding waves. There's attention to detail here as well. Background action is cleverly detailed and there are nice touches like having a sun gun on the camera so that when the documentary team is filming in the middle of the forest the area the camera is aimed at is artificially lit. One complaint, though, is that there's a lack of good surf music.

Voice casting goes for talent rather than celebrity here. Jeff Bridges as Big Z is an inspired choice. The only thing that could have made his part better was if they had been able to call him The Dude in honor of his role in The Big Lebowski, because Big Z is most definitely a Dude. Bridges has the precise laid back attitude and easygoing charm to win audiences over. Zooey Deschanel makes for a lovely and unforced love interest. Shia Le Beouf finds a sitcomy rhythm to his Cody while cameos by the likes of Michael McKean and Larraine Newman spice up the bit roles.

Surf's Up (rated PG) is one of the better recent American animations. It doesn't try to drill a message into you (like the PC minded Happy Feet), it's not overly cute (like Disney) and it's not hysterical comedy where filmmakers try so hard to be funny. Like Big Z it's just content to kick back and be itself.

Companion viewing: Endless Summer, Riding Giants, Step Into Liquid, March of the Penguins

Ben and buddies in Knocked Up (Universal)

Two years ago, Judd Apatow's comedy The 40 Year Old Virgin surprised everyone by grossing more than a hundred million at the box office. Apatow's follow up film this summer is another relationship comedy and it offers a welcome alternative to bloated blockbusters. Knocked Up (opening June 1 throughout San Diego) considers the unexpected repercussions of a one night stand between a slacker and an overachiever.

The idea of getting twenty directors ranging from the well known to the obscure to make short films that could all be joined together to form a single portrait of the city of love seems like a daunting task. The resulting film is as one might expect uneven. Some segments soar while others sink. But with twenty stories and styles to choose from, everyone is bound to find something to like in Paris Je T'aime.

Tom Tykwer's Faubourg Saint Denis segment in Paris Je T'aime (First Look)

Subtitled Petite romances, each filmmakers segment is titled with the name of a quarter or district in Paris, and each deals with love of some sort romantic, maternal, paternal, unrequited, etc. Plus a love for the city itself, a sometimes gritty, sometimes magical, always diverse and always bustling place.

The film opens with a quirky and appealing tale of Montmartre by Bruno Podalydes. In it a man and a woman have an unlikely chance encounter on a Paris street. Then there's cross cultural romance in Gurinder Chadha's Quais de Seine. In this lovely tale, a young man's life is changed when he comes to the aid of a Muslim girl teased by his friends. One of the best and most bittersweet tales comes from one of the least known directors, South African Oliver Schmitz. In Schmitz Place de Fete, an immigrant has a love that burns brightly for a young woman who doesn't even know who he is. This story acknowledges a darker side to the city but still finds something beautiful as well.

Elijah Wood in Quartier de la Madeleine segment of Paris Je T'aime (First Look)

The citys nightlife gets a twist in Quartier de la Madeleine, a vampire tale directed by Canadas Vincenzo Natali. Natali directed the nifty low-budget sci-fi thriller Cube about a decade ago but he never hit it big. His moody tale of nocturnal love here boasts monochromatic visuals interrupted by bold bursts of red blood. This is probably the most unexpected segment in the film. Horrormeister Wes Craven contributes a segment and although its set in a cemetery, there's no horror to be found. Unless it''s the horror a young woman (Emily Mortimer) feels about her impending marriage to a man that she suddenly realizes is a drip. But an encounter with the spirit of Oscar Wilde (embodied by fellow director Alexander Payne) reignites the passion in their relationship.

Gus Van Sants Le Marias bursts on screen like a giddy rush of passion. The director's pacing and camerawork convey the breathless quality of love in the big city. Sweetness reigns in Tom Tykwers Faubourg Saint-Denis starring Natalie Portman and Melchior Beslon as young lovers. Portman plays an aspiring actress who innocently bewitches and bewilders a young man. Then the feisty and antagonistic relationship of an older couple (played by Bob Hoskins and Fanny Ardant) makes for fun in Richard LaGraveneses Pigalle.

Christopher Doyle, an Australian-born cinematographer who gained fame shooting lush romances for Wong Kar Wai, delivers an eccentric take on the Porte de Choisy. Shot like a high end fashion photo spread, Doyle delivers a story that reveals his global perspective and penchant for all things Asian.

Steve Buscemi in the Coen brother's Tuileries segment of Paris Je T'aime

In Tuileries, the Coen Brothers tackle the discomfort of an American abroad and alone in the city of love. Their humorous camerawork isolates actor Steve Buscemi in the Paris Underground. Then a Parisian woman toys with his affections. But American stars Nick Nolte, Gena Rowlands, Ben Gazzara and Maggie Gyllenhaal end up in far less satisfying segments. While it's great to see Rowlands and Gazzara square off some thirty years after they worked together in John Cassavetes Opening Night, their segment about the Quartier Latin feels contrived. And nothing falls flatter than a chapter about a boy and his mime parents.

The film also falters at the end by trying to wrap things up in a neat, clever package. In the final moments, the film has characters and stories intersect but there's no need for such pat contrivance. Trying to tie up the multiple tales feels like an obligation to audience expectations rather than a fitting way to bring these wildly diverse stories to a conclusion. It would have been more satisfying to simply pull back and view the city from a far, knowing that all the lives and stories we have just seen are part of a vivid and lively tapestry.

Paris Je T'aime (rated R and in French with English subtitles) is a charmer. Its like a sampler plate of sweet confections, delightful but not very substantial, and with enough variety to please just about everyone.

Companion viewing: An American in Paris, Amelie, Diva, New York Stories