With a remastered print of the three hour theatrical film, promotional spots, a “making of” documentary spread out over 3 DVDs, plus post cards, and a Technicolor reproduction of the original program, trying to absorb all the material contained in this collector’s edition may feel as if the Roman Empire has fallen on you. But bear with it, citizen. The Miriam Collection’s “The Fall of the Roman Empire” has a forum for everyone, and is as sumptuous and striking as the film itself.

Released way back in 1964, “The Fall of the Roman Empire” isn’t as creaky as you might think. There’s none of the overboard, rip ‘em to shreds violence found in today’s productions (like watching 300 Spartans get hacked, severed and filleted down to none). It’s not an unforgettable epic in the vein of “Gladiator,” but it’s an enjoyable example of the extravagant epic genre. So if you’ve got young children, they won’t be exposed to anything they haven’t gawked at on prime time, making “The Fall” a good PG rated family movie night candidate.

Bronston hired some of Britain’s best known actors for supporting roles, (many of whom were leading actors in their own right). Alec Guinness (“Bridge Over The River Kwai”), James Mason (“20,000 Leagues Under The Sea”), and Anthony Quayle (“Lawrence Of Arabia”) gave the film instant credibility. For an international flair, Bronston added Canadian TV actor Christopher Plummer (“Hallmark Hall of Fame”), Egyptian actor Omar Sharif (another “Lawrence of Arabia” alumni) and the eighth wonder of the world, Sophia Loren. To keep American audiences interested, he brought in Stephen Boyd (“Ben Hur”) to play the hero, plus veteran heavy John Ireland (“Gunfight at the O.K. Corral”), and Mel Ferrer (“War and Peace”). Bronston tabbed Dimitri Tiomkin for the music. Working with three fully staffed orchestras over the course of a year, the composer recorded one of the most dramatic, emotional scores in movie history. As a testament to his open checkbook policy, Bronston hired a mere 8,000 extras for the battle scenes. A freak snowstorm threatened to delay filming, but the brain trust wisely chose to make the bad weather part of the film.

Many of the movie’s action scenes project the grandeur and vast expanse of the Roman Empire, including the previously mentioned battle scenes. The panning cameras capture the degradation in the city’s square, which resembles a densely populated Fellini nightmare (albeit an organized and sexless one) with clowns on stilts, rebellious regiments, thousands of famine-crazed citizens, and corrupt senators vying for the Emperor’s attention. One of the opening scenes at Caesar’s mountain fortress in the north assembles regiments from more than 50 Roman provinces. Great attention was paid in recreating the outfits worn by the soldiers and representatives from countries such as Syria, Armenia and Egypt. When Guinness stands on the veranda of his stronghold addressing thousands of brightly festooned men it’s no computer generated trick, everyone on screen is a real human being and the massive stone fortress was constructed specifically for the film. Imagine everyone at Woodstock dressed in feathered helmets and armor surrounded by chariots and horses and you’ll begin to get the picture. There’s also a fast-paced chariot race in which Stephen Boyd’s heroic Livius and Plummer’s treacherous Commodus thrash at each other, with both characters alternately threatening to sail over a cliff. The adrenalin surging shot is an enjoyable thrill at ever turn and probably caused a few stuntmen to wet themselves.

While great expense was made to make the Roman Empire as visually accurate as possible, Bronston would have been equally well served if he’d spent a little bit more money on the script. Screen writers Ben Barzman, Basilio Franchina and Phillip Yordan, did a commendable job crafting the action scenes, and provided James Mason and Alec Guinness with poetic speeches, but the dialogue they manufactured for the film’s love story between Boyd and Loren is rigid as Caligula in the chamber of the vestal virgins, making the two already limited actors sound as if they’re trying to read Latin from wet cue cards:

Livius (Boyd): Come away with me.
Lucilla (Loren): Where could we hide? I am Caesar’s daughter.
Livius: You are also a woman. That is a much higher rank.

The storyline is less extravagant than the movie’s people-packed scenes. When the film opens, the Roman Empire is at the height of its power and glory, thanks to the guidance and wisdom of Marcus Aurelius (regal but wordy Alec Guinness). Sensing his impending death, Marcus Aurelius calls together representatives from the empire’s many nations to garner their support for a “Pax Romana,” a united nation living in peace. The only pockets of resistance threatening Aurelius’ dream are Persia and a clan of barbarians led by the ruthless Ballomar (a seething John Ireland). Aurelius’ impetuous son, Commodus (scene-stealing, captivating Christopher Plummer), thinks he’s in line for the throne, but Aurelius feels his loyal Tribune, Livius, should rule. (Livius is played by Stephen Boyd, who’s so wooden he deserves to be called Stiffin Bored.) Blind soothsayer Cleander (capable Mel Ferrer) speeds Aurelius on his way to Olympus before the Emperor can officially make Livius his heir. But Livius has already spilled the news to Commodus. Not surprisingly, Commodus, who feels close enough to call Livius his brother, begins to resent him. Their resentment and competitiveness surges when the two lead separate armies in pursuit of Ballomar. Commodus, assisted by a former gladiator (Anthony Quayle, vibrant as the virile Verulus), takes the more dangerous assignment of drawing Ballomar’s men into a trap. The trick works all too well. Ballomar’s men engage Commodus and his soldiers, but the gladiators conscripted to fight by Verulus cower and have to be rescued by Livius, further straining their relationship.

Livius is more intent on chasing Commodus’ sister, Lucilla (toga temptress Sophia Loren) than pursuing the throne. But Lucilla is a human olive branch promised by Aurelius to appease Sohamus, the King of the Armenians (Omar Sharif, as energetically animated as a Con Ed worker with his wet finger in a light socket). Commodus assumes the throne and immediately begins to tear down what his father has built by overtaxing and antagonizing Rome’s eastern settlements. Commodus also tries to undermine the peace that Timonides (the always brilliant and articulate James Mason) has arranged with Ballomar. He banishes Livius by sending him back to the northern frontier, and tells Lucilla, now Sohamus’ wife, not to bother with any road trips back to the Appian Way unless she’d like to be the next starring act with the lions at the coliseum.

Absolute power corrupts absolutely, and Commodus’ lack of benevolence comes back to haunt both him and Rome. The city suffers through famine, pestilence, and a chariot strike (just kidding about that last one). Commodus gets barbarous with the barbarians, and the beleaguered eastern frontier revolts, including Lucilla’s adopted home, Armenia. Commodus recalls Livius to put down the rebels, which means he not only has to kill men he served with, he may also have to kill Lucilla. The act tests both Livius’ loyalty to the empire and his love for Lucilla, and sets his chariot wheels in motion for a final confrontation with Commodus. One of the men has to die in order for Rome to have a chance at survival, and the rest of “The Fall” becomes a question of who sides with Livius, who fights with Commodus, and who winds up on a funeral pyre. The outcome is as easy to see as 8,000 extras dressed in gleaming armor in a wide open field, but there’s a wild card in the climax involving Commodus that will catch you off your Praetorian guard. (Well, it surprised me.)

I hate to cast aspersions on the dead, but Stiffin Bored (or Stiffin Void) is one of the reason’s Rome fell when the picture was released. Boyd was a matinee idol, an action figure, not an actor, much like the man he replaced (Charlton Heston). Heston was offered the role of Livius, but turned it down because he hated Sophia Loren, with whom he’d co-starred in the Bronston’s previous epic, “El Cid.” Kirk Douglas’ schedule kept his chariot in the garage as well. Boyd was chosen because he was tall, long-limbed, fit the costumes and looked good on a horse. Stiffin had a busy career, appearing with Heston in “Ben Hur,” and in other costume epics such as “Genghis Khan” and “The Bible…In the Beginning,” as well as starring in the futuristic adventure “Fantastic Voyage” with another brunette ha-cha-cha, Raquel Welch. (He was also the first choice to play James Bond.) Boyd was struck down on the golf course by a heart attack at the age of 45. Talk about bogeying a hole.

Sophia Loren can’t act either, but who cares? Hoochie mama! She’s a Roman goddess, and one of the few cast members whose ancestors may have toga’ed with Caesar. Although she crossed swords with testy Chuck Heston, she clearly was a team player, appearing on the set to joke with the cast on her days off. She’s a bit tongue-tied by the dialogue at times, sounding like a female version of Yul Brynner (“I lub you Lidius!”), but remains as regal as Venus de Milo throughout. The fact that Ms. Loren’s best acting assets are concealed in figure nullifying robes isn’t her biggest problem. It’s hard to believe, but she and Boyd have absolutely no chemistry in their scenes together. (A recent bio on Doris Day outed Boyd, which may come as a shock to his two ex-wives.)

Christopher Plummer’s villainous portrayal of real life ruler Commodus dominates the screen and more than makes up for Loren and Boyd’s still life romance. Plummer’s cunning grin and boisterous delivery indicate he was really enjoying himself. And why not? The villains get the best dialogue, do despicable things the actor himself wouldn’t do in real life, and get to have a great death scene. Watch Plummer as he digresses from an irresponsible arrogant ruler in waiting to an enigmatic Emperor, and keep in mind that “The Fall of the Roman Empire” was only his third picture. He hijacks the film from distinguished veteran actors Quayle, Mason and Guinness, who seem to sense Plummer is locked in and support him in his effort to carry the production. Plummer’s performance helped him gain leading man status. His next film was the highly successful “Sound Of Music.” He liked the recognition the film afforded him, but thought it was too saccharine. (I’m with you, Chris.) He commented that working with prim and proper Julie Andrews every day was like “Being hit over the head with a Hallmark card.” Plummer is one of the few cast members still upright and acting.

Sir Alec has the daunting task of playing philosopher Emperor Marcus Aurelius, the last benevolent ruler of the Roman Empire. Guinness is pious, wise, noble, and a bit of a bore (just like he is in all of his performances). He reportedly didn’t like some of his dialogue and rewrote it to suit the character’s position as the father of his country. I can’t imagine how stilted his lines were before. Guinness falls prey to Shakespearian actors’ tendency to treat their lines as if they’re trodding the stage of the exalted Vic Theater. This is an action movie, Alec, relax. It’s hard to portray a man as revered and respected as Marcus Aurelius and Guinness does a commendable job, but he spends most of his time on the screen ruminating and reacting quizzically to his conscience (served up in the form of a voice over), rather than showing the audience a good time. Guinness succeeds in portraying Marcus Aurelius as a visionary man of the people. He also interacts well with Mason, who plays his trusted advisor, Timonides, but in scenes with Plummer, Loren, or even Boyd, Guinness’ Marcus gets lost in a serious of ponderous speeches that sound as if he’s rehearsing for his role as Obe Wan Kanobi. (He also looks the part. In one scene he wears a black hoodie similar to the one he’d wear a decade later for “Star Wars.”). He does have one unintentionally amusing exchange with Boyd as the two discuss Ballomar:

Livius: A few days longer Caesar. We will bring you his head.
Marcus Aurelius:No, Livius, please do not bring me his head. I would not know what to do with it.

James Mason’s turn as Timonides, Marcus Aurelius’ gentle Greek advisor, is the exact opposite of Sir Alec’s overblown performance. Mason takes what could have been a minor role and by using his distinctive voice, well-placed moments of light comedy and believability, makes Timonides another character worth investing three hours to watch. As he speaks to the Roman senate on behalf of the barbarians, Mason’s matchless timbre elevates his words to the stature of speeches given by great orators such as Cicero, Abraham Lincoln and Franklin Roosevelt. (Okay, I’ve never heard tapes of the first two either, I’m just throwing out some recognizable names for effect. You might think Harvey Fierstein is a great speaker, in which case you should seek help.) Mason makes Timionides, a former slave and a foreigner to boot, a sympathetic and admirable character.

Other performances worth watching are John Ireland as bad-ass barbarian Ballomar (“Let us die killing Romans!”). Ireland plied his trade in Westerns, usually playing a bushwhacking, boozing bad guy. (His rut with anything personal life was fodder for the tabloids.) Draped in furs with a very fake red beard and wig, Ireland resembles a fierce, humanized Hagar the Horrible. His torture of Mason (who would later become the barbarian’s champion and live with them) will make you twist in your chair, mainly because you don’t see what Ireland is actually doing to Mason, only James’ anguished, pained face. Ireland’s transformation from fearsome foe to productive ally is one of the film’s more realized subplots, and you’ll thank the writers for including a shave and a haircut as part of his alterations.

As Commodus’ trusted second in command, Anthony Quayle gives the barrel-chested Verulus the right amount of threatening, skull-cracking presence. Quayle’s furrow-browed portrayal takes on a whole new dimension when Loren and the audience discover there’s a noble and self-sacrificing side to Verulus. In the later part of his career Quayle usually played learned senators and generals (check out his turn as resourceful Roman engineer Rubris Gallus in “Masada.”) Quayle would have been a better choice to play Marcus Aurelius than Guinness. And you have to wonder if Peter O’Toole was off somewhere having his toga dry cleaned instead of joining his fellow “Lawrence of Arabia actors. Until his final scenes, Quayle is all biceps and brute force, and despite his limited screen time, leaves an indelible impression.

One criticism – the plot conveniently disposes of some of the characters using the spear from out of nowhere routine, and there are moments when the film lags like a crucifixion crew in search of a nail (it is after all, three hours). Okay, I’ve got another complaint. The film’s in a letterbox format, which I’ve never had any use for. I don’t squint when I look at things, so why shrink everything into a band and waste so much space?

The Empire Expands – The Extras

There’s an old saying: “Rome wasn’t built in a day.” It’ll certainly take you the better part of 24 hours to get through the movie and its legion of extras. Disc one’s special features include commentary by producer Samuel Bronston’s son, William, and Bronston biographer Mel Martin; filmographies of the stars, stills, a theatrical trailer, and “Rome in Madrid,” a twenty-minute promotional film narrated by, who else? James Mason. Besides the mellifluous Mason, you’ll get an insider’s look at six month construction project that produced the massive forum, and get your chuckle on checking out candid shots of the stars on the set -- including Alec Guinness and Christopher Plummer playing chess, and Stephen Boyd bound for his next shot in his chariot, braving the snow.

The second DVD contains the bulk of the extras, including a “Making of…” documentary, a historical look at the real Roman Empire, “Hollywood vs. History,” and a feature on composer Dimitri Tiomkin.

“The Making of…” is laced with interviews with surviving crew members and the relatives of the execs connected with the film, such as William Bronston, Nina Mann (the director’s daughter) and Bronston biographers Mel Martin and Paul Nagle. Among the many revelatory moments is Loren’s admiration for English actors. She loved the sound of their voices so much that instead of playing music in her trailer, she played records narrated by good friends Guinness and Mason. (Apparently the records didn’t take.) Bronston’s widow says part of the blame for the film’s astronomical budget can be traced to associate producer Michal Waszynski, who supposedly spirited away millions of dollars, depositing it into his personal account. Martin backs up the accusation, saying, “Money blew down the hall like leaves in October.”

Highbrow historians Dr Peter Heather and Dr. Ronald Mellor join Bronston biographer Neal Rosendorf and others to discuss if the film is historically on point. Marcus Aurelius and Commodus did indeed rule Rome in succession, and the available historical evidence indicates Aurelius was as kind-hearted and wise an overseer as Guinness’ portrayal would lead you to believe. By comparison, Commodus’ reign was a failure, but our history buffs point out he was only 19 when he succeeded Aurelius and may have eventually cracked under the pressure of ruling the entire known world. Another real-life figure, Lucilla, was executed by Commodus for plotting his assassination. But she was never betrothed to the King of Armenia or romanced by Livius, who’s purely a fictional concoction.

The third disc is a showcase for a series of historical shorts produced by Encyclopedia Britannica. When director Bill Deneen heard Samuel Bronston had created a Roman city, he asked Bronston if was available for use. Smarting form the cost of the film, Bronston and the studio were more than happy to rent it out. Incorporating scenes from “The Fall of The Roman Empire,” Dineen filmed a series of ten to twenty minute history lessons for kids, several of which, such as “Life In Ancient Rome,” and “Julius Caesar: The Rise of The Roman Empire” have been included in their entirety. The real kick is seeing Dineen’s 1964 on screen introduction and getting a load of him in 2007. Dineen has the perfect look for voice overs. His teeth are as yellow as a vampire’s eyes, his dark hair weave appears to have been stapled to his forehead, and his wing-sized ears look poised for flight. The old camera spinner seems to be enjoying ever second on camera, though.

When it was released, “The Fall Of The Roman Empire” was quickly conquered by the competition – “Mary Poppins,” which offered a spoon full of sugar from A-gaming Julie Andrews and was a much more optimistic trip down fantasy lane. John F. Kennedy had been assassinated only a few months before, and the U.S. wasn’t quite ready to embrace a picture where nearly everyone dies and an entire civilization is headed down the path to ruin. Audiences wanted neat, tidy happy endings in those days, and despite Plummer’s electrifying performance, “Fall” wasn’t exactly an uplifting experience. With a masterfully cleaned up appearance and its all-star cast, maybe “The Fall of the Roman Empire” can now find the audience it deserves. Rev up your chariot, go down to the coliseum, drop some ducats for a copy, and let the games begin.

It’s ironic that an entire generation has grown up not knowing who Tom Snyder was. “John, Paul, Tom and Ringo,” a 2 DVD set of “Tomorrow Show” interviews from Shout Factory, ought to enhance Snyder’s reputation as a provocative, determined and entertaining interviewer. Snyder, a former newscaster, hosted “The Tomorrow Show,” on NBC from 1973-82. His hard-hitting interviewing style, off the cuff exchanges with the stage crew, and cloud-wafting chain smoking made him a celebrity in his own right. He also had the distracting habit of making every interview about Tom Snyder. If you’re interviewing Uncle Floyd, that’s one thing. If you’re fortunate to have landed three out of the four Beatles, you need to be prepared, be polite, suck on your Salem and let them do the talking. Tom does none of the above, which makes “John, Paul, Tom and Ringo” an occasional out of control clown car. Snyder’s ego aside, these interviews haven’t been seen in twenty five years, and are worth delving into because it’s the Beatles, kids.

John….

Seeing Tom Snyder’s interview with John Lennon is one of those rare “oh wow” moments. He’s been gone for so long and has been lionized on film, in books and on CDs that you forget he was once a person, not just an icon, and he wasn’t perfect. Luckily we get Lennon the playful, Lennon the charmer, Lennon the joker, instead of John the caustic, John the hater of all things Beatle, especially Paul McCartney.

The lengthy interview begins as he old saying goes, at the beginning. John still can’t believe “Beatlemania”: “It was like being in the eye of a hurricane. We thought, what’s going on? It was just happening to us. We were being whisked from room to room.” He’s thankful he’s not recognized as much anymore, that he can go out to dinner and a few people might come up to him wish him luck in battle against deportation but otherwise leave him alone. (An ironic statement given Chapman had no problem recognizing, stalking, and killing Lennon.) John’s far less vitriolic about the Beatles than he was in the 70s whenever he was asked why the world’s greatest group broke up: “We didn’t break up because we weren’t friends. We were bored. We stopped moving forward. It was like a marriage that didn’t work.”

Given John’s post-Beatle battles with Paul, his sincere claim he’s happy for the success of his former band mates is a sigh of relief. Nice to know he went to the great control booth in the sky without all that baggage. John’s most happy for Ringo: “It always went that Ringo was dumb, but Ringo ain’t dumb.” He laughs, adding, “We were worried, but he can make movies, he has a recording career. He’s doing better than me right now!”

There are few revelations in the interview (or in Paul or Ringo’s for that matter), although I was surprised to hear John say he liked disco. He makes up for his misjudgment of disco by mentioning his appreciation of reggae, which in 1975 was just beginning to gain a foothold in the U.S.

John’s explanations for some of his outrageous and trend-setting behavior in the 60s come across now as logical and less diabolical. Commenting on his “bed in” for peace with Yoko, John admits it was a calculated move. He knew there would be a lot of press covering their honeymoon, and used the opportunity to talk about something he believed in. Looking back at the full monty shot of himself and Yoko that jumped off of the cover of their “Two Virgins” album, John says coyly, “We were just ahead of our time,” and rightfully points out that nudity is so commonplace today few people give it an afterthought.

A large part of the interview is devoted to John’s tug of war with the Department of Immigration, which didn’t care if Lennon was exiled to Elba to keep Napoleon’s ghost company, as long as he wasn’t spreading his subversive ideas around the good ole U.S.A. Lennon has his smarmy looking lawyer, Leon Wyles, respond to any tricky legal logistics. Styling out in plastic rim glasses (which don’t disguise his beady eyes), and wearing a ghastly stripped tie that resembles a hangman’s noose, Wyles looks like one of those shifty establishment types Lennon used to tell us not to trust. Wyles talks in lawyer double-speak about a conspiracy against John, that people like John Mitchell are out to get him. Back then it seemed like a lot of paranoid hooey, but files have since become a part of the public record that prove everyone at the Pentagon from Nixon to J. Edgar Hoover (and possibly even the janitor) were violating the very rules our country was founded on in an attempt to get John deported. Snyder sneaks in one of his more probing set of questions, “Why try to be somewhere where you’re not wanted? Why endure the hassle?” Lennon response is sincere: “I’d like to live in the land of the free.”

Lennon’s interview was rebroadcast the day after his death on December 9, 1980. At that time, Snyder added two guests to the show who’d been close to the ex-Beatle in his final years. Pickerel-pussed Lisa Robinson, a reporter for The New York Times, was one of the few writers granted access to John during his days at the Dakota. She marvels at how comfortable John was at being a father, that he made breakfast while Yoko made money. Robinson’s admiration for Yoko the determined business woman didn’t win me over; in fact her description of her guaranteed I won’t be nominating Mrs. Lennon for Mother of the Year. (“Yoko does not fetch and carry for anyone… She said to John, “I carried the child for nine months. Now it’s your turn.”)

The second guest on the show was Jack Douglas, who produced “Double Fantasy.” He had a longstanding relationship with the Lennon’s and was respected for his talents because he was “the first engineer who didn’t run out of the control room when Yoko started to work.” (Don’t look now Jack, but engineers – and listeners – still run out of the room when Yoko opens her maw.)

Douglas is obviously still shook up over Lennon’s death. He’s misty eyed, his voice shakes and his expression occasionally glazes over like a shell shocked soldier just home from Verdun. He talks about how positive Lennon was about his future before his death. One of the most touching moments on the DVD is when Douglas says after Lennon’s death he left the hospital and spent the night walking the street, trying to communicate with him. You feel for the guy. Like many of us, Douglas truly loved Lennon.

The best part of the John Lennon interview? No Yoko.

Paul…

You may squirm in your chair a bit during Paul McCartney’s 1979 interview, which was recorded prior to a holiday concert by Wings at the Rainbow Theater. It was conducted via satellite, which was still a tricky technical proposition in those days. Paul has yet to develop his Teflon confidence and is occasionally caught flat-footed by Snyder’s less than scintillating questions and his I’m-just-as-big-a-star-as-you attitude. Not only does Macca have to deal with the burgeoning technology and Snyder’s pit bull personality, but he has to placate Linda Eastman McCartney, his wife and fellow band member in Wings. Linda is in a destructive mood, mugging for the camera. When she’s not making faces or cracking wise, she looks horrifically bored. Score one for Yoko. The interview is a reminder that Linda was every bit the biotch as John’s spouse and exhibited the same Rasputin-like hold over Paul that Yoko had over John. (The people you feel sorriest for are George and Ringo.) Snyder doesn’t help matters by getting several facts about Linda wrong. He compliments her “guitar playing” in the video for “Spin It On.” Linda does indeed have a guitar in her hand, but she’s clearly faking it, and she tells Snyder so, noting she’s the band’s novice keyboard player. Snyder also says Linda grew up in Long Island not once, but twice. The second time he mentions it, Linda comes down on him like the downbeat on “Anytime At All” – hard and fast, noting forcefully that she was raised in Scarsdale in Westchester County. From that point on, Snyder can forget about trading bon mots with Linda. When he calls her “cherubic,” Linda snickers, replying, “Cherubic? Clearly, I’m not.”

Snyder compounds the awkward feeling in the air by mentioning an incident in which several fans of the Who were killed “last week.” Paul turns to Linda and says, “Didn’t that happen last night?” forcing Snyder to fess up that their interview wouldn’t air for a week.

Macca’s interview was shot during the final phase of Wings’ existence, when Paul was still trying to convince everyone his band of itinerant musicians were as good as the Beatles (and we all know how that battle turned out). If you need further proof that Wings was a lame aggregation, check out the video for “Spin It on,” one of the most abrasive shout fests Macca ever created. First off, it’s an ear-splitting rip off of Golden Earring’s “Radar Love,” and not a very good one at that. Secondly, it’s a track from “Back to the Egg,” Wings’ final studio album and their worst in a long line of turkeys.

Snyder tells the audience up front that Paul has forbidden him to ask about a Beatle reunion or question him about his past, which he does anyway. He gets away with it once, but seems reluctant to press any further. As a result, his other questions aren’t exactly probing and don’t break any new ground…How did the group start?...What was the pressure like of starting a new group after the Beatles?...Can you take the kids on tour?...The McCartney’s aren’t very forthcoming with their answers either. When Snyder traps himself in an inane discussion with Paul about sheep shearing, their discussion goes completely off the rails:

Snyder: Do sheep like being sheared?
McCartney: It’s better than being killed.

It’s McCartney who finally slaughters their sheepish forum: “This is an interesting conversation, isn’t it, Tom. Wool?”

Two members of Wings, guitarists Denny Laine and Lawrence Juber, are invited to join the interview. (Little did they know they’d soon be out of work. Laine had been with the McCartney’s for 10 years, Juber made it through one album.) Had Tom done his homework, he would have realized Laine was a celebrity in his own right, having been the original lead singer for the Moody Blues when they hit the charts with “Go Now” in 1964. He’s at least up on Laine’s current project, a solo album of songs written by Buddy Holly called “Holly Days.” Laine has always had a bit of a chip on his shoulder when it comes to the business behind the music and the press. He’s pleasant enough here, although his smile will remind you a bit of Sean Penn’s up-to- no-good grin. Juber is enthusiastic, photogenic and a bit star struck.

All aspiring journalists should study Snyder’s interview with the McCartney’s closely and do the exact opposite of everything Tom does. Nevertheless, Snyder’s interview with Macca and company is an informative look at the cute Beatle without his defensive shields up.

No George…Ringo

Richard Starkey’s 1981 interview marks his 40th birthday, and starts off rocky, but credit the man everyone (except his wife) calls Ringo for keeping the atmosphere light and positive. Blame Snyder’s off-putting bull-in-a-china shop style of interviewing for nearly turning the nicest Beatle against him. When Snyder doesn’t get what he wants from Ringo, he presses. Starr is clearly miffed with Snyder’s dirt-digging style, but he maintains his cool, and after a couple of sips from a nearby glass, he’s good old affable Ritchie again.

At this point it’s been nearly a year since John Lennon was shot, but Ringo still gets misty at the mention of the head Beatles’ name. The good news for Ringo at the time was the release of “Stop and Smell the Roses,” an album featuring an all-star cast, including Stephen Stills, Paul and George. Ringo was also hawking his latest film, “Caveman,” and had met his new wife, Barbara Bach, on the set. Unfortunately, “Stop and Smell the Roses” stank (as evidenced by the video for the vapid “Wrack My Brain,” written by George Harrison), and “Caveman” met with some initial success in the theaters, but was soon extinct. But Ringo and Barbara are still man and wife to this day, and that, I’m sure, is more important to Richard Starkey than anything else.

Ringo remains the most self-effacing Beatle. In discussing the failure of “Son of Dracula,” a dreadfully bad horror spoof he made with singer/composer Harry Nilsson, Ringo admits, “It wasn’t that good. They put it out in small towns so there wasn’t any competition, because they’d go and see Tom and Jerry before they’d go and see us.”

You also get to see fleeting glimpses of Ringo’s serious side. Speaking about his marriage to Barbara Bach, who joins him for part of the interview, Ringo says, “You can’t fight lightning.” Aha, the words of a man who’s truly in love. Echoing Lennon’s earlier comments, he addresses his image as “the dummy” of the group: “We did a few movies and suddenly that’s how people think you are the rest of the time.” He also talks about his sickly, troubled childhood -- “I went grey at eighteen. People would grab me and say, who do you think you are, Jeff Chandler?” (For those too young to know, Chandler was a popular Hollywood leading man in the late 50s and early 60s known as “The Silver Fox.” He met an untimely end during spinal surgery at the age of 42 from blood poisoning. Like Starr, he started to go grey at 18.)

Ringo seldom gets up on a soapbox, but he gets his hackles up over two topics -- his claim as the greatest drummer in rock (he makes a good case, but I’m still going with Jim Gordon), and promoters who’ve been getting free publicity for talking up a Beatle reunion.

Overall, Ringo remains the most affable, honest, and entertaining Beatle, and proves that nice guys can finish first. Too bad his interview is the shortest of the three.

For some reason only known to Shout Factory, an interview with actress Angie Dickinson ends the DVD. She’s pleasant and accommodating, but what the heck does she have to do with John, Paul, Ringo, or even the absent George? Okay, she appeared in Ringo’s TV special. I was in the movie “Valley of the Dolls.” (I’m in the ice skating scene that opens up the picture.) Does that mean I get face time in “The Sharon Tate Story?” That’ll cost you half a star (or Starr) for sloppy editing, fellas.

Like it or not, the Beatles were the sum of their parts, and Tom Snyder’s warts and all “Tomorrow Show” interviews point that out. Both Lennon and Starr start out wobbling in their Beatle boots before charming Tom and the audience. A bewildered McCartney and a hostile Linda underscore that the Beatles could be prickly and disinterested too. We sometimes forget they were human beings who didn’t always act the way we wanted them to. Beatle fans (like me) will rejoice at simply seeing the Fab Four (well, three) when they were younger, and, sadly, in John Lennon’s case, alive. So take a magical mystery tour with the new Fab Four -- John, Paul, Tom and Ringo.

(editor's note: Though I don't disagree with MJ's review and would strongly suggest the book over the movie, the girl in me must recommend the movie on the strength of the Green Dress which is uncredited but deserving of its own award.)

I have atoned for my many sins, having only dozed off twice while sitting through the dry as a doggie bone romance of “Atonement.” The film was recently nominated for seven Oscars and wound up winning just one – for best original score. The Academy can be shockingly wrongheaded when it comes to doling out awards, but in this case they got it right. There’s no doubt that “Atonement” deserved to be recognized, but “No Country For Old Men,” was the rightful winner for Best Picture and Best Supporting Actor. “Atonement” is a lavish period piece, manna for the eyes, and the music is lush and elegant. But stunning? Spellbinding? Those words best describe “No Country For Old Men” and “There Will Be Blood.” “Atonement” is a Lifetime movie with a bazillion dollar budget.

That having been said, the romantic plot, the real meat of “Atonement,” moves with the speed of an arthritic butler, which means not at all. I know, English parlor dramas are all about sighs, glances, and what’s implied rather than said, but few of the characters in this movie have the slightest hint of a pulse and nothing of substance to talk about even after the big scandal. The central character, 13 year-old Briony Tallis (talented moppet Saoirse Rowan), is so bound up she twitters and blinks like an ostrich who’s about to stuff her head in a hole to avoid reality. The ill-fated lovers, Cecilia and Robbie are understandably conscious of their social standing (she’s rich, he weeds the garden), but are so smitten they talk in convoluted codes rather than actually speaking to one another. When they finally give in to their low-key passion, it’s in the library on the main floor of a mansion that looks like it sports 60 rooms to be very ungentlemanly and unladylike in. What, you two couldn’t sneak off to a deserted upper floor? The potentially scandalous romp between Cecilia and Robbie resembles a pair of mating squids and sets off the ire of Briony, who walks in on the coupling couple. Briony has a fanciful crush on Robbie and exacts her revenge on lawn boy when her cousin, Lola, is molested later that evening in the woods. Briony claims to have seen Robbie trying to make the beast with two backs with Lola, who goes along with the accusation because the truth might cast her in the role of willing participant rather than rape victim. Briony’s vengeful lie changes the lover’s lives forever. (Hell hath no fury like a teen geek scorned.) Robbie goes to jail and is branded a drooling child molester. When the Second World War breaks out, he’s given a choice, serve your country or serve the rest of your sentence.

I repeatedly had to remind myself I was supposed to be paying attention to what was going on. I wanted to give “Atonement” a four star review kids, and if I was in a committed, till-death-do-us-part relationship I might have. I guess my romantic side died from disinterest long ago -- or I simply don’t like watching films where the sound of my own snoring wakes me up.

“Atonement” is in the same category as “Wuthering Heights” – a star-crossed romance that’s a two hanky weeper. You’d think having had my love life sabotaged by a scurrilous lie I’d be a bit more sympathetic to Robbie and Cecilia’s plight. (In a way I am, hence the separate ratings.) At 17, I fell harder than an anvil factory for a girl I was convinced was the love of my life. Let’s call her C.C. for continuity’s sake. My betrayal came when a mutual friend told C.C. something so heinous about me she never spoke to me again and ran away like Flo Jo every time she saw me coming. Under the threat of disembowelment, our mutual “friend” admitted she’d lied, but never told me what cooked up crock she’d shared with C.C. My betrayer’s parting words were, “Of course you’ll fall in love again.” She was wrong. I lost my father, grandparents, an uncle and enough cousins to populate Frostbite Falls, Minnesota all within three months, and I’ve never felt anything as painful as the Grand Canyon-sized hole my aborted relationship with C.C. left behind. So you see I fully understand where “Atonement” is coming from. I just don’t like the laborious path it takes to get there.

As for the acting…I expect to take some heat for saying this, but Keira Knightley needs a big sandwich. The woman has a bad case of lollypop head. She can’t weigh more than 90 pounds and most of it is her oversized cranium. At one point she strips to her skivvies and jumps into a fountain to retrieve a piece of a valuable vase. When she comes up soaking wet with everything virtually see through, there’s nothing to see through. I know, it’s irrelevant for your ladies, but would have been like a biscuit to a starving horn dog reviewer whose head was already bouncing off the table. When James McAvoy (Robbie) gets an eyeful of his English Olive Oyl he looks away, and so will you. That having been said, Knightley may not stir the blood, but she conveys a convincing air of lovelorn doom. She’s no Merle Oberon or Vivian Leigh, but is one of the few actors allowed to show some verve and spunk in a film that wallows in its subtlety.

James McAvoy adequately fills the role of railroaded hero Robbie, a commoner with such high standards he doesn’t put up a fight when he’s wrongly accused of a dastardly crime. Robbie winds up in the big house, still nursing his longing for Cecilia and likely harboring a get even Jones for Briony. McAvoy gives a strong performance as Robbie by essentially being weak. He’s weak at the knees over Cecilia, powerless socially to challenge the accusations against him, and in his scenes at Dunkirk, he’s physically drained. Except for the scene in Cecilia’s apartment when he and Cecilia confront a now 18 year-old Briony, McAvoy has to let his character’s strong sense of morals do the acting for him. It’s not any easy task, and McAvoy would have benefited from a script that allowed him a chance to show more emotion. But when McAvoy’s tragic character is struggling through the madness at Dunkirk, you’ll pull for him to return to the arms of his beloved, so score a job well done for James.

The three actresses portraying Briony Tallis at various stages of her life have varying degrees of success. Saorise Ronan received an Oscar nomination for carrying the weight of playing Briony at age 13. Whenever an actor is effective enough to make you forget they’re still a child they’ve done a good job. Ronan twitches like a pubescent Don Knotts at times, but does so consistently. In the end, she’s a better Briony than exalted acting legend Vanessa Redgrave, who portrays the dying Briony, an acclaimed author, at age 77. Redgrave has to keep pace with the Briony’s jumpy personality (as established by Ronan), so you don’t get to see her typical Shakespearian fire. Ramola Garai’s overly cautious performance as an 18 year-old Briony gets a mulligan because she was the last actress cast to play the role. The Jill Ireland look alike spends most of her time on screen pop-eyed and scampering about the halls of a hospital like a mouse with her tail on fire, but is involved in one of the movies meatier and affecting scenes in which she comforts a dying French soldier.

Benedict Cumberbatch plays the foppish Paul Marshall, privileged heir to a chocolate factory, who plans to cash in by selling his candy to the British army when the war breaks out. A visiting college friend of Cecilia’s brother Leon (a bland Patrick Kennedy), Marshall takes a fancy to Briony’s 15 year-old cousin Lola Quincy (Rosey-cheeked Juno Temple, looking older than her real life 19 years). Faster than you can say, “Have some candy little girl?” Cumberbatch’s lecherous intent toward Lola demonstrates that rich snakes resort to the same crass come ons and hormonal misjudgment as folks on the dole. Temple’s Lolita-like qualities make up for Knightley’s lack of appeal. Paul and Lola’s shallow, lustful relationship is a mirror image of Cecilia and Robbie’s more chaste, romantic love affair. Maybe I’ve dwelled along life’s dark road for too long, but I found the chemistry between Paul and Lola more energetic and realistic than that of Cecilia and Robbie, and could have used more of their back story as a balance between “pure” and “lustful” love.

Timeless love stories transcend stilted dialogue and static scenes. “Atonement” does not. Witness Robbie’s opening voiceover:

“Dearest Cecilia, the story can resume. The one I had been planning on that evening walk. I can become again the man who once crossed the surrey park at dusk in my best suit, swaggering on the promise of life, the man who, with clarity of passion, made love to you in the library. The story can resume. I will return. Find you, love you, marry you and live without shame.”

I would have lost C.C. a lot sooner if I’d uttered such sentimental drivel, and Robbie’s opening voiceover represents the best passage in the movie. At least you still have the scenes at Dunkirk to marvel at.

Extra Atoning

The expanded DVD makes it easier to atone and includes deleted scenes, commentary by director Joe Wright, and two features, “Bringing the Past to Life: The Making of Atonement,” and “From Novel to Screen: Adapting A Classic.” “The Making of Atonement” is highlighted by interviews with Wright, cast members, and producer Paul Webster, among others. The cast is as cordial off screen as off, particularly toward newcomer Saoirse Rowan, who is as bright and talented off screen as on. Knightley is sprightly and taken with the film’s costumes and the grandeur of Stokesay Court, which served as the Tallis’ mansion. McAvoy sports a distinguished Scottish brogue and mirrors his character’s humility. Summing up the film’s intent, McAvoy says, “It’s a story about storytelling.” Wright provides additional insight: “(Atonement) lulls you into lyrical passages then slams you.”

“The Making of Atonement” is highlighted by the “Retreat To Dunkirk” section, where the viewer gets an insider’s look at how the film’s most stunning sequences were shot. Lensed in the small seaside English town of Redcar, the Dunkirk beach scene cost a million pounds and cast a thousand locals as extras. The most amazing aspects of the project are the speed at which it was shot, (in order to avoid the incoming tide) and the historical authenticity.

When people talk about timeless romantic movies like “Gone Wind The Wind,” “Casablanca” or even “Ghost” twenty years from now, I’m willing to bet my ascot “Atonement” doesn’t make the top ten. Take a poll of the most memorable movies with the best cinematography and “Atonement” might get my vote, but beautiful isn’t always interesting. If that was the case, Sophia Loren would be the Pope, Catherine Deneuve would rule France and Penelope Cruz would qualify as a modern day Queen Isabella. (In this election year I’m staying clear of elected officials in the U.S.)

“Atonement” is certainly worth a look, especially if you what to slip back to a time of social teas, honor, chivalry and romance. But don’t let your expectations get the better of you. “Atonement” is like that pretty woman (or man) you’ve been chasing all you life. When you finally get a chance to connect, it’s disappointing to discover she’s wonderful to look at, she’s polite and intelligent, but she’s also a deadly bore.

Don’t cringe or chuckle when you see Ben Affleck’s name on the screen followed by the unlikely titles of director and screenwriter. “Gone Baby Gone” is a much better film than almost everything Affleck’s ever acted in, and it owes its success to a brilliant cast and Affleck’s ability to turn the suburbs of Boston into a central character.

The opening of “Gone Baby Gone” sets the viewer down in the middle of a media circus. A child, Amanda McCready, is missing from one of Boston’s congested, working class neighborhoods. Helene, her single drug huffing mom (marvelously trashy Amy Ryan), puts on a concerned front for the cameras, but in private, lounging on the couch in her seedy apartment, she’s more concerned about where her next high is coming from than her daughter’s safe return. Amanda’s aunt (tough love personified in the person of Amy Madigan) and uncle (working stiff Titus Welliver) hire a pair of young private investigators, Patrick Kenzie and Angie Gennaro (boyish Casey Affleck, and the brains of the outfit, Amy Monaghan) to supplant the police department’s search, which after three days appears to have already reached a dead end.

Doyle (speaking to Angie): How old is he?

Angie: Thirty-one. He just looks young for his age.

Doyle: He may look young, but if he wants to work this case, he’d better not act it.

While grilling Helene, the investigators discover a jarringly plausible reason for Amanda’s disappearance – Helene and her junkie boyfriend stole $130,000 from local drug lord “Cheese” (As in “The big…”). Cheese is conveyed by Bernie Mac double Edi Gathegi, who’s about as threatening as a stoned Teletubby, even after he pulls out a gat as big as one of Bob Marley’s spliffs. With the exception of one crucial line, Gathegi’s ganja-dipped diction is simply too hard to follow. When questioned by Kenzie, Cheese vehemently denies kidnapping Amanda, coming up with the movie’s signature line (and title): “If that girl’s only hope is you I pray for her because she’s gone, baby, gone…”

Cheese flips, supposedly fessing up to Captain Doyle in a taped conversation that he’s got Amanda and he’s willing to trade the child for his money. Remy, Nick, Kenzie and Angie arrange to make the exchange at a quarry, but gunfire rings out in the dark, Cheese winds up with more holes in him than his namesake (Swiss), and Amanda is believed to have drowned. The case is closed, leaving Kenzie and Angie to deal with their guilt at having failed to save Amanda.

Days later, a young boy is abducted in Dorchester. Kenzie is pulled into the new case by an informant who knows where the boy is being held. Contacting Remy and Nick, the three men attempt to free the boy and bring the pedophile holding him to justice. Approaching the house, the trio gets involved in a deadly shootout. As Remy tries to get in from the back, Kenzie storms through the front door. Shooting it out with an irate junkie, Kenzie blasts his way to the upstairs chamber of horrors where the boy is being held captive. What Kenzie finds curdles his insides, and drives him to commit an unspeakable act he would have deemed impossible before Amanda’s disappearance. Speaking afterward with Bressant, Kenzie wonders if he did the right thing. Under the influence of the bottle they’re sharing, Bressant admits he once planted an evidence to save an abused child:

Bressant: …So I went back in there. I out an ounce of heroin on the living room floor and I sent the father on a ride, seven to life.

Kenzie: That was the right thing to do?

Bressant: F****in’ A! You got to take a side! You molest a child, you beat a child and you’re not on my side. If you see me coming you’d better run because I’m gonna lay you the f**k down!

You might think “Gone Baby Gone” is history after the shootout when the loose ends for both cases appear to be tied up. But Kenzie discovers Bressant knew about Cheese’s stolen money before he did and the taped conversation between Cheese and Doyle never happened because the police aren’t allowed to tap the precinct phone. Doyle’s earlier statement to Kenzie that he’d lost his own daughter when she was kidnapped and wouldn’t lose Amanda sticks in Kenzie’s craw and becomes the impetus for his own investigation into the web of lies surrounding Amanda’s disappearance and death.

“Gone Baby Gone” proves that the best actors make their characters so realistic they’re not playing a role, they’re living it. Even the neighborhood toughs, non actors who inhabit the Fillmore Bar, play convincing rummies who’d rather administer a fearful beat down than betray a friend. As Detective Remy Bressant, Ed Harris plays a hardened veteran of the streets who’s not afraid to plant evidence or resort to blackmail in order to solve a case. To him, it’s a war of attrition between the cops and the dregs that make their living off of innocent people, and the dregs are winning. Harris is clenched anger and determination, once a hero who became a bully so focused on winning he doesn’t care who he has to bulldoze to achieve his goal. Harris remains one of the screen’s most convincing character actors, with or without the hairpiece.

Casey Affleck’s tense Patrick Kenzie serves as a surprisingly game foil to Harris’ Bressant. Kenzie’s by-the-book morality complicates his relationship with Angie and puts another character’s future in jeopardy. When the moral compass swings in Kenzie’s direction, you’ll either say “No he didn’t!” or applaud Kenzie’s actions.

A slight kick in the pants of the film’s credibility is Affleck’s lack of physical stature. Let’s face it, Casey’s youthful David Byrne features make him look like he’s barely legal, but his brother, Ben, skillfully weaves Kenzie’s less than fearful appearance into the plot. When the liquored up denizens of the Fillmore lock the door on Kenzie and Angie and one volunteers to show Angie a good time, rail-thin, bug-eyed Kenzie pistol whips him, backing out of the door while still verbally jousting with the mountainous bartender. Most scripts would call for the hero to mop the floor with the foul-mouthed patrons and walk out proudly with the girl on his arm, but the characters in “Gone Baby Gone” are refreshingly real. Cracking a salivating would-be rapist in the skull with a gun barrel is hardly heroic, even if he deserves the headache, but it’s a true to life response. Kenzie is lucky to get out of the bar with his skin and he knows it, hyperventilating nervously after he and Angie escape.

My only complaints about Affleck’s actual performance are minimal. (You know me, I gotta complain about something!) Despite the plots intricate twists and turns, despite having committed an act in direct conflict to Kenzie’s moral code, Affleck’s conflicting emotions seldom register on his face. Sometimes his expression shifts to a frozen mask of anxiety, making Affleck look like a constipated wax figure. The puppet can act, but there has to be something going on internally -- Kenzie’s tortured dialogue tells us so, so there should be more going on externally than a twitch or a grimace. It’s disconcerting that life changing events that would have shattered even the grittiest individual seemingly bounce off of Kenzie’s heart like bullets hitting Superman’s chest. If anything, Kenzie becomes more steadfast in his beliefs, when his recent experiences should have made him realize life can’t always be judged by section three of the penal code. I was also perplexed by Affleck’s Boston accent, an over boiled, forced “park the cah in Havard yahd” parroting at the beginning of the movie. (It’s as if Affleck wanted to tap the audience on the shoulder and say, “See, we’re in Boston”). Affleck frequently loses his accent and sounds less genuine than Amy Ryan, which is ironic, given he’s a Boston native and Ryan’s accent is a well rehearsed and accurate put on.

The drugged-up, fed-up, screwed up Helene portrayed by Amy Ryan is the type of tough Bostonian I knew when I went college -- potty-mouthed, neglectful of her friends and family and loyal to whomever has the next hit or snort -- A real joy to be around! You think New Yorkers are tough? Try living in Dorchester or one of Boston’s other closely knit Irish neighborhoods. Helene is the type of woman you want to like. She’s obviously got it rough -- she’s raising a daughter on her own for starters -- but she’s too much of a self-absorbed party hound to care about her child or anyone else. Ryan nails every despicable facet of her character, the drug abuse, lack of conscience or responsibility, and whorish lifestyle. When you listen to Ryan talk about her character in the film’s extras and realize she’s the exact opposite of Helene, you’ll breathe a sigh of relief, and then wonder why her challenging performance didn’t win an Oscar.

Amy Monaghan can watch my back in a fight anytime. She’s the opposite of Helene, equally tough, but ingrained with a keen sense of right and wrong. She deplores Helene’s slutty lifestyle and is reluctant to take the case because she doesn’t want to see Amanda’s body in a dumpster (where she fears it already is) or hear that the little girl was abused. Monaghan looks like your best friend’s sister, the neighborhood girl you know will wind up with 2.5 kids and a seat on the P.T.A.

I’m convinced Morgan Freeman could play an authority figure from the grave. He’s played teachers, friars, the President of the United States … He’s played God, for God’s sakes. His effortless but effective performance bubbles beneath the surface of the countless plot twists, and he’s even off-screen for a healthy portion of the film, which makes him appear as if he’s one of the few characters without a secret agenda.

John Ashton’s authority lies in his hulking physical presence. His Nick Poole is Bressant’s loyal conspirator right or wrong. Amy Madigan is unrecognizable as Bea McCready, Amanda’s aunt and the family’s moral center who cares more about her niece than her own mother. Madigan’s maternal moral fiber is an amusing contrast to Ryan’s anything goes tramp and the two actresses tear each other apart with the type of verbal skill only relatives who genuinely hate each other share. When they’re on screen together the claws and salty insults come out and everyone within ear shot had best be prepared to have their ears singed.

Titus Welliver may not be a name that comes trippingly off of the lips, but I can guarantee you’ll recognize his face (Silas Adams in “Deadwood” and Dr. Eric Hackett in “That’s Life”). Unlike Affleck, when Welliver affects his heavy working man’s Bostonian accent it stays with him throughout the picture. Welliver’s Lionel McCready makes a point of telling everyone he “Put the plug in the jug twenty-three years ago,” automatically making him a more sympathetic and caring character than Helene. Watching Welliver’s dutiful Uncle Lionel slowly crumble as he downs shots of Cutty Sark is one of the film’s most difficult and revealing scenes.

The title of Ben Affleck’s major motion picture directorial debut may be “Gone Baby Gone,” but his career as a major talent behind the camera is just beginning… baby.

When I was a young troublemaker, I loved gangster movies. Our gang of neighborhood roughnecks spent entire afternoons imitating Jimmy Cagney (“You durdee raaaat”) or Edward G Robinson (“You’re gonna get it, seeee!”). I still get goose bumps every time Duke Mantee (played by Humphrey Bogart), slithers onto the screen for the first time in “Petrified Forest,” or when James Caan (Sonny Corleone) drives up to the toll booth in “The Godfather.” Too bad they didn’t have Speed Pass back then, Sonny.

Imagine my joy when I heard two of my favorite actors, Denzel Washington and Russell Crowe, would be facing off in “American Gangster.” They’re not as incendiary as Cagney and Bogart (who, prior to “Maltese Falcon” always lost his confrontations with the Yankee Doodle Dandy), but Washington’s rare wrong side of the law portrayal of Harlem heroin honcho Frank Lucas is a bigger hit than the St. Valentine’s Day Massacre. Frank who?

One of the most powerful figures in Harlem in the 60s and 70s was Nicky Barnes, portrayed in the film as a strutting buffoon in a series of career-boosting cameos by Cuba Gooding, Jr. Another powerful black crime boss (perhaps the most celebrated in New York) was Lucas’s predecessor and mentor, Ellsworth “Bumpy” Johnson, (interpreted as a professorial hoodlum by Clarence Williams III). In his final years, Bumpy was apparently so agitated by corporation’s lack of concern for the consumer he should have been called Jumpy Johnson. The writers do allow that Lucas was Bumpy’s chauffer for fifteen years before the King of Harlem suffered a fatal heart attack in 1968. Viewing himself as heir apparent to the snow king, Lucas built a highly profitable business by shipping pure heroin directly from Bangkok in coffins that were supposed to be carrying the remains of soldiers killed in Vietnam. He sold his junk at K-Mart prices, and unlike Barnes, kept a low key common man profile. Apparently the only time Lucas pimped his public persona was for the benefit of his girlfriend and the audience at the Muhammad Ali-Joe Frazier fight at Madison Square Garden in 1971. The flashy garb got him noticed by curious detectives, and Lucas went from ghost to most wanted in a massive drug probe. Lucas had apparently forgotten his own credo: “The loudest one in the room is the weakest one in the room.”

“American Gangster”’s plot centers around the rise and fall of Lucas’ heroin empire. Lucas neutralizes Barnes’ overzealousness by democratically dividing their turf, is protected from upstarts by Cattano’s cavalry, and bribes his way to an uneasy truce with blatantly crooked Detective Turbo (lavishly evil Josh Brolin). Lucas brings in his family, the only people he can truly trust -- including his five brothers and countless cousins -- to run his distribution centers. His church-going mother (righteous Ruby Dee) remains the steady moral center in his life (providing what little morality he has). Like all criminals he has a soft spot for his mama, he promptly installs in his million dollar mansion alongside his former beauty queen wife (elegant Lymari Nadal). Lucas’ delicate balancing act begins to unravel when one of his cousins tries to end a lover’s quarrel by introducing several bullets into his girlfriend’s epidermis. Detective Ritchie Roberts (Crowe, successfully battling through his lack of character development) cuts a deal with Lucas’ cousin to wear a wire, spelling trouble for the unsuspecting arm candy king.

Lucas’ hatred of blackmailing Turbo has festered since the crooked cop and his posturing posse first pulled his limo over on his wedding day. Lucas endured Turbo’s first gusty shakedown for his bride’s sake, but let the foul flatfoot know he wasn’t going to be his wussy cash machine by turning Turbo’s prized Mustang into shrapnel. Turbo pulls Lucas over a second time, this time in the company of Huey, who nervously tells his brother there’s a shipment of heroin in the trunk and they’re not going to get off by buying a few chances to the policeman’s ball. Turbo flexes his muscles, pressing his advantage, but Lucas displays a cool under fire that promises a bullet-riddled death if Turbo even considers harming him or his family.

Turbo (spotting the drugs):What are we gonna do about this?
Frank Lucas:We close it up, throw it back in the trunk. Everybody goes home for some apple pie and cider.
Turbo: I got a better idea. Or would you rather I throw you and your brother in the f****ing river?
Lucas: Or would you rather your house blows up next time?
Turbo (confiscating the drugs): I loved that car.
Lucas: I know.

Denzel Washington chalks up another sterling performance as Frank Lucas. In reality, the real Frank Lucas was an illiterate, vicious thug without Washington’s measured mannerisms or photogenic profile. Washington’s love affair with the camera turns Lucas into a romantic figure, an innovator, kingpin and a family man, a person teenagers are bound to envy and admire. (So much so that Lucas’ nephew, a highly touted baseball prospect, blows off a chance to audition for the Yankees because he likes Lucas’ lifestyle. “I want what you got Uncle Frank. I want to be you.”) Through a series of flashbacks and a startling confrontation between Lucas and local drug dealer “Tango” (bullying Idris Elba), director Ridley Scott reminds the audience that beneath his lord of the street guise, Frank Lucas is just another dispassionate killer. When Tango and Lucas meet shortly after Bumpy Johnson’s death with the Harlem drug trade still up for grabs, Tango demands a 20% cut from Lucas, who boldly refuses and walks away, exposing his back to Tango without fear of finding a round of .45 shells in it. When Lucas becomes undisputed monarch of the marching dust trade and the balance of reverence is reversed, he confronts Tango on a crowded street corner demanding his 20% share of Tango’s profits. With Lucas’ brothers and cousins looking on, Tango laughs at Lucas, who draws his gun, pressing it against Tango’s skull. “What you gonna do? You gonna shoot me in front of everybody, Frank?” Without hesitation, Lucas presses the trigger. Tango’s skull cracks like a holiday walnut and his body hits the pavement before the surprise registers on his face and he can say “Do Over!” The act is sudden, bold, and brutal, exposing the crouching beast within Lucas, and serves as a reminder that a thug is still a thug, even if he dresses and talks like a prince. When Frank Lucas calls someone “My man,” they clearly aren’t, and should think about purchasing body armor.

The action grounds to a halt whenever Crowe’s saint in the city character Ritchie Roberts is the center of attention. His early scenes are a set up for his twenty minute confrontation with the charismatic Lucas, and Roberts’ story arc doesn’t take off until midway trough the film when he forms the Essex County Narcotics Squad and begins building his case against the coke connoisseur. Prior to that you have to sit through Roberts babysitting his junkie partner, watch as he sweats out the obvious outcome of his bar exams, squirm as he dickers with his wife over visitation rights, and witness his discomfort whenever he’s asked why he turned in $987,000 in cash when any other cop would have bought themselves a boat. Compared to Lucas’ adventure-a-minute lifestyle, Roberts’ story crawls, qualifying as bathroom break material.

With Washington and Crowe, “American Gangster” sports the most star-studded pairing since “Heat,” the 1995 action thriller that starred Robert DeNiro and Al Pacino. Like “Heat,” the principals in “American Gangster” don’t meet until the action is a fait accompli and one character clearly has an advantage over another. In their first scene together, the two actors (who were paid more than the GNP for some countries) don’t even exchange any dialogue – just knowing glances. In the next few scenes Washington and Crowe are simply playing mop up; the story is essentially over. As a result, their interaction is appreciated but flat.

Washington and Crowe starred together before in 1995’s “Virtuosity.” If you remember the movie, you still may not recollect that a steely-eyed Crowe played a virtual villain, a holographic homicidal horror. The movie didn’t have much virtue, due to a script as stiff as Crowe’s robotic posture. Both actors have done better work than they present here (especially Crowe). Crowe proved he could handle the daunting task of playing a feckless underdog in 2005’s “Cinderella Man,” the not exactly factual story of boxer Jim Braddock, and he commanded the screen as ruthless bank robbing bushwhacker Ben Wade in the credible remake of “5:10 to Yuma.” The previously squeaky clean Washington showed his versatility as a drugging, slugging, thugging street smart detective in “Training Day,” and still played his typically wholesome roles in “Remember the Titans” and “The Manchurian Candidate.” At times the two actors are forced to move “American Gangster” forward with sheer will and talent (it clocks in at 2:40), but unlike their previous pairing they get plenty of help from the supporting cast.

The plot is predictable as a junkie who’s just hit Lotto, and Roberts’ moral high ground stance is at times overbearingly self-serving (he and the real Frank Lucas served as advisors to the writers). But it’s the acting that keeps “American Gangster” from becoming American gagster. Ted Levine owes his presence in the film to Denzel Washington, who’s a fan of “Monk,” and suggested the actor who plays Detective Leland Stottlemeyer in the series could easily handle the role of gritty Detective Lou Toback, even without his trademark walrus moustache. There’s something to be said for typecasting. Levine is so convincing, if he walked up to me on the street I’d automatically assume the position. Speaking of credible, Josh Brolin, who gets better with every performance, gives a career-maker as corrupt Detective Turbo. Every time he slimmed across the screen I was hoping Lucas or Roberts would empty an entire clip into him. When you hate a villain that much, you know he’s doing an excellent job. Brolin recently hit an acting excellence trifecta. He was a flesh seeking villain in “Planet Terror,” outperforms Washington in “American Gangster” (and as I said, Washington is first rate), and was Oscar worthy in “No Country For Old Men,” as a trailer park vet who stumbles upon a fortune in drug money, ensuring his future will be filled with misfortune.

Chitwetel Ejiofor, the busiest (and best) black actor next to Washington, doesn’t have a lot to do in the role of Lucas’ brother Huey other than act like a rube, but the exposure should help him land a big payday in the States. The ubiquitous John Hawkes (Sol Starr in “Deadwood”), plays loose but reliable Detective Freddie Spearman in Serpico fashion, while Ruben Santiago’s “Doc” is his opposite number, a loyal soldier to his boss, Lucas. Cuba Gooding’s appearances as Nicky Barnes are brief, but he lights up the screen with bravado. As mob boss Dominic Cattano, Armand Assante smolders with old school Mafia muscle. Other notable appearances are made by Clarence Williams, who assays Bumpy Johnson as if he’s playing a gangsterized version of Yoda (and yet it works wonderfully); and gravel-throated Jon Polito as Rossi, Lucas’ Italian connection to the Mafia. (Nice to see Polito make it through a film without getting maimed or killed in an undignified manner.) Ritchie Coster stands out as Roberts’ high school buddy Joey Sadano, a made man whose relationship with Roberts could cost him his job and likely his life. Coster played emotionally detached serial killer Mark Bruner on “Law and Order” in a performance that had as much sinister zeal as Anthony Hopkins’ iconic Hannibal Lector. His lupine features make him ideal for playing psychopaths, so it’s energizing to see him play a character that’s almost human.

The ladies get short shrift, but when they’re on the screen, they prove to have as much metal as the men. There’s no way Ruby Dee deserved an Oscar for what amounts to five minutes of work, but whenever she makes an appearance as Lucas’ mother, she’s riveting. When she confronts Lucas about his “business,” her final word to her son is like a shiv to the heart:

Mother: I’ve never asked you where all this stuff (in the house) came from because I didn’t want to hear you lie to me.
Lucas: I understand, Mama. I don’t want you to worry about it. Now come on, I have to go.
(Mother slaps him).
Mother: Don’t lie to me! Don’t do that. Do you want to make things so bad for your family that they’ll leave you? Because they will.
Lucas: No, Mama. I understand.
Mother (pointing at Eva): She will leave you. I WILL LEAVE YOU!

Carla Gugino plays Roberts’ tough spouse with fed-up believability, and although Lymari Nadal (Eva) is mostly window dressing, she’s one pretty window and is downright adorable when her relationship with Lucas is still in the flirty stages.

The film has a killer soundtrack that includes “I’ll Take You There,” by the Staple Singers, Sam and Dave’s “Hold On, I’m Comin,’” and Bobby Womack’s “Across 110th Street,” (effectively used during scenes of smuggling and money laundering).

“American Gangster” expanded its territory when it was released on DVD and HD DVD in February. The 2-disc DVD release includes unseen footage and an extended finale. A special edition 3-disc version includes music videos, documentaries and a 32-page booklet.

Frank Lucas somehow managed to dodge a case of lead poisoning (it’s easier to do when you’re in jail), and has succeeded in accomplishing the rare feat of trafficing in drugs and death and living to a very ripe old age.. “American Gangster” is an action-filled time capsule of a period in Harlem’s history when Lucas and his perfect “Blue Magic” powder ruled the night. Enjoy the trip.

For the past two decades, comics from all over the world have been uniting for “Comic Relief,” a laugh-a-palooza to help raise funds for the poor and needy. Shout Factory has assembled a 2-DVD set of “greatest hits” featuring clips from Gary Shandling, George Carlin, Jim Carey, Bill Maher, co-hosts Whoopi Goldberg, Robin Williams and Billy Crystal and other jokesters. The second DVD includes performances from Louis Black, Sarah Silverman, George Lopez and Ray Romano that were part of Comic Relief 2006, which provided support for the victims of Hurricane Katrina. With the exception of Black and Lopez, the second DVD is no whirlwind, but the rapid-fire clips and quips on the first DVD will leave you laughing so hard you’ll need some relief of your own.

Louis Black, one of most intelligent topical comedians on the scene, is in full froth as he riffs on Pat Buchanan, immigration and frozen embryos. Chris Rock chews up the stage in his appearances, at one point turning non-PC subject matter into a hysterical bit through his patented emphatic inflection: “There’s a reason to hit everybody….JUST DON’T DO IT! There’s a reason to kick an old man down a flight of stairs…JUST DON’T DO IT!”

George Carlin displays his ability to take a mundane subject (in this case “stuff”) and extend it into heights of absurd brilliance: “Your house is a place to keep your stuff while you go out and get more stuff.” Gary Shandling offers some of his best self-effacing jokes: “I’m not running for President because no woman would come forward to say she slept with me.” In his appearance, hyper and hoarse George Lopez takes racial stereotypes to the woodshed: “Understand this about Latinos in the country…Everything you touch, we touch first. That spinach that was tainted? Our bad. For three dollars an hour we’re not gonna wash it too!” You’ll also get to see Dennis Miller back when he was actually funny: “Ronald Reagan, our President, is 77, at the end of his term, and he has access to the button. My grandfather is 77 and we won’t let him have access to the remote control.” Richard Lewis is amusingly neurotic, Bobcat Goldthwait is frantic and Steven Wright is droll, taking simple observations and spinning them into pleasing punch lines: “My Uncle was a clown for Ringling Brothers circus. When he died all his friends went to the funeral in one car.” And wait until you see what “America’s Funniest Home Videos” host and wholesome “Full House” actor Bob Saget pulls out of his zipper.

A number of old school comics are represented on the Best of DVD as well. Shaky and near death, the late Milton Berle still manages to deliver a zinger: “I’m not gonna stay on too late tonight, and if you believe that, you’ll believe there’s gonna be a Richard Simmons junior.” Toupee challenged Steve Allen trots out his “Man In the Street” sketch with Tom Poston, Bill Dana and Don Knotts, master of the jittery response. English comedy is represented by Peter Cook and Dudley Moore, reunited to reprise one of their comedy routines that successfully relies on Cook’s upper class diction and Moore’s talent for physical comedy. The late Alan King’s clip is short and shockingly blue, but shows his ability to poke fun at his heritage, and Don Rickles displays his rapid-fire brand of insult comedy, keeping Goldberg, Crystal, and even Williams off-guard and in stitches.

Not all of the “greatest hits” are great and there are a few artists on the second DVD who should be sweeping the stage instead of appearing on it. You’ll “Curb Your Enthusiasm” when cast member Susie Essman does her flat monologue. D.L. Hugley laughs at his jokes, but you won’t, and Kat Williams better hope his career has nine lives because his present incarnation is a case of cruelty to humans. Not everybody will love Raymond (Romano) without Peter Boyle, Doris Roberts, Patricia Heaton and Brad Garrett as his foils, and quirky, squeaky-voiced Sarah Silverman is an acquired taste, but so is hemlock.

There are appearances that’ll make you ask, “What ever happened to?...” Jon Lovitz was last spotted as former supermodel Janice Dickinson’s lover (take a number, Jon), proving that geeks with money can get lucky. He’s in his comedic prime as Tommy Flanagan “the Pathological Liar” character he spawned on Saturday Night Live. I once ran into Lovitz at Belmont Race Track. Turning to him with a winner in my hand I said, “Yeah, that’s the ticket!” He looked at me as if he wanted to sue me for copyright infringement. Just ask Andy Dick if Lovitz is as funny in person. No matter, his brief appearance is a memory funny memory swisher. Elaine Boozler goes for shock value in describing why women don’t hang out at the docks at night. Other M.I.A.’s include Sinbad, “Super Dave” Osborne, “The Pit Bull of Comedy” Bobby Slaton, and Shelly Long, posing in the audience as tourist who gets hot and bothered when she realizes she’s sitting next to Woody Harrelson.

If rude humor is your forte, there’s a gallery of gals and guys who dwell in the comic primordial ooze, such as Joan Rivers, Marsha Warfield, Rosanne Barr, Louie C. K. and Rosie O’Donnell. Although most of the selections will activate your funny bone, there are a couple of routines that should have been left on the cutting room floor. One snooze inducing routine features Eugene Levy and John Candy as the polka playing Schmenge Brothers. Lawrence Welk putting in his dentures would have been funnier. Another dead end joke that goes on for far too long involves the never funny Martin Short as Brylcreem twisted Ed Grimley. Short’s grimacing expression momentarily amuses always game for a laugh Catherine O’Hara, who’d likely crack up during the Bataan Death March, but I couldn’t wait for him to take his high-waters elsewhere.

Extra Relief

The second DVD contains Billy Crystal’s “Tribute to New Orleans,” as well as three inspirational vignettes about individuals and families touched by Hurricane Katrina that have refused to give up. The three profiles are introduced by funnyman Jeffrey Tambor, hitting a serious note when introducing the Brandenburg family, who’ve been running a fishing business in New Orleans for 22 years: “We rebuild. We don’t throw a city away. America is not disposable.” “Law and Order” cast member S. Epatha Merkerson shows her dramatic chops in introducing Leia Chase, proprietor of the Dooky Chase family restaurant. Defiant and proud, Chase promises, “I’m gonna build my community. I’m gonna get this place in order." Of the three intros it’s Rebecca Romijn who surprises the most. Whereas Tambor and Merkerson go for the dramatic throat, in introducing her segment on a group of musicians helping to rebuild the community, Romijn eases into dialogue. She’s less theatrical, letting the tragic details tell the story, and as a result, is the most effective presenter.

If you need a respite from life’s befuddling grind, try Comic Relief’s greatest hits. Just don’t try smoking, eating and drinking at the same time while watching it.

America loves its bad men. Al Capone. John Dillinger. Mike Tyson. Jesse James. Richard Nixon (okay, that one’s a stretch). When Jesse James was shot by his protégé, Bob Ford, his home state of Missouri went into mourning. Jesse’s body lay in state on ice for days (I said it before, and it bears repeating: that practice adds new meaning to the phrase “stinks on ice.”) Photo postcards of his corpse fetched as much as $2, a princely sum in 1882. Conversely, there was no such fanfare when Jesse’s older brother Frank died of natural causes in 1915, mainly because Frank was a repentant sinner and Jesse was not. As for Jesse’s assailant, young Bob had his moment, then was treated like a pariah. When a disgruntled admirer of Jesse’s blew Bob away in 1892, no one paid a dime to see the scattershot lodged in his throat.

“The Assassination of Jesse James” is as much the story of James’ last years as a hunted, paranoid animal as it is Bob Ford’s dangerous obsession with his boyhood hero. Bob’s consuming admiration for Jesse parallels the celebrity worship of Selena by Yolanda Saldivar with equally tragic results. There’s an old saying about keeping your enemies close. If they’re armed, maybe that’s not such a good idea.

Bob: I honestly believe I’m destined for great things…
Frank: Quench your mind of it. You don’t have the ingredients, son…

Frank will later make an observation that sums of Bob’s off-putting effect on everyone he encounters: “I don’t know what it is about you, but the more you talk, the more you give me the willies.”

Thanks to Charlie being a full-fledged member of the gang, Bob slowly ingratiates himself to Jesse. After the Blue Cut robbery the gang is forced to scatter, with Liddil and Hite eventually heading south to Hite’s parents home in Kentucky while Miller roughs it on his own. Bob manages to linger with Jesse and his family until he’s no longer useful and the boss begins to tire of him: “I can’t figure out if you wanna be like me, or you wanna be me.” Jesse says.

With Pinkertons gunning for him on every corner, Jesse sinks into bouts of paranoia, depression, violence and random acts of kindness, such as when he gives Bob a new gun (the one Bob will eventually use on him) and tries to make amends:

Jesse: You know what John Newman Edwards once wrote about me? He said I didn’t trust two men in ten thousand and was even cautious around them. The government’s sort of run me ragged. I’m goin’ a long way ‘round the barn to say I’ve been feelin’ cornered and just plain ornery of late. So I’d be pleased if you’d accept the gun as my way of apologizin’.

Bob: Heaven knows I’d be ornerier if I were in your position.

Jesse: No, I haven’t been actin’ correctly. I can’t hardly recognize myself sometimes when I’m greased. I go on journeys out of my body and look at my red hands and mean face and I wonder about that man who’s gone so wrong. How I became such a problem to myself.”

The gang members experience similar hardships -- infighting, jealousy -- and fall prey to the types of stupid human tricks that eventually bring all criminals down. Several members of the gang, including Bob, are captured and forced to turn on Jesse. Bob sees it as an opportunity to finally attain the greatness he feels is due him. “I was the baby, the one they made promises to they never kept,” he says, “And ever since I can remember Jesse James has been as big as a tree.” After taking down “the tree,” Bob becomes more popular than the President. (The President happened to be Chester A. Arthur, so a piece of driftwood would have been just as big a celebrity). But like all one trick ponies, the public took more pleasure in tearing Bob down than in building him up.

Since this is a film about Jessie James’ assassin as well as the famed outlaw, the less familiar fates of Bob and Charlie in the aftermath of James’ death are particularly fascinating, tragic and historically accurate.

If there’s one valid glaring problem it’s the film’s length. The James’ career didn’t seem to last as long as the film’s bloated 160 minutes. There are long awkward silences between Pitt and Affleck’s characters that are just as easily explained by the narrator, several protracted scenes in which Jesse cruelly teases Bob when one would have sufficed, and a glacial scene on the ice between Pitt and Rockwell in which Jesse states what his actions have made obvious – he’s feeling suicidal.

Casey Affleck has received an Oscar nomination for his portrayal of Bob Ford. I’ve been told his performance in the “Mystic River” clone “Gone Baby Gone” is more award worthy and I hope that’s the case. Affleck is very good in the role of the twitchy, immature, put-upon hero-worshipping Bob, but Oscar worthy? I dunno about that. Basically he’s playing, pardon me for saying this…A spazz. Affleck’s projects Bob as hesitant and weird, like your best friend’s little brother that you couldn’t get rid of when you were kids. His striking resemblance to off-beat musician David Byrne helps; the other characters constantly teasing Bob and commenting on his strangeness and how no one can trust him does not. If the real Bob Ford was truly as odd and uncomfortable to be around as the other characters lead you to believe, he never would have made it beyond his initial contact with Frank James. Jesse supposedly killed slow on the uptake Ed Miller for having loose lips. And we’re supposed to believe Jesse’s not only going to ride with Bob, a boy he doesn’t like or trust, he’s also going to invite him to live with him at his hideaway? The only way around that dilemma is that no one, including Jesse, ever saw Bob as anything but a doofus and certainly not a threat. Nevertheless, suspend all logic as to why Bob Ford is actually a member of the gang and watch Affleck’s affecting performance.

A stable of actors have played Jesse James, including matinee idol Tyrone Power, war hero Audie Murphy, perennial good guy Roy Rogers (Roy Rogers? Did his horse Trigger play Frank?), and a real actor, Robert Duvall. You can now add Mr. Angelina Jolie to the plus column. I’ve always been skeptical of pretty boys, but Brad Pitt is slowly making me believe they can act after all. This is the third great performance I’ve seen him give (“Seven” and “Babel” are the others). He succeeds in portraying Jesse James in every flattering and unflattering light, giving the legend substance. The notion that Jesse James was clairvoyant is as hard to believe as Bob Ford being a first class outcast and then becoming Jesse’s most intimate member of the gang. Jessie knows that Ed Miller has betrayed him, so he kills him; Jessie suspects his cousin Wood Hite has been killed and Dick Liddil has something to do with it, so he just happens to go to the Ford’s hideout where Dick is cringing in a closet. The hardest part to believe is when Jesse thinks the Fords may be plotting to betray him. He sets his guns down to dust a picture, inviting Bob to cap him. The idea that the real Jesse James purposely left himself unguarded in front of a boy he couldn’t trust is ludicrous, but by the time the scene is played out, Pitt’s portrayal of a wrung out Jesse makes the notion that Bob’s assassination was more of an assisted suicide at least plausible. (Not to mention the fact that the camera angle in the last scene makes it clear that Jesse could see Bob’s reflection in the picture.) Pitt is charismatic in the early scenes of the film as he displays his skills at train robbing; ruthless when he administers a sickening, man-sized beating to the Ford’s teenage cousin (and is clearly wrong for doing it); and is worthy of the audience’s pity as he spends his final days hiding out with the Fords and his family.

Veteran character actor Sam Shepard’s interpretation of Jesse’s crusty, saddle-weary older sibling should be part of the actor’s handbook. The lesser known members of the James Gang (the outlaws, not the rock group) are well defined and superbly acted. A dose of Garrett Dillahunt (Ed Miller) should be required for every western. Dillahunt played Francis Wolcott, George Hearst’s psychopathic serial killing assistant in “Deadwood.” Wolcott was too smart for his own good; here Dillahunt plays a dull-witted, well-intentioned character who’s too stupid to live a long life, and he plays the role well. The petrified look on his face when Jesse asks Miller to “take a ride with him” and he realizes he’s about to “get the business” is priceless. Sam Rockwell plays the equally uneducated Charlie Ford with aplomb, going from a happy-go-lucky opportunist, to a coward terrified of being found out, and finally a guilt-ridden husk destroyed by his own conscience. Jeremy Renner, as the James’ cousin, Wood Hite, displays loads of cowboy bravado, going appropriately hell bent for leather when he discovers his close friend Dick Liddil has defiled his elderly father’s flirtatious young wife. The confrontation between Hite and Liddil is fast paced and debunks cowboy lore – both men fire at one another in a confined area and frequently miss (cowboys were more often bad shots than good ones). Liddil’s less than gentlemanly attempt to kill Hite when he runs out of bullets is surprising, but Hite’s reaction is chillingly cold blooded. You’d think the two old buddies would call it quits after winging each other, but Hite is determined to uphold the honor of a woman he doesn’t even like. The savage, no holds barred conclusion to their fight is a shocker rife with realistic special effects.

Paul Schneider gives a standout performance as the fast talking, erudite Dick Liddil. We see him teasing Ed Miller while spouting poetry, romancing Hite’s eager to be had young step mother, taking a one way ride with Jesse and somehow avoiding ending up like Miller. In one of his few selfless acts, he prevents Jesse from beating the Ford’s young cousin to death, risking Jesse’s wrath. Liddil is a survivor, as evidence by the deal he cuts with Governor Crittenden, and Schneider successfully portrays Liddil’s self-confidence, voracious sexual appetite, and talent for dodging trouble. He’s the Joe Valacchi of his generation.

Two recognizable character actors and a well known public figure have pivotal bit parts in the film. If you’ve ever watched “Monk,” then you’ll recognize Ted Levine, who plays Sheriff Timberlake, one of the many peace officers in pursuit of James. Levine may play comic foil Captain Leland Stottlemeyer to Tony Shaloub’s Detective Monk on TV, but he’s also played a number of villains, including way out cross dressing killer “Buffalo Bill” Gumb in “Silence of the Lambs.” For “Jesse James” Levine taps into his smarmy villain with a badge bag. Veteran character actor Michael Parks, who back in the day played hippies and radicals (“Then Came Bronson”), seems to be getting a real charge out of playing a hump busting government thug helping Governor Crittenden and Sheriff Timberlake put the screws to Liddil and Bob Ford. James Carville, taking a page from Fred Thompson’s public figure-turned actor page, portrays tough as pig iron Governor Thomas Crittenden, who put a $10,000 price on James’ head: “Jesse James sent me a telegram last month, saying he was going to kill me if he had to wreck a train to do it. He said that once I was in his hands he was going to cut my heart out and eat it in strips like it was bacon…I’m gonna wreck his train first.”

Narration often gets in the way and confuses the obvious in films (let my imagination figure out what’s going on, I always say). The story of Jesse James needs no prodding, but is actually embellished by narrator Hugh Ross’ sympathetic observations: “(James had) granulated eyelids, which caused him to blink more than usual…As if he found creation slight more than he could accept…”

The cinematography and scenery are strikingly brilliant. When Jesse rides up on Ed Miller’s clapboard hideout in the dead of winter you can feel the cold chill tearing across the desolate landscape. The scene when the gang robs the train at Blue Cut is as grandiose and exhilarating as what you’d come to expect from the James Gang’s dime novel exploits. The train rumbles out of the darkness as a pinprick of light before enveloping the screen; the hooded robbers stand by the side of the tracks like ghostly apparitions, waiting for the train to ground to a halt, and Jesse stands defiantly on top of the felled trees and logs used to block the tracks, daring the conductor to try and get through him. It’s a remarkable scene that’s in great contrast to the ugliness that ensues when the robbers board the train and Jesse beats a heroic baggage master. He’s about to murder him without an after thought until Ed Miller tells him to stop (which might be where Ed and Jess started to go wrong). Jesse tells his fellow nightrider, “Don’t you tell me what I can and can’t do, Ed,” with such cold blooded detachment you know he means it, and the dismantling of Jesse James as heroic Robin Hood has begun.

With films like the recent remake of “3:10 To Yuma” and “Seraphine Falls” the American western is slowly making its way out of the corral of neglected genres and back into the money making field occupied by action movies and comedies. “The Assassination of Jess James” is a killer, featuring a bonanza of talent. Ride on, saddle up, and join the gang.

The sequel to 1998’s “Elizabeth,” “Elizabeth: The Golden Age” is the second in director Shakhar Kapur’s proposed trilogy chronicling the life of Britain’s beloved Queen Elizabeth. Like its predecessor, “The Golden Age” is a lavish costume drama occasionally heightened by moments of swashbuckling bravery and steely intrigue. The romantic flash emanates from the character of Walter Raleigh (smiling, self assured Clive Owen, channeling Errol Flynn), while the intrigue seeps from the likes of Elizabeth’s advisor Francis Walsingham (oily Geoffrey Rush, who could teach the KGB a few tricks). Owen, Rush, and major combatants Elizabeth (regal, pale as porcelain Cate Blanchett), Mary, Queen of Scotts (fetching Samantha Morton) and Phillip II (fanatical Jordi Molla), all throw more ham around the screen than a waiter at Grossinger’s, but their tendency to overact turns a cumbersome script into an impressive costume flick.

“Elizabeth” is set in 1585, three years before the climatic battle between the Spanish Armada (“invincible fleet”) and the upstart English navy. Spain, the known world’s most powerful country, is run by a Roman Catholic, King Phillip II. Queen Elizabeth, a Protestant, rules England. In Phillip’s eyes, Elizabeth’s barbaric beliefs are bad enough, she’s also well aware that pirates like Frances Drake and Walter Raleigh have been boarding Spanish merchantman and stealing his gold, and she’s done nothing to stop them. Itching for a war, Phillip supports the claim to the throne of Elizabeth’s exiled Catholic cousin, Mary Queen of Scots.

Prior to Bess and Walt’s blessed event, King Phillip strips the forests of Spain to build the invincible fleet of warships that will conquer England.

Meanwhile, Mary Queen of Scots writes a letter to Phillip giving the green light to a plot to assassinate Queen Elizabeth. Liz is caught off guard (and without her guards) while praying in a church. She bravely walks toward her assassin, her arms outstretched as if to forgive him, convinced he won’t fire. Good thing there was no Las Vegas back then, because Liz would crapped out. The assassin squeezes the trigger. Either he’s a lousy shot at point blank range, or Liz’s elaborate corset slowed the bullet. (Bullets did indeed occasionally have a hard time piercing the heavy garments of the royal families. When Czar Nicholas of Russia and his family were murdered in 1918, their assassins had to pump extra volleys into the Czar’s daughters because of the thickness of their clothes, which were also reinforced with a fortune in jewels.)

Turns out Liz didn’t have to worry about the bullet – the gun was empty. But why the elaborate ruse? Tortured by Walsingham, Liz’s Sergeant at Arms, the assassin reveals Mary’s involvement. Walsingham uncharacteristically oversteps his bounds in prodding Liz to rid herself of the Catholic threat by giving Mary a haircut close to the shoulder.

Elizabeth: The law is for common men, not princes.
Walsingham: The law is for the protection or your people!

The Spanish Armada chugs toward England. Liz sets Walt free. Can the cunning Raleigh and the “Virgin Queen” save England? You can check with the History Channel, but it’s more of a thrill to watch ensuing battle between the rag tag Britons and the elegant Spanish Armada.

The actors must’ve gotten together beforehand and watched a lot of Errol Flynn and Olivia DeHaviland movies because all of their performances have the grandeur of a 40s swashbuckler without being ridiculously over the top. Even the more restrained characters, such as Rush’s Rasputin-like Walsingham, have their it’s-all-about-me moments. Check out Rush’s reaction to being betrayed. You’d expect Walsingham, who’s already shown a talent for torture, to fit the traitor for an Iron Maiden or wield the executioner’s axe himself, yet his reaction and solution is all too human. I’ve never seen Geoffrey Rush give a bad performance, not even as Barbarossa in the “Pirates of the Caribbean” trilogy (in which he really is over the top).

Cate Blanchett is stately and proud as Elizabeth, and she deserves her Oscar nomination just for being able to stay upright in some of the most cumbersome costumes you’ll ever see, (one of which looks like a Chinese box kite). She also dons wigs with more cornrows than the cast of “Good Times,” is heavily powdered until her skin has the consistency of liquid paper, and has Whoppi Goldberg’s eyebrows, which means she has none at all. Her regal whiteness and David Bowie features make her a “handsome woman.” But Elizabeth’s problem is not her looks – it’s her position in life. As the Queen Mother of England, the “Virgin Queen,” she’s painted herself in a social corner. She loves Raleigh, but her title and royal blood automatically forbid her from knocking boots with a commoner. Blanchett portrays Liz’s infatuation of Raleigh like an awkward teenager with a crush on the local bad boy, which goes against the Queen’s hardened, always in control personality, but it’s not far fetched as it seems – if you’ve never been in love, Queen or not, the first time love hits you upside your crown, you’re gonna gush. Liz has to give up her own life for her subjects and has never experienced the exhilaration of a horse race or a passionate kiss (until now) and she wants to be loved, even though she knows it’s not in the royal cards. But when the film calls for Liz to step up, (or actually saddle up as she address her troops on a wandering horse before they head into battle), Blanchett, in full Joan of Arc armor and Michelle Phillips flowing hippie hairpiece, is as fearless as General Patton sneering at a Panzer: “I am resolved to be in the heat of battle, to live or die with you all!”

Clive Owen, marvelously understated in “Children of Men” imbues the devil-may-care Raleigh with Errol Flynn’s leer and mannerisms, while sounding like Sean Connery on the loose at the Playboy mansion. He relishes playing the dashing hero, is a seafaring Don Juan in his scenes with Abbie Cornish, and seems to be enjoying himself even as his character faces certain death. Abbie Cornish, as Bess, could have tarted it up as the film’s ingénue, but convinces the viewer that she loves, rather than lusts after Raleigh. Jordi Molla has the tough assignment of playing Phillip II, who seems to be losing his royal marbles one Aggie at a time, but he never over does it by turning Philly into a frothing zealot. My personal favorite is Samantha Morton, who plays the beleaguered Mary Queen of Scots. Morton is an expert at displaying emotion via the heaving bosom, (and there’s plenty of bosom to heave), which gives Cornish a run for her corset in the 16th century babe department. Morton knows how to convey emotion through silence, having played the mute Hattie in Woody Allen’s 1999 film “Sweet and Lowdown.” For “Elizabeth” Morton also sports a Mrs. Doubtfire brogue, a captivating stare, and reacts the way you or I might when she realizes she’s been ratted out. Despite the unflattering Klaus Nomi hairdo in Mary’s execution scene, Morton carries it off like a true Queen. The real shocker comes in the extras when you get to see what Morton looks like off screen. I was pleased, very pleased, but it was a good call to identify the actors interviewed in the extras.

“Elizabeth” plays fast and loose with history. Francis Drake, the real hero in the battle against the Spanish Armada (along with his commander, Lord Howard), gets less screen time than King Phillip’s horse (which, by the way, is a good swimmer). Raleigh was patrolling the coast of Devon at the time of the battle, far way from the action. Elizabeth is also seen observing the battle from a cliff in Tillbury. Impossible. If she’d been standing on the cliffs in Tillbury she’d need a modern observatory and a fully charged cell phone to figure out what was going on. “Elizabeth” also dials back the Queen’s apparent age for Blanchett’s sake. When Elizabeth fell for Raleigh she was on the far, and I do mean far, side of 50, not in her 30s or 40s as the film would lead you to believe. As for poor Mary, the film leaves out that it took the executioner several whacks at her pretty cabeza to separate it from her shoulders, a not uncommon occurrence in the 16th Century. The film would also lead you to believe the Spanish Armada had an overwhelming superiority over the British fleet. The Armada numbered 130 ships; the English had 197 at their disposal. Granted, the Spanish ships were more heavily armed, but the Spaniards were using land-based cannons (for their anticipated invasion), and were overloaded with troops and cargo, making them hard to maneuver. See how writers go out of their way to make us happy?

Royal Extras

You’ll bow to the extras, which include segments on the making of “Elizabeth: The Golden Age,” creating the Armada (checkout that neat to scale Spanish galleon), an insider look at Elizabeth’s world, and a tour of the elegant churches and castles used in the film. “The Making of Elizabeth: The Reign Continues” features interviews with the actors and staff behind the scenes, including Blanchett, who talks about her character’s progression from scared contender for the crown in the first movie to Queen Mother. Owen, Rush, Molla, Cornish and the unrecognizable Samantha Morton offer insights into their characters and how they approached them. Rush proves to be quite a historian, Owen is still charming, and Molla’s dissertation on Phillip brings the Spanish Monarch out of the nut bag category and back into the realm of humanity. Director Shekhar Kapur is equally succinct in pointing out the differences between the first and second film: “Elizabeth was about the monarchy. This is about divinity.”

You may not say to yourself, “This is the big one, Elizabeth,” but the film’s lavish sets, colorful battle scenes, top notch performances and Morton’s heaving bosom should please. You’ll get caught up in the good versus evil, Protestant versus Catholic struggle. Is Elizabeth a gold medal winner? Maybe not. More like silver. But get out your family crest and armor and check out “Elizabeth: The Golden Age.” You’ll feel like a queen (or king) for a day.

“Suburban Girl” is a mild modern day May-December romance. Think of it as “Viagra in the City.” It tells the story of an underpaid, unappreciated twenty-something editor, Brett Eisenberg, (sprightly Sarah Michelle Geller), who idolizes and is quickly romanced by alcoholic, diabetic, fifty-something publishing magnate Archie Knox (doughy Alec Baldwin). Dare I say it… It’s a “chick flick.” The romance is strictly PG (so why does Sarah need a body double?), but there are a several surprises in the functional and occasionally amusing script. With no explosions, cleavage or hunks, and a minimum of body function jokes, “Suburban Girl” could fit right in with the easygoing Saturday afternoon fare on the Lifetime Channel.

The plot sticks with the expected roadblocks. Everyone in Brett’s camp -- her Norman Rockwell family, her bratty best friend and her co-workers (including the oversexed black guy, where do they get these ideas?), thinks Archie’s too old for her. Throw in Archie’s physical problems, a daughter often talked about but never seen, and you’ve got a lot of romantic land mines that have to be avoided in order to keep this romance from blowing up.

Brett’s father’s fatal illness, as potentially shattering as her rollercoaster relationship with Archie, takes a back seat to romance and is wrapped up quickly. Dad even dies off screen, cutting short a potential emotional bonanza.

Much of the dialogue is good natured give and take about Brett and Archie’s mathematical divide:

Archie: I’m an alcoholic. I’ll have three years sober this May.
Brett: I’ll be three years legal this May.

Brett and Archie’s relationship slowly becomes “Pygmalion in the City” with Brett taking offense to being treated like Archie’s estranged daughter. Their romance crumbles when Brett openly accuses him of being a control freak and a bad father. He reacts by having an affair with an even younger nymphet, and drowns his insecurities in vodka. (Hey, it never worked for me either, but I always enjoyed going under.) Brett is shattered when she catches the woman leaving Archie’s apartment and she mistakes Brett for Archie’s daughter. Brett quickly realizes not only is Archie drinking again, he’s also a commitmentphobe. (Find a player who’ll sign on for long term neutering. That’s why they’re single).

Brett: Who is she? Who is she Archie?
Archie: My way out.

Archie’s drinking lands him in the hospital, and he has a change of heart (as well as a change of liver). But has the student outgrown the teacher, or will it be rice and wheelchairs for the reconciled Brett and Archie? The conclusion goes outside Lifetime TV’s code of happy endings, and will be one of those things that make you go…Hmmmm…

Sarah Michelle Geller is an adorable but a spotty performer. She can drive home Brett’s inner turmoil, especially her concern over Archie’s age, as well as her freak out over her father’s terminal cancer. But she has no chemistry with Baldwin, perhaps because his character is too ambiguous and has too many defensive walls to break through. It’s also difficult to make limousine loving bohemians like Brett and Archie completely lovable to us po’ folk. And if you only had the scene in which Brett decides to get drunk at a society soirée in which to judge Geller’s ability as an actress, you’d tell her that Mickey D’s is still hiring.

Baldwin’s character is an elusive love junkie, but not dedicated to working at it (now that sounds familiar!), so his erratic performance is understandable. He’s got Archie’s charm down like a second skin, but his self-abusive alcoholic, diabetic side is mostly talked about and hinted at rather than seen. Baldwin makes you like his character through intermittent displays of wit. Smiling uncomfortably at Brett in a candy store, he admits, “I’m a diabetic. I can feel the sugar through my shoes just standing here.”

As for the supporting cast, Maggie Grace is wasted as Brett’s designer friend Chloe, a character so shallow she doesn’t have a last name or a purpose, other than making catty remarks about everyone else. When Chloe visits a shut in Brett after her break up with Archie and insensitively blurts out that Archie has moved on and she should do the same, Brett snaps back, “How are we friends?” You’ll wonder too. Maggie should look into getting a new manager. Since her bitchy character was perforated on “Lost,” she starred in a credible but unnecessary remake of “The Fog,” and is playing a distant second banana here. If she gets a few more nondescript roles like this, her career really will be lost.

If Vanessa Lynn Branch looks familiar, it’s because you’ve probably seen her advertising Orbit Gum on TV (“Dirty mouth? Try Orbit…Fabulous!”). And she’s fabulous as the boss from hell, who enjoys sticking it to Brett by telling her that Archie, well…once stuck it her, so to speak. There’s a quick visual nod to her job as Orbit Gum’s spokeswoman when the two first meet and Branch flashes her blinding smile. Branch steals her opening scene with Geller by going commando and gets to show off her fluency in Mandarin and French in another. She’s “Suburban Girl”’s hot ticket in a sadly underwritten role. Hopefully, she won’t go the way of Rula L