LIFE OR SOMETHING LIKE IT It's tough to completely dislike any movie that paints the Rolling Stones' "(I Can't Get No) Satisfaction" as one of the great social equalizers of our time, and although this schizophrenic romantic comedy seemingly goes out its way on occasion to test viewer tolerance, it features enough piquant elements to remain a half-length ahead of most of its competition. The film's success begins and ends with Angelina Jolie, cast as an ambitious TV reporter who comes to reassess her values after a street prophet (Tony Shalhoub) informs her that she has less than a week to live. Wearing a cake-frosting-colored hairdo that works surprisingly well against her dark-toned looks and displaying a genuine aptitude for lightweight comic banter, Jolie is off-center enough to make an impression -- whether she has any real range in this field remains to be seen, but for now, she's a welcome presence. So, too, is Edward Burns, displaying his usual hangdog charm as the cameraman who loosens her up. Director Stephen Herek (the live-action 101 Dalmatians) and writers John Scott Shepherd (Joe Somebody) and Dana Stevens (City of Angels) are all too much the consummate hacks to provide the more serious sections with the import they require, but as long as the picture is siphoning its strength from the natural appeal of its protagonists, it represents a serviceable feature -- or something like it. 1/2

Y TU MAMA TAMBIEN To tag this Mexican import from director Alfonso Cuaron (A Little Princess) and screenwriter Carlos Cuaron the art-house equivalent of a teen sex comedy would not only be irresponsible but also entirely misleading, since it quickly becomes obvious that Y Tu Mama Tambien (And Your Mother Too) has more on its mind than simply the male orgasm. Ultimately, it begs comparison with something like Thelma & Louise more than American Pie, exploring not only the liberation (sexual and otherwise) of its leading characters but also the mythos and pathos of the landscape across which they make their life-altering journey. Gael Garcia Bernal and Diego Luna portray two of the most realistic teenagers recently seen on screen, raging bulls of hormonal overdrive whose actions always remain within the context of utter believability (in short, nobody humps a pastry in this movie). During one fateful summer, they decide to embark on a road trip to the beach with an "older" (read: late-20s) woman (Maribel Verdu) at their side, a dental assistant from Spain who's trying to come to terms with both the failure of her marriage and the dark secret that seemingly inspires her increasingly bold actions. Sexually explicit in a manner rarely seen in American titles (MPAA goon Jack Valenti would have a heart attack if he tried to sit through this, so its studio chose to release it unrated) yet also mindful of its country's sociopolitical breakdown, this is a mature drama that snares the viewer with seductive ease. 1/2

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THE CAT'S MEOW A fictional spin on a factual event, this adaptation of Steven Peros' stage play focuses on an event that took place in 1924, when mogul William Randolph Hearst (Edward Herrmann) invited a group of colorful celebrities aboard his yacht for a pleasure-filled cruise. Among the guests were Hearst's mistress, actress Marion Davies (Kirsten Dunst); film legend Charlie Chaplin (Eddie Izzard); movie pioneer Thomas Ince (Cary Elwes); gossip columnist Louella Parsons (Jennifer Tilly); and novelist Elinor Glyn (Joanna Lumley). But what started out as fun and games eventually turned serious, with one of the party guests turning up dead and Hearst using his influence to cover up the details of the demise. To this day, no one knows the real story, but Peros' script forwards the oft-discussed theory that the death was an accident, a "wrong place at the wrong time" scenario that came about because of Hearst's jealous rage when he found out that Chaplin, a notorious womanizer, was putting the moves on his beloved Marion. As the basis for a motion picture, it's a heckuva zinger, providing plenty of fodder for oversized characterizations, inventive bits of trivia, and an opportunity for director Peter Bogdanovich to helm his first noteworthy film in ages. Looking like a great unmade bed, Herrmann handles the story's trickiest role with all the complexity it requires, while Dunst offers a touching portrayal as Hearst's pragmatic lover.

CHANGING LANES As first, it looks like it'll take a few minutes to figure out who's the good guy and who's the bad guy: After all, both protagonists -- a rising lawyer portrayed by Ben Affleck and an insurance salesman played by Samuel L. Jackson -- are initially revealed to be sensitive, caring men. But wait a second: If we're to believe the chaotic trailer and the grim poster, we're not settling in to watch a "buddy" flick; these men are primed to be enemies, meaning that, by Hollywood standards, one of them has to earn the brunt of our contempt. Instead, this turns out to be that rare bird: a studio product that largely steers clear of black and white by adorning itself in an appealing shade of gray. A traffic accident involving both men is what sets off a chain of events that finds them constantly trying to one-up each other in a dangerous game rife with long-reaching implications. Yet as the movie progresses, there's genuine push-pull tension not only between these two characters but also between our own constantly shifting allegiances, and the picture doesn't squander its chance to make a point about the need for people to take responsibility for their own actions in this modern world that's more about passing the buck of blame to the next fellow. Admittedly, the film requires a couple of leaps of logic, but for the most part, it refuses to pull its punches, and in this day and age, that qualifies as taking the road less travelled.

FRAILTY Turning a cold shoulder toward the sensationalist mindset that creates such dum-dum works as the current High Crimes, the dark, dank Frailty is a smartly woven chiller that takes its ideas and its characters very seriously. But all the good intentions in the world can't help a mystery that lays too many of its cards on the table too early, and it's this predictability that largely turns the film into a middling drama rather than a true shocker like Seven or The Others. Shot in constant darkness and steeped in religious allegory and philosophical overtones, this stars Bill Paxton (also making an assured directorial debut) as a widower who claims he's been visited by one of God's angels and instructed to rid the earth of demons that have taken human form. His 9-year-old son (Jeremy Sumpter) believes wholeheartedly in his father's killing spree, but his 12-year-old boy (Matt O'Leary) thinks Dad has lost his mind and attempts to stop him. This part of the film is presented in flashback, and it's good stuff, emerging as a nasty slice of American Gothic; the modern-day material, which finds one of the grown-up boys (played by Matthew McConaughey) relating the events to a skeptical FBI agent (Powers Boothe), dilutes the overall impact of the piece by providing too many clues that make it relatively easy to figure out where this is headed. 1/2

HIGH CRIMES Presumably, most screenwriters begin their drafts at the beginning of the story, but with this adaptation of Joseph Finder's novel about a lawyer who defends her husband on murder charges brought on by the military, it's obvious that scripters Yuri Zeltser and Cary Bickley headed straight for what they believed was a doozy of a twist ending and worked their way backwards. The problem, though, is that the climactic surprise doesn't even merit a raised eyebrow -- heck, the curve ball presented here is so transparent that I (and I suspect numerous others) pegged it by merely watching the film's preview. In short, don't expect this to place on any year-end "10 Best" lists, though if anybody gave out Truth In Advertising awards for movie titles, this one would be a lock. It's a high crime, for instance, that Ashley Judd, who burst out of the gate delivering formidable performances in indie gems like Ruby In Paradise and Smoke, is now content delivering the same spunky-woman-in- peril job in studio-sanctioned programmers like Kiss the Girls, Double Jeopardy and now this. It's a shame that Morgan Freeman, who's now routinely described as a genuine acting treasure, isn't finding more roles better suited to his awesome abilities. And it's a shame that, in the age of true mind-benders like Memento and The Usual Suspects, we're still force-fed heaping mounds of reheated pulp more adept at creating massive plotholes than at creating any semblance of suspense.

KANDAHAR The plotline is contrived, the performances (by non-professionals) are poor, and the dialogue is needlessly repetitive and frequently forced. Yet elements that would cripple most movies don't seem to matter much in Kandahar, an open wound of a film that offers a unique peek into modern-day Afghanistan (if that's not an oxymoron). Like Casablanca or The China Syndrome, this feature from director Mohsen Makhmalbaf unexpectedly benefited from fortuitous timing, making its stateside debut soon after 9/11 turned the Afghan city (and Taliban stronghold) into a familiar household word. The story centers on Nafas (Niloufar Pazira), an Afghan native who fled the country years earlier to start a new life in Canada; she returns to her homeland to rescue her sister, a paraplegic (her legs were blown off by a land mine) who has vowed to kill herself in a few days' time. Initially forced to pose as an elderly man's fourth wife in order to break into the country, Nafas soon finds herself continuing her journey on her own; along the way, she receives some much-needed assistance from an American doctor, an orphan boy and a one-armed peasant. The Taliban is rarely (if ever) mentioned by name, but the unadulterated evil impulses that rule the region are evident in almost every scene, from a woman helpfully explaining to little girls not to pick up a doll lest it has a land mine under it, to the decree that only males are allowed to attend school and receive a proper education.

LAST ORDERS During this year's Golden Globes ceremony, Ian McKellen joked that he represented the contingent of British actors who did not appear in Gosford Park. By that token, then, Last Orders would seem to represent the contingent of British actors who (with one exception) did not appear in Gosford Park, Harry Potter and the Sorcerer's Stone or Mr. McKellen's own year-end epic, The Lord of the Rings: The Fellowship of the Ring. The stragglers have been rounded up and put to good use in this adaptation of Graham Swift's novel about the events that transpire upon the death of one member of a small group of friends. With the passing of the congenial butcher Jack Dodds (Michael Caine), his barroom buddies -- lucky gambler Ray (Bob Hoskins in a standout performance), good-natured undertaker Vic (Tom Courtenay) and feisty ex-boxer Lenny (David Hemmings) -- and his immediate family -- troubled wife Amy (Helen Mirren) and middle-aged son Vince (Ray Winstone) -- all reflect on their entwined pasts even as they carry out Jack's final wish to have his ashes scattered at sea. A bittersweet movie about the choices made -- and regrets felt -- during the course of one's lifetime, Last Orders may often seem slight, perhaps even meandering, yet its bracing approach and finely tuned cast allow its subtle sensations to linger on.

MURDER BY NUMBERS Drawing its inspiration from the infamous Leopold & Loeb murder case (the historically challenged should take care not to confuse this pair with Lerner & Loewe or even Kate & Leopold), this fitfully entertaining thriller casts Michael Pitt (the object of affection in Hedwig and the Angry Inch) and Ryan Gosling (The Believer) as two privileged high school seniors who elect to pull off the perfect murder. At first, everything goes according to plan, including pinning the crime on their school's janitor (Chris Penn), but the scheme threatens to unravel under the persistent sleuthing of a troubled detective (Sandra Bullock) lugging around her own set of secrets. Bullock, who's spent the bulk of her career in comedies, initially seems miscast as the hard-bitten cop but eventually grows into the role. Regardless, her portion of the film isn't nearly as interesting as the scenes centered around the teen killers: Pitt and Gosling are superb as completely different members of the high school set (one shy and studious, the other smarmy and outgoing) who nevertheless find common ground in their interest in exploring the criminal urge firsthand, and as long as the picture places them front and center, it avoids the standard "cop flick" trappings. 1/2

PANIC ROOM Just as Meryl Streep made The River Wild to satisfy the part of her that required one uncomplicated popcorn picture on her resume, we now have Jodie Foster taking part in a commonplace thriller by accepting a role that's less complex than usual. But Foster's participation isn't as puzzling as that of director David Fincher, who, after the jigsaw puzzle plots and moral messiness of Seven, The Game and Fight Club, seems only to be serving as a hack-for-hire. Still, his yen for technical trickery -- the opening credits alone are worth the price of admission -- suits the picture's primary setting, a spacious New York brownstone occupied by a divorcee (Foster) and her daughter (Kristen Stewart). When the two women find their home invaded by crooks (Forest Whitaker, Jared Leto and Dwight Yoakam) searching for hidden loot, they confine themselves to the building's panic room, an impenetrable space with a steel door and a wall of surveillance monitors. A couple of plot twists might have made all the difference in this watchable but routine thriller, though production designer Arthur Max (Gladiator) should be commended for his imaginative and accessible set. As a burglar with a heart of gold, Whitaker delivers the best performance but also provides the most problematic character, inadvertently turning the film's creed that "Crime Does Not Pay" into "Doing Good Deeds May Be Hazardous To Your Health." 1/2

THE SCORPION KING In the ripe-cheese tradition of Conan the Barbarian, Kull the Conqueror and dozens of grade-Z sword-and-sorcery epics that invariably featured the hammy likes of Jack Palance or Richard Lynch as the sneering villain, we now get The Scorpion King, a made-on-the-run quickie meant to transform the wrestling world's The Rock into the latest Schwarzenegger model. A prequel to last year's The Mummy Returns (which itself was a sequel to 1999's The Mummy), this relates the back story of the villainous character The Rock played in that blockbuster's prologue, showing how he once was a likable anti-hero, a mercenary with a soft spot for kids, camels and comely sorceresses. In this outing, he squares off against a ruthless Russell Crowe wanna-be (Steven Brand) and a duplicitous warrior (Peter Facinelli) who looks like Christian Bale and talks like Tom Cruise. You also get a shapely co-star (Kelly Hu) who wears just enough clothing to maintain a PG-13 rating, a slumming Oscar nominee (The Green Mile's Michael Clarke Duncan) as a fellow fighter, special effects that are often downright laughable (dig those goofy ants), and a monolith of a leading man whose undeniable screen presence constantly wages war against his wooden line delivery. Thanks to its awareness of its own limitations, The Scorpion King is watchable enough, but you'll be satisfied after an hour.

THE SWEETEST THING While there are dozens of movies each year that can be called box office hits, there are only one or two that can be deemed influential -- that is to say, the sort of picture that's not only financially successful but that's then endlessly aped by every fledgling filmmaker desperately hoping that lightning will strike twice. One obvious example is There's Something About Mary, a critical and commercial hit whose gross-out style has since been endlessly imitated in such duds as Saving Silverman, Say It Isn't So and now The Sweetest Thing. There are two things immediately apparent after watching this feature from the director of Cruel Intentions (Roger Kumble) and one of the writers of South Park (Nancy M. Pimental): 1) Cameron Diaz, Christina Applegate and Selma Blair clearly are all gifted comediennes; and 2) all three deserve to have their efforts showcased in a movie much better than this one. Billed as a romantic comedy, this instead proves to be about as romantic as a gas station urinal (one of which is featured prominently in this film). Ostensibly a keen analysis of what happens when a party girl (Diaz) realizes it might be that point in her life when she should stop fooling around and settle down into a long-term relationship, the film quickly chucks this promising idea in favor of lathering on a series of sight gags that are so ineptly staged by Kumble that they produce apathy rather than laughs or even disgust. 1/2