ALL ABOUT THE BENJAMINS -- (Grade: C) It's all about Ice Cube. As the writer/producer/star of this purely escapist fantasy, Ice Cube has made a film that reminds audiences of a highlight reel of gangsta videos and off-color comedy. Director Kevin Bray's All About the Benjamins is a routinely amusing, downscaled version of the Will Smith/Martin Lawrence actioner Bad Boys. Bounty hunter Bucum Jackson (Cube) is on the hunt for scam artist Reggie Wright (Mike Epps). Along the way, they cross paths with an Eurotrash, diamond-heisting villain (Tommy Flanagan), over $20 million in stones and Wright's $60 million lottery ticket. Despite all its bling-bling dreams, All About the Benjamins only manages to deliver cheap thrills. -- ttc (Rated R.)

AMÉLIE -- (Grade: A) The most magical film this year is French filmmaker Jean-Pierre Jeunet's playful fantasy Amélie. This eye-popping tale follows the adventures of a pixyish waitress named Amélie (Audrey Tautou) in Paris' Montmartre neighborhood. Amélie watches movies with wide--eyed amazement, oblivious to the packed Parisian theater audience around her. She catches small details that ordinary moviegoers would ordinarily miss. She loves movies, and the movies seem to love Amélie right back. Dizzy photography and slapstick comedy keep the film moving. Amélie has more than enough trick shots to keep Jeunet's long-time fans happy. -- SR (Rated R.)

A BEAUTIFUL MIND -- (Grade: A) Russell Crowe's characters have heretofore been manly men. He's played tough men of loyalty who'd rather fight than have their honor questioned. In A Beautiful Mind, Crowe plays troubled John Forbes Nash Jr., a man who wants to be a strong intellect. A Beautiful Mind is a loose biopic that follows Nash's journey from his break-though mathematical discovery and acceptance into top-secret government work to his eventual breakdown. Jennifer Connelly continues her comeback with a fine performance as Nash's unfailing wife. In this Oscar hopeful season, A Beautiful Mind is one film that completely deserves its accolades. -- RP (Rated PG-13.)

BIG FAT LIAR -- (Grade: D) Hollywood producer Marty Wolf (Paul Giamatti) and 14-year-old Jason Shepherd (Frankie Muniz) are the two truth-impaired guys who cross paths when Shepard's school assignment turns into Wolf's pitch for a summer blockbuster. By the end of Big Fat Liar, Wolf receives his comeuppance for stealing Shepherd's paper, and Shepherd experiences redemption. Big Fat Liar springs from Robert Rodriguez's Spy Kids mold, but TV director Shawn Levy (The Adventures of Jett Jackson) is no Rodriguez. It's too bad the film ends up feeling like a reunion special for a show that never was, thanks to a supporting role from Lee Majors (Six Million Dollar Man). -- ttc (Rated PG.)

BIG TROUBLE -- (Grade: B) There are two schools of thought about columnist/author Dave Barry. One values his off-the-wall humor as uproarious and fresh. The other thinks he's an overrated hack. The sides are as polarized as batteries. Director Barry Sonnenfeld treats the complicated story like a comedic Pulp Fiction, uniquely introducing all his characters and telling their story out of sequence. It's a fun ride with a cast that seems up for the wackiness, especially stars Tim Allen and Tom Sizemore. Big Trouble was supposed to open the week of Sept. 11, but a bomb-on-an-airplane plot line seemed inappropriate at the time. The scene still feels a little awkward. Still, the rest of the film's laughs overshadow it. -- RP (Rated R.)

BLACK HAWK DOWN -- (Grade: A) Mogadishu. October 1993. U.S. Rangers and Deltas embark on what was supposed to be an hour-and-a-half infiltration mission to capture two lieutenants of a renegade warlord. Seventeen hours later, two Black Hawk helicopters have been destroyed and the U.S. forces have lost 18 men in the most intense and sustained firefight since the Vietnam War. Black Hawk Down honors its subject with a sense that's both relentless and direct without being a polemic or a Hollywood version of the events. -- ttc (Rated R.)

BLADE II -- (Grade: A) The vampire world is threatened by a dangerous strain of über-vampires known as Reapers. Our bloodsucking hero, the "Daywalker" named Blade (Wesley Snipes) is on a quest to find his mentor Whistler (Kris Kristofferson) who may be batting for the other team, if he's batting at all. The fight sequences effectively combine just a dash of the Matrix-inspired wire-fu techniques with old school martial artistry and a little WWF smackdown frenzy for fun. Queen of the Damned meets Aliens is how some Hollywood types might describe Blade II. The Aliens franchise would do well to have del Toro added to its directors' club, although it looks like he's going to be busy getting ready for another Blade installment. -- ttc (Rated R.)

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

CLOCKSTOPPERS -- (Grade:D) Like a proverbial team of monkeys, screenwriters Rob Hedden, J. David Stem and David N. Weiss concoct a half-baked story that doesn't even qualify as a good outtake reel. Clockstoppers is one part teen romancer and two parts growing pains drama, spliced with sci-fi adventure. A blandly cool teen named Zak (Jesse Bradford) accidentally discovers a watch which seemingly allows its wearer to stop time. The clockstopping tricks prove fun initially as he uses them to woo the new girl on campus (Paula Garces). That is, until a covert government group seeks the watch for its own evil plans. The story is tired, familiar and saddled with a simplistic message. It seems teens in today's movies are either sex-crazed or faceless cardboard cut-outs. Where the hell is John Hughes? Watching Clockstoppers makes me miss Duckie from Pretty in Pink. -- ttc (Rated PG.)

COLLATERAL DAMAGE -- (Grade: D) One of the first things Warner Bros. did in response to the Sept. 11 terrorist attacks on the World Trade Center and Pentagon was to postpone Collateral Damage. In the film, Arnold Schwarzenegger plays a fireman who loses his family to a terrorist attack on a Los Angeles office tower. I don't think audiences will find Collateral Damage's terrorist plot offensive or unpatriotic. At the same time, I can't imagine that anyone will be all that entertained. Boasting 20 explosions too many, Collateral Damage is an action thriller that doesn't know when to stop. -- SR (Rated R.)

CROSSROADS -- (Grade: D) It looks like 2002 will be the year that featured the Duel of the Pop Teen Divas. Following Mandy Moore's memorable Walk comes Britney Spears' trip to the Crossroads. Britney is the class valedictorian, who writes poetry and dreams of exposing her midriff. Britney hits the road with two girlfriends (Zoé Saldana and Taryn Manning) and a guitar-playing boy (Anson Mount). If everyone remembers that she's just acting, then everything will be fine, unless she decides to do something like this again. I guarantee that no one wants to see Return to the Crossroads. -- ttc (Rated PG-13.)

THE COUNT OF MONTE CRISTO -- (Grade: C) The Count of Monte Cristo is Alexandre Dumas' classic tale of Edmund Dantes, a falsely imprisoned man (James Caviezel) who escapes from captivity and hatches a Machiavellian plan to take vengeance with the assistance of a recovered fortune. In a surprisingly natural twist on the original story, Dantes' main accuser Fernand Mondego (Guy Pearce) happens to be a jealous childhood friend and rival for the affections of Mercedes (Dagmara Dominczyk). Director Kevin Reynolds forsakes his on-again-off-again buddy Kevin Costner to his benefit. Reynolds has a good sense for action and a simple story without the trappings of a star vehicle. Caviezel and Pearce bring a solid sense of character to their roles and never succumb for the epic overacting that frequently accompany such costume dramas. Caviezel, in particular, handles the shift from innocence to cunning through his physical carriage and the intensity of his gaze. But it is character actor Luis Guzman who steals the show as Caviezel's manservant. The lightness he brings is the timeless touch that is guaranteed to please audiences seeking nothing more than a bit of entertainment beyond the Oscar releases that are supposed to be good for us. -- ttc (Rated PG-13.)

DEATH TO SMOOCHY -- (Grade: C) It's like Robin Williams logged onto the Internet Movie Database, saw the spate of saccharin films he'd made in the last 10 years and decided it was time to do something adult. Death to Smoochy is exactly that: a dark revenge comedy with decidedly adult themes and language. The only problem is, it's not very funny. Yet Edward Norton, as Smoochy, is brilliant. His kids' sing-along "Your Step-Father's Not Mean (He's Adjusting)" is a side-splitter, as is Norton's ever-so-subtle Woody Harrelson imitation. If only Adam Resnick's script was as consistent as Norton. It falls flat several times. Perhaps this entertaining concept should have been developed as a short film. -- RP (Rated R.)

DRAGONFLY -- (Grade: F) Veteran leading man Kevin Costner is earnest in his performance as Chicago doctor Joe Darrow, a man who believes his deceased wife is trying to communicate with him through her former child patients. For director Tom Shadyac, best known for the comedies Ace Ventura: Pet Detective, Patch Adams and The Nutty Professor, Dragonfly is his chance to tell a more serious story, this time a Sixth Sense-like supernatural drama. Despite Costner and Shadyac's good intentions, Dragonfly is more high-strung melodrama than creepy ghost story. Dragonfly is every bit as tenacious as the health-care drama John Q., another embarrassing movie that will stop at nothing to drive its audiences to tears. Costner, overflowing with emotional gusto, verges on soap opera hysterics. If he was hoping to jolt his credibility with Dragonfly, pulling a Bruce Willis/Sixth Sense role, I hope he has another plan. -- SR (Rated PG-13.)

THE ENDURANCE: SHACKLETON'S LEGENDARY ANTARCTIC EXPEDITION -- (Grade: B) Archival filmed footage from expedition photographer Frank Hurley and still photographs are the visual resources put to powerful use by veteran director George Butler for his enthralling documentary about Sir Ernest Shackleton's ill-fated trek to Antarctica. Recent books and an OMNIMAX film have brought extra attention to Shackleton's heroic story of survival, but nothing compares to the human emotion captured by Butler through interviews with direct descendents of Shackleton's crew, historians and readings of the crew's diaries. The Endurance boasts no elaborate recreations of Shackleton's journey across the icy Weddell Sea. Thanks to Butler's skill at telling a riveting story, The Endurance doesn't need them. -- SR (Rated G.)

E.T. -- THE EXTRA-TERRESTRIAL -- (Grade: A) Director Steven Spielberg's 1982 sci-fi fable, arguably his greatest film, returns to theaters with enhanced effects, new footage and a re-mastered soundtrack. Screenwriter Melissa Mathison's tale of a 10-year-old boy (Henry Thomas) who discovers and befriends an alien stranded on Earth remains as heartfelt and engaging as ever. Spielberg says he examined the entire film to "spot" shots that he wanted to boost with additional computer graphics. This 20th anniversary reissue is being billed as a new edition and there are scenes, most noticeably, much of E.T.'s close-up footage, that appears dramatically enhanced. Still, spotting digital enhancements is not the reason to re-watch E.T. in theaters. E.T.'s timeless qualities rest on its quaint depiction of suburban life and childlike themes of friendship, family and sacrifice more than flashy special effects. -- SR (Rated PG.)

40 DAYS AND 40 NIGHTS -- (Grade: B) It's official: Josh Hartnett can do comedy. In 40 Days, Hartnett is Matt Sullivan, a hip and oversexed San Francisco 20-something, trying desperately to shake his obsession with an ex-girlfriend. So Matt vows to refrain from sex for 40 long days. Enter Erica (Shannyn Sossamon), an attractive single woman. Can Matt make it? In terms of weighty films, 40 Days is helium. It's a total romp, broad and generic enough to appeal to the masses. And yet, thanks almost completely to Hartnett, the film rises above the remedial level of Tomcats, the American Pie franchise and other mostly tasteless sex comedies that have surfaced in the last couple of years. -- RP (Rated R.)

FRAILTY -- (Grade: B) Veteran actor Bill Paxton does an admirable job recreating a Hitchcock thriller for his directing debut, Frailty. The fact that Paxton also plays the film lead, a Bible thumper dad (Paxton) who's convinced that demons are taking over the world and that God wants him to stop them, makes his effort all the more impressive. Written by Brent Hanley, Frailty tells the story of the "God's Hand" murders, a bloody killing spree perpetrated by the Meiks boys, 12-year-old Fenton (Matthew O'Leary), 9-year-old Adam (Jeremy Sumpter) and their blood-soaked dad (Paxton). The best surprise in Frailty is its twisting last act. I can't remember the last time a film fooled me so completely. -- SR (Rated R.)

GOSFORD PARK -- (Grade: B) On paper, Robert Altman's Gosford Park sounds like an Agatha Christie remake. Sir William McCordle (Michael Gambon) and his young wife, Lady Sylvia (Kristin Scott Thomas), have invited family and assorted friends to their country estate for a genteel shooting party. When a murder disrupts the elegant gathering, it's Constance's maid, Mary Maceachran (Kelly Macdonald), who begins to unravel the source of the foul play. Altman's smug and cynical film stands on its own merits. -- SR (Rated PG.)

HARRISON'S FLOWERS -- (Grade: D) A welcome tweak on the recent surfeit of war movies, Harrison's Flowers is an earnest drama about Pulitzer Prize-winning photojournalist Harrison Lloyd (David Strathairn) who is missing and presumed dead while covering the start of the Bosnian War. Unconvinced of his death, Lloyd's wife Sarah (Andie MacDowell) travels to the war-torn city of Vukovar to find her husband. The always engaging Strathairn has too little screen time to boost the film. Better suited for romantic comedies, MacDowell appears overwhelmed by the seriousness of the story. I won't give away the film's dramatic finale, but I guarantee that most audiences will have lost interest long before Sarah's revelation. -- SR (Rated R.)

HARRY POTTER AND THE SORCERER'S STONE -- (Grade: D) Little humor, fun or feeling finds its way into director Chris Columbus' adaptation of J.K. Rowling's popular children's book, Harry Potter and the Sorcerer's Stone. The story follows an 11-year-old orphan named Harry Potter, who lives with his cruel aunt and uncle. Harry's dreams of escaping his hard-knock life are answered when he is accepted to Hogwarts School of Witchcraft and Wizardry. Despite an entertaining ensemble of supporting roles, the film's young star, Daniel Radcliffe, manages only to succeed in looking like Potter. Harry Potter is just Hollywood's latest manufactured extravaganza, void of emotional honesty and storytelling. -- SR (Rated PG.)

HIGH CRIMES -- (Grade: D) High Crimes marks the emergence of a new Hollywood power couple. Actors Morgan Freeman and Ashley Judd team up for a follow-up to their 1997 suspense film Kiss the Girls. Their collaboration is a major disappointment. Adapted from Joseph Finder's novel, High Crimes tells the story of high-powered lawyer Claire Kubik (Judd), who discovers that her husband Tom (Jim Caviezel) was a covert military operative in El Salvador back in 1988. Claire seeks the assistance of wild card military lawyer Charles Grimes (Freeman) to clear Tom's name. Freeman and Judd's lead performances are little more than exercises on the rules of attraction. One more project together and they'll be ready to be spoofed by National Lampoon or the Wayans Brothers. -- ttc (Rated PG-13.)

I AM SAM -- (Grade: D) Michelle Pfeiffer's matter-of-fact performance is the best thing about director Jessie Nelson's trite melodrama. In I Am Sam, Pfeiffer plays Rita Harrison, a high-powered attorney who handles Sam Dawson's (Sean Penn) custody battle for his daughter Lucy (Dakota Fanning). Sam is mentally challenged and a team of social workers want Lucy in foster care. Penn is consistent in maintaining the quirks of a mentally handicapped individual, unfortunately I Am Sam is the type of clumsy melodrama that hits its audience over the head for the purpose of generating one tear. -- SR (Rated R.)

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

IN THE BEDROOM -- (Grade: A) In a film that is all about the inability to express emotions, at least actor-turned-first-time director Todd Field was able to find the perfect face. As the grief-stricken mother, Sissy Spacek embodies every possible emotion in Field's melodrama. Spacek watches as her son (Nick Stahl) carries on with an older, separated mother (Marisa Tomei) with two young boys. Spacek seethes as her husband (Tom Wilkinson) admires the son's youthful indiscretion. Fortunately, In The Bedroom all but guarantees there will be other Todd Field films. -- ttc (Rated R.)

JIMMY NEUTRON: BOY GENUIS -- (Grade: A) Some of 2001's best movies were kids' films, the streak continues with Nickelodeon's animated Boy Genuis. James Isaac Neutron has the big-brained ingenuity of MacGyver and a practical nature for using his inventions to solve the problems of daily life. When he mistakenly brings about the kidnapping of all the parents by hungry, chicken-like aliens, Jimmy leads his pals into space to save the day. I especially enjoyed the campfire scene with frights supplied by a great synopsis of The Blair Witch Project. That scene alone will probably send kids to the video store screaming for the movie. -- ttc (Rated G.)

JOHN Q. -- (Grade: F) The first half of John Q. is an enjoyable blue-collar drama. The second half of John Q. is so relentless in its attempts to generate audience tears that you can't help but laugh out loud. Denzel Washington is John Q. Archibald, a factory worker struggling to make ends meet for his family on his downsized salary. When his son Michael (Daniel E. Smith) becomes ill, John discovers that his insurance won't cover the bills. John Q. packs some appealing messages about the country's health care system. Unfortunately, these messages are soon washed over by the film's unintentional comedy. -- SR (Rated PG-13.)

KISSING JESSICA STEIN -- (Grade: B) Meet Jessica (Jennifer Westfeldt). She's very single, very Jewish and very unfulfilled with her life. As those around her tell her, she just needs a man. But the merry-go-round of available men in New York offers jerks and not-yet-out gay men. Enter Helen (Heather Juergensen). Jessica reads her woman-seeking-woman personals ad and feels that spark. They meet, they click, they become great friends -- and then they try to be lovers. Kissing Jessica Stein is an odd little lark, a good old-fashioned story-driven flick that manages to entertain and challenge its audience at the same time. Both actresses, who also wrote the film together, sparkle with real-life charm. Their sass and easygoing personalities keep Kissing Jessica Stein from turning into a cheap When Sally Meets Sally. -- RP (Rated R.)

LANTANA -- (Grade: A) Anthony LaPaglia's engaging performance as an adulterous police detective is the emotional force behind director Ray Lawrence's rich thriller. LaPaglia plays Leon Zat, a middle-aged man who's turned cool towards the touch of his wife Sonja (Kerry Armstrong). Zat's investigation into the whereabouts of Dr. Valerie Somers (Barbara Hershey), a well-known psychiatrist who's been missing for days, opens the wounds of his own troubled marriage. Nothing in the film is what it appears to be on the surface. LaPaglia's unhappy police detective is the soul of Lawrence's riveting movie. --SR (Rated R.)

LAST ORDERS -- (Grade: C) An ensemble of engaging performances (Bob Hoskins, David Hemmings, Helen Mirren, Ray Winstone and Tom Courtenay) give life to director Fred Schepisi's adaptation of Graham Swift's prize-winning novel. The circle of friends undertake a pub crawl in memory of their recently deceased friend, Jack Dodds (Michael Caine). Before his death, Jack requested that his ashes be spilled off the pier at the seaside town of Margate. Schepisi makes full use of his storytelling skills, alternating pub crawl scenes with frequent flashbacks to the friends' youthful adventures. Schepisi deserves credit for adapting Swift's complex novel about loss into a coherent film. Still, Last Orders' quartet of leading men, especially Courtenay as a level-headed undertaker, is what makes the film worthwhile. -- SR (Rated R.)

THE LORD OF THE RINGS: FELLOWSHIP OF THE RING -- (Grade: A) Director Peter Jackson tackles J.R.R. Tolkien's fantasy books set in Middle-earth with a creative force. The results are extraordinary. The film tells the story of hobbit Frodo Baggins (Elijah Wood) and the powerful Ruling Ring he inherits from his Uncle Bilbo Baggins (Ian Holm). There is plenty of showmanship in Fellowship, but there is also substantive storytelling. Fellowship of the Ring is so good that I imagine high-brow audiences who normally avoid these types of films will find themselves having a great time if they give the film a chance. ­ SR (Rated PG-13.)

MONSOON WEDDING -- (Grade: A) The chaotic planning of a Punjabi wedding is the colorful backdrop for director Mira Nair's (Salaam Bombay, Mississippi Masala) joyful drama. Aditi (pop singer Vasundhara Das) is the daughter of Lalit (Naseeruddin Shah) and Pimmi (Lillete Dubey), who hastily agrees to marry Hemant (Parvin Dabas), an engineer from Houston. Despite the culture clashes between Aditi's New Delhi family and her Americanized groom, Pimmi manages to keep his mind focused on the extravagant reception. A soundtrack of traditional music and contemporary Pop songs helps Nair portray Aditi's struggle to embrace her Punjabi past as well look towards her future. Comparisons to Robert Altman's The Wedding are unfair. Monsoon Wedding is too joyful to be considered an Altman-inspired film. In Nair's heartfelt tale, the monsoon rains may threaten, but love conquers just the same. -- SR (Rated R.)

MONSTER'S BALL -- (Grade: A) Halle Berry throws fashionable wardrobes out the window in the stark drama Monster's Ball. As Leticia Musgrove, a Southern widow who falls for the death-row prison guard (Billy Bob Thornton) who executed her convicted-killer husband (Rapper Sean Combs), Berry looks intentionally drab. Monster's Ball is a love story, although it focuses on race, telling its story in a deliberately black-and-white manner. While a movie like Monster's Ball is considered low-budget, its performances outshine most of this year's large-scale movies. ­ SR (Rated R.)

THE MOTHMAN PROPHECIES -- (Grade: B) What if, throughout history, there has been a force, some otherworldly presence, that has tried to alert us to impending tragedy? So asks The Mothman Prophecies, a refreshingly smart spooker directed by Mark Pellington. John Klein (Richard Gere) is haunted by a vision his wife sees before an accident. In his quest to understand the "moth-like" image, he finds himself in Point Pleasant, West Virginia, a sleepy burg whose inhabitants are also haunted. If the choice is between an intelligent thriller that doesn't take sides and 13 Ghosts, I'll take Mothman. -- RP (Rated PG-13.)

MURDER BY NUMBERS -- (Grade: D) Sandra Bullock is dreadfully miscast as a forensics detective on the trail of two teen-age murderers (Ryan Gosling and Michael Pitt) in director Barbet Schroeder's lumbering mystery. Exchanging her playful personality for something decidedly dark and somber, Bullock is never believable or engaging as the film's troubled lead. Gosling is the only thing worth recommending in the film. His performance, playing a smart-ass teen with bedroom eyes, is a worthy companion to his lead role in the under-seen drama, The Believer. As a follow up to Schroeder's brilliant Columbian drama, Our Lady of the Assassins, Murder By Numbers is a huge disappointment. -- SR (Rated R.)

NATIONAL LAMPOON'S VAN WILDER -- (Grade: D) Director Walt Becker's collegiate comedy stumbles in the footsteps of its gross-out predecessor, National Lampoon's Animal House. Its namesake hero, Van Wilder (Ryan Reynolds), a slackerish student entering his eighth year at Coolidge College, is agreeable enough. Unfortunately, Van Wilder writers Brent Goldberg and David T. Wagner fail to build many laugh-out loud gags around its Peter Pan-inspired campus kingpin and his last-ditch efforts to graduate. What National Lampoon's Van Wilder lacks in funny jokes, it overly compensates with gross-out shocks that make recent, gooey films like American Pie and There's Something About Mary look family friendly. -- SR (Rated R.)

ORANGE COUNTY -- (Grade: D) Orange County has a boatload of rising and established talent. Colin Hanks and Schuyler Fisk headline a cast including Jack Black, John Lithgow, Catherine O'Hara, Lily Tomlin and a host of surprise cameos. Shaun (Hanks) is a smart kid who desperately wants to attend Stanford where he can study to become a writer. His path is blocked by the unstable cast of characters in his life, Along the way to solving his issues, Shaun realizes Orange County may inspire him, much how Yoknapatawpha County, Miss., inspired William Faulkner. -- ttc (Rated PG-13.)

OCEAN'S ELEVEN -- (Grade: C) Steven Soderbergh has said that Ocean's 11 is an old-fashioned heist movie with lots of stars. Soderbergh's remake isn't much of an improvement from the 1960 original. Just released from prison, unreformed thief Danny Ocean (George Clooney) corrals 11 retired criminals to rob three Las Vegas casinos, all owned by a Vegas tycoon (Andy Garcia) who's romantically involved with Ocean's ex-wife (Julia Roberts). The beginning of Ocean's 11 crisscrosses America as Ocean builds his criminal dream team. The second half shows the heist. But instead of building to an exciting climax, it is content to be an affable, buddy tale. -- SR (Rated PG-13.)

THE OTHERS -- (Grade: B) Strange noises takes preference over spoken dialogue in a traditional English Gothic like The Others. Unseen people converse behind closed doors. A girl (Alakina Mann) and her younger brother (James Bentley) insist they've seen ghosts. The trick that keeps writer/director Alejandro Amenábar's psychological drama humming is guessing whether these ghosts are real or imagined. The children's irritable mother (Nicole Kidman) is not convinced by their supernatural stories. Still, it's not long before she realizes that something otherworldly is inhabiting their country house. Its core mystery -- who are the Others? -- is somewhat of a movie cliché. But I'm hard-pressed to remember the last film that made me squirm in my seat as much as The Others. -- SR (Rated PG-13.)

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

QUEEN OF THE DAMNED -- (Grade: D) Director Michael Rymer makes little use of the sex, blood and Rock & Roll found in Anne Rice's 1993 Vampire Chronicles novel. Overloaded with Matrix-inspired flying effects and MTV-like photography, Queen of the Damned is a lulling entry in the vampire movie genre. Queen of the Damned, a sequel to director Neil Jordan's creepy 1994 adaptation of Rice's Interview with the Vampire, pits vampire/Rock star Lestat (Stuart Townsend) in battle with the malevolent Queen Akasha (Aaliyah), the mother of all vampires. Akasha wants to destroy all vampires and Lestat stands in her way. Besides his porcelain complexion, Townsend brings little presence to his role as Lestat. In a posthumous performance. Aaliyah is believable looking as the bloodthirsty Akasha. Unfortunately, her dynamic presence is not enough to boost this forgettable film. --SR (Rated R.)

RESIDENT EVIL -- (Grade: F) I should begin by saying that I am not familiar with the video game this film is based on. But boy howdy, it just has to be more fun playing it than watching it. An elite assault team led by a pair of female commandos (Milla Jovovich and Michelle Rodriguez) is sent into an underground genetics laboratory to find out why all the scientists are dead. After battling the lab's central computer, they find their greatest challenge is still ahead of them. The concept behind Resident Evil isn't bad. Take one part Aliens, three parts Return of the Living Dead, throw in a sexy Lara Croft-like heroine and you have the good parts of Resident Evil. However, those scant assets the film had going for it are hardly visible in the final product. -- RP (Rated R.)

RETURN TO NEVERLAND -- (Grade: D) Disney animators create a dull Peter Pan adventure that's not half as fun as the 1953 original movie. Return to Neverland reunites Pan (voice of Blayne Weaver) with his fairy companion Tinkerbell and colorful nemesis Captain Hook (voice of Corey Burton). It's World War II and Pan's old friend Wendy is grown-up now, with children. Wendy's young daughter, Jane (voice of Harriet Owen), doesn't believe in Neverland's fantasies. So it's up to Pan to convince Jane to resume acting like a child. It's too bad Disney marred his return with a lackluster movie.-- SR (Rated G.)

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

THE ROYAL TENENBAUMS -- (Grade: A) Everything comes together perfectly in filmmaker Wes Anderson's playful comedy, The Royal Tenenbaums. The film's story, co-written by Anderson and Owen Wilson, is about a family of Upper East Side geniuses reunited after 20 years of betrayals. Gwyneth Paltrow is wonderfully pouty as Margot Tenenbaum, a somber playwright who hasn't written anything in seven years. Gene Hackman gives one of the best performances of his career as cranky Royal Tenenbaum. Tenenbaums is a comic celebration of dysfunctional behavior. They're eccentrics struggling through daily life, and nothing is richer than that. -- SR (Rated R.)

SHACKLETON'S ANTARCTIC ADVENTURE -- (Grade: C) One of the greatest tales of human courage and adventure is shrunk down to a 45-minute, routine OMNIMAX film. Shackleton's Antarctic Adventure, a documentary about Sir Ernest Shackleton's ill-fated 1914 journey to Antarctica, replaces interviews with descendents of Shackleton's crew with dramatizations of Shackleton's struggle to rescue his men. Compared to the archival film footage and still photography shot by Frank Hurley, a Shackleton crewmember, the dramatizations are amateurish and uninteresting. -- SR (Unrated.)

SHOWTIME -- (Grade: D) No-nonsense veteran detective Mitch Preston (Robert DeNiro) and media-savvy Patrol Officer 'Ice' Trey Sellars (Eddie Murphy) are forced to team up to investigate a powerful new weapon unleashed on the streets after a sting operation by Preston goes awry. This "odd couple" pairing becomes the basis of a reality cop show concept pitched by television producer Chase Renzi (Rene Russo). Showtime, an amiable spoof of cop films, TV cops and reality shows, is high-concept Hollywood. Think Lethal Weapon meets 48 Hours with a healthy dose of Get Shorty. Unfortunately, it's far better if you don't think since the movie completely lacks even an ounce of common sense or intelligence. Showtime sells itself short and never makes a meaningful observation or achieves big time laughs. -- ttc (Rated PG-13.)

SNOW DOGS -- (Grade: D) The closing credits of Snow Dogs reveal that the story was suggested by the book Winterdance by Gary Paulsen. Snow Dogs presents animals manipulated into exhibiting more human characteristics. I'm sure the kids might get something out of the good messages, but Snow Dogs offers far less than animated features like Jimmy Neutron: Boy Genius and Monsters, Inc. I might have been far more inclined to go along with the "hokey black guy from Florida inherits a dog sled team in Alaska" story if the producers had gone the animated route. -- ttc (Rated PG.)

SORORITY BOYS -- (Grade: D) SUPER TROOPERS -- (Grade: C) Watched at last year's Sundance Film Festival, director Jay Chandrasekhar's indie homage to Police Academy movies packs enough sly humor to stand alone on its own comic merits. Veteran actor Brian Cox is the mentor of a bunch of rag-tag Vermont State Troopers who fight to keep their station from closing. Cox's dramatic presence gives Super Troopers sufficient indie credibility. Super Troopers is the type of throw-away comedy that's not meant to be taken seriously, which explains the special appearance by Wonder Woman Lynda Carter. -- SR (Rated R.)

THE SWEETEST THING -- (Grade: D) The idea is fine: Women can do comedy just as well as men. The problem is, they can also do comedy just as poorly as men. So if you don't like it when men hit rock bottom in gross-outs like There's Something About Mary and Whipped, then, you certainly will not like it in a woman's version, The Sweetest Thing. Cameron Diaz and Christina Applegate star as a couple of in-control singles who play men like toys, until they meet that special someone. That much is nice to see. But the plot detours into Monica-dress territory and oral sex lockjaw and, well, you get the idea. Thomas Jane (61*) plays that special someone, and he's probably the most likeable performer in the bunch. Applegate is surprisingly good though, confident and obviously at home in the potty-humor after all those years on Married ... With Children. -- RP (Rated R.)

THE TIME MACHINE -- (Grade: C) Like the time machine itself, a gilded contraption made of brass, wood and leather, director Simon Wells' (great-grandson of author H.G. Wells) adaptation of H.G. Wells' 1885 fantasy, is a quaint and old-fashioned tale. Cleaned of the social politics that drove his great-grandfather's story, Simon Wells' Time Machine update is nothing more than a child-friendly comic book. Guy Pearce is likable as Alexander Hartdegen, the absent-minded inventor who builds a machine that transports him 800,000 years into the future in search of a way to undo past events. Still, Pearce's twitchy charisma fails to keep the film moving. Only Jeremy Irons, playing a monstrous villain who confronts Hartdegen in the future, makes the most of the film's comic book spirit. (Rated PG-13.) -- SR (Rated R.)

VANILLA SKY -- (Grade: B) A complex and mature performance by the usually lackadaisical Tom Cruise is the highlight of director Cameron Crowe's erotic remake of Spanish director Alejandro Amenábar's 1997 thriller Abre Los Ojos. Cruise plays David Aames, a wealthy heir to a Manhattan publishing company, Cameron Diaz plays Julie Gianni, a flirty actress and Aames' girlfriend. The dependable Jason Lee plays Aames' jealous best friend. Co-star Penélope Cruz makes a believable "dream" girl, reinventing the role she played in Amenábar's original film. Crowe brings dramatic tweaks and surrealist flourishes to Amenábar's film about a man who loses his chance at true happines. -- SR (Rated R.)

A WALK TO REMEMBER --(Grade: B) Adapted from the novel by Nicholas Sparks, A Walk to Remember feels familiar because it follows countless teen love stories. There is the hip high school court that's ruled by a James Dean-style prince named Landon Carter (Shane West). His main admirer is Jaime Sullivan (Mandy Moore), an ugly duckling on the verge of achieving swanlike grace. What makes director Adam Shankman's Walk different is that Moore doesn't quite transform Sullivan into a beautiful swan. Nice to see a teen movie willing to wear its heart on its sleeve. --ttc (Rated PG.)

WHEN WE WERE SOLDIERS -- (Grade: D) Mel Gibson plays heroic soldier and dutiful father in writer/director Randall Wallace's Vietnam War drama, the latest entry in Hollywood's post Sept. 11 wave of patriotism. We Were Soldiers is not the best of the current battle movies. That title still belongs to the gritty Black Hawk Down. It's also not the worst, easily besting the comic-book foolishness of Behind Enemy Lines. Gibson's noble presence, as Lt. Col. Hal Moore, a man who leads 400 Army recruits into an ambush by 2,000 North Vietnamese soldiers, is the saving grace behind Wallace's lumbering film. Still, there is only so much even a hero as likable as Gibson's can do. -- SR (Rated R.)

Y TU MAMÁ TAMBIÉN -- (Grade: A) Mexican-born director Alfonso Caurón makes a heady impact on American cinema with his fast-moving road movie Y Tu Mamá También. Y Tu Mamá También follows the roadside adventures of two teen-age friends, Tenoch (Diago Luna) and Julio (Gael Garcia Bernal) and Tenoch's cousin, Luisa (Maribel Verdu), as they leave Mexico City in search for the perfect beach on the Oaxacan coast. Luna and Bernal are heartfelt as the friends who find themselves starry-eyed over the beautiful Luisa. But it's Verdu's passionate performance that ultimately sends Y Tu Mamá También spinning. As engaging as it is erotic, Y Tu Mamá También became the highest grossing film in Mexican history. One viewing and it's easy to understand why. -- SR (Rated R.) CAPSULE REVIEWS AND SUMMARIES By TT CLINKSCALES, RODGER PILLE AND STEVE RAMOS

ALL ABOUT THE BENJAMINS -- (Grade: C) It's all about Ice Cube. As the writer/producer/star of this purely escapist fantasy, Ice Cube has made a film that reminds audiences of a highlight reel of gangsta videos and off-color comedy. Director Kevin Bray's All About the Benjamins is a routinely amusing, downscaled version of the Will Smith/Martin Lawrence actioner Bad Boys. Bounty hunter Bucum Jackson (Cube) is on the hunt for scam artist Reggie Wright (Mike Epps). Along the way, they cross paths with an Eurotrash, diamond-heisting villain (Tommy Flanagan), over $20 million in stones and Wright's $60 million lottery ticket. Despite all its bling-bling dreams, All About the Benjamins only manages to deliver cheap thrills. -- ttc (Rated R.)

AMÉLIE -- (Grade: A) The most magical film this year is French filmmaker Jean-Pierre Jeunet's playful fantasy Amélie. This eye-popping tale follows the adventures of a pixyish waitress named Amélie (Audrey Tautou) in Paris' Montmartre neighborhood. Amélie watches movies with wide--eyed amazement, oblivious to the packed Parisian theater audience around her. She catches small details that ordinary moviegoers would ordinarily miss. She loves movies, and the movies seem to love Amélie right back. Dizzy photography and slapstick comedy keep the film moving. Amélie has more than enough trick shots to keep Jeunet's long-time fans happy. -- SR (Rated R.)

A BEAUTIFUL MIND -- (Grade: A) Russell Crowe's characters have heretofore been manly men. He's played tough men of loyalty who'd rather fight than have their honor questioned. In A Beautiful Mind, Crowe plays troubled John Forbes Nash Jr., a man who wants to be a strong intellect. A Beautiful Mind is a loose biopic that follows Nash's journey from his break-though mathematical discovery and acceptance into top-secret government work to his eventual breakdown. Jennifer Connelly continues her comeback with a fine performance as Nash's unfailing wife. In this Oscar hopeful season, A Beautiful Mind is one film that completely deserves its accolades. -- RP (Rated PG-13.)

BIG FAT LIAR -- (Grade: D) Hollywood producer Marty Wolf (Paul Giamatti) and 14-year-old Jason Shepherd (Frankie Muniz) are the two truth-impaired guys who cross paths when Shepard's school assignment turns into Wolf's pitch for a summer blockbuster. By the end of Big Fat Liar, Wolf receives his comeuppance for stealing Shepherd's paper, and Shepherd experiences redemption. Big Fat Liar springs from Robert Rodriguez's Spy Kids mold, but TV director Shawn Levy (The Adventures of Jett Jackson) is no Rodriguez. It's too bad the film ends up feeling like a reunion special for a show that never was, thanks to a supporting role from Lee Majors (Six Million Dollar Man). -- ttc (Rated PG.)

BIG TROUBLE -- (Grade: B) There are two schools of thought about columnist/author Dave Barry. One values his off-the-wall humor as uproarious and fresh. The other thinks he's an overrated hack. The sides are as polarized as batteries. Director Barry Sonnenfeld treats the complicated story like a comedic Pulp Fiction, uniquely introducing all his characters and telling their story out of sequence. It's a fun ride with a cast that seems up for the wackiness, especially stars Tim Allen and Tom Sizemore. Big Trouble was supposed to open the week of Sept. 11, but a bomb-on-an-airplane plot line seemed inappropriate at the time. The scene still feels a little awkward. Still, the rest of the film's laughs overshadow it. -- RP (Rated R.)

BLACK HAWK DOWN -- (Grade: A) Mogadishu. October 1993. U.S. Rangers and Deltas embark on what was supposed to be an hour-and-a-half infiltration mission to capture two lieutenants of a renegade warlord. Seventeen hours later, two Black Hawk helicopters have been destroyed and the U.S. forces have lost 18 men in the most intense and sustained firefight since the Vietnam War. Black Hawk Down honors its subject with a sense that's both relentless and direct without being a polemic or a Hollywood version of the events. -- ttc (Rated R.)

BLADE II -- (Grade: A) The vampire world is threatened by a dangerous strain of über-vampires known as Reapers. Our bloodsucking hero, the "Daywalker" named Blade (Wesley Snipes) is on a quest to find his mentor Whistler (Kris Kristofferson) who may be batting for the other team, if he's batting at all. The fight sequences effectively combine just a dash of the Matrix-inspired wire-fu techniques with old school martial artistry and a little WWF smackdown frenzy for fun. Queen of the Damned meets Aliens is how some Hollywood types might describe Blade II. The Aliens franchise would do well to have del Toro added to its directors' club, although it looks like he's going to be busy getting ready for another Blade installment. -- ttc (Rated R.)

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

CLOCKSTOPPERS -- (Grade:D) Like a proverbial team of monkeys, screenwriters Rob Hedden, J. David Stem and David N. Weiss concoct a half-baked story that doesn't even qualify as a good outtake reel. Clockstoppers is one part teen romancer and two parts growing pains drama, spliced with sci-fi adventure. A blandly cool teen named Zak (Jesse Bradford) accidentally discovers a watch which seemingly allows its wearer to stop time. The clockstopping tricks prove fun initially as he uses them to woo the new girl on campus (Paula Garces). That is, until a covert government group seeks the watch for its own evil plans. The story is tired, familiar and saddled with a simplistic message. It seems teens in today's movies are either sex-crazed or faceless cardboard cut-outs. Where the hell is John Hughes? Watching Clockstoppers makes me miss Duckie from Pretty in Pink. -- ttc (Rated PG.)

COLLATERAL DAMAGE -- (Grade: D) One of the first things Warner Bros. did in response to the Sept. 11 terrorist attacks on the World Trade Center and Pentagon was to postpone Collateral Damage. In the film, Arnold Schwarzenegger plays a fireman who loses his family to a terrorist attack on a Los Angeles office tower. I don't think audiences will find Collateral Damage's terrorist plot offensive or unpatriotic. At the same time, I can't imagine that anyone will be all that entertained. Boasting 20 explosions too many, Collateral Damage is an action thriller that doesn't know when to stop. -- SR (Rated R.)

CROSSROADS -- (Grade: D) It looks like 2002 will be the year that featured the Duel of the Pop Teen Divas. Following Mandy Moore's memorable Walk comes Britney Spears' trip to the Crossroads. Britney is the class valedictorian, who writes poetry and dreams of exposing her midriff. Britney hits the road with two girlfriends (Zoé Saldana and Taryn Manning) and a guitar-playing boy (Anson Mount). If everyone remembers that she's just acting, then everything will be fine, unless she decides to do something like this again. I guarantee that no one wants to see Return to the Crossroads. -- ttc (Rated PG-13.)

THE COUNT OF MONTE CRISTO -- (Grade: C) The Count of Monte Cristo is Alexandre Dumas' classic tale of Edmund Dantes, a falsely imprisoned man (James Caviezel) who escapes from captivity and hatches a Machiavellian plan to take vengeance with the assistance of a recovered fortune. In a surprisingly natural twist on the original story, Dantes' main accuser Fernand Mondego (Guy Pearce) happens to be a jealous childhood friend and rival for the affections of Mercedes (Dagmara Dominczyk). Director Kevin Reynolds forsakes his on-again-off-again buddy Kevin Costner to his benefit. Reynolds has a good sense for action and a simple story without the trappings of a star vehicle. Caviezel and Pearce bring a solid sense of character to their roles and never succumb for the epic overacting that frequently accompany such costume dramas. Caviezel, in particular, handles the shift from innocence to cunning through his physical carriage and the intensity of his gaze. But it is character actor Luis Guzman who steals the show as Caviezel's manservant. The lightness he brings is the timeless touch that is guaranteed to please audiences seeking nothing more than a bit of entertainment beyond the Oscar releases that are supposed to be good for us. -- ttc (Rated PG-13.)

DEATH TO SMOOCHY -- (Grade: C) It's like Robin Williams logged onto the Internet Movie Database, saw the spate of saccharin films he'd made in the last 10 years and decided it was time to do something adult. Death to Smoochy is exactly that: a dark revenge comedy with decidedly adult themes and language. The only problem is, it's not very funny. Yet Edward Norton, as Smoochy, is brilliant. His kids' sing-along "Your Step-Father's Not Mean (He's Adjusting)" is a side-splitter, as is Norton's ever-so-subtle Woody Harrelson imitation. If only Adam Resnick's script was as consistent as Norton. It falls flat several times. Perhaps this entertaining concept should have been developed as a short film. -- RP (Rated R.)

DRAGONFLY -- (Grade: F) Veteran leading man Kevin Costner is earnest in his performance as Chicago doctor Joe Darrow, a man who believes his deceased wife is trying to communicate with him through her former child patients. For director Tom Shadyac, best known for the comedies Ace Ventura: Pet Detective, Patch Adams and The Nutty Professor, Dragonfly is his chance to tell a more serious story, this time a Sixth Sense-like supernatural drama. Despite Costner and Shadyac's good intentions, Dragonfly is more high-strung melodrama than creepy ghost story. Dragonfly is every bit as tenacious as the health-care drama John Q., another embarrassing movie that will stop at nothing to drive its audiences to tears. Costner, overflowing with emotional gusto, verges on soap opera hysterics. If he was hoping to jolt his credibility with Dragonfly, pulling a Bruce Willis/Sixth Sense role, I hope he has another plan. -- SR (Rated PG-13.)

THE ENDURANCE: SHACKLETON'S LEGENDARY ANTARCTIC EXPEDITION -- (Grade: B) Archival filmed footage from expedition photographer Frank Hurley and still photographs are the visual resources put to powerful use by veteran director George Butler for his enthralling documentary about Sir Ernest Shackleton's ill-fated trek to Antarctica. Recent books and an OMNIMAX film have brought extra attention to Shackleton's heroic story of survival, but nothing compares to the human emotion captured by Butler through interviews with direct descendents of Shackleton's crew, historians and readings of the crew's diaries. The Endurance boasts no elaborate recreations of Shackleton's journey across the icy Weddell Sea. Thanks to Butler's skill at telling a riveting story, The Endurance doesn't need them. -- SR (Rated G.)

E.T. -- THE EXTRA-TERRESTRIAL -- (Grade: A) Director Steven Spielberg's 1982 sci-fi fable, arguably his greatest film, returns to theaters with enhanced effects, new footage and a re-mastered soundtrack. Screenwriter Melissa Mathison's tale of a 10-year-old boy (Henry Thomas) who discovers and befriends an alien stranded on Earth remains as heartfelt and engaging as ever. Spielberg says he examined the entire film to "spot" shots that he wanted to boost with additional computer graphics. This 20th anniversary reissue is being billed as a new edition and there are scenes, most noticeably, much of E.T.'s close-up footage, that appears dramatically enhanced. Still, spotting digital enhancements is not the reason to re-watch E.T. in theaters. E.T.'s timeless qualities rest on its quaint depiction of suburban life and childlike themes of friendship, family and sacrifice more than flashy special effects. -- SR (Rated PG.)

40 DAYS AND 40 NIGHTS -- (Grade: B) It's official: Josh Hartnett can do comedy. In 40 Days, Hartnett is Matt Sullivan, a hip and oversexed San Francisco 20-something, trying desperately to shake his obsession with an ex-girlfriend. So Matt vows to refrain from sex for 40 long days. Enter Erica (Shannyn Sossamon), an attractive single woman. Can Matt make it? In terms of weighty films, 40 Days is helium. It's a total romp, broad and generic enough to appeal to the masses. And yet, thanks almost completely to Hartnett, the film rises above the remedial level of Tomcats, the American Pie franchise and other mostly tasteless sex comedies that have surfaced in the last couple of years. -- RP (Rated R.)

FRAILTY -- (Grade: B) Veteran actor Bill Paxton does an admirable job recreating a Hitchcock thriller for his directing debut, Frailty. The fact that Paxton also plays the film lead, a Bible thumper dad (Paxton) who's convinced that demons are taking over the world and that God wants him to stop them, makes his effort all the more impressive. Written by Brent Hanley, Frailty tells the story of the "God's Hand" murders, a bloody killing spree perpetrated by the Meiks boys, 12-year-old Fenton (Matthew O'Leary), 9-year-old Adam (Jeremy Sumpter) and their blood-soaked dad (Paxton). The best surprise in Frailty is its twisting last act. I can't remember the last time a film fooled me so completely. -- SR (Rated R.)

GOSFORD PARK -- (Grade: B) On paper, Robert Altman's Gosford Park sounds like an Agatha Christie remake. Sir William McCordle (Michael Gambon) and his young wife, Lady Sylvia (Kristin Scott Thomas), have invited family and assorted friends to their country estate for a genteel shooting party. When a murder disrupts the elegant gathering, it's Constance's maid, Mary Maceachran (Kelly Macdonald), who begins to unravel the source of the foul play. Altman's smug and cynical film stands on its own merits. -- SR (Rated PG.)

HARRISON'S FLOWERS -- (Grade: D) A welcome tweak on the recent surfeit of war movies, Harrison's Flowers is an earnest drama about Pulitzer Prize-winning photojournalist Harrison Lloyd (David Strathairn) who is missing and presumed dead while covering the start of the Bosnian War. Unconvinced of his death, Lloyd's wife Sarah (Andie MacDowell) travels to the war-torn city of Vukovar to find her husband. The always engaging Strathairn has too little screen time to boost the film. Better suited for romantic comedies, MacDowell appears overwhelmed by the seriousness of the story. I won't give away the film's dramatic finale, but I guarantee that most audiences will have lost interest long before Sarah's revelation. -- SR (Rated R.)

HARRY POTTER AND THE SORCERER'S STONE -- (Grade: D) Little humor, fun or feeling finds its way into director Chris Columbus' adaptation of J.K. Rowling's popular children's book, Harry Potter and the Sorcerer's Stone. The story follows an 11-year-old orphan named Harry Potter, who lives with his cruel aunt and uncle. Harry's dreams of escaping his hard-knock life are answered when he is accepted to Hogwarts School of Witchcraft and Wizardry. Despite an entertaining ensemble of supporting roles, the film's young star, Daniel Radcliffe, manages only to succeed in looking like Potter. Harry Potter is just Hollywood's latest manufactured extravaganza, void of emotional honesty and storytelling. -- SR (Rated PG.)

HIGH CRIMES -- (Grade: D) High Crimes marks the emergence of a new Hollywood power couple. Actors Morgan Freeman and Ashley Judd team up for a follow-up to their 1997 suspense film Kiss the Girls. Their collaboration is a major disappointment. Adapted from Joseph Finder's novel, High Crimes tells the story of high-powered lawyer Claire Kubik (Judd), who discovers that her husband Tom (Jim Caviezel) was a covert military operative in El Salvador back in 1988. Claire seeks the assistance of wild card military lawyer Charles Grimes (Freeman) to clear Tom's name. Freeman and Judd's lead performances are little more than exercises on the rules of attraction. One more project together and they'll be ready to be spoofed by National Lampoon or the Wayans Brothers. -- ttc (Rated PG-13.)

I AM SAM -- (Grade: D) Michelle Pfeiffer's matter-of-fact performance is the best thing about director Jessie Nelson's trite melodrama. In I Am Sam, Pfeiffer plays Rita Harrison, a high-powered attorney who handles Sam Dawson's (Sean Penn) custody battle for his daughter Lucy (Dakota Fanning). Sam is mentally challenged and a team of social workers want Lucy in foster care. Penn is consistent in maintaining the quirks of a mentally handicapped individual, unfortunately I Am Sam is the type of clumsy melodrama that hits its audience over the head for the purpose of generating one tear. -- SR (Rated R.)

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

IN THE BEDROOM -- (Grade: A) In a film that is all about the inability to express emotions, at least actor-turned-first-time director Todd Field was able to find the perfect face. As the grief-stricken mother, Sissy Spacek embodies every possible emotion in Field's melodrama. Spacek watches as her son (Nick Stahl) carries on with an older, separated mother (Marisa Tomei) with two young boys. Spacek seethes as her husband (Tom Wilkinson) admires the son's youthful indiscretion. Fortunately, In The Bedroom all but guarantees there will be other Todd Field films. -- ttc (Rated R.)

JIMMY NEUTRON: BOY GENUIS -- (Grade: A) Some of 2001's best movies were kids' films, the streak continues with Nickelodeon's animated Boy Genuis. James Isaac Neutron has the big-brained ingenuity of MacGyver and a practical nature for using his inventions to solve the problems of daily life. When he mistakenly brings about the kidnapping of all the parents by hungry, chicken-like aliens, Jimmy leads his pals into space to save the day. I especially enjoyed the campfire scene with frights supplied by a great synopsis of The Blair Witch Project. That scene alone will probably send kids to the video store screaming for the movie. -- ttc (Rated G.)

JOHN Q. -- (Grade: F) The first half of John Q. is an enjoyable blue-collar drama. The second half of John Q. is so relentless in its attempts to generate audience tears that you can't help but laugh out loud. Denzel Washington is John Q. Archibald, a factory worker struggling to make ends meet for his family on his downsized salary. When his son Michael (Daniel E. Smith) becomes ill, John discovers that his insurance won't cover the bills. John Q. packs some appealing messages about the country's health care system. Unfortunately, these messages are soon washed over by the film's unintentional comedy. -- SR (Rated PG-13.)

KISSING JESSICA STEIN -- (Grade: B) Meet Jessica (Jennifer Westfeldt). She's very single, very Jewish and very unfulfilled with her life. As those around her tell her, she just needs a man. But the merry-go-round of available men in New York offers jerks and not-yet-out gay men. Enter Helen (Heather Juergensen). Jessica reads her woman-seeking-woman personals ad and feels that spark. They meet, they click, they become great friends -- and then they try to be lovers. Kissing Jessica Stein is an odd little lark, a good old-fashioned story-driven flick that manages to entertain and challenge its audience at the same time. Both actresses, who also wrote the film together, sparkle with real-life charm. Their sass and easygoing personalities keep Kissing Jessica Stein from turning into a cheap When Sally Meets Sally. -- RP (Rated R.)

LANTANA -- (Grade: A) Anthony LaPaglia's engaging performance as an adulterous police detective is the emotional force behind director Ray Lawrence's rich thriller. LaPaglia plays Leon Zat, a middle-aged man who's turned cool towards the touch of his wife Sonja (Kerry Armstrong). Zat's investigation into the whereabouts of Dr. Valerie Somers (Barbara Hershey), a well-known psychiatrist who's been missing for days, opens the wounds of his own troubled marriage. Nothing in the film is what it appears to be on the surface. LaPaglia's unhappy police detective is the soul of Lawrence's riveting movie. --SR (Rated R.)

LAST ORDERS -- (Grade: C) An ensemble of engaging performances (Bob Hoskins, David Hemmings, Helen Mirren, Ray Winstone and Tom Courtenay) give life to director Fred Schepisi's adaptation of Graham Swift's prize-winning novel. The circle of friends undertake a pub crawl in memory of their recently deceased friend, Jack Dodds (Michael Caine). Before his death, Jack requested that his ashes be spilled off the pier at the seaside town of Margate. Schepisi makes full use of his storytelling skills, alternating pub crawl scenes with frequent flashbacks to the friends' youthful adventures. Schepisi deserves credit for adapting Swift's complex novel about loss into a coherent film. Still, Last Orders' quartet of leading men, especially Courtenay as a level-headed undertaker, is what makes the film worthwhile. -- SR (Rated R.)

THE LORD OF THE RINGS: FELLOWSHIP OF THE RING -- (Grade: A) Director Peter Jackson tackles J.R.R. Tolkien's fantasy books set in Middle-earth with a creative force. The results are extraordinary. The film tells the story of hobbit Frodo Baggins (Elijah Wood) and the powerful Ruling Ring he inherits from his Uncle Bilbo Baggins (Ian Holm). There is plenty of showmanship in Fellowship, but there is also substantive storytelling. Fellowship of the Ring is so good that I imagine high-brow audiences who normally avoid these types of films will find themselves having a great time if they give the film a chance. ­ SR (Rated PG-13.)

MONSOON WEDDING -- (Grade: A) The chaotic planning of a Punjabi wedding is the colorful backdrop for director Mira Nair's (Salaam Bombay, Mississippi Masala) joyful drama. Aditi (pop singer Vasundhara Das) is the daughter of Lalit (Naseeruddin Shah) and Pimmi (Lillete Dubey), who hastily agrees to marry Hemant (Parvin Dabas), an engineer from Houston. Despite the culture clashes between Aditi's New Delhi family and her Americanized groom, Pimmi manages to keep his mind focused on the extravagant reception. A soundtrack of traditional music and contemporary Pop songs helps Nair portray Aditi's struggle to embrace her Punjabi past as well look towards her future. Comparisons to Robert Altman's The Wedding are unfair. Monsoon Wedding is too joyful to be considered an Altman-inspired film. In Nair's heartfelt tale, the monsoon rains may threaten, but love conquers just the same. -- SR (Rated R.)

MONSTER'S BALL -- (Grade: A) Halle Berry throws fashionable wardrobes out the window in the stark drama Monster's Ball. As Leticia Musgrove, a Southern widow who falls for the death-row prison guard (Billy Bob Thornton) who executed her convicted-killer husband (Rapper Sean Combs), Berry looks intentionally drab. Monster's Ball is a love story, although it focuses on race, telling its story in a deliberately black-and-white manner. While a movie like Monster's Ball is considered low-budget, its performances outshine most of this year's large-scale movies. ­ SR (Rated R.)

THE MOTHMAN PROPHECIES -- (Grade: B) What if, throughout history, there has been a force, some otherworldly presence, that has tried to alert us to impending tragedy? So asks The Mothman Prophecies, a refreshingly smart spooker directed by Mark Pellington. John Klein (Richard Gere) is haunted by a vision his wife sees before an accident. In his quest to understand the "moth-like" image, he finds himself in Point Pleasant, West Virginia, a sleepy burg whose inhabitants are also haunted. If the choice is between an intelligent thriller that doesn't take sides and 13 Ghosts, I'll take Mothman. -- RP (Rated PG-13.)

MURDER BY NUMBERS -- (Grade: D) Sandra Bullock is dreadfully miscast as a forensics detective on the trail of two teen-age murderers (Ryan Gosling and Michael Pitt) in director Barbet Schroeder's lumbering mystery. Exchanging her playful personality for something decidedly dark and somber, Bullock is never believable or engaging as the film's troubled lead. Gosling is the only thing worth recommending in the film. His performance, playing a smart-ass teen with bedroom eyes, is a worthy companion to his lead role in the under-seen drama, The Believer. As a follow up to Schroeder's brilliant Columbian drama, Our Lady of the Assassins, Murder By Numbers is a huge disappointment. -- SR (Rated R.)

NATIONAL LAMPOON'S VAN WILDER -- (Grade: D) Director Walt Becker's collegiate comedy stumbles in the footsteps of its gross-out predecessor, National Lampoon's Animal House. Its namesake hero, Van Wilder (Ryan Reynolds), a slackerish student entering his eighth year at Coolidge College, is agreeable enough. Unfortunately, Van Wilder writers Brent Goldberg and David T. Wagner fail to build many laugh-out loud gags around its Peter Pan-inspired campus kingpin and his last-ditch efforts to graduate. What National Lampoon's Van Wilder lacks in funny jokes, it overly compensates with gross-out shocks that make recent, gooey films like American Pie and There's Something About Mary look family friendly. -- SR (Rated R.)

ORANGE COUNTY -- (Grade: D) Orange County has a boatload of rising and established talent. Colin Hanks and Schuyler Fisk headline a cast including Jack Black, John Lithgow, Catherine O'Hara, Lily Tomlin and a host of surprise cameos. Shaun (Hanks) is a smart kid who desperately wants to attend Stanford where he can study to become a writer. His path is blocked by the unstable cast of characters in his life, Along the way to solving his issues, Shaun realizes Orange County may inspire him, much how Yoknapatawpha County, Miss., inspired William Faulkner. -- ttc (Rated PG-13.)

OCEAN'S ELEVEN -- (Grade: C) Steven Soderbergh has said that Ocean's 11 is an old-fashioned heist movie with lots of stars. Soderbergh's remake isn't much of an improvement from the 1960 original. Just released from prison, unreformed thief Danny Ocean (George Clooney) corrals 11 retired criminals to rob three Las Vegas casinos, all owned by a Vegas tycoon (Andy Garcia) who's romantically involved with Ocean's ex-wife (Julia Roberts). The beginning of Ocean's 11 crisscrosses America as Ocean builds his criminal dream team. The second half shows the heist. But instead of building to an exciting climax, it is content to be an affable, buddy tale. -- SR (Rated PG-13.)

THE OTHERS -- (Grade: B) Strange noises takes preference over spoken dialogue in a traditional English Gothic like The Others. Unseen people converse behind closed doors. A girl (Alakina Mann) and her younger brother (James Bentley) insist they've seen ghosts. The trick that keeps writer/director Alejandro Amenábar's psychological drama humming is guessing whether these ghosts are real or imagined. The children's irritable mother (Nicole Kidman) is not convinced by their supernatural stories. Still, it's not long before she realizes that something otherworldly is inhabiting their country house. Its core mystery -- who are the Others? -- is somewhat of a movie cliché. But I'm hard-pressed to remember the last film that made me squirm in my seat as much as The Others. -- SR (Rated PG-13.)

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

QUEEN OF THE DAMNED -- (Grade: D) Director Michael Rymer makes little use of the sex, blood and Rock & Roll found in Anne Rice's 1993 Vampire Chronicles novel. Overloaded with Matrix-inspired flying effects and MTV-like photography, Queen of the Damned is a lulling entry in the vampire movie genre. Queen of the Damned, a sequel to director Neil Jordan's creepy 1994 adaptation of Rice's Interview with the Vampire, pits vampire/Rock star Lestat (Stuart Townsend) in battle with the malevolent Queen Akasha (Aaliyah), the mother of all vampires. Akasha wants to destroy all vampires and Lestat stands in her way. Besides his porcelain complexion, Townsend brings little presence to his role as Lestat. In a posthumous performance. Aaliyah is believable looking as the bloodthirsty Akasha. Unfortunately, her dynamic presence is not enough to boost this forgettable film. --SR (Rated R.)

RESIDENT EVIL -- (Grade: F) I should begin by saying that I am not familiar with the video game this film is based on. But boy howdy, it just has to be more fun playing it than watching it. An elite assault team led by a pair of female commandos (Milla Jovovich and Michelle Rodriguez) is sent into an underground genetics laboratory to find out why all the scientists are dead. After battling the lab's central computer, they find their greatest challenge is still ahead of them. The concept behind Resident Evil isn't bad. Take one part Aliens, three parts Return of the Living Dead, throw in a sexy Lara Croft-like heroine and you have the good parts of Resident Evil. However, those scant assets the film had going for it are hardly visible in the final product. -- RP (Rated R.)

RETURN TO NEVERLAND -- (Grade: D) Disney animators create a dull Peter Pan adventure that's not half as fun as the 1953 original movie. Return to Neverland reunites Pan (voice of Blayne Weaver) with his fairy companion Tinkerbell and colorful nemesis Captain Hook (voice of Corey Burton). It's World War II and Pan's old friend Wendy is grown-up now, with children. Wendy's young daughter, Jane (voice of Harriet Owen), doesn't believe in Neverland's fantasies. So it's up to Pan to convince Jane to resume acting like a child. It's too bad Disney marred his return with a lackluster movie.-- SR (Rated G.)

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

THE ROYAL TENENBAUMS -- (Grade: A) Everything comes together perfectly in filmmaker Wes Anderson's playful comedy, The Royal Tenenbaums. The film's story, co-written by Anderson and Owen Wilson, is about a family of Upper East Side geniuses reunited after 20 years of betrayals. Gwyneth Paltrow is wonderfully pouty as Margot Tenenbaum, a somber playwright who hasn't written anything in seven years. Gene Hackman gives one of the best performances of his career as cranky Royal Tenenbaum. Tenenbaums is a comic celebration of dysfunctional behavior. They're eccentrics struggling through daily life, and nothing is richer than that. -- SR (Rated R.)

SHACKLETON'S ANTARCTIC ADVENTURE -- (Grade: C) One of the greatest tales of human courage and adventure is shrunk down to a 45-minute, routine OMNIMAX film. Shackleton's Antarctic Adventure, a documentary about Sir Ernest Shackleton's ill-fated 1914 journey to Antarctica, replaces interviews with descendents of Shackleton's crew with dramatizations of Shackleton's struggle to rescue his men. Compared to the archival film footage and still photography shot by Frank Hurley, a Shackleton crewmember, the dramatizations are amateurish and uninteresting. -- SR (Unrated.)

SHOWTIME -- (Grade: D) No-nonsense veteran detective Mitch Preston (Robert DeNiro) and media-savvy Patrol Officer 'Ice' Trey Sellars (Eddie Murphy) are forced to team up to investigate a powerful new weapon unleashed on the streets after a sting operation by Preston goes awry. This "odd couple" pairing becomes the basis of a reality cop show concept pitched by television producer Chase Renzi (Rene Russo). Showtime, an amiable spoof of cop films, TV cops and reality shows, is high-concept Hollywood. Think Lethal Weapon meets 48 Hours with a healthy dose of Get Shorty. Unfortunately, it's far better if you don't think since the movie completely lacks even an ounce of common sense or intelligence. Showtime sells itself short and never makes a meaningful observation or achieves big time laughs. -- ttc (Rated PG-13.)

SNOW DOGS -- (Grade: D) The closing credits of Snow Dogs reveal that the story was suggested by the book Winterdance by Gary Paulsen. Snow Dogs presents animals manipulated into exhibiting more human characteristics. I'm sure the kids might get something out of the good messages, but Snow Dogs offers far less than animated features like Jimmy Neutron: Boy Genius and Monsters, Inc. I might have been far more inclined to go along with the "hokey black guy from Florida inherits a dog sled team in Alaska" story if the producers had gone the animated route. -- ttc (Rated PG.)

SORORITY BOYS -- (Grade: D) SUPER TROOPERS -- (Grade: C) Watched at last year's Sundance Film Festival, director Jay Chandrasekhar's indie homage to Police Academy movies packs enough sly humor to stand alone on its own comic merits. Veteran actor Brian Cox is the mentor of a bunch of rag-tag Vermont State Troopers who fight to keep their station from closing. Cox's dramatic presence gives Super Troopers sufficient indie credibility. Super Troopers is the type of throw-away comedy that's not meant to be taken seriously, which explains the special appearance by Wonder Woman Lynda Carter. -- SR (Rated R.)

THE SWEETEST THING -- (Grade: D) The idea is fine: Women can do comedy just as well as men. The problem is, they can also do comedy just as poorly as men. So if you don't like it when men hit rock bottom in gross-outs like There's Something About Mary and Whipped, then, you certainly will not like it in a woman's version, The Sweetest Thing. Cameron Diaz and Christina Applegate star as a couple of in-control singles who play men like toys, until they meet that special someone. That much is nice to see. But the plot detours into Monica-dress territory and oral sex lockjaw and, well, you get the idea. Thomas Jane (61*) plays that special someone, and he's probably the most likeable performer in the bunch. Applegate is surprisingly good though, confident and obviously at home in the potty-humor after all those years on Married ... With Children. -- RP (Rated R.)

THE TIME MACHINE -- (Grade: C) Like the time machine itself, a gilded contraption made of brass, wood and leather, director Simon Wells' (great-grandson of author H.G. Wells) adaptation of H.G. Wells' 1885 fantasy, is a quaint and old-fashioned tale. Cleaned of the social politics that drove his great-grandfather's story, Simon Wells' Time Machine update is nothing more than a child-friendly comic book. Guy Pearce is likable as Alexander Hartdegen, the absent-minded inventor who builds a machine that transports him 800,000 years into the future in search of a way to undo past events. Still, Pearce's twitchy charisma fails to keep the film moving. Only Jeremy Irons, playing a monstrous villain who confronts Hartdegen in the future, makes the most of the film's comic book spirit. (Rated PG-13.) -- SR (Rated R.)

VANILLA SKY -- (Grade: B) A complex and mature performance by the usually lackadaisical Tom Cruise is the highlight of director Cameron Crowe's erotic remake of Spanish director Alejandro Amenábar's 1997 thriller Abre Los Ojos. Cruise plays David Aames, a wealthy heir to a Manhattan publishing company, Cameron Diaz plays Julie Gianni, a flirty actress and Aames' girlfriend. The dependable Jason Lee plays Aames' jealous best friend. Co-star Penélope Cruz makes a believable "dream" girl, reinventing the role she played in Amenábar's original film. Crowe brings dramatic tweaks and surrealist flourishes to Amenábar's film about a man who loses his chance at true happines. -- SR (Rated R.)

A WALK TO REMEMBER --(Grade: B) Adapted from the novel by Nicholas Sparks, A Walk to Remember feels familiar because it follows countless teen love stories. There is the hip high school court that's ruled by a James Dean-style prince named Landon Carter (Shane West). His main admirer is Jaime Sullivan (Mandy Moore), an ugly duckling on the verge of achieving swanlike grace. What makes director Adam Shankman's Walk different is that Moore doesn't quite transform Sullivan into a beautiful swan. Nice to see a teen movie willing to wear its heart on its sleeve. --ttc (Rated PG.)

WHEN WE WERE SOLDIERS -- (Grade: D) Mel Gibson plays heroic soldier and dutiful father in writer/director Randall Wallace's Vietnam War drama, the latest entry in Hollywood's post Sept. 11 wave of patriotism. We Were Soldiers is not the best of the current battle movies. That title still belongs to the gritty Black Hawk Down. It's also not the worst, easily besting the comic-book foolishness of Behind Enemy Lines. Gibson's noble presence, as Lt. Col. Hal Moore, a man who leads 400 Army recruits into an ambush by 2,000 North Vietnamese soldiers, is the saving grace behind Wallace's lumbering film. Still, there is only so much even a hero as likable as Gibson's can do. -- SR (Rated R.)

Y TU MAMÁ TAMBIÉN -- (Grade: A) Mexican-born director Alfonso Caurón makes a heady impact on American cinema with his fast-moving road movie Y Tu Mamá También. Y Tu Mamá También follows the roadside adventures of two teen-age friends, Tenoch (Diago Luna) and Julio (Gael Garcia Bernal) and Tenoch's cousin, Luisa (Maribel Verdu), as they leave Mexico City in search for the perfect beach on the Oaxacan coast. Luna and Bernal are heartfelt as the friends who find themselves starry-eyed over the beautiful Luisa. But it's Verdu's passionate performance that ultimately sends Y Tu Mamá También spinning. As engaging as it is erotic, Y Tu Mamá También became the highest grossing film in Mexican history. One viewing and it's easy to understand why. -- SR (Rated R.)

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