Dir Barry Levinson. US 2001. 122 min.

Following his minor, disappointing comedy, An Everlasting Piece (which DreamWork barely released last year), Barry Levinson is back on terra firma with the crime comedy Bandits, a hybrid of a movie that blends to almost satisfying results the norms of classic screwball comedy (specifically Preston Sturges), romantic triangles (including Truffaut's seminal Jules Et Jim and Butch Cassidy And The Sundance Kid) and character-driven crimer (such as Bonnie And Clyde). Anchored by yet another brilliant performance from Billy Bob Thornton, and supported with strong turns by Bruce Willis and Cate Blanchett, this mature, often subtle comedy, impressively lacking bathroom or any vulgar humour, is clearly made for adult viewers. MGM hopes that megastar Willis will bring in his loyal fans to make for a solid box office., though leisurely pacing, mixture of genres, rapidly shifting tone, and repetitive structure might present commercial problems.

With Bandits, Thornton proves again that he's one of the most fearless and versatile actors of his generation, capable even of slapstick physical comedy. In Bandits, he plays Terry Collins, a bank robber now in jail, who, along with his mate Joe Blake (Willis) fantasises of the final string of scores that will enable them to finance a South-of-the Border retirement dream, a complex of hotels, bars and restaurants.

In a rather preposterous breakout, Terry and Joe escape from their prison in a cement truck and hit the road. It's hard to tell whether scripter Harley Peyton wrote Joe's part with Willis in mind, for there's plenty of humour and even spoof of the star's macho bravado in his action flicks. The two men are really opposites, or two sides of manhood: Joe is a strong, handsome, irresistible man of action, whereas Terry is a quiet, insecure man of ideas, an hypochondriac who suffers from just about any phobia or illness imaginable.

Joining forces, the duo come up with a gimmicky plan: Why not "visit" local bank manager the night before the robbery, spend time with their families, then take them hostage and let them actively participate in the heist of their own branches, in broad daylight, often with early morning customers around. Cutting a swathe from Oregon through California, the couple is soon labelled by the media "The Sleepover Bandits," the most famous thieves in the country, enjoying newspapers' headlines and an adoring public.

It takes about 40 minutes for the film's third major character, Kate Wheeler (Blanchett), to be introduced as an "ordinary" housewife, sick of her disappointing life and shallow husband. Sporting lush red-hair, Kate is first seen in the kitchen, cooking and stretching to some disco tunes. The script then arranges for a wonderful entree into the proceedings: Speeding in her car, Kate literally runs into Terry, just as he crosses the street with a bucket of gas for their stranded jeep. First allowed to spend only 24 hours with the couple, Kate proves to be a feisty matching mate, and an alluring object of desire for both Terry and Joe.

Once Kate enters their lives, she assumes the role of the femme fatale, a woman neither man can shake who changes the logic of their relationship from a duo to a trio. Yet, due to the fact that she is played by Blanchett, a brilliant character actress who's not known for her comic skills or sex symbol, Kate is not a French femme fatale in the manner of Jeanne Moreau's Catherine in Jules Et Jim.

The most superficially movieish character belongs to Harvey J. Pollard (Garity, Jane Fonda's son), possibly named after Bonnie And Clyde's cast member, Michael Pollard. Harvey, who's Joe's cousin, is recruited early on as the gang's front man, though his ultimate dream is to move to Hollywood and become a celebrity stuntman. Serving as the triangle's third wheel, the lonely and attention-starved Harvey feels threatened when Kate joins the gang, and it's only a matter of time before he decides to quit.

Bandits begins as a high-concept robbery comedy, with plenty of action and romance, but gradually and impressively evolves into something more ambitious: A serio-comic study of three characters, whose personalities could not have been more different, a fact that is further emphasised by the disparate acting style of the performers.

Revisiting that uniquely French concept, menage-a-trois, screenwriter Peyton (who earlier wrote Less Than Zero and Keys to Tulsa) demonstrates good command of film history, and some inventive ways of applying familiar notions to seemingly new situations. In its good moments, Bandits is fresh and funny, giving the impression that Levinson, Peyton, and the high-profile cast discovered some new possibilities inherent in the material during the filmmaking process itself.

Replete of allusions to old movies, Bandits contains some priceless scenes. In one of these, the trio spend a night under the same roof. To give Kate a sense of privacy, Joe echoes Clark Gable in It Happened One Night and hangs a blanket between them--Walls of Jericho. Deviating from Capra's 1934 classic, however, the blanket keeps falling and the couple, trying to put it back, suddenly grab the opportunity of standing close to each other and kiss.

It's a testament to Levinson's masterful direction of his cast that no actor tries to outshine the others. Throughout the actors walk a fine line between playing their roles too broadly, thus risking credibility, or embodying them in an understated manner, hence disclosing the artificial nature of a movie that pushes familiar conventions to flamboyant eccentricity.

There's not much novelty in the acting of Willis, who's been cast before in similar roles, calling for laid-back charm and casual delivery. Willis acquits himself honourably, but, in some scenes, his low-key, offhanded manner seems just lazy. The real revelation here is Thornton, who's been mostly associated with intense, heavy-duty character roles (Sling Blade, A Simple Plan). Excelling in almost every part, Blanchett, has seldom had the chance to show her erotic and comic appeal, which will be welcome by the growing number of her fans.

Rather smartly, the filmmakers realise that the strength of the narrative resides not in the action or bank robberies, but in the ever-changing characters and relationships. For a while, they work healthy anticipation as to the specifics of the group dynamics. However, the film is unable to overcome entirely its problems: A tiresome format and repetitive ideas.

Peyton's decision to relate the story in flashbacks and contain it within the format of a TV reality show called "America's Most Wanted" backfires, for it makes the yarn even more disjointed than it actually is. It feels like a disruption, whenever the show's host, Darren Head (Slayton) appears onscreen to continue the trio's escapades. Last reel is particularly indulgent, adding considerable time to a comedy that should have been far shorter and trimmer.

That said, Bandits boasts wonderful production values in all departments. Working for the first time with ace lenser Dante Spinotti (L.A. Confidential, The Insider), Levinson endows the film with a realistic yet stylised look, covering a vast geographical territory, from Oregon's deep forests and lakes to Northern California's turbulent coastlines and small towns. Production designer Victor Kepmster also rises to the occasion, especially in the first robbery, a bank in Silverton, Oregon whose