Parts of this move kinda make you want to laugh. For instance, seeing K.D. Lang singing lovingly to the audience as the headliner in a swank, upscale lesbian night club (apparently 1947 Hollywood was well represented with swank clubs of this sort), where her entourage sort of melts into a lesbian orgy as part of her act (at least I guess it was supposed to be part of her act).

Or, when poor cop Josh Hartnett and socialite Hillary Swank engage in carnal relations in a seedy motel, and afterwards, as he, sitting in bed, is lighting up cigarettes for the two of them while she cuddles near him, is still wearing his fedora while she still wears her pearls. I'll bet keeping that fedora on must have been quite a trick.

Anyway, the major problem with this film is that it unsuccessfully tries to combine several film noir classics into one movie. For instance, you have the rich father with the two strange daughters ("The Big Sleep"), the seemingly separate plots that may have more in common than at first glance ("Murder my Sweet"), and the character whose obsession may lead toward a certain road of destruction ("The Postman Always Rings Twice," "Double Indemnity"), etc. What you are left with is a hodgepodge of sometimes incomprehensible threads in which some of the essential characters to the development of the story aren't introduced until near the end of the movie! Another problem with this movie is director Brian De Palma's apparent obsession with lesbians. The movie is basically lesbian this and lesbian that; lesbian singer, lesbian night clubs, lesbian stag films (with device), and lesbian confessions ("I only slept with her once. Honest!"). This film, along with "Hollywoodland," seems intent on informing us uneducated hicks from the heartland that homosexuality existed before 1990. Duu-uuh!!! Now, for the good parts and the trivia parts. One scene consists of two policemen staking out a building where they expect to find a child molester. I'm not going to describe the scene, but it is reminiscent of the famous opening sequence of Orson Welles' "Touch of Evil." Mr. De Palma filmed the scene right. Impressive.

Though the movie begins to drag when it for too long replaces mystery with romance, the film does have one really good scene of unrelenting Hitchcock-like suspense.

The photography is first rate and beautiful.

The classic cars are a wonder to behold.

Some of the music score reminds one of the works of film composer Bernard Herrman.

Two trivia items: The marquee of one movie theater advertises "The Black Angel," a 1947 film noir based upon the novel by Cornell Woolrich ("Rear Window"), who is considered to be one of the founders of this genre of suspense.

One scene in this film shows the action through the eyes of Josh Hartnett. You do not see him; you see only the faces of those he is talking with as the camera turns from individual to individual, showing us all through Hartnett's eyes. This device was previously used for almost an entire film by Robert Montgomery (Elizabeth's dad) when he played Philip Marlowe in "Lady in the Lake." (No, that inferior, insipid, little horror movie was not the first to use this device. Sorry!) So, I am guessing that Mr. De Palma was paying homage to film noirs of the past. Too bad he didn't wait until he had better material to do it with.

Your better bets: Everything mentioned above.