It seems as though we have the dazzling flimmaker Quentin Tarantino to thank for two films this summer. The first being Tarantino's first film in 7 years, Kill Bill Volume 1, with Uma Thurman that hits theaters on October 10. But we also have QT to thank for Once Upon a Time in Mexico. Apparently Tarantino suggested to writer-director Robert Rodriguez that he make his El Mariachi/Desperado series into a trilogy. He also suggested the title, since he knew that Rodriguez was a big Segio Leone (Once Upon a Time in America) fan. It's too bad that QT couldn't have helped Rodriguez with the script, though, in this entertaining and stylish flim with a fairly jumbled plot. Oh yeah, and Johnny Depp gives his second marvelous performance of the year as a two-faced CIA agent.

There are two major aspects of this movie that make it worth your while at the cineplex: Johnny Depp and Rodriguez's style behind the camera. The soundtrack is wonderful, the supporting performances are pretty good and there is some pretty slick dialogue, all of which are good things, but Depp's wonderful performance and Rodriguez's blistering style are the main reasons you should go see this movie.

Depp, who plays Sands, a conniving CIA agent who plays any angle he can to meet his agenda, just proves once again that he deserves to be recognized as a great acting talent, and one of the best actors of our time. He has an awesome grip on the Sands character, with his subtle delivery that makes us forget about some of the corny nuances of Sands that Rodriguez doles out in the script. There is a part where he kills a cook because the food is too good and he must "restore balance" by killing him. Come on. But Depp carries us past these gaudy parts and gives the movie almost all of its comic relief, stealing the show from Banderas' Mariachi character whenever possible.

Rodriguez, fresh off his hiatus in the day-care wing of Hollywood with his Spy Kids trilogy, is coming back to the big kids here with this movie, and man does he have a lot of style. He uses the soundtrack very effectively and uses a lot of inventive camerawork. His shots are very fluid, with a nice seamless motion to them and it's very cool to watch. He's even creative with the credit sequence where it says the movie was "Shot, Chopped and Scored by Robert Rodriguez" instead of simply saying he did the cinematography, editing and original music for the film.

The supporting performances are fairly decent here, but they are all pretty small because there are so many characters and plot devices to go through here. The best out of all of them would have to be Mickey Rourke. Yes, Mickey Rourke. What, you didn't see his amazing performance in this year's indie drug flick Spun? You should see it for yourself, that Mr. Rourke's comeback trail has begun with Spun, and solidified by his nice-yet-fairly-small role here. Eva Mendes is pretty good also, as is Cheech Marin and even pop icon Enrique Iglesias is decent. Willem Dafoe is fairly blah as Barillo, but he's really not in the movie that much.

The lead acting, however, isn't as good. I've never been a huge fan of Antonio Banderas. Sure, he has a great presence on the screen and has that vengeful "I'm gonna get you" look down pretty well. But lets face it. He just can't act. He has practically no range at all and his delivery is almost identical in every movie he's been in. I will say that he has the look of the role down very well, but he just doesn't do much with it. And I was really peeved that they gave Salma Hayek a starring bill here. I'm not going to tell you why, but if you saw Executive Decision when they gave Steven Seagal a starring bill, you'll know what I mean. It's not a huge deal, but it bothered me, and she isn't even in the movie that much, not nearly enough to warrant being on the top line.

The script is where most of the movie's problems are. The dialogue is pretty good, but most of the good dialogue is from Depp, although Banderas has a really cool line at the end. But the storyline is like a spaghetti junction, going in too many directions at once and not enough elements to unify it. There are way way way too many sub-plots that bog the movie down, even though it's runtime is only 102 minutes. A more solid script that cut out some or even all of the subplots would greatly enhance this movie.

Once Upon a Time in Mexico is basically a revenge flick. The problem is there are too many people seeking revenge, taking away from the main character's revenge. Go for Depp. Go for Rodriguez behind the camera. Don't go for a story you can sink your teeth into because you'll just end up chipping your tooth.

Once Upon A Time In Mexico is out September 11, 2003.

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