The story behind this film is such that one day it might be a thing of Hollywood legend. Computer geek -- sorry, I meant computer expert -- Kerry Conran sat down at his Mac and started fooling around with a bunch of visual effects programs. His idea was to blend together a variety of styles ranging from comic books to shadowy film noirs, then add in some monsters and some heroes in an homage to the classic Saturday matinee serials of the 1930s and '40s. Four years later, he emerged with six minutes of footage -- footage that blew away the minds of anyone who saw it. It wouldn't be long before it was turned into a feature film.

Director Jon Avnet (Fried Green Tomatoes) saw it and signed on as producer. Actors Jude Law and Gwyneth Paltrow saw it and signed on to star, she without even reading the script, both of them knowing full well it would be a very different kind of acting experience.

Here's the gist of what's going on with this film: Set in the late 1930s or the early 1940s, its opening shot is of a majestic dirigible -- the Hindenburg III -- floating above Manhattan, and docking at the tower atop the Empire State Building. That alone would make a fabulous visual. But the whole thing also takes place in a snowstorm, and is lit from below by huge klieg lights.

By the time any faces are shown, in all their washed-out, flesh-tone glory, it's clear that Conran was out to capture a mood, and he wasn't going to let a frame go by that wasn't in and of that mood.

Even though some semblance of plot begins right away -- a German scientist goes missing, a name is crossed off a list that includes other German names that have already been crossed off, six German scientists have been reported missing -- this is not a film that depends on a storyline to keep it cooking.

And what follows, almost immediately, is what sets the dazzling, retro tone of the film, which remains the focal point all the way through. Before you can chuckle over hearing the name Polly Perkins -- the tough and curious newspaper reporter played by Paltrow -- gigantic robots are slowly tromping through the streets of New York, crushing everything in their path, as if they had seen Godzilla and wanted to outdo her work. Because the country's armed forces are deemed too busy, a call goes out to Joe Sullivan (aka Sky Captain), patrolling from above in his P-40 Warhawk, who radios back, "I'm on my way."

The film is basically a series of eye-popping adventures, strung together with hints at back stories between Polly and Joe, between Joe and British commander Franky Cook (an eye-patched Angelina Jolie, who is seen only for a couple of extended cameos so she won't get on anyone's nerves), and between Joe and his Q-like right-hand man Dex Dearborn (Giovanni Ribisi), who refers to Joe as "Cap" and shouts out "Shazam!" when he gets excited.

In turn, all of these stories are connected to one major thread involving that dastardly business of the missing scientists, which of course has something to do with those menacing robots. But even with all of this going on, viewers are going to find it hard to pay attention to little things like the plot when everything from expansive sets to towering buildings are grabbing for and getting their attention.

Getting back to that different kind of acting experience: Law and Paltrow and everyone else here had to practice their craft without the benefit of being on any real sets. There simply weren't any. Every single shot in the film was done in a computer, and the actors were added in later, after performing in front of a blue screen. Yet everyone gives their all. Law oozes charisma even from behind his face-hiding aviator goggles. His Sky Captain is a fearless man, but he does carry a bottle of Milk of Magnesia for those troubled times. Paltrow manages to show her character as both fragile and hard-nosed. Both of them spout out tongue-in-cheek lines galore, usually at each other, and both are completely convincing as real, if exaggerated, characters.

The constant action leads from the big city to remote air bases, from the mountains of Nepal where, a guide insists, "civilization stops," to a jungle-covered place that might as well be called Skull Island.

This is a film that just zips on by, never taking a breath. Those old enough to have known the serials will love it. Newcomers to the genre will probably want to check back to see what those predecessors were all about. There's a chance they'll be disappointed at all the hokiness. This film, too, has a degree of hokum, but in all the right places and to just the right degree.

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