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     Is that really Three's Company's flip, nimble John Ritter behind dark-rimmed glasses and sunken deep into a shrink's beard? Behaving so seriously, and convincingly, as a therapist in dire trouble? And is that the hilariously protean show-biz phenom Tracey Ullman as a downtrodden middle-aged, middle-class wife angrily grieving over her husband's sudden infidelity? Even William H. Macy, as that transgressing spouse, has surrendered his monkey-mouthed grin from Fargo and State & Main to shiver in melancholia as the sad-eyed, middle-aged protagonist-in-crisis of Panic, an affecting, genuinely unusual neo-noir opening this week.

     Macy plays Alex, post-40, a much repressed and now depressed Californian who seeks psychiatric help for the first occasion in his life. Slowly, over several visits, his story comes into shape. A marriage to Martha (Ullman)isn't making him happy any more, even though he adores his six-year-old son, Sammy (David Dorfman). He's developed a wild crush on a brash-talking neurotic young woman, Sarah (Neve Campbell), whom he has met in the shared lobby outside of the therapist office: she's seeing another shrink. Most important, he's become alienated from lifetime employ in the family business, which is run by his dominating, villainous father, Michael (Donald Sutherland, swaggering and imperious) and with the input of his comely bourgeois mother (Barbara Bain).

     What do you do? The psychiatrist inquires.

     "I kill people," Alex answers.

     He's an assassin with a gun and a silencer, who obediently carries out the biddings of his pop. How did such a career begin? In a creepy flashback, we see grammar-school Alex, tiny and squeamish, being taught by dad to use a revolver and shoot a poor little squirrel. In an even creepier flashback, we are given Alex as a short teenage boy lorded over by his large father, who takes him to the beach for his first murder. He shoots a man in a car through a closed window while dad in the background cheers him on, congratulating Alex as if he had just passed his driving test. It's all very Pavlovian, this robotic, brainwashed lad.

     Back to the present. Alex is given a new assignment, but he balks, as it's someone he knows. His very psychiatrist! What should he do? Should he kill the shrink or dare say "no" to his still-overpowering father? Should he leave his wife and child for a precarious relationship with Sarah, the bisexual hairdresser?

     Panic is made such a classy noir by Jeffrey Jur's superb color cinematography, and by the uniform effectiveness of the acting ensemble. The casting against the grain of Ritter, Ullman, and Macy isn't a parlor trick. They're all up to the challenge of extending their acting range from sweet to dour. And Campbell is a fine surprise also, graduating from a bevy of teen leads into this complex portrait of a 23-year-old swimming in ambivalences and confusions.

     Panic's third great asset: first-time filmmaker Henry Bromell's smart, unerring dialogue. The man can really write, and Panic shows off the best indie script in months, since Chuck and Buck and You Can Count on Me. Only at the end does Panic falter a bit, with a too-predictable shooting and an endless coda. Better have finished a bit earlier, with someone leaving the world with a bullet to the belly but also a suddenly cleared conscience, a delicious homage, I suspect to what concludes the best noir of them all, Billy Wilder's Double Indemnity.

     Panic is such an interesting, well-made film that it's hard to understand why so many months went by before it located a distributor, San Francisco's enterprising Roxy Pictures. On the other hand, I'm perplexed why Shooting Gallery has bothered to pick up and release such a marginal work as writer-director David Maquiling's Too Much Sleep. It's just so unremarkable, one among hundreds of sincere but artistically limited American indies.

     What if I say that my favorite moments watching and listening to Too Much Sleep were appreciating Mitchell Toomey's melodic, minimalist rock tunes over the final credits?

     And what happens? Jack Crawford (Marc Palmieri), a slacker security guard, takes a bus to work one day, checks out pretty Kate (Nicol Zanzarella), and gives up his seat to a middle-aged woman. After both have exited the bus, Jack finds that a paper bag holding his gun is missing. One of the women must have stolen it, and Jack goes on the hunt.

     For the rest of this shaggy dog saga, Jack searches suburban Jersey for his weapon, from a male stripper joint to (off screen) a gynecology office. Along the way, he meets Characters, too many of them, who talk at him in monologues. Self-conscious laborious ones. For much of the looking, Jack is accompanied by a fiftyish Italian-American guy named Eddie (Pasquale Gaeta) with political connections, and this Eddie is given lots of space for his Joe Pesci-like riffs. This Eddie wears out his welcome in Act One, as nothing he says is really funny or engaging. Still, filmmaker Maquiling acts like he's stumbled onto his Falstaff. Eddie keeps talking away, through Acts Two and Three, as there's only one audience thought: Too Much Sleep, please, please, end.

(March, 2001)


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