If you're going to pay about 15 bucks to go out to the movies, you're probably not looking for any surprises. You wouldn't want to find a tangle of hair in your popcorn, you wouldn't expect a fly in your drink and you'd certainly hope the feature was worth the ticket and your time. If you're looking for a little nookie with that cutie two seats down...well, that might be a little much to ask. So why are you making that idiotic pass during the closing credits? It goes to show that we all need a little bit of risk, a few surprises here and there. Though most mainstream films may pander to our expectations, there's always that occasional standout that is either more than we expected or changes what we expect. The Limey is one of those exceptions.

In The Limey, director Stephen Soderbergh (sex, lies and videotape, Out of Sight) challenges genre by remolding the "revenge film" as a neo-noir. English ex-convict Wilson (Terence Stamp) flies to Los Angeles after his prison release to avenge his daughter Jenny's death. Starting with the facts and speculations offered by her friend Ed (Luis Guzman), Wilson stalks a string of criminals he believes are responsible for her mysterious and fatal car crash, eventually confronting high profile 60s record producer Terry Valentine (Peter Fonda). However, as the contrasts between the righteous Limey and slimy Valentine diminish with the film's progression, the epiphanic conclusion is neither simple nor expected. Like any good noir, the hero's conscience is far from clean and his enemy is both charismatic and tragic. Both are ultimately confused victims of the same alienating world. Before Wilson or Valentine find resolution, they are forced to recognize themselves in the other, at whatever cost that confrontation brings.

Although thematically (and sometimes visually), The Limey owes much to film noir, in form it does something that perhaps no other film has done before. Not only does Soderbergh layer past, present and future through varied sequences of scenes, but he applies the same temporal distortion to sequences of individual shots. A shot of Wilson strolling past a building is replayed again and again, intercut with other shots of the avenging father contemplating his search. An uninterrupted conversation between Wilson and Elaine (Lesley Ann Warren), Jenny's former acting instructor and friend, is simultaneously played out over several disparate locations (his barren hotel room, her cozy residence, a classy restaurant, a low lit dock). Such scenes are more accurate depictions of Wilson's mentality and fantasies than his interactions with others or even reality itself. Into these prisms of then and now, Soderbergh splices actual footage of actor Stamp in his role as a young British thief in 1967's Poor Cow. Though these montages seem disorienting and self-conscious at first, such sequences gradually reveal the cyclical nature of Wilson's life and the truth behind Jenny's death.

While Soderbergh's technique brings such crucial themes into focus, it falters by sometimes scattering the scope of the film and jolting the audience from more traditional scenes. Otherwise, The Limey is entertaining as well as innovating. The casting of Terence Stamp and Peter Fonda, whose long and acclaimed careers have paralleled one another on either side of the Atlantic, complements the comparison and contrast of their characters in the film. Stamp's portrayal is at the same time brutal and pathetic. After being humiliated and beaten, Wilson retaliates against his attackers-however, his extreme violence reverberates as frustrated helplessness, adding a tension to the bloodshed that is often absent from most movies today. Fonda's subtle performance, meanwhile, adds dignity and dimension to the less developed villainous Valentine.

And interestingly enough, The Limey also manages some much-needed humor. In a minor role as a streetwise thug, Nicky Katt provides most of the film's slick comic relief. And when Wilson gets his first glimpse of Valentine, crashing the producer's house party, the results are priceless.

As I left the theater, my initial evaluation of The Limey was "...interesting." But as I proceeded to tell friends to check it out, I realized films don't come out very frequently for which there is no easy reaction. Either you love it (and it was straightforward, practiced perfect entertainment) or you hate it (and it didn't capture that streamlined pulse of Hollywood). But I have to commend a director and cast who take risks in a film where risk is the point.

As far as surprises go, if I found a fly in my Coke, I would feel I got my money's worth with The Limey anyway.