The dark, comic "Bandits" has an odd, even off-putting notion of what's right and wrong. It's also a little contrived and is definitely too frantic for its own good. And if that isn't enough, it runs out of steam about two-thirds of the way and doesn't quite recover until the very end.

But you know what? "Bandits" is also whip-smart and funny, which, in such a mediocre movie year, makes it easier to accept, flaws and all. This is definitely the most fun a major-studio film has been for a long, long time. (Even more shocking is the fact that it seems to indicate some sort of revitalization of the badly faltering film studio MGM, which also produced the modestly successful comedies "Legally Blonde" and "Heartbreakers," as well as the indie success "Ghost World" — all highlights of the year so far.)

And for those unsure about the film's concept and anarchic spirit, "Bandits" is equal parts "Bonnie and Clyde" and "Butch Cassidy and the Sundance Kid" — with a little bit of "Dirty Rotten Scoundrels" thrown in for good measure.

The title characters are Joe Blake (Bruce Willis) and Terry Collins (Billy Bob Thornton), recent escapees from an Oregon prison. Together, the two would like to open their own resort casino in Mexico . . . but that requires a lot money.

Their solution to this cash-flow problem? Rob banks, with Joe providing the brawn and Terry providing the brains. Their plan is simple — kidnap the manager of a targeted bank and force him to open the safe before the bank opens for business the next morning.

And so far, that scheme seems to be working well, even with Joe's scatterbrained cousin (Troy Garritty) playing the role of getaway car driver and lookout. In a crime spree ranging from Oregon to California, the three have nearly met their financial goal.

But then, fate slaps them in the face — in the form of Kate (Cate Blanchett), a housewife kidnapped by a vehicle-less Terry. And despite their initial annoyance with the flighty woman, the once-close pals now find themselves at odds and revising their original plans.

As much as anything else, it's nice to see director Barry Levinson back on his game after some recent misfires (anyone remember "Sleepers," "Sphere" or "Disclosure"?). Here, he's working with a wry script (by veteran TV producer and writer Harley Peyton), which affords him and the cast several opportunities to stretch their talents.

To no one's surprise, all three leads are excellent as well and have much more chemistry than you might expect. Thornton's hypochondriacal Terry may be the most amusing, though the other two definitely have their moments. (Ditto for the amusing Garritty, playing a role that could become annoying in the hands of a less-restrained actor — someone like David Arquette, for instance.)

"Bandits" is rated PG-13 for violence (gunfire, some vehicular mayhem and a brawl), occasional use of profanity, gore, use of crude gestures and sex talk, and a brief, fairly discreet sex scene. Running time: 123 minutes.

---

E-MAIL: jeff@desnews.com