Two orphaned guys, Dylan (Dan Futterman) and Jez (Stuart Townsend), are lifelong friends and accomplices, who profit by each other's strengths and weaknesses. Dylan is technologically inept but the smoothest talker imaginable, while Jez is one genius of a computer nerd but socially hopeless. Their philosophy is strictly 'Never Pay As You Go' and they have an infinite number of scams to support it: a 'brilliant' talking computer, fake home-insulation installation, a self-generated light bulb, a climactically fixed horse race. Into their manically acquisitive lives pops Georgie (Kate Beckinsale), a secretary who is actually studying to be a doctor, specializing in autism. Jez falls in love with her but is unable to express himself, while Dylan makes with the direct, obnoxious hit and is immediately rebuffed. Eventually, the boys' plan to land one final windfall coalesces with Georgie's idea of converting her impoverished family's stately home into a hospital, all at the expense of the beleaguered, utterly undeserving rich.

Shooting Fish is a diabolically clever caper film that moves at a whiz-bang pace. Indeed, you'd be advised to be well-rested and alert before you see this one, lest its myriad plot twists and turns leave you agape in the dust. But, even if you miss something here and there, you can still just sit back and enjoy the rollicking ride. The movie's considerable charm is generated by its detailed emphasis on character and the captivating performances of its cast. The thing's got heart to spare, as well as laughs, and even manages to insert that bit of Capracorn regarding those mentally challenged children painlessly, withal. It's punctuated with all kinds of wickedly useful observations about Live Aid, the average number of times a day a baby relieves itself (8.2), and that 'new Andrew Lloyd Weber musical, Dogs,' attended by a West End audience universally made up of dozing Japanese tourists. There are amusing fantasy sequences wherein the guys envision very different versions of Georgie's personal life (the predictable whore/madonna syndrome) and sepia-toned flashbacks to their misbegotten youths. The work of cinematographer Henry Braham and production designer Max Gottlieb has a nice, spanking brightness perfectly suited to the material. Stanislas Syrewicz contributes a fine music score that's both funky and dulcet.

With three fresh actors in the leads, Shooting Fish sparkles, and plays rather like an update of the fabulous Ernst Lubitsch-Ben Hecht 1933 bowdlerization of Noel Coward's play, Design for Living (one of the rare examples of vastly improving on an original). There are enough suggestions of androgyny, what with all that bluff cuddling between the males and Georgie's forthright manner and spiky coif, to further underscore the comparison. With his glib garrulousness and matinee-idol suavity, Futterman is a likely stand-in for Fredric March, while Townsend neatly anglicizes Gary Cooper's boyishly befuddled winningness. And the ferociously smart Beckinsale ('Never trust a man with women's hips') is every bit as skeptical, sexy and savvy as the delicious Miriam Hopkins ever was. Futterman, often merrily acting the fool here, is worlds more convincing as this raffish con man than he was as a callow male ingenue in The Birdcage. With his Beatles mop-top and melting Natalie Wood eyes, Townsend looks like a Bellini archangel and should find fans among the mature as well as any pre-teen subscriber to Non-Threatening Boys magazine.

--David Noh