TWILIGHT (1998) ** 1/2

The cruelly though realistically titled "Twilight" gathers a splendid cast of actors now in their golden years. Paul Newman, 73; Gene Hackman, 68; James Garner, almost 70. Compared to them the women are youngsters of near 52 (Sarandon) and 54 (Channing). All these performers vindicate Cybill Sheperd's arguments.

Newman has the lion's share in "Twilight." Present in every scene, he is still appealing and handsome. The old charisma, the blue eyes, the under-acting that suggests hidden depths, still work their magic. He plays again a private eye (shades of his 1966 "Harper"), called Harry Ross. Harry was a cop for 20 years, a P.I. for 5, then, for an unspecified period, an alcoholic, following his daughter's death. He is unattached.

Frustratingly, the scenario gives only the barest bones of his past. Did his alcoholism follow or precede the separation from his wife? Was it a divorce? And so on. This murkiness, typical of the whole movie, does not help our understanding of who Harry really is. More's the pity since Newman deserves roles that document his characters' complexities.

The prelude is in Puerto Vallarta where musicians are lifelessly playing "Solamente una vez," and where we see 17-year old Mel Ames (ReeseWitherspoon, 22 any day now) topless in the water, in the altogether in bed, and happily unsullied by silicone.

Harry, employed by her family to rescue her from her scummy lover Jeff, gets her back, but only after Mel accidentally wounds Harry with his own gun. This will launch the false rumor that Harry has lost his manhood, a joke that joins other sexual ones, on aging, prostates, lighters that work only after several tries, and such...

Cut to Los Angeles, two years later. We meet Mel's shapely mom (Sarandon, or a body double) "au naturel" in her mansion's swimming pool. Like daughter like mother.

Jack and Catherine Ames have taken in Harry as expiation for their daughter's involuntary gunshot. Living in comfort over the garage, Harry performs vague duties, playing cards with Jack being the clearest of them. Jack is dying of cancer. Mel is snooty to the "handyman." Harry politely lusts after Catherine. Catherine, still very much in love with her husband, flirts with Harry.

When Jack charges Harry with a mysterious delivery of money, all kinds of bizarre wheels are set in motion. The movie is an obvious attempt to recapture the old "film noir" genre of, primarily the 1940s, with many of its conventions: voice-over narration by the hero, an L.A. location, double-crossings, false leads, faded newspaper clippings, sudden corpses, etc. But no rainy streets at night or lamps swinging symbolically from light to shadow.

A great old film noir was "Out of the Past." The past was an oft-used element of the genre. The Ames couple are former movie stars, whose original affair coincided with the disappearance of Catherine's first husband. This mystery is now unconvincingly re-woven into the current plot. An addition for the 1990s has Stockard Channing as an old fling of Harry's. Now a police lieutenant, she takes chances with her promotion by being protective of him. It makes for some nice but improbable scenes.

Several more nice but improbable scenes go hand in hand with good performances, snappy dialogue, zippy repartee. The movie's components, and for that matter their sum, are none too coherent. No one is fleshed out, from the principals to the supporting characters. The latter include blowzy blonde Gloria who is colorful; the reappearing Jeff who is pretty good; gumshoe Reuben who is artificially dragged in for comic relief.

In the heyday of Hollywood's film noir, many of its directors were prolific servants of the studios. Robert Benton is a post-studio-era writer-director whose enviable track record barely exceeds a dozen titles: "Bonnie and Clyde," " Bad Company," "The Late Show," Kramer vs. Kramer," "Places in the Heart," "Nadine," and others, down to Benton's and Newman's collaboration in "Nobody's Fool," from a novel by Richard Russo, the co-scripter of "Twilight."

Benton's movies are often high-key imbedded with affecting low-key passages. In "Twilight" he apparently opted for a high-key subject with an unusually subdued treatment. It's in keeping with the characters of Harry and his contemporaries Jack and the ironic Raymond (Garner), a former cop, later a film-studio's security chief, now retired and living in a dream house..

At the same time, while the typical classic film noir, though not humorless, takes itself with seriousness, has passion and, inevitably, a "femme fatale," "Twilight" departs from this norm. It is facetious at times yet not at the high, often parodistic level of the new "noirs" of recent years. And "femme fatale" by no stretch of the imagination can apply to the appealing Susan Sarandon. This, and more, adds up to "Twilight" intending to be a "new old noir," but hybridizing itself and falling between two stools.

It's a risky concept, an interesting approach. Much happens, but in an autumnal rhythm that feels slow. The film holds your attention all right but dilutes itself with overkill in complications and underkill in character exploration. The makers' gamble is not quite successful.

Production values are classy. Among them: three great houses (one left unfinished by Frank Lloyd Wright); veteran Elmer Bernstein's good and unobtrusive score; the photography by Piotr Sobocinski, one of the several graduates of the Lodz Film School who now work in America and keep reminding us that Poland's losses are our gains.

" Le mauvais gout mene au crime" (Stendhal)

Edwin Jahiel's movie reviews are at edwinjahiel.com