Maybe it'll kick in after the second viewing this Thursday morning at the Cannes Film Festival (a journalist friend has told me that it all came together for him after viewing #2), and of course one can never expect a bridge chapter in a three-part trilogy to deliver the wholeness and dimension of a well-composed first or third installment.

And I'm comforted by a line I included in one of my recent Wachowski Brothers profiles (in either RAZOR of French PREMIERE....I forget which) that came from a former Silver Pictures executive. "You know that MATRIX REVOLUTIONS is the real deal, right?," he told me. "RELOADED is just a tease."

So understand I'm not really trashing RELOADED, but I am saying, in a manner of speaking, "If only..." In my secret and extremely delicate geek heart, for instance, I've been hoping for months that RELOADED would be to THE MATRIX what THE EMPIRE STRIKES BACK was to STAR WARS. And it's not, I'm afraid. Well...it is and it isn't.

It's a faster moving piece that, like all follow-ups, has been freed of the burden of having to set up the basics. Like EMPIRE, it's more visually arresting and more sexually developed. (Han and Leia never got naked-sweaty and did the deed, like Neo and Trinity do here, but their desire for each other was certainly more pronounced.) And it's certainly more of an amped-up, extra bells-and-whistles thing (one of the critics has referred to it as MATRIX 2.0).

But RELOADED doesn't really out-maneuver or add significant depth to the original. I watched THE MATRIX all over again when I got home last Thursday night, and there's no escaping the fact that it's a simpler, cleaner, more elegant piece.

On the other hand, I can't imagine the bulk of the MATRIX faithful not being satisfied by RELOADED. It's a safe bet that hundreds of thousands will want to see it a second time, and perhaps even a third. (It's such a dense and challenging thing it almost demands a re-viewing.) I wouldn't get into a strenuous argument with anyone who insists it's a masterwork, or even a better film than the original. (Who's right about such things?) Certainly in box-office terms, it's going to make history. I'm figuring $300 million or thereabouts in this country alone.

Everyone knows the plot rudiments. The Matrix is a computer-generated illusion of an ordered world we think we all live in, but don't. The only people who get what's really going on and are fighting the architects of this deception are the Neo-led rebels.

RELOADED's story is a ticking-clock that unwinds over a 72-hour period, which is roughly the time rebel leaders estimate it will take for 250,000 "sentinels" -- burrowing high-tech probes sent by the villains -- to dig their way down to Zion and waste the populace. The task of somehow preventing this holocaust falls upon the sturdy shoulders of Neo (Keanu Reeves), who can now fly around like Superman and even stop bullets in mid-air.

The first act, much of it set in Zion, is basically dialogue and sex and political in-fighting among the rebels about which course is best in order to stop the machines. (I admire the fact that writer-directors Andy and Larry Wachowski had the balls to keep things settled and meditative for the first 35 or 40 minutes, and make the action junkies wait for it.) Things finally turn jazzy when Neo visits the Oracle (the late Gloria Foster) and she tells him the way to stop the machines is to hook up with the Keymaker (Randall Duk Kim), who knows how to get into the mainframe of the Matrix. But first Neo, Trinity and Larry Fishburne's Morpheus have to get around a corrupt sensualist named the Merovingian (Lambert Wilson) who is holding the Keymaker captive.

The big payoffs are in the two big action sequences -- the "burly brawl" (Neo duking it out with scores of Huge Weaving's, a.k.a., "Smith" clones) and the legendary 14-minute car chase -- and in the suspense generated over the final half hour in which Neo has to decide how and if he can save Trinity (Carrie Ann Moss) from a dark fate he's been seeing in his dreams since the very beginning.

The car chase is unquestionably cool, but some critics have complained about the logic of the burly brawl. Since Neo can just fly out of harm's way any time he chooses, why fight all these assholes in the first place? A fair question, and here's the answer: THE MATRIX RELOADED is a kung fu movie at heart, and martial-arts sequences in kung fu movies are never logical and never resolve a damn thing. They're just about guys kicking and bopping each other and leaping around, dude. They're musical numbers, is all.

One could answer that RELOADED kind-of stops dead when the burly brawl happens because it's just about some beautiful Yuen Wo Ping choroegraphy and cutting-edge photography, and it's about nothing crucial in terms of story, or anything else for that matter that advances the story in the slightest. It is, however, very cool from a cyber Busby Berkeley perspective.

Other coolnesses are delivered by Wilson when he talks about how sublime it is to swear in French, and how "it's like wiping your ass with silk." I especially loved the actor who plays the Architect (Anthony Wong). His third-act scene with Neo reveals disturbing questions about the real nature of the Matrix-vs.-the-rebellion conflict. It's also a scene in which Neo realizes he has to choose between saving the human race or saving Trinity. (Whoa.)

SCREEN DAILY's Mike Goodridge made a good point when he said that RELOADED's "best moments are simple and human, such as [costar Monica] Bellucci's demand for a kiss from Neo, or the love scenes between Reeves and Moss which makes for a believable romance." I guess what I've been trying to say all along is that the original MATRIX had more of these moments than its successor, and that's one reason why I feel it sinks in deeper.

Don't let me stop anyone from seeing RELOADED (as if any of you give a damn what any critic has to say). Just keep in mind you may have to see it twice to get the full import. I am definitely hoping something extra will happen when I catch it again later this week.

It Ain't Bad

That unappealing one-sheet for THE IN-LAWS I tore into last Friday was not indicative of the quality of the film. Warner Bros. distribution snuck it nationwide last Saturday evening, and I could see the reasoning. I paid my $9.50 with everyone else, and laughed out loud maybe eight or nine times. And that was okay . Comedy's a bitch, and if a mid-range effort like this gets it mostly right and doesn't stumble too badly or leave you feeling burned, it gets a pass.

Wait a minute... a perverse scenario is taking shape. Could the Warner Bros. marketers have issued that terrible poster knowing it would lower expectations, but also knowing the film would pick up fairly good word-of-mouth out of last weekend's sneak, and that this buzz would be have a greater impact due to the fact that no one who'd glanced at the one-sheet would have expected it to be any good? Or am I too caught up in my own ball of twine?

A remake of a fondly-remembered 1979 comedy, THE IN-LAWS gets by on attitude (rakish, anarchic) when the laughs aren't quite firing as hot and heavy as they could be. As a team, Michael Douglas and Albert Brooks may not have quite the inspired chemistry Peter Falk and Alan Arkin seemed to generate in the original. But on his own terms, Douglas really uncorks himself with the role of a father of the groom with a disruptive professional life (i.e., he's a renegade ex-CIA guy involved in black-market shenanigans), and delivers one of the most winning performances of his career. And he doesn't look as 60ish in the film as he does in the poster. He looks fine, actually. Remarks withdrawn.

Brooks, playing the father of the bride, does his usual whining neurotic number and scores more often than not. I just wish Brooks, one of the best and wittiest comic writer-directors of our time, could be more prolific and punch out more of his own movies at a faster rate. He told me a couple of years ago at a Sundance party that he not only reads this column, but has it bookmarked. Made my day.

The best laugh of the whole thing comes at the very end and involves several well-dressed people getting wet. I didn't just chuckle or chortle at this; I was actually aroused and made several "hah-hah" sounds. It's great when this happens during a comedy. You're really into it, suddenly.

David Suchet is almost funny as a gay international criminal type. That's not to say he isn't good. He's an excellent actor -- I just didn't laugh at his stuff. Richard Libertini played more or less the same role in the '79 version. Candace Bergen is also pretty good as Douglas's neurotic ex-wife.

The big standout for me was Ryan Reynolds (VAN WILDER, DICK), as Douglas's son. He wasn't given any funny lines and is pretty much stuck in a straightjacket, but there's a purely visual reaction he has to the chaotic onslaught at the finale that's nearly perfect. I suspect he's much better and brighter than what his pre-IN LAWS performances have displayed Maybe he'll get lucky out of this.

I have one location-shoot beef with THE IN-LAWS, and that was the decision to film a scene that is supposed to be taking place on a large estate in France that I instantly knew hadn't been shot there. Too many fucking pine trees, for one thing. I checked with the IMDB and sure enough, the production never set foot on French soil. (The scene was shot in Ontario, Canada.) The scene in question was shot in Ontario, Canada. This is sloppy, Andrew Fleming! Word to the wise: If you're going to fake a location, fake it so people like me don't notice it.

Docked at Cannes

I hit the tarmac in Nice at 2 pm this afternoon. It's now 6:20 pm and it's very warm and rather sticky here. I'm already on my second shirt. I'm supposed to meet some friends (among them Paramount Classics chief Ruth Vitale and Columbia Uniedsity film professor Annette Insdorf) 40 minutes from now on the outside terrace of La Pizza, a large, folksy restaurant overlooking the Cannes harbor for dinner and lots of talk.

Vitale has invited me to another dinner directly following this one. I've gotten myself invited to a lot of foodie gatherings this year. If you're on the right circuit here you never have to buy your own grub, although the restaurants here are so alluring it's hard not to succumb. But if you don't watch it you can burn through your life savings here. The prices of everything are absurd. It's already starting to tick me off.

The grind starts tomorrow morning with an 8:30 a.m. screening of THE MATRIX RELOADED, followed by a photo op and a press conference. (Keanu and Carrie Ann, I'm presuming, and definitely producer Joel Silver.) Shari Springer Berman and Robert Pulcini's AMERICAN SPLENDOR, a drama about cartoon satirist Harvey Pekar (played by Paul Giamatti), screens later in the day. The producers are trying to build on the excitement about this film that began at last January's Sundance Film Festival, where I didn't manage to see it.

Jet lag usually comes over me in the late afternoons and early evenings, so it'll be pretty much a constant application of triple espressos and eyedrops for the first couple of days.

Friday morning will start with a breakfast party thrown by HBO Films and production executive Colin Callender, followed by Peter Bart interviewing Joel Silver at the VARIETY tent, followed by a screening of Roger Michel's THE MOTHER..

Saturday will include a press conference thrown by the stars and makers of HBO's THE LIFE AND DEATH OF PETER SELLERS. There's also an HBO dinner set for early evening on the beach. Saturday is also a TERMINATOR 3 day with press gatherings and interviews being given by Arnold Schwarzenegger and director Jonathan Mostow, although no T3 footage will be shown during the festival.) (Not even a 20-minute product reel, like the one Miramax showed last year to promote GANGS OF NEW YORK.) The day will conclude with a big MTV-sponsored T3 party that'll be held, I'm told, out at "the old Pierre Cardin mansion" somewhere in the hills.

Sunday will include screenings of the new Hector Babenco film, CARANDIRU, and the Francois Ozon film SWIMMING POOL, along with the usual gatherings. The following week will include showings of Errol Morris's THE FOG OF WAR, a documentary about former Defense Secretary Robert MacNamara, and Lar von Trier's DOGVILLE with Nicole Kidman and Paul Bettany.

Distributors looking for acquisitions will be paying attention to DOGVILLE, Paul Morrison's WONDROUS OBLIVION, David MacKenzie's YOUNG ADAM with Ewan MacGregor, a film I'm too lazy to investigate called BELLEVILLE RENDEZVOUS (I have to be at the airport in less than three hours!), Kiyoshi Kurosawa's BRIGHT FUTURE, Claude Miller's PETITE LILI and Emily Young's KISS OF LIFE.

But give me time to get into it, please. I just got here. All I want to do is relax and drink coffee and breathe it all in. Those news stories about an oil slick gumming up the festivities are bunk. Black glop may be floating somewhere out there, but I couldn't see it or smell it as I stood on the beach a couple of hours ago.