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(2012) ** 1/2 R
93 min. Warner Brothers. Director: Steven Soderbergh. Cast: Ewan McGregor, Michael Douglas, Antonio Banderas, Michael Fassbender, Channing Tatum, Michael Angarano.

/content/films/4289/1.jpgIn the years leading up to a planned "retirement" from filmmaking, Steven Soderbergh has followed his whimsy, which explains his latest cinematic lark Haywire.
Having seen Women's Mixed Martial Arts fighter Gina Carano on television, Soderbergh decided she needed to be an action star. Thus, Haywire, scripted by Soderbergh's sometime collaborator Lem Dobbs (The Limey). (In like "hey, that's a movie" fashion, Soderbergh's next film sprung directly out of a conversation with Channing Tatum on the set of Haywire.)

Carano plays Mallory Kane, an unstoppable ex-Marine sent on black ops by a private agency. Matters go "haywire" when Kane becomes inconvenient to those who have hired her, which sends the tip-top operative first on the run and then on a self-styled mission of revenge and forward-looking self-preservation. That's all you need to know about the story, which traffics in all the usual clichés but in a souped-up Soderbergian vehicle distinguished by its driver: Carano.

Like many film buffs, Soderbergh misses the cinema of the late '60s/early '70s, when style was tastefully idiosyncratic and substance wasn't a dirty word. With Haywire, substance barely enters into the equation, save for the acknowledgement of the U.S. government—represented by Michael Douglas' smugly efficient, flag-pin wearing inhabitant of the halls of power—pursuing black ops with impunity (though, when his plans go pear-shaped, Douglas amusingly laments, "This is the trouble with the private sector").

Haywire finds Soderbergh keeping it simple, stupid, by filling the story's hollowness with kick-butt action and elements of style. Aiding the director—also his own cinematographer and editor—in whipping up his retro froth are Dobbs' non-linear tack and a jazzy score by David Holmes.

So is Carano worth all the trouble? That'd be a "yes." In the same way Jackie Chan's action flicks were built around his style, Soderbergh has used Carano to full advantage in eruptive fights that jolt viewers to the edge of their seats. An added frisson comes from her key adversaries being movie stars, all of whom acquit themselves admirably in swift and brutal mano-a-mano free-for-alls. With their acrobatic karate, these scenes spark at least as much of a charge of action-genre discovery as those in The Bourne Identity.

Soderbergh's pursuit of fun turns out to be fairly infectious, whether it be a subplot that finds Kane whisking up an understandably freaked-out innocent bystander (Micheal Angarano) or a climactic beach-set battle seemingly shot to evoke the classic TV spy series The Prisoner. The star players seem to be having a ball, as well: Antonio Banderas turns in an increasingly comical performance, Channing Tatum excels as a lover and a fighter (he's something of a "Bond boy" to Carano), and Michael Fassbender and Ewan McGregor prove well-cast as men with whom Carano has bones to pick (or crack).

Best of all, Carano is sexy not because of any imposition of costume (no Tomb Raider short-shorts here), but because of her ultra-competence. Ignoring his own sexism, McGregor's handler issues the warning "You shouldn't think of her as a woman—that would be a mistake."

[This review first appeared in Palo Alto Weekly.]

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