The first 10 minutes or so of "Get Smart" are kind of disappointing, and I thought "here we go, another trailer that makes the film look better than it is". But it improves greatly after that point, mainly after the first encounter of Max with Agent 99. Anne Hathaway is in some ways the life of this movie: she is incredibly sexy, with a magnificent back and legs to die for (or by),and completely believable in all her action scenes. Steve Carell has good comic timing; he may at times remind you of Leslie Nielsen in "The Naked Gun" and "Spy Hard" mode, but beyond that he manages to make Max a genuinely likable and human character, not just a cartoon. The relationship Max and 99 have formed at the end of the movie seems to be based more on friendship than anything else. The rest of the cast is generally well-chosen (although I didn't get the point of Bill Murray's 1-minute cameo); there is a big plot twist that allows one cast member to play against type, and even Dalip Singh (aka The Great Khali in WWE) comes off well, playing a huge indestructible henchman in the tradition of Jaws of "The Spy Who Loved Me" and "Moonraker".

There are some good laughs in "Get Smart", but what pleasantly surprised me is how well-done the action is. From an exhilarating freefall sequence that was probably designed as a homage to the opening of "Moonraker" to Carell's and Hathaway's quick, efficient fight scenes (choreoghraphed by a veteran at this sort of thing, James Lew),and from the explosions at the "bakery" factory to the incredibly kinetic final chase sequence involving various means of transportation, the action in this movie probably surpasses the recent James Bond pictures, helped by the fact that a lot of it seems to have been done by the actors themselves, willing to take some risks. So people who are more into action than into comedy should still get some satisfaction out of this.

Nothing brilliant, but a dependable crowd-pleaser nonetheless. I'd give it *** out of 4 stars.

While I was never a huge fan of the TV show "Get Smart", I did see plenty of episodes as a kid and am more than familiar with the show. Apparently, that is a lot more that can be said about the writers of this movie. Once again, Hollywood has made a film that bears very little similarity with the source material...other than the title and the names of the characters. So, at the outset, those who DO want to see a remake of the TV show are going to be rather disappointed. The problem I see is much like the problems with the "Mission:Impossible" films. The old shows were very plot driven, but with both these movie remakes, the movies are mostly driven by amazing special effects. The problem is, that these special effects have nothing to do with the show and the entire spirit of the source material is missing.

As for Maxwell Smart, he is also quite different from the TV version. Don Adams' version was a guy who was essentially a lucky moron. Steve Carell's version is clumsy, but he's also a genius at interpreting data and forecasting enemy action. A smart Maxwell Smart?!?! What gives?! In addition, Chaos and Siegfried are smart and very dangerous, Agent 99 is a macho killing machine and all the humor and gentleness of the show is gone.

So, to enjoy the film it really is best that you are young...very young. Otherwise, you will be confused and irritated by the whole thing. I teach high school, and several of the kids liked the film-- as it was clearly aimed only at them and people about their age. For anyone else, don't bother.

Get Smart for its time on television was a tremendously funny satirical show with so many catchphrases coming from the creative mind of Mel Brooks. Every one of them at some point makes it into this film. Sadly we don't have Don Adams and Barbara Feldon as the stars as the situations and dialog from the show became so much a part of American culture in the early Sixties.

Taking the place of Adams and Feldon are Steve Carrell and Anne Hathaway who are like a road company version of Maxwell Smart and Agent 99. It is especially not Carrell's fault, that crisp delivery was uniquely Don Adams and just cannot be duplicated.

Playing the Chief of CONTROL is Alan Arkin and in this film Maxwell Smart is not an agent, yet. He's an analyst and in the pecking order of the agency he and his fellow analysts are inferior beings to agents like Dwayne Johnson. But a security leak has compromised CONTROL's agents with many of them killed. Arkin has no choice but to promote Maxwell Smart and make him an agent in their never ending battle against CHAOS.

In the meantime CHAOS goes into the nuclear terror business and it's up to in the end Maxwell Smart and 99 to bring them down. Do you doubt they succeed?

Get Smart is a funny film, but Don Adams cannot be replaced.