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Pirates of the Caribbean: At World's End, Knocked Up, more

Thirty-three minutes. Yes, it takes 33 minutes into the 168-minute Pirates of the Caribbean: At World's End (**1/2 out of four) before Johnny Depp even makes an appearance. Considering he's this franchise's MVP, that's a perplexing move on the part of the filmmakers; then again, everything about this second sequel operates with a loopy logic.

Pirates 3 is overblown, overstuffed and over-the-top. It's also entertaining and sometimes even exciting, which right there marks it as an improvement over last summer's hot-and-cold Dead Man's Chest. In most respects, it's the sort of summer movie which forces critics to denounce summer movies, relying too heavily on bombast and bullying tactics (both copyrighted trademarks of producer Jerry Bruckheimer). And yet there's no denying that the picture contains a good measure of whimsy (usually MIA in pre-sold blockbusters) and a great deal of plot (ditto). In fact, there are enough plotlines in this one movie to fill an entire season of Lost, evidence that director Gore Verbinski and scripters Ted Elliott and Terry Rossio are at least making an effort to earn their paychecks.

Opening with a sequence that feels like an homage (rip-off?) to the start of Return of the Jedi (with Chow Yun-Fat instead of Jabba the Hutt), the film establishes that it's a dark period for the Rebel Alliance — excuse me, for the pirates who roam the seas, as the indestructible Flying Dutchman is now under the command of the East India Company and is being ordered to wipe out any pirate ship it encounters. (Don't look to me to explain any of the back story; go rent the first two films.) Teaming up with their former enemy Captain Barbossa (Geoffrey Rush), Will Turner (Orlando Bloom) and Elizabeth Swann (Keira Knightley) head off to find Captain Jack Sparrow (Depp), the only man who's able to help them put an end to this new age of eradication. The only problem is that Sparrow's apparently dead, trapped for eternity in Davy Jones' Locker.

To attempt to relay more plot details would probably only lead to reader confusion, so suffice it to say that Sparrow still fears the tentacled Davy Jones (Bill Nighy), Will still hopes to free his tortured father (Stellan Skarsgard) from Davy Jones' grip, and Elizabeth turns into a kick-ass riot grrrl in much the same manner as Carrie Fisher's Princess Leia in Return of the Jedi. All of the series' regulars are sent off in satisfying (and even surprising) ways, and at its best, the movie exhibits a real affection for the sort of fantasy-tinged material that kept Ray Harryhausen employed back in the day. As for Keith Richards' heavily hyped turn as Sparrow's dad — well, let's just say that the Rolling Stone probably spent more time tuning his guitar before any given concert than he did filming his two paltry scenes for this film.

There are basically two types of good summer movies: the ones that are accomplished enough to withstand multiple viewings over the years (Star Wars, Raiders of the Lost Ark, Men In Black) and the ones that offer momentary popcorn thrills but are ultimately so shallow that they can't hold up under the scrutiny of repeat screenings (Top Gun, Independence Day, Gladiator). Pirates 3 clearly falls into the latter camp: It's a fine summertime distraction, but woe to the viewer who elects to revisit it somewhere down the line.

LIKE THE Farrelly Brothers' breakout hit There's Something About Mary, director Judd Apatow's The 40-Year-Old Virgin was unique in that it managed to successfully mix raunch with romance. Most films that attempt this feat usually err on the side of vulgarity (think American Pie), but just as Mary gave us charming people nicely played by Cameron Diaz and Ben Stiller — his affection for her was palpable — Virgin crafted a disarming love story between Steve Carell's title character and Catherine Keener's single mom. Interestingly, this relationship was only amplified by the raucous goings-on surrounding it, as the hijinks of Carell's buddies brought the romance into sharper relief.

Knocked Up (***), which reunites Apatow with Virgin co-star Seth Rogen, attempts a similar balancing act, only this one falls a tad short of attaining the same success as its predecessor. There's a sweet love story on view here as well, only because it's more rushed and not allowed to unfold at a natural clip, it ultimately plays second string to the picture's comedy quota. Fortunately, on that front, the movie's an unqualified hit: It's doubtful another film will be released this summer — maybe even this year — that offers as many theater-rumbling belly laughs as this one.

Rogen plays Ben Stone, who, true to his last name, is a slacker who enjoys smoking reefer and hanging out with his equally unambitious roommates. (Their "employment" finds them trying to launch a Web site that denotes at which points in which movies famous actresses appear nude.) One night at a trendy nightclub, he meets Alison (Katherine Heigl), who's out celebrating the fact that she has just been promoted to an on-air position at E! Entertainment Television. One drink leads to another, and before morning arrives, the pair will have engaged in a one-night stand. At least that was the game plan; instead, Alison learns a few weeks later that she's pregnant, and she decides that she and Ben (with whom she discovers she has nothing in common) should attempt to make their relationship work for the sake of the baby.

Two other Virgin players, Leslie Mann and Paul Rudd, are excellent as Alison's perpetually combative sister and brother-in-law, and their prominence on the scene offers Alison and Ben a firsthand look at how their lives might turn out if they elect to remain together. Alison insists she doesn't want to end up as miserable as her older sister; this may be Apatow's explanation as to why she falls for Ben so quickly, but it's an argument that doesn't hold up, since the writer-director fails to sufficiently flesh out their courting period between that initial tryst and the birth of the child. Still, thanks to the sweet performances by Heigl and especially Rogen, there's still plenty of warmth to be drawn from the resultant drama.

Yet in this picture, it's comedy that's king. Apatow's script is crammed with sharp one-liners and clever incidents, and it's astonishing to note how rarely they miss the mark. Apatow's ability to wring laughs both large and small out of ordinary situations is enviable; just call him the Good Humor Man.

FORGET A TALE of Two Cities. What we have with Mr. Brooks (**1/2) is a tale of two halves, one superior, the other execrable.

Assembling three actors whose careers have seen better decades — Kevin Costner, William Hurt and Demi Moore — director Bruce A. Evans has crafted an initially intriguing thriller about Earl Brooks, a beloved philanthropist (Costner) who occasionally moonlights as a serial killer whenever the voice inside his head (personified in the flesh by Hurt) urges him to go hack somebody up. The detective (Moore) who's been on his trail for years feels that she's getting close to breaking the case, thanks to the presence of an eyewitness (Dane Cook) who might turn out to be as certifiable as Mr. Brooks himself.

The film's first half is powerful stuff, thanks to the unique setup (presenting Mr. Brooks' alter ego as a physical manifestation shouldn't work, but it does), Evans' moody direction and exquisitely matched performances by Costner and Hurt. It's a shame, then, to see the second part go to hell, as the screenplay by Evans and Raynold Gideon gets out of too many narrative jams by relying on whopping coincidences (these don't stretch credulity, they shatter it in a million pieces) and one ill-advised (and obvious) dream sequence. Like its leading character, Mr. Brooks suffers from a split personality, and it's unfortunate that the wrong one comes out on top.

NOTHING LESS THAN depression set in when Ashley Judd went from being an extraordinary indie actress (Ruby In Paradise, Smoke) to a dull studio-hack heroine (Double Jeopardy, Twisted), so it's gratifying to once again see her tackling offbeat roles. And in Bug (**1/2), she has one of her most memorable parts yet; she plays Agnes, a lonely waitress who's introduced by a coworker (Lynn Collins) to Peter Evans (Michael Shannon), a quiet man who right off the bat assures Agnes that he's not an axe murderer.

Clearly, though, there's something off about this brooding guy, but Agnes enjoys his company so much (or at least having company, period) that she invites him to stay with her. This irks her thuggish ex-con ex-husband (Harry Connick Jr., about as menacing as a French poodle), yet even his threats seem irrelevant once Peter begins to complain about the insect infestation in her apartment. Peter is soon forced to reveal some shocking revelations about himself, and Agnes chooses to stay by his side and combat the bugs that he insists are pouring out of his body. Yet do the bugs really exist, or are they only in Peter's (and maybe Agnes') imagination?

William Friedkin is still best known as the director of The Exorcist, but his work on this low-budget effort has more in common with the little-seen 1988 drama Rampage than with any of his slick studio pictures. Working from Tracy Letts' screenplay (based on his own Off-Broadway play), Friedkin maximizes the claustrophobic feel of the intimate surroundings while drawing suitably anguished performances from Judd and Shannon.

Lett's story is rather limited in its examination of how a lonely person's neediness will often overcome all other emotions, and its employment of government paranoia feels decidedly old-hat. Indeed, it might have taken David Cronenberg, that insect fetishist (Naked Lunch, The Fly), to truly turn this into a freak-out session. As it stands, Bug deserves some measure of buzz, even if it never truly gets under the skin.

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