"RED" opens in theaters October 15Summit Entertainment's "RED" is rather entertaining action film. While not terribly deep in character or plot, it is a welcome throwback to a time when actions films did not require overwrought subtext, delivering an endlessly watchable cast of veteran performers showing that the pension age need not be the end of the world.

While based on the three-issue comic series by Warren Ellis and Cully Hamner published through DC Comics' Wildstorm imprint, the film really becomes its own beast by opening up the main character's world to friends, a love interest and the curious road-movie structure punctuated by postcards. The on-screen version of the story opens with Frank Moses attempting to settle into living in the civilian world. The one thing that seems to work is his daily conversations with Sarah, a customer service rep at the pension office. When a strike team tries to end Frank's life, he immediately rushes to Sarah's home in Kansas City because their phone calls have made her a target.

While Willis delivers his dependable action-hero performance, many of the early scenes are stolen by Mary Louise-Parker and her reactions to the spy situations occurring around her. Her character is established as a somewhat lonely reader of romance novels, totally unprepared to enter Frank's world. Since her mouth is taped shut in their earliest scenes together, Parker delivers much of her performance through one of her greatest assets: her eyes.

As the two travel around the East Coast, they assemble a team which includes Morgan Freeman, John Malkovich, Helen Mirren and Brian Cox, every single one of which is an old Cold War spy. Malkovich's Marvin Boggs was given daily doses of LSD, Freeman's Joe Matheson often worked with Frank. Mirren plays a retired MI:6 agent with Cox as her ex-KGB lover/opponent. Individually, each performer brings great quirks to each character, with Malkovich's addled conspiracy nut being the stand-out role.

Mirren, of course, brings her effortless cool to the proceedings. It is clear she likes to take these sorts of parts as a vacation from weightier roles, but there is no doubt the actress maintains her dedication to her craft. The subplot between her and Cox is a pleasant addition to the original "RED" story and is utterly charming by virtue of the two performers playing scenes together.

As the team assembles, they of course face the occasional bit of violence. Since the movie initially plays up its strong comedic aspects, the action scenes are quite appealing, shot with a great deal of confidence by director Robert Schwentke, and cinematographer Florian Ballhaus. Schwentke - who previously directed such films as "The Time Traveller's Wife" and "Flightplan" - deftly handles each set piece with inventive shots and minimum of CG effects work. One obviously CG shot of Frank effortless leaving a car in mid-crash is nonetheless charming and effective.

The director also has a talent for switching between the various modes of the film. In some hands, the switch between comedy, romantic elements, and action would be discordant, but Schwentke keeps the plates spinning and occasionally uses abrupt changes in tone quite effectively. One such moment is Malkovich's hilarious mad bomber routine in the middle of the film's last major action scene. It appears in the trailers, but is much better in context.

Screenwriters Jon and Erich Hoeber's adaptation of the original comic opens up the world created by Ellis and Hamner. While still playing with the idea of RED status, the screenplay creates a new reason for the Moses character (Paul in the comic) to be eliminated by the CIA. From that launch point, it builds its own world of discarded Cold Warriors. The writers provide fun dialogue and enough interpersonal history for the actors to build engaging, if somewhat shallow, characters. While not as serious as the Ellis/Hamner original, the movie wraps around to a satisfying conclusion as Frank discovers who actually wants him killed and the audience sees the lengths he will go to in order to evade death. In some ways, the film plays more like a caper than an action film with the key set piece - Frank's infiltration of the CIA Headquarters in Langley, Virginia - having more in common with "The Thomas Crown Affair" than a Schwarzenegger film.

Hellen Mirren plus high-powered weapons equals a good timeIt is during this sequence Frank meets up with Ernest Borgnine in a well received cameo. Now in his nineties, Borgnine was a staple of these sorts of films and his all too brief appearances signal just how much of a love letter this film is to the bygone days of the Cold War, sexy espionage, and old guys kicking ass.

Rebecca Pidgeon, Karl Urban, James Remar and Julian McMahon round out the jam-packed cast of strong actors. Pidgeon and Urban take on the roles of the CIA team assigned to eliminating Frank, Remar appears as another retired black bag operative and McMahon plays the pivotal role of Vice President Robert Stanton. Pidgeon is surprisingly icy in her part, and while Urban plays the sympathetic antagonist very well, his American accent slips from time to time.

In fact, the only performance not up to snuff is that of Richard Dreyfus as weapons contractor Alexander Dunning. Though perhaps conceived as a parody of former Vice President Dick Cheney, Dreyfus plays up the obvious bad guy ticks too often as he gesticulates and cackles his way through his scenes. In a different movie it might work, but his over the top performance is at odds with the otherwise agreeable tone of the film.

The movie's pacing is also somewhat questionable. While things move quite well for the most part, there are a few beats that could be cut back. At a running time of 111 minutes, it is perhaps five to ten minutes too long. Skewing more toward the comedic elements, a ninety minute film is always ideal, but this is a relatively minor complaint as the people on screen always seem to be having a good time. That is a key element in a quirky action/caper film.

Above all else, "RED" is entertaining. Like a few other big Hollywood releases this year, it is a throwback to a more innocent type of action filmmaking where the characters can be thinly sketched because the actors fill in the gaps. The interactions can be funnier because the film eventually ramps up the jeopardy for the characters. It is a movie that features people you like to see in action movies doing the things they do best. Most importantly, it features Helen Mirren firing high-powered weapons. Really, what more can a light-in-tone action picture aspire to?

Warner Bros. "RED" opens in theaters October 15.