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Verdict: A challenging, offbeat revenge movie that's actually a meditation on the nature of Hollywood.

Details: Starring Terence Stamp and Peter Fonda. Directed by Steven Soderbergh. Rated R for violence and profanity. 1 hour, 37 minutes.

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Review: Of all the beautiful Brits who invaded American movie theaters in the 1960s, perhaps the most beautiful was Terence Stamp, who made his mark in such films as "Billy Budd" and "Far From the Madding Crowd." These days, he's probably best-known for his astonishing performance as a flamboyant drag queen in "The Adventures of Priscilla, Queen of the Desert."

As we see in Steven Soderbergh's new film, "The Limey," the shards of Stamp's beauty remain intact. He's not a desiccated wraith like Peter O'Toole or gone to fat like Albert Finney. Still, something in his eyes has changed. There's more there now than the self-confident glisten of a gifted pretty boy. Stamp has paid his dues, and it shows — in his work and his face.

For a while, "The Limey" seems a waste of both Stamp's cheekbones and his talent. It's like one of those cheesy '70s B-movies that Quentin Tarantino keeps inflicting on us. But slowly, steadily, the movie finds itself — a strange self, no question, but a fascinating one as well.

The plot, which is the least important element here, concerns a Cockney ex-convict named Wilson (Stamp). When his daughter is killed in a mysterious car accident in Los Angeles, Wilson decides to investigate. Or, more to the point, to avenge her death. With the help of her friends — a gone-straight barrio boy (Luis Guzman) and an acting coach (Lesley Ann Warren) — he homes in on Terry Valentine (Peter Fonda), a wealthy record producer with whom his daughter was romantically involved.

Since the sensational success of "sex, lies, and videotape" made him a paradigm for the young, gifted and independent, Soderbergh has had a checkered career. For every hit such as "Out of Sight," there's been a misfire like "Kafka." For mainstream moviegoers, "The Limey" may fall a little too near the "Kafka" camp, especially in the way it toys with time and narrative structure. But those interested in more challenging work will find the film a unique meditation on the nature of Hollywood, especially what's left of '60s Hollywood as it demands attention from an increasingly uninterested '90s Hollywood.

In a sense, the movie is defined by the iconography of its two stars: Fonda, the flower-power insider, and Stamp, the Carnaby Street invader. (Soderbergh uses scenes from Stamp's 1967 flick "Poor Cow" as flashbacks from Wilson's past.)

Stamp represents something that Fonda can't understand, let alone handle. He doesn't want a record contract, a drug contact or entree to the party A-list. He just wants Fonda dead, and all the bodyguards in Beverly Hills aren't going to stop him. (In one hilarious throwaway, Stamp mistakes a cadre of valet parkers at one of Fonda's parties for security guards.)

Steely-eyed and unstoppable, Stamp anchors the movie; his work is a pungent, subtly ironic comment on the essence of Arnold-Sly-Bruce heroics, right down to the killing-machine nobility. But Fonda nearly steals the film, giving a smart, cruelly nuanced portrait of what happened to all those aging Hollywood hipsters from the '60s. They became sellouts. They became corrupt. Worst of all, they became banal.

— Eleanor Ringel Gillespie, Cox News Service

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