In this sequel to the highly successful "Get Shorty," Chili Palmer (John Travolta), retired loan shark and self-styled record manager, is so cool he's going to freeze to death before old age sets in. And, that's largely because he thinks nothing of entering a roomful of criminal sociopaths ready to aim their arsenal of handguns in his face the minute he enters their presence. We love a guy with courage, but there's just a little too much confidence here to be taken seriously, even in a farce-satire of a comedy with a PG-13 rating and a hit pedigree.

Director F. Gary Gray ("The Italian Job") starts out promoting his idea of cool when Chili's experiences in the movie industry has made him want to try something else, like the music business. He is, therefore, discussing a new singer with his friend and record producer Tommy Athens (uncredited James Woods) at a sidewalk cafe. But, moments after Chili excuses himself to go inside to the john, shots ring out on the street.

Chili lingers inside, counting the shots, (many of which go astray) until the shooter empties his gun. He calmly walks out to see Tommy dead and his killer, a Russian mobster with a loose toupe', a terrible aim, an empty gun and probably bad breath. He also seems to be the only guy who doesn't know his gun's empty, which he discovers as soon as he tries to blow the witness's brains out, a fearless Chili.

Chili visits Tommy's widow and record pruducing partner, Edie (Uma Thurman). Long of limb, the statuesque beauty turns into a willing ally for Chili who is more than willing to adopt the role of music manager while protecting the grieving widow from the miscreants harrassing her for Tommy's debts. Who better than an ex-loan shark with a criminally demented debtor or two of his own failed attempts at business?

But, now, he finds himself ensnared in the criminal bramblebush that is this movie's idea of the music biz. In the thicket is ruthlessly competitive Nick Carr (Harvey Keitel). His solution to bothersome things is having his in-house gunman Raji (Vince Vaughan to the extreme!) straighten things out with something lethat, like an aluminum bat or hot lead. Raji, in turn, works with muscleman Elliot Wilhelm (The Rock), a study in moronic contradictions. Elliot is a gay actor who (hilariously) will let a chance at an audition get in the way of his day job as a bodyguard-killer.

When Chili shows up at Nick's nightclub to check out Linda Moon (Christina Milian), the up and coming singer Tommy arranged for him to meet, he immediately recognizes her extraordinary potential (Milian has real talent and a sweetly natural personality), he signs on to rescue her from an unfair contract with Nick. He later arranges to start her career with an appearance onstage with rocker Steven Tyler and Aerosmith. Totally unbelievable, but cool.

Next in line for a piece of him is the highly intelligent and ostentatious crime boss/record producer with an showy house, a pre-teen daughter whom he puts before anything, and a crew of steroidal freaks with too many hours on the bench press. Their muscles, which bump out in the wierdest places, seem to also represent the one above their massive shoulders.

Finally, there are the Russians, a squad of greasy mafiosi who run a hock shop that fronts for the headquarters of their criminal enterprise. It's their genius leader who needed to empty his gun in order to get one or two good bullets into Tommy.

The flirtation between Chili and Edie sustains a good part of the picture and finally pays off a little when they dance and prove that they are the ones with the star power... the ones who own the movie. Thurman (especially) on the dance floor is tantalizing moment and her sexy samba moves could amount to a reason for some to see the movie.

Danny DeVito makes a cameo appearance in order to provide some continuity from "Get Shorty," but little else. Or, it's to satisfy some contractual obligation. In any case, his appearance is purely obligatory, which may be a way to describe the movie itself.

If talent overload is part of the "cool" dynamic, Gray is on the right track to load it up with these characters whose quick character shifts are part of the fun. But the scenario seems to have been put together out of a certain desperation with the top 10 or 20 of their best ideas, often cutting in quick clips of schtick that turn out to be terrible ideas, like allowing Cedric the Entertainer as Sin to stop the already feeble action with a diatribe about the contributions of African Americans to American society -- like this is the movies' central message).

One thing director Gray didn't seem able to do was to mine the source material for a coherent dramatic arc or balance his characters with more appropriate screen time. (There's way too much Steven tyler dialogue, way too much Cedric, and 30 minutes too much movie). A strong directorial vision is absent, producing an explosion of "cool" ideas and a poorly realized attempt to cash in on the success of its predecessor. It's not that it's not entertaining, or that there aren't some good chuckles and outright laughs along the way. It's just that it goes astray, wandering in search of the next gag.

Which is not to say it isn't worth catching. A person can tolerate imperfections when some talent shines through. "Be Cool" has its moments. Just don't go expecting anything like the really cool "Get Shorty."

                                      ~~  Jules Brenner