Thick and rich with Depression-era ambiance while making no attempt to fashion critical political or social commentary on its impact, "O Brother, Where Art Thou?" is targeted principally to die-hard fans of the surreal and creative touches of the Coen Brothers. If you liked "Fargo," which was blessed by the magical casting of Frances McDormand who provided a center for the layering of observations about Minnesotans, you stand a good chance of smiling through "O Brother." Unfortunately, the Coen Brothers' latest offering has little of the disarming comedy of "Fargo," the wacky style of "Raising Arizona," and precious few of "The Hudsucker Proxy"'s surreal moments. While the picture is creatively photographed by Roger Deakins in the traditionally sepia tones usually reserved for pics about America during the thirties, and while the musical score, particularly the bluegrass mood, is disarming, the whole comes out less than the sum of its parts.

The intriguing title comes not from Homer's "Odyssey" on which the story is loosely based but on Presten Sturges' most important hit, "Sullivan's Travels," which featured Joel McCrea in the role of a movie director who decides to do a serious film and sets out with a dime in his pocket to experience the real world. Similarly "O Brother" focuses on a trio of convicts on a Mississippi chain gain who cut away from the daily round of breaking rocks to experience life in other parts of the Deep South with no idea how they are going to finance their commute or to evade the pursuing law.

The breakout is motivated by the would-be leader of the trio, Everett Ulysses McGill (George Clooney), who tells his pals Pete (John Turturro) and Delmar (Tim Blake Nelson) that if they escape with him, he can lead them to a $1.2 million buried treasure. In reality, Everett's goal is to get back with his ex-wife Penny (Holly Hunter), who, it turns out, is about to marry another. As Everett announces his plans and his dreams with a rich vocabulary obviously foreign to others in the chain gang or in the staff of officers guarding the men, we get the impression that he may be about the smartest guy in the state--which is led by a thick-waisted, thick-headed governor, Pappy O'Daniel (Charles Durning). As the men pursue the fictitious treasure, they embark on a Homeric Odyssey which begins as a blind man pushing a railway handcar gives them a lift while counseling them like a thirties Cassandra that they will indeed find a treasure but one different from that which they are seeking.

Along the road they meet up with Tommy Johnson (Chris Thomas King), a black guitarist who has allegedly sold his soul to the Devil, in return gaining the ability to strum his guitar like Orpheus. They form a bluegrass company, The Soggy Bottom Boys, which soars to number one on the charts, leading the people throughout Mississippi and Alabama to wonder who these gifted, mysterious musicians are.

Magical experiences abound as the three cons, one step ahead of the law, are in turn seduced by a trio of contempoary sirens, beaten by a kind of Cyclops (John Goodman) who swindles them into thinking he is going to set them up in the business of selling Bibles, and even accompany an over-the-top Baby Face Nelson (Michael Badalucco) on a bank robbery and a chase in which the celebrated bandit roars, "Come and get me, coppers."

The Coen Brothers display their most startling imagery at a huge gathering of Ku Klux Klansmen, all in white robes except for their colorfully attired leader. As they prepare to lynch Tommy Johnson, they engage in a dance number that could have come out of The Wizard of Oz or even Dancer in the Dark.

"O Brother, Where Art Thou" can be appreciated for its moments like these of bold imagery, while its soundtrack of bluegrass gems can make us wonder how decades of hard rock music ever supplanted this all-American breed of melody. Looking at the whole picture, though, I couldn't help thinking that this is a road movie of one-damn-thing-following- another, a story whose loose ends are tied up only in the final moments.