Spanning two decades and with a star studded cast all at the top of their form, Levinson's SLEEPERS is a phenomenal film experience. For reasons that partially escape me, this film had the same effect on me as THE SHAWSHANK REDEMPTION. Both were filled with marvelous performances and both had people in dire circumstances coping in ways that earned the empathy of their audience.

The Cliff's Notes version of the film would be "revenge," but if that makes you think of some cheap Charles Bronson action flick, then think again. The revenge here comes much later and in much more subtle and surprising ways. Although certain portions are shocking, this is not one of those exploitive shows nor even one of the sensational, even if excellent shows like PULP FICTION.

For the record, let me say that I approached the film as fiction. It is reported to be based on fact, but whether it is or not is in some dispute. This is a great film regardless of its veracity. In fact, the single best part of the film is the highly literate script by Levinson based on Lorenzo Carcaterra's novel. There is just enough humor in it to break the tension, but the script is filled with moving prose.

The film, set in Hells Kitchen in New York, starts in the summer of 1966. Told with heavy narration by Lorenzo, a. k. a. Shakes (Jason Patric and Joseph Perrino as the younger Shakes), he begins with "This is a true story about friendship that runs deeper than blood." As he introduces the friends of his boyhood, he tells us that "Michael (Brad Renfro as the younger and Brad Pitt as the older Michael) was the most sexually experienced of us, which means he had kissed a girl on more than two occasions."

Although they are counseled against it by their tough priest, Father Bobby (Robert De Niro), the four friends: Shakes, Michael, Tommy (Jonathan Tucker as the younger and Billy Crudup as the older) and John (Geoffrey Wigdor as the younger and Ron Eldard as the older) go to work for a Mafia boss named King Benny (Vittorio Gassman). They are good kids who go to mass and serve as acolytes, but like all boys, especially ones in rough neighborhoods like Hell's Kitchen, they have their wild sides.

As Shakes relates, "the sun tapped out at 98 degrees on the day our lives were forever changed". On that day they start to commit the pettiest of petty crimes, but their plan goes awry in arguably the most powerful sequence in the picture and one of the best this year. After that it is off to a hellacious year in reform school where the sadistic guards include Sean Nokes (Kevin Bacon) and Ferguson (Terry Kinney).

When Father Bobby comes to visit them in the reformatory, Shakes tells us, "I couldn't look at him. He might look right through the fear and the shame, right through to the truth."

Also in the film is their friend Carol (Monica Polito as the younger and Minnie Driver as the older) and Dustin Hoffman as an alcoholic lawyer named Danny Snyder. I am going to resist the urge to tell you any more of the plot. You need to see the movie. Few films have so many actors displaying their talent so effectively. I left the theater nothing short of amazed at what I had just seen. Exquisitely crafted cinema.

In case you are wondering about the title, Shakes explains that, "sleepers was the street name for anybody who spent time in a juvenile facility." He also tells us that after seven years your record is purged so that you were never there and whatever happened, didn't.

SLEEPERS runs 2:32, but feels like half that long since your eyes stay glued to the screen. SLEEPERS is rated R for strong language, brief nudity, violence, and believable but not carefully done scenes of the rape of boys. Teenagers, if they go, should be older and mature. I give this film my strongest recommendation and rate it a full ****.