While watching the offbeat comedy-drama "Pushing Tin," I was involved in the characters and all of their plights. Leaving the theater, the only real thing in my mind was the literally flawless cast, filled to the rim with both Academy and Golden Globe winners. I liked most of what I saw, but it was also difficult not to acknowledge how much stronger it might have been with just one more screenplay rewrite.

Starting off as a film set in the world of air traffic controllers at New York's Terminal Radar Approach Control (TRACON), the central character, Nick Falzone (John Cusack), is at the top of his profession, effortlessly firing out airplane directions as if it was poetry at a near-constant rate. He has a loving wife, Connie (Cate Blanchett), who yearns for knowledge and thus has just begun a college art class, and two young children, one of which they have just learned has Attention Deficit Disorder (this pointless plot development is brought up briefly and then completely dropped). Eventually, Nick's world slowly begins to unravel when he has a negative run-in with the mysterious motorcycle-riding Russell Bell (Billy Bob Thornton), and then discovers that he has just gotten a job as an air traffic controller. While at a barbecue get-together with friends, Nick is surprised, to say the least, when he discovers that the 40-year-old Russell has a beautiful sexpot 20-year-old wife, Mary (Angelina Jolie). After comforting the upset Mary at a grocery store and having dinner with her, Nick finds himself sleeping with her, but immediately afterwards regrets it and gradually begins to feel more and more guilty towards Connie. Meanwhile, he also starts to grow jealous as Connie and Russell hit it off and become buddies, fearing that they might make the same mistake that he made with Mary.

In hindsight, after seeing the film, it is clear that "Pushing Tin," directed by Mike Newell ("Four Weddings and a Funeral"), probably seems like a better movie than it actually is for one simple reason: the performances from the top-notch cast are nothing short of marvelous. While the film certainly has a memorable premise, it quickly puts its originality on the backburner for a more conventional romance which, honestly, is fine by me since the relationship between Cusack and Thornton is sorely underdeveloped and flat. This subplot could have easily been more effective, however, but it was in the thin screenplay by Glen and Les Charles where the film failed. While all of the other characters are brought into a three-dimensional perspective, Russell is left noticably vague, more of an enigma than an actual participant in the story. This obviously leads to some very major problems, considering that what was supposed to be one of its strongest elements was in the feud between Nick and he. Instead, Russell is seen as mostly a good guy, albeit a poorly-written one, and their problems stem solely from the jealousy of Nick.

As previously mentioned, faring best are certainly the performances from a line of brilliant actors who all are able to inject unexpected life into the people they portray (aside from Thornton, so unforgettable in 1998's "A Simple Plan," who just doesn't have anything to do here). In what is perhaps his best role since 1989's thoughtful "teen" comedy-drama, "Say Anything," John Cusack, like Nick, is in top form. With his doe-eyes and puppy dog face, Cusack really hasn't aged much in the last fifteen years, and is able to sympathetically convey Nick's flaws and emotions, as he quickly realizes that, because of one thoughtless night with another woman, he has put his relatively happy marriage into serious jeopardy. Cate Blanchett, fresh off her amazing performance in the otherwise mediocre "Elizabeth," has transformed herself from the Brit that she is into a New Jersey housewife, complete with one of the most unaffected and natural accents I can remember. Not only that, but Blanchett is given the most purely human and likable character, and handles every scene perfectly, including the heartfelt and inevitable sequence in which she finds out Nick has cheated on her. Finally, Angelina Jolie, snubbed of an Oscar nod for 1998's "Playing by Heart," proves once again why she is currently one of the best and most exciting young actresses working today. Although her character of Mary, like Russell, is thinly written and completely disappears in the second half, Jolie is fortunately still given a few scenes to show her stuff and make the audience care about her.

You know, it's funny how much I cared about everyone in "Pushing Tin," how much I wanted them to be happy and relinquish themselves of their many mistakes and problems. But then, it's unfortunate how subpar the rest of the movie really is. For every intelligent and well-handled scene, there were several that were way off the map, including pretty much the whole last twenty minutes, with Nick and Russell going out to an airport runway and having the force of a landing plane overhead cause them to spin right off the ground into a sort of circular tornado motion. Silly me; I was led to believe, by what came before this, that what I was watching was supposed to be reality-based. With such an entertaining array of performances, it's almost enough to marginally recommend "Pushing Tin," but not quite. It is at the screenplay level that ultimately leaves these fine actors without a plane to fly them home.

Special Note: In the aftermath of the Columbine High School Massacre in Littleton, Colorado, it was fairly shocking how closely some plot points in the film came to the tragic occurrence. Not only is there a bomb threat scene, complete with police, SWAT teams, news reporters, and helicoptors, but later on we find that one of the men trapped in the building, Russell, has moved to Colorado.