3 stars (out of 4)

Michael Mann's "Collateral"--an expertly-made thriller about an L.A. night ride with an immaculate hitman (Tom Cruise) and a smart, funky cab driver (Jamie Foxx) --is really two movies: a taut, terrific, realistic crime drama, and, by the end, an over-the top, high-tech extravaganza which tries to out-Woo John Woo and turn Cruise into another Terminator.

That's a pity. Both parts are very entertaining, but I liked the first better--and I only wish Mann had gone all the way with the gritty quasi-naturalism he establishes so strongly at the start, instead of finishing with easy-to-read formula stuff.

Like Mann's great 1995 Los Angeles neo-noir "Heat," "Collateral" is an L.A. movie, but this time he sets the action from sunset to dawn. It's about a nervy, expensive professional assassin, Cruise's Vincent, who hires a local cab for the night when he discovers that 12-year veteran driver Max (Foxx) is so savvy about the streets, he can predict the duration of any potential ride to the minute.

Vincent has five contracts--people he has to kill before 6 a.m. and his departing plane. To him, a reliable pro like Max is a godsend. But, when the initially ignorant Max discovers Vincent's real job--when the first corpse drops right onto his cab roof--he rebels. Vincent now has to cope with Max as well as the fine details of each murder.

Meanwhile, two hip L.A. cops, Fanning (Mark Ruffalo) and Weidner (Peter Berg of "The Last Seduction") are following the trail of murders. And waiting in the wings are Vincent's suave drug lord employer Felix (Javier Bardem, dynamite in a brief scene) and Annie (Jada Pinkett Smith), a sharp U. S. attorney whom Max drives and befriends before he picks up Vincent--and who could wind up as a love interest, part of the case, or both.

All the actors are first-rate, including the formidable Irma P. Hall as Max's hospitalized mom Ida, Bruce McGill as beefy Pedrosa and Barry Shabaka Henley as sad-eyed jazz trumpeter/clubowner Daniel. And though casting the well-liked Cruise as a murderous villain might seem risky business, no one who saw his great performance as the malevolent satyr-guru in "Magnolia" will be surprised. Playing against his own heart-breaker smile, Cruise can summon up a cold-blooded sadism and ruthlessness that make him a first-rate movie heavy.

Vincent, a killing machine with his electric, close-cropped gray hair, is one of the those sexy, brutal movie villains--like Paul Newman's Hud Bannon or Robert Mitchum's Max Cady--who are attractive partly because they're so mean, whose very lack of empathy can make us laugh. Opposite him, Foxx supplies the right big-city humanity and feeling. He shows cleanly how Max, a smart, working-class guy who never got untracked and still dreams of "something else," is drawn to Vincent and his upper-class aura of amorality and success, then repelled by him.

The movie would be better if the attraction phase were longer. "Collateral" was written by Stuart Beattie, one of the story guys on "Pirates of the Caribbean," and though the script has a truly brilliant original notion and theme, the drama and the characters needed more work. For my taste, Max discovers that Vincent is a killer way too soon and not enough time is spent on their bonding. There's also no logical reason (since their relationship isn't developed) why Vincent shouldn't dump and kill Max, as soon as he becomes a problem.

"Collateral" is directed beautifully throughout, but the increasingly preposterous chain of music club massacres, metro cases and deserted high rise duels that occupy its last third suggest that its makers don't trust drama and got too eager to cut loose on the technology.

One gamble of Mann's pays off handsomely. "Collateral" was shot mostly in high-def video rather than film, because Mann prefers it for nighttime scenes. The results (using two cinematographers, Paul Cameron and Dion Beebe) are life-like and evocative. The film really captures the look of nocturnal L.A., in those moonrise-on-sunset hours when the streets are like a vast dark maze.

But it doesn't fully catch the dangerous links between Max and Vincent that would have made it special. Even so, Mann--who's also made "Thief" and TV's "Miami Vice"--is definitely one of the premier crime moviemakers around, a worthy noir heir and a hell of a guy with a chase or a gunfight. "Collateral" suggests both that he can get bogged down in studio formulas and ultimately triumph over them. So can Cruise and Foxx.

"Collateral"

Directed by Michael Mann; written by Stuart Beattie; photographed by Dion Beebe & Paul Cameron; edited by Jim Miller, Paul Rubell; production designed by David Wasco; music by James Newton Howard; produced by Mann, Julie Richardson. A DreamWorks/Paramount Pictures release; opens Friday. Running time: 2:00. MPAA rating: R (violence and language).

Vincent - Tom Cruise
Max - Jamie Foxx
Annie - Jada Pinkett Smith
Fanning - Mark Ruffalo
Richard Weidner - Peter Berg
Pedrosa - Bruce McGill
Ida - Irma P. Hall
Felix - Javier Bardem