Imagine the passengers and crew of the Titanic (the ship, not the movie) being told to swim faster and sing louder and you might have an idea of the approach the filmmakers take with "The Whole Ten Yards," a disastrously unfunny sequel to, what else, "The Whole Nine Yards."

Four years ago, "The Whole Nine Yards" registered as a modest hit for Warner Bros., prying $57 million from the cold, dead hands of February — a more impressive feat before "Hannibal" and "The Passion of the Christ" turned the month into an address for blockbusters. The rather broad comedy starred Matthew Perry of "Friends" as Dr. Nicholas "Oz" Oseransky, a hyper-nervous, milquetoast Montreal dentist who tangles with his new neighbor, an on-the-lam Chicago hit man called Jimmy "The Tulip" Tudeski, played by Bruce Willis.

Losing sight of what made the first film a success at the box office, director Howard Deutch (taking the helm from "Nine Yards' " Jonathan Lynn) and screenwriter George Gallo (working from "Nine Yards" screenwriter Mitchell Kapner's story) crank up the plot twists and the gunplay to annoying levels at the expense of character. The original movie wasn't great — it wasn't even particularly good — but it did have a fun mix of characters and acting styles that kept it afloat.

The juxtaposition of Perry's too-many-cups at Central Perk neuroticism and Willis' smirking, cool-dude bravado made for an amusingly odd coupling. They humanized each other, and their genuine affection made it easier to overlook and even cheer their morally bankrupt behavior. Amanda Peet's charming performance as a dental assistant turned overenthusiastic, aspiring hit woman pretty much stole the movie. It was also nice to see Natasha Henstridge as Jimmy's estranged wife, who falls for Oz, get to play romantic comedy with a bit of spin off her usual femme fatale roles.

When they parted ways in "Nine Yards," Oz and Jimmy, along with their respective new romantic partners, Cynthia (Henstridge) and Jill (Peet), were $10 million richer and the world was several bad guys poorer.

In "Ten Yards," the two couples have married (having faked Jimmy's death), with the Oseranskys living comfortably in Brentwood and the Tudeskis in seclusion in Mexico. Oz has become paranoid that the Gogolak clan — the Hungarian crime family wronged in the first film — will track him down. Which, of course, they eventually do. Meanwhile, Jimmy has gone from Tony Soprano tough to being a vision of domesticity.

When patriarch Lazlo Gogolak (Kevin Pollak, killed off as Lazlo's son Yanni in the first movie) is released from prison, he and his gang kidnap Cynthia, hoping to lure Jimmy back into the game. A shaggy dog story ensues as Oz, Jimmy and Jill trade gunfire with Gogolaks when they attempt to rescue Cynthia and the whole mess spins wildly out of control.

The ultimate source for blame has to be the screenplay, or at least what was shot of it, as much of the movie feels improvised, with the actors seemingly winging it and making up stuff as they go. Willis and Perry are left shipwrecked, flailing at each other like the Skipper and Gilligan as they ham it up en route to the interminable conclusion.

In the first film, Oz was clearly the protagonist and the screenplay was structured so that the audience would instinctively identify with him. He even got to rise up from his meek status to step up and mastermind a dental solution to the key problem. In "Ten Yards," Perry's character falls down a lot and is merely along for the ride, a dupe so far behind the audience that he needs the plot explained to him at the end of the movie.

Peet and Henstridge fare only slightly better. At least Pollak gets to hide behind the four hours of makeup needed to turn him into a 75-year-old Hungarian crime mogul.

Clocking in at a minute shorter than "The Whole Nine Yards," and despite a frenetic energy in certain scenes, "The Whole Ten Yards" manages to feel a whole lot longer before it finally sinks in a sea of confusion.

'The Whole Ten Yards'

MPAA rating: PG-13 for sexual content, some violence and language.

Times guidelines: Think "Three Stooges" with really loud guns.

Bruce Willis...Jimmy

Matthew Perry...Oz

Amanda Peet...Jill

Kevin Pollak...Lazlo

Natasha Henstridge...Cynthia

Frank Collison...Strabo

Warner Bros. Pictures and Franchise Pictures present a Cheyenne Enterprises production, in association with Zweite Academy Film, released by Warner Bros. Director Howard Deutch. Producers Arnold Rifkin, David Willis, Elie Samaha, Allan Kaufman. Executive producers Andrew Stevens, Tracee Stanley, David Bergstein, Oliver Hengst. Screenplay by George Gallo, story by Mitchell Kapner, based on characters created by Kapner. Cinematographer Neil Roach. Editor Seth Flaum. Costume designer Rudy Dillon. Music John Debny. Production designer Virginia Randolph-Weaver. Art director Sally Thornton. Set decorator Peg Cummings.

Running time: 1 hour, 38 minutes.

In general release.