Though it is at times fascinating to watch, just for all that's going on up there on the cluttered big screen, Steven Spielberg's "Hook" will doubtless go down in the annals of film history as the biggest disappointment of 1991 — and perhaps of Spielberg's career.

"Hook," which opened Wednesday in theaters across the country, is huge, busy and technically refined, just like a well-oiled machine. But there are too many intricate parts that bluster and sputter, and you're not going to find a heart or soul.

That's especially sad when you consider that it is based on "Peter Pan," one of the most beloved of all fairy tales, a story blessed with a wondrous sense of magic and warmth. And with Spielberg at the helm, when has there ever been a more appropriate pairing of a director and his material?

The casting would also seem to be amazingly on-target — Dustin Hoffman as Capt. Hook, Robin Williams as Peter Pan and Julia Roberts as Tinker Bell. But Williams is strangely subdued and seems ill at ease, and Roberts' role is relegated primarily to reaction shots: Here's a close up of Tink smiling, here's a closeup of Tink laughing. . . . Of the three leads, only Hoffman seems to be having the time of his life as the flamboyant, devious pirate king.

Spielberg's well-publicized contemporary spin on the story has Peter as an adult who has forgotten his fantasy past.

About a third into the picture, we see in flashback the familiar story of Peter losing his shadow and meeting Wendy. Then, as the years pass, Wendy (Maggie Smith) grows up, marries and has children of her own. Eventually, Peter falls in love with Wendy's granddaughter and decides to abandon Never Never Land for her and become mortal.

As he works his way into the business world, Peter becomes a Wall Street wheeler-dealer, takes on a yuppie workaholic lifestyle and begins to neglect his family. He also forgets completely who he was.

But when Hook crosses over and kidnaps Peter's children, to lure him back to Never Land for one last battle, the man-boy is forced to confront his past. Tinker Bell returns him to Never Land, the Lost Boys put him through a sort of boot camp to get him back into shape — and teach him how to fly again — and, ultimately, he squares off against his old nemesis once again. Meanwhile, Hook has found the ultimate revenge: He worms his way into the heart of Peter's son.

There are a lot of wonderful ideas here, but many are drowned in the galumph of humongous, complicated sets, stunts and special effects. And there is a contemporary take on far too many elements by Spielberg and his young screenwriters (Jim V. Hart, who also wrote Francis Ford Coppola's upcoming "Bram Stoker's Dracula," and Malia Scotch Marmo, who did "Once Around").

The Lost Boys are ethnically mixed — nothing wrong with that. But when they start doing skateboard stunts, play basketball and have a massive food fight with what looks like Play-Doh — and when Peter attempts to win them over by challenging their leader to a vulgar insult match — the film looks a bit too much like another Spielberg enterprise, "The Goonies."

There are many more aspects that resemble other films, including the pirate town, which looks like it's right out of Robin Williams' first starring picture, "Popeye"; exotic animals and flowers that exhibit personality, bringing to mind "The Wizard of Oz"; and the choreographed chaos that marked Spielberg's big failed comedy, "1941."

And, considering Williams' natural comedic talent, one has to wonder why this film isn't funnier.

At its worst, when the noise is too noisy and the stunt work too busy, the film begins to take on the look of a Disneyland ride, albeit one you are watching instead of riding. And yet the editing lets scenes go on too long, allowing a lethargy to set in.

At its best, there is wonder in the opulent sets, costumes and overall look of the film — the reported $70 million budget is certainly up there on the screen — and John Williams' music, which can often be overpowering, is sweet and gentle and stirring in all the right places.

Among the performances, after Hoffman's Hook, Bob Hoskins is best as Hook's right-hand mate Smee, very funny and perfectly cast. As Peter's son, Charlie Korsmo (the young boy in "Dick Tracy" and Richard Dreyfuss' son in "What About Bob?") also has a few effective moments. And it's nice to see Maggie Smith having fun in old-age makeup as Wendy.

OK, it's worth a look. But overall, "Hook" feels like an exercise in cynicism. There are product plugs, too many endings and Spielberg makes every moment far too big — huge crescendos build to climaxes every five minutes or so. (At 140 minutes, that's a lot of climaxes.)

And the end, when Spielberg pulls out all the stops, has a character die and ties up the story's loose ends. But there's no emotional tug. The ride is over and it's time to move on to the next E-ticket line.

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This is also yet another example of a picture aimed squarely at kids that throws in tasteless elements with abandon. Does Williams really need to be the object of three crotch gags? And what's the point of Hoskins using goofy four-letter words that sound like he's using real four-letter words?

Maybe what seemed like the perfect match of director and material wasn't so perfect after all.

"Hook" is rated PG for violence, vulgarity and profanity.


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