“City of Ghosts,” the 2003 dramatic thriller from star, cowriter, and first-time director Matt Dillon was a huge, huge box-office bomb. It looks to have been seen by more film critics than regular moviegoers, and very few of them, critics or moviegoers, liked it much. Was it fitting for the film to have failed so spectacularly, costing over $17,000,000 to make and taking in only a tiny fraction of that expense in ticket sales? Was the film badly publicized? Was it confusingly titled? Or was it just plain awful?

I would seem to be among that minority of viewers who enjoyed the movie, and, yes, I think its neglect is unfair. It is a far better film than its critical or box-office reception would indicate. Perhaps “City of Ghosts” qualifies as a neglected or overlooked film, I don’t know. Certainly, it’s a wrongfully undervalued one.

Dillon plays an insurance agent in the story, Jimmy, a fellow whose boss, Marvin (played by the always watchable James Caan), has just committed a major fraud by taking in insurance premiums and then skipping the country with the loot. Jimmy learns that Marvin may have made off with as much as $100,000,000 and hightailed it to Cambodia, leaving Jimmy without pay and the object of an FBI investigation. Jimmy heads to Cambodia as well, looking for his ex-boss, and it’s here the fun begins.

The movie fairly oozes with atmosphere, and its cast contains enough colorful characters to make “Casablanca” blush. No sooner does Jimmy reach Cambodia than he meets one shady figure after another. The plot doesn’t move very fast in the movie’s first hour, but the steady stream of suspicious citizenry Jimmy meets is fascinating, and, what’s more, they match the dark, noir mood of the environment.

Caan says about the place that “the whole country needs a paint job,” and that’s part of the film’s theme and its charm. Everything seems to be decaying and corrupt, from the dim, winding, shadowy streets and cheap, gaudy nightclubs and brothels to the crumbling temples in the middle of the jungle. Worse, the people Jimmy meets seem equally unwholesome. Caan’s Marvin is a con man bent on sinking his ill-gotten gains into yet another dubious scheme, a grand casino-hotel in Southeast Asia that will accommodate not only tourists but arms dealers and drug runners. Stellan Skarsgaard is Kaspar (shades of “The Maltese Falcon”), a supposed associate of Marvin’s, but really friend or foe? Gerard Depardieu is Emile, the tough, eccentric owner and bartender of a seedy Cambodian hotel, which, much like Rick’s in “Casablanca,” attracts all of the town’s riffraff at one time or another. Sem Sereyvuth is Sok, a bicycle taxi driver who befriends Jimmy when he needs a friend most, but can he be trusted in an underworld society that seems to thrive on backstabbing? Then, there’s Natascha McElhone as Sophie, beautiful femme fatale or innocent bystander? Plus assorted thieves, pimps, cutthroats, Russian mobsters, powerful former army generals with private armies, and sticky-fingered monkeys!

The film establishes characterizations, character relationships, and atmosphere while often delaying plot development, a situation that may irritate viewers who just want the story to get on with something; anything. But it’s the film’s measured, unhurried trip through time and place that makes it so engrossing. True, there is one scene where Caan does a karaoke number in Cambodian that might have been edited; the scene makes us wonder if Caan’s character is really as clever as he’s supposed to be or a total fool. But mostly the film is fun to watch and get caught up in as we absorb the particulars of a mood and climate and cast that evoke memories of “The Killing Fields,” “The Quiet American,” and “The Year of Living Dangerously.”

I also liked how the events in the story effect a change in Jimmy, a wholly unexpected turn that provides a rather touching and long-overdue coming-of-age for the character. Fact is, some people never grow up until well into adulthood, and such is the case with Jimmy. Thus, “City of Ghosts” becomes a kind of “Huckleberry Finn” for the twenty-first century.

Still, the film is not all character study and setting; the second half does get suspenseful, and the tension picks up. Several bloody deaths, a couple of plot twists (believable or not), and an entirely satisfying ending carry the film into the familiar terrain of the action thriller. In addition, there is the beautiful cinematography to enjoy and an especially attractive and evocative musical score.

In all, “City of Ghosts” can be a pleasing experience if you let it, set as it is in a milieu of exotic climes and filled with old-fashioned romance and adventure, where terms like “good guys” and “bad” are often as muddled as the murky surroundings we find them in. Fun stuff, actually, and a promising directorial debut for Dillon.

An extraordinarily high bit rate, something on the order of Sony’s Superbit, ensures a good, detailed picture in deep, rich colors. The overall texture of the image is very smooth, yet delineation is on the soft side, weakening the clarity ever so slightly. A very fine grain adds to the sense of realism, colors are natural, never overly bright or garish, and jittery lines are virtually nonexistent. It’s an exemplary transfer of an excellent print, presented in a widescreen anamorphic ratio measuring approximately 1.74:1 across.

The audio is reproduced via Dolby Digital 5.1 Surround, only there’s not a lot of “surround.” The front channels do a commendable job with dynamics, stereo spread, frequency response, and bass. But the rear channels do merely sporadic work in voices, crowds, rain, and occasional street noises. You could say the surrounds do just enough not to call attention to themselves; a little like the film itself, they are inconspicuous until needed.

As far as bonus items are concerned, there aren’t many. Clearly, MGM weren’t about to expend any more money than they already had on a losing proposition. But they did manage to get their star, writer, and director Matt Dillon and his cowriter Barry Gifford to do an audio commentary, or possibly Dillon and Gifford got MGM to let them do the commentary. In any case, for the few minutes I listened, it seemed above average in its depth of exploration and insight. Beyond the commentary, though, there are slim pickings: a mere sixteen scene selections, a widescreen theatrical trailer, and an informational page insert are all that remain. English is the only spoken language option, but there are subtitles in English, French, and Spanish.

Parting Thoughts:
While I enjoyed “City of Ghosts” and can strongly recommend it, I can understand some people’s reluctance to embrace its leisurely approach to storytelling. The movie wants to be a suspenseful action thriller but spends its own good time getting around to it, preferring to simmer in a stew of picturesque scalawags and moody environmental ambience at the expensive of plot progress. So be it, but I happened to be among those who rather enjoyed the people and the places and their relationships with one another. The film makes a small but welcome alternative to the more showy action blockbusters we’ve become accustomed to.