"Valkyrie" (PG-13, 2 hrs.)

A disastrously miscast Tom Cruise in the lead coupled with an impossible-to-follow narrative prove nearly fatal to "Valkyrie." Too bad, because many high-schoolers (probably not middle-schoolers) might have found the suspense thriller compelling. It dramatizes a failed 1944 plot by highly placed, often aristocratic, members of the regular German military to assassinate Adolf Hitler, take over the government, disable Hitler's SS and stop the war. Alas, the script (by Christopher McQuarrie and Nathan Alexander) and director Bryan Singer pile confusion upon confusion in a clumsy effort to outline the complex plan for the audience and to differentiate among all the people involved.

The assassination/takeover plot comes after an earlier failed attempt to kill Hitler by Major-General Henning von Tresckow (Kenneth Branagh). The new plot hinges on subverting Hitler's own "Valkyrie" emergency plan. The conspirators would commandeer the country's Reserve Army to keep the brutal SS out of power once Hitler is dead.

Cruise plays Col. Colonel Claus von Stauffenberg, the key conspirator who focuses on using the Valkyrie plan. He places a bomb under the table at Hitler's rural bunker. There are pulse-quickening moments as the plot progresses and when success (though we know the outcome) seems possible, and again as things unravel. Yet when Cruise's ramrod-straight, eye-patch-wearing von Stauffenberg exclaims "Hitler is the archenemy of Germany!" and similar stilted lines, the movie sounds like a parody of World War II flicks. It doesn't help that Cruise speaks with an American accent, while most of his (more convincing) co-stars are British. The credibility gap just widens. Parents should rent the gripping 1951 film "The Desert Fox: The Story of Rommel," a Hollywood movie starring James Mason as the legendary German general who backed the assassination plot.

There are a couple of intense war scenes, but few graphic injuries. Von Stauffenberg loses a hand and an eye in battle, but we see this only as he's recovering. (He keeps his glass eye in a silver case, usually preferring the patch.) There are explosions, executions by firing squad, hangings and suicides, rare profanity, brief mild sexual innuendo and smoking.

Beyond the Ratings Game: Movie Reviews for various ages

-- OK FOR KIDS 6 AND OLDER:

"The Tale of Despereaux" G -- Richly imagined and old-fashioned in a good storytelling way, this animated feature ought to charm kids 6 and up. There are bits that could scare under-6s, though, such as rats cheering for a cat to eat the mouse hero; the mouse falling into a dungeon, or running a gantlet of mousetraps. These scenes all end safely. The film has flaws: It juggles too many characters, some of whom undergo dizzying personality changes. But most kids can handle that. A ship's rat named Roscuro (voice of Dustin Hoffman) lands at the medieval Kingdom of Dor, where soup is an obsession. Drawn to the palace by the aroma, he falls into the queen's bowl and the lady dies of fright. Chased by guards, Roscuro dives into the dungeon and lands in nasty Rat World. Behind a wall in the palace kitchen, Despereaux (Matthew Broderick) is born in Mouse World. The undersized cutie with big ears dreams of heroism. Banished to the dungeon for visiting the grieving princess (Emma Watson), Despereaux bonds with Roscuro over the idea of valor. Their courage is soon tested.

-- OK FOR KIDS 8 AND OLDER:

"Bedtime Stories" PG -- The script is a messy mix of sarcasm and sentimentality, and the fantasy sequences are homely and incoherent, but "Bedtime Stories" has the Adam Sandler silliness factor that suits kids 8 and older. Sandler plays Skeeter, custodian at a luxury hotel in Los Angeles, which began as a little motel run by his late father (Jonathan Pryce). The hotel owner (Richard Griffiths) doesn't promote Skeeter and the hotel manager (Guy Pearce) aims to keep it that way. Skeeter's divorced school-principal sister (Courteney Cox) leaves her two young kids (Laura Ann Kesling and Jonathan Morgan Heit) with her irrepressible brother while she flies off to a job interview. To keep his sad charges entertained, Skeeter makes up tales and lets the kids add plot twists. The stories start coming true, after a fashion, in Skeeter's real life. There is crude humor, including a tasteless gag about a dwarf. The Heimlich maneuver revives a seemingly dead man. A guinea pig with bulging eyes is more creepy than cute. There is a divorce theme, and a dumb finale that puts child characters in danger.

"Marley & Me" PG -- SPOILER ALERT: This pleasant, if uninspired, adaptation of John Grogan's book has the same ending. We see a beloved pet grow old and ill, be kissed goodbye and euthanized. "Marley & Me" is fine for kids 8 and older, but parents of younger (and some older) kids may consider leaving after an aged Marley recovers from his first illness -- rather than waiting for the teary end. Owen Wilson sidles through his role as John Grogan, who moves to Florida with his new wife Jennifer (Jennifer Aniston), where they've both landed jobs as newspaper reporters. John buys a puppy as a substitute for actual parenthood. The cuddly but untrainable yellow lab Marley (played by 22 different dogs through the film) wreaks havoc even after the Grogans have kids. It's all material for John's column. The film shows Jennifer sad about a failed pregnancy (a test shows the fetus has died). There is drinking, mild profanity, dog poop and neutering gags, gently implied marital sexual situations and skinny-dipping, an unseen violent crime and a stabbing victim who's not badly hurt.

-- PG-13s OF VARYING INTENSITY:

"Valkyrie" (NEW) -- An impossible-to-follow narrative coupled with a miscast Tom Cruise prove fatal to "Valkyrie." Too bad, because high-schoolers (probably not middle-schoolers) might have found the story compelling. The suspense thriller dramatizes a failed 1944 plot by highly placed members of the German military to assassinate Adolf Hitler, take over the government and stop the war. Alas, the script and director Bryan Singer pile confusion upon confusion in sketching the plan and the people involved. Cruise plays (unconvincingly) Col. Claus von Stauffenberg, the key conspirator who places the bomb beneath the table at Hitler's bunker. The plot involves commandeering the Reserve Army to keep the brutal SS out of power once Hitler is dead. There are pulse-quickening moments, but when Cruise's ramrod-straight, eye-patch-wearing von Stauffenberg exclaims "Hitler is the archenemy of Germany!" and similar lines, the movie feels like a parody. There are a couple of intense battle scenes, but few graphic injuries. Von Stauffenberg loses a hand and an eye in battle, but we see this as he's recovering. (He keeps his glass eye in a case, preferring the patch.) There are executions by firing squad, a hanging and suicides, rare profanity, brief mild sexual innuendo and smoking.

"The Spirit" (NEW) -- Live actors crack wise amid computer-animated sets in this tiresome comic book adaptation. "The Spirit" feels like an experiment, not an entertainment. Originated in 1940 by Will Eisner, the Spirit (Gabriel Macht) is a former cop from fictional Central City who is unkillable by knife, bullet or toilet crashing on his head. Clad in black except for a (computer-generated) scarlet tie, he fights crime under cover of night. His nemesis is the Octopus (Samuel L. Jackson), a coroner gone crazy in his lab. In a murky mud flat the Spirit glimpses jewel thief Sand Saref (Eva Mendes) who may have been his childhood sweetheart. Cue flashbacks to the Spirit's early life. But nothing, not poignant flashbacks or airy references to Greek mythology, can breathe life into this movie. There are skull-pounding fights, off-camera suicides, the vaporization of a kitty, guns and explosions, profanity and smoking. OK for teens, but dull.

"The Curious Case of Benjamin Button" -- Even at nearly three hours, this magically spun yarn never loses its charm. In a New Orleans hospital a dying old woman has her daughter (Julia Ormond) read aloud from an old diary -- that of Benjamin Button. The film flashes back to a New Orleans train station clock that runs backward. Benjamin (mostly played by Brad Pitt) is born in 1918. His mother dies in childbirth (bloody sheets shown) and her baby looks like a shriveled old man. His father (Jason Flemyng) nearly drowns the infant, then leaves it at an old folks' home. The housekeeper (Taraji P. Henson) there raises the child, who gets younger-looking as he grows. He becomes a seafaring man, discovers sex (at a brothel), and realizes how fleeting happiness is. He meets and falls in love with Daisy when they are both children, but he looks like an old man. Years later, their lives (Daisy now played by Cate Blanchett) coincide for a bit. There are strongly implied nonexplicit sexual situations and partial nudity, a harrowing car accident, scenes showing war deaths, occasional profanity, drinking and smoking. OK for all teens.

"Yes Man" -- There are a couple of fine moments in "Yes Man," but this darkly comic parable most often resembles a TV sitcom that's trying too hard to be edgy. Jim Carrey plays Carl, a divorced man so despondent he says "no" to everything in life. Then a motivational speaker (Terence Stamp) gets Carl to commit to saying "yes" to everything. In that transformative moment, Carrey shows a touching blend of tears and joy. He says "yes" to giving a homeless man a lift, which leads to meeting the lovely Allison (Zooey Deschanel), but beyond that, too many "yeses" get him into trouble. There is drinking, midrange profanity, and a strongly implied sexual situation involving Carl and an elderly woman that makes the film unsuitable for middle-schoolers. There is milder sexual innuendo, a bar fight and a suicide theme. More for high-schoolers.

"Seven Pounds" -- Teens who are moved by altruism may be drawn to "Seven Pounds," but they'll have to overlook the syrupy glaze director Gabriele Muccino ("The Pursuit of Happyness," PG-13, 2006) pours over everything. Will Smith, looking desolate, stars as tax man Ben Thomas, who seems to have a tragedy in his past, and an agenda. He plots to help people who have problems in their lives and who also owe the government money -- most especially, Emily (Rosario Dawson), who needs a heart transplant. This story couldn't be more predictable. There is rare profanity, a gently implied sexual situation, a strong suicide theme and nongraphic flashbacks to a fatal car accident. Mature teens.

"The Day the Earth Stood Still" -- Teens who want a chilling sci-fi experience should skip this poorly conceived remake and get ahold of the simple, scary 1951 version. In the original film, a spaceship landed in Washington, D.C., and the humanoid Klaatu warned earthlings to stop making war or face obliteration. In 1951, with the Cold War and nuclear weapons testing, it hit a bull's eye. In the remake, the "spaceship" is an enormous glowing sphere that lands in New York's Central Park, and Klaatu sheds a weird outer layer before looking like Keanu Reeves. Yet the glitzy new version is incoherent, with little sense that anything's at stake. People are hurt or killed in a few scenes with some blood, and there is a surgical incision. There are many nongraphic images of destruction. The idea of wiping out humanity could scare preteens.

"Doubt" -- High-schoolers who like tales of moral complexity could be pulled into the world of "Doubt." There's one barnyard curse word and no sex scenes, but the theme is mature. Meryl Streep takes a fine turn as Sister Aloysius, the prickly principal of a Catholic grammar school in the Bronx, circa 1964. She suspects a new priest (Philip Seymour Hoffman) of molesting (though the word is never used) an altar boy (Joseph Foster), the lone African-American student, under the guise of befriending him. With a young nun (Amy Adams) in her corner, Sister Aloysius confronts the priest, who denies it utterly. A battle of wills ensues. There is mention of the boy's father beating him. Priests smoke and drink, and a boy smokes.

-- R's:

"Revolutionary Road" (NEW; LIMITED RELEASE) -- Leonardo DiCaprio and Kate Winslet play an unhappily married couple stuck in a conformist 1950s suburban rut in this emotional roller-coaster drama (based on Richard Yates' novel). Director Sam Mendes lets the film become awfully stagey and studied, but still gets interesting performances. Winslet seethes and suffers as April, who wanted to live an artistic urban life. Instead, she married the very ordinary Frank Wheeler (DiCaprio), who becomes a drone at an IBM-style company. April rages but Frank accepts the life. When the mentally ill adult son (Michael Shannon) of the local real estate lady (Kathy Bates) meets the Wheelers, his assessment of them foretells tragedy -- a great scene. The movie includes an implied self-induced abortion, explicit sexual situations, marital infidelity, toplessness, profanity, and much drinking and smoking. For college-age cinema buffs.

"The Reader" (NEW) -- Kate Winslet gives a risky, intuitive performance in "The Reader," a meticulous (almost to a fault), morally ambiguous film based on Bernhard Schlink's novel. She plays Hanna, a tram conductor in post-World War II Germany, who seduces a teenage boy, Michael (David Kross). During their brief affair she has him read books to her. A few years later, as a law student observing a war-crimes trial of concentration camp guards, Michael is stunned to see Hanna is a defendant. As a middle-aged man (now played by Ralph Fiennes), Michael records books and sends the tapes to Hanna in prison. The film seems to hint, bizarrely, that Hanna's secret illiteracy partly absolves her. Still, the movie is gripping. There are verbal descriptions of an atrocity involving the deaths of women and children, a grim visit to a one-time death camp, a suicide, explicit sex scenes with nudity, and smoking. Ideal for college students.