One of the greatest aspects of all the virtual-reality based films that have appeared over the last few years is how, even in their weaker moments, the very premise of alternate realities allows for tremendous creativity and visual innovation. For example, The Matrix, while containing far too many complex ideas for any Keanu movie to process, still dazzled by virtue of its breakneck pace and awesome effects. The same cannot be said for the disappointing Thirteenth Floor, a film that raises the question of why anyone would want to duplicate what is already a bland, boring world. If you're going to allow characters to live in a fantasy, at least make their setting more interesting than a pallid, wanna-be-Hitchcockian-but-failing-miserably version of 1930s noir. It's no wonder all the characters go nuts.

And appropriately, these characters are just as two-dimensional as the premise. The Thirteenth Floor gets credit for attempting to have an intelligent, complicated plot, but when it revolves around this thoroughly uncharismatic group I couldn't help but long for the baffling but droolworthy Keanu. At least he could fly. The main character here is Douglas Hall, a man who gets wrapped up in a murder mystery that finds him inhabiting the body of John Ferguson, his doppelganger in the parallel world. Hall/Ferguson is played by Craig Bierko, a relative unknown who doesn't have enough personality for one character, let alone two. However, he's positively dynamic when compared to the female lead Gretchen Mol, who utters every line like she's struggling to remember it. Even as two dramatically different characters, Mol's performance is so bland and lifeless it makes Mike Myers' Austin Powers/Dr. Evil dual role seem a profound character study in comparison. One is grateful for the presence of the always wonderful Armin-Mueller Stahl and a subdued but still engaging Vincent D'Onofrio as the film's most compelling character. As Ashton, the desperate bartender who is shattered by the notion that his life has been an illusion, D'Onofrio lends the film its only moment of real pathos.

Most disappointing, however, was the look of the film itself. One would think that German director Josef Rusnak would immediately think of the beautiful Metropolis when helming a sci-fi noir film partially set in the thirties; instead, The Thirteenth Floor boasts anemic production design that fails to rise to the movie's intriguing premise. Dark City, a film that is set in the present, captured the noir look with far more skill and imagination. Ultimately, Rusnak's direction proved vague and almost haphazard, as if he had become as bored shooting the film as I had become watching it.

DROOL FACTOR: When the lead is so bland that you start sizing up Armin Mueller-Stahl, you know there's a problem.

GROSS-OUT FACTOR: Nada, and this cellulite Sominex could've used it.

STRONG CHICK FACTOR: None. I kept wishing Matrix's Carrie-Anne Moss would fly in and give deadly dull Mol a kick in the ass.