From main premise to bibbidi-bobbidi-boo finish, The Cooler contains improbabilities; even making allowances for his hunger and innocence, William H. Macy's Bernie Lootz mouths a couple of awfully corny lines; loose threads fly about, and several characters could have been clipped in toto  with no appreciable loss. Yet The Cooler is more than good enough that, willy-nilly, disbelief gets suspended and it works on-screen.

The feature début for director/co-writer (with Frank Hannah) Wayne Kramer has plenty of Vegas' glitz and sleaze, of gambling fever and casino psychology -- from wallpaper and carpets to subliminal sound suggestion -- of chips, bones, cards, surveillance cameras and not infrequent violence. Far better than tedious star-stuffed Casino and more sympathetic than a finely tuned but aloof Bugsy, this one succeeds because, in Macy's words, it "is, at its core, a love story."

There are two-bit crooks and mobsters bigger than belief, scams and venal cops, cocktail waitresses and luxurious call girls, neon, alcohol and heroin, nasty grown children and fake pregnancies. But what engages us and makes it go, is the human, humane and humorous, not to say sexy, relationship between Bernie and wannabe showgirl-cocktail waitress Natalie (Maria Bello).

Advance publicity gives out that, shy, the two stars first had to work into their love scenes fully clothed, fortified by scotch and her perfect ad-lib anatomical compliment. Whatever truth may or may not be here, there is a rare and convincing chemistry.

Having worked together for years in any number of hustling buncos, Bernie and Shelly Kaplow (Alec Baldwin) are firmly in Las Vegas. Speaking in the mannered requisite post-Brando capo whispery rasp, chipmunk-cheeked and bulky Shelly has risen faster and farther. Though it will be tricky to pin down what lurks beneath his surface, he is erudite among gangsters, goons, airheads and addicts and runs Asian-decorated Shangri-La/Paradise Lounge (filmed in The Flamingo Reno), the last stand of the Strip's good old-fashioned gambler-friendly casinos. Fiercely rejecting the trend of "Epcot Center" theme-park dens, he stakes profitability against mob backers' visions of a revamped, more competitive Golden Shangri-La.

To save his place and his position, he needs to retain Bernie, self-proclaimed all-round loser, jinx, bad luck charm. Trailing his gloom cloud, the latter is a "cooler," one whose natural bad vibes sour the luck of winning customers. With the face of a beagle, he never misses, gimping from one troubled table to another -- Shelly kneecapped him, to stop a losing gambling addiction -- but, past debts just about repaid, he plans to leave.

Sleeping by day in a down-at-heels motel alongside sexually noisy neighbors, this sad sack silently hides his love wounds. So, too, does Natalie Belisario, the waitress he helps out once or twice with influence. 

Foul-mouthed like most of the crowd except Bernie -- his single obscenity is therefore more effective -- she is nonetheless vulnerable, kooky and an astrology nut. Finding that he has six days (rather, nights) left, she cuts to the grain and beds him. She falls for him, and, just as a physical reminder of his painful love past comes on scene, she, too, unclosets her love-skeletons, although not until later will she disclose a more recent, dangerous secret.

Possibly because the incident shows an aspect of Bernie -- and, equally important, of Shelly that his friend has unrealistically not realized in all these years -- the inopportune reappearance of son Mikey (Shawn Hatosy) and his love complication, is included here, though it would have been better left out. But this and other flaws pass unnoticed, for the warm, growing bond between "losers" Bernie and Natalie captures us.

Difficulties there may be, with solutions a tad stretched, but after all this is a nighttime world, where players fall into bed at dawn. Nothing bad, one feels, should happen to such lovers, with such a score of classic songs (one sung by Paul Sorvino as Buddy, a short but effective bit that recoups his embarrassing ethnic shtick in Mambo Italiano). They will ride off into the sunrise, where a saner outside world of happiness awaits.

As the sign says, "Take a Gamble on Paradise."

(Released by Lions Gate Films and rated "R" for strong sexuality, violence, language and some drug use.)