Maybe it’s just me. But whenever I see a movie with flashback after flashback after flashback, my brain reacts with a troubled "Whoa!" I start losing track of the main story --- and worse, I stop caring about the characters involved. Spy Game, an espionage thriller staring Robert Redford and Brad Pitt, had this effect on me. Because I’m usually fascinated by movies of this genre, I felt cheated. Three Days of the Condor, also starring Redford, is one of my all-time favorite spy films, and I try to catch it every time it’s shown on television. Guess I should have watched Condor once more instead of wasting my time viewing Spy Game.

Besides those annoying flashbacks showing how CIA officer Redford recruited protégé Pitt (The Mexican) into the spy business, the film’s intrusive camera tricks bugged me a lot. I found myself paying more attention to how everything was photographed than to the plot. When Redford and Pitt confront each other on a rooftop, the cameras circle around them like a Busby Berkeley musical. A big problem for me here --- especially since all I can remember is getting dizzy, when I should have been concentrating on the characters and their dialogue.

Although finding no fault with Redford and Pitt as daring players in the game of global intrigue, I wanted these fine actors to have more scenes unencumbered by cut-away shots, incongruous background music (Vivaldi’s "Four Seasons Concerto #1" accompanies the men on their mission in war-torn Beirut!), and sophomoric dialogue. When Redford tells Pitt his "high-tech" necessities as a spy include "a pocket knife, a stick of gum, and a smile," I wondered if I was watching Spy Kids, not Spy Game.

In all fairness, this film opens with an exciting escape plan inside a Chinese prison. When Pitt’s rescue attempt fails, he’s arrested and scheduled for execution. The rest of the movie involves Redford’s efforts to make sure his former friend stays alive, and action shifts to a government conference room and office building --- except for those darn flashbacks. Bringing life to the generally dull interrogation proceedings, Stephen Dillane (from BBC’s The Cazelets) portrays Redford’s nemesis, a suspicious colleague. With his sneering facial expression and exquisite vocal inflections, Dillane steals all his scenes.

Catherine McCormack (Dangerous Beauty) enters Spy Game during the second half of the movie, adding a welcome touch of mystery. It’s no surprise when Pitt’s character, now undercover as a photographic journalist, falls for her. She’s lovely, works for a humanistic aid organization, and appreciates his help. But, as Redford asks Pitt, is she using him? What is her relationship to terrorist groups? Why can’t she return to her own country? McCormack’s intelligent performance aroused my curiosity about this enigmatic woman.

Do the talents of McCormack, Dillane, Pitt, and Redford make Spy Game worth seeing? Not to me. The film’s pretentious camera tricks and confusing flashbacks overshadow their performances. Still, because the movie deals with compelling themes like friendship, loyalty, and betrayal, I almost regret giving it such a negative review. But, hey, in the movie game, I gotta call ‘em like I see ‘em.

(Released by Universal Pictures and rated "R" for violence and language.)