Sharp casting does a lot to lift this one well above the average TV-to-movie adaptation. Steve Carell as Max, Anne Hathaway as 99, and Adam Arkin as the Chief are all just right for their roles; as are (in briefer appearances) Bill Murray as Agent 13 and Patrick Warburton as Hymie. Only Terence Stamp disappoints as Siegfried, playing the part a bit too straight and not quite getting the same comic tone as the rest of the cast.
There's one key decision in the setup that I think hurts the movie a bit. As the movie opens, Maxwell Smart is a skilled analyst for CONTROL, one of those guys who listens to the satellite chatter and writes long reports that no one bothers to read. But when the evil KAOS discovers the identities of all the CONTROL field agents, Max finally gets his chance to leave office work behind.
Making Max a first-time field agent changes the character from the incompetent bungler of the TV series to an inexperienced bungler; it's a subtle distinction, but an important one, and it creates a different brand of humor. It also changes the Max/99 relationship. No longer is she the long-suffering partner whose affection for Max gives her the patience to keep fixing his mistakes; now she's the annoyed partner who doesn't want to be teamed with a rookie and has very little patience for his blundering about.
On the other hand, the movie does a good job of mixing slapstick humor -- Carell has a charming comic dance scene with a hefty partner -- with a solid action caper. A climactic chase involving a small airplane and a race to Disney Hall works just as well as similar scenes in most of the serious action movies we've seen in recent years.
The movie's doing well enough that there will surely be a sequel. I'm hoping it brings a nice big role for Hymie.
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