Flashy and full of camp, Gangster Squad borrows elements from The Untouchables and L.A. Confidential to poorly recreate what we’ve already seen before. Based on the book, Tales from the Gangster Squad, written by Paul Lieberman, director Ruben Fleischer has given audiences a generic, mediocre fun look into the mob genre by presenting a big picture told simply and leaving many questions unanswered.

What Gangster Squad has going for it is the cast – they couldn’t have done a better job. Sergeant John O’Mara (Josh Brolin) is Batman while Mickey Cohen (Sean Penn) is the Joker. They are the epitome of good versus evil. Both actors work very well to balance out the narrative, while the rest of the characters fit wedged between their worlds. Everyone has great chemistry together, each with their own purpose and charisma. Even Nick Nolte, with not much to do, holds it together. (Can anyone even understand what he’s saying anymore?)

But let’s get down to it. Gangster Squad is about two-thirds of a good film. Right before the big showdown, the movie begins to unravel at the seams. Plot holes pile up one after another and you’re forced along for the ride. Everything begins to become fairly predictable in the end, but nothing ever seems justified.

Don’t get me wrong, Gangster Squad can be a fun ride if you go in looking for some shoot ’em up action with little substance. I was on board in the opening sequence with Josh Brolin going to town on some baddies. There’s a lot to love about the cast (besides Sean Penn’s nose and Ryan Gosling’s accent), the interactions between characters, the music, and the semi-witty dialogue. But nothing feels fresh or inventive with The Untouchables or L.A. Confidential looking down on it.

Gangster Squad puts a lot of great things on the table, but never successfully utilizes their full potential. Needless to say the film was stuffed to the brim with subplots. There’s a baby on the way for O’Mara, but he’s more dedicated to his job than to his family. Sgt. Jerry Wooters (Ryan Gosling) becomes infatuated with Cohen’s mistress/etiquette tutor Grace (Emma Stone). And Officer Conway Keeler (Giovanni Ribisi) has joined the Gangster Squad to create a better future for his kid to grow up in. All great things, but none of them fully fleshed out, which we could most likely fault the screenwriter, Will Beall.

O’Mara’s family life is introduced heavily in the beginning, but he is written so incompetently that his wife has to choose the members of his police force for him. She is a loving wife played by Mireille Enos, but the pressure of the squad on their marriage is seen vaguely throughout the course of the movie until the end. The Stone-Gosling relationship feels forced and we are never given a reason to root for these two to be together other than the fact that they are two attractive white people living in LA. These two actors have great chemistry, but there needs to be conviction that they belong together.

Out of respect for the families who were affected by the the Aurora, CO massacre, everyone involved agreed to reshoot an integral scene that involved a movie theater – this now takes place in Chinatown. But even with the replacement of this scene, Gangster Squad still feels incomplete.

What really frustrated me was the action. To me it was difficult to follow. There were a lot of action scenes that were shot very close to the characters, which made it hard to get a handle on where everyone was, especially in one particular car chase scene. Ruben Flesicher did a superb job with the slow motion action in the opening sequence of Zombieland, but here it feels unnecessary, as if Zack Snyder was looking over his shoulder.

Gangster Squad is not a perfect movie by far. For as fun as it is, the overall conclusion is a surprising disappointment. Don’t go in expecting this to be the next brilliant crime drama, but there are decent character moments that are a credit to the cast. The same cannot be said about the plot, which tears itself apart from the inside.

Grade: C-

Keep reading to check out more observations in Spoiler Territory:

One thing that grinds my gears is that we are never told how Mickey Cohen found the location of the Gangster Squad hideout. Mickey Cohen learns about the bug planted in his home and magically locates their hideout because it was a short range bug? How short is short range? Did Mickey Cohen’s goons go knocking on every door? Was their hideout in his backyard? I can understand the plausibility of finding the bug, but their ability to finger the location of the Gangster Squad in that short amount of time was a bit bewildering.

And to build on that. It is never explained how Mickey Cohen knew it was O’Mara who was leading the group. We could assume that he assumed that it was him based on O’Mara’s earlier actions in the film and his ties with Nick Nolte. But before we can come to that conclusion, a hitman appears at O’Mara’s house and starts shooting up the joint without any rational explanation of how Cohen picked him as the ringleader.

Right before the big shootout in the end. Grace stops by O’Mara’s home because she knew Jerry would be there? That’s great and all, but how did she know where O’Mara lived? She just shows up out of the blue to a location she had never been before. Sure that may just be nitpicky, but come on.

When Mickey comes to find Grace after he believes she is an informant to the Gangster Squad, how did he know where she would be and who she would be with? We’ve never seen Mickey interact with Jerry’s friend who was hiding Grace and there is not a single hint that Mickey knows who he is.