Imagine Goodfellas streamlined and dumbed down for a bunch of spoiled California rich kids and there you have Nick Cassavetes' crime-thriller wannabe, Alpha Dog, starring a cast of hot young actors and with some blink and miss performances by Bruce Willis, Alan Thicke and Sharon Stone. Of course, the movie's stupidity is nobody's fault besides the story's characters who are based on real life individuals who were involved with notorious FBI fugitive Jesse James Hollywood--and apparently way in over their heads, as far as understanding how real crime works. The premise is an interesting one, as it gives a whole wicked spin to the studio-friendly "teen movie." Indeed, Alpha Dog is morbidly different from the typical teen flick and has a very provocative hook: How did a crime with this many witnesses go so far? The film introduces us to each and every witness that dumbfoundedly looked on as a potential crime was unfolding in front of their eyes and did nothing but giggle and shriek, like Beverly Hills 90210 morons. Every seemingly insignificant character and eyewitness is introduced by name, each believing the whole scenario to be a little off, but never quite realizing that one day the store would make headlines.

Alpha Dog has a lot of talent involved and surprisingly sees some good performances by practically all cast members--yes, even Justin Timberlake who stars as one of the less idiotic wannabe gangsters, Frankie Ballenbacher. (And of course, that's not saying much) The younger stars here actually out-act all the A-list talent involved, as Sharon Stone and Bruce Willis ham up their small roles to no great effect. The real discovery here is the ensemble of amoral hoodlums, opening and fizzing like a can of Goodfellas Lite.

Alpha Dog is directed by Nick Cassavetes, who is a moody talent to say the least, occasionally directing quality films and occasionally appearing in B-video trash as an actor. Interestingly, as much attitude as all the characters have in this film (swearing incessantly, striving be alpha males, and dabbling into drugs and crime) Cassavetes as a director seems strangely laid back. Aside from the language, Alpha Dog is possibly one of the cleanest, and friendliest crime-dramas we've seen lately. He films this very in-your-face saga like a made-for-TV drama and watches helplessly, as though a victim himself, as all the events unfold to no particular epiphany. Forget the epiphany--there's even a lack of drama in the film.

Santa Barbara County Deputy District Attorney Ronald J. Zonen served as the film's unofficial consultant, to make sure all the facts were straight. Unfortunately, it also seems as if Zonen were the film's unofficial director over Cassavetes. Alpha Dog plays like a court-trial, made-for-the-jury movie, with lots of evidence and reporting, but no zest, power or Americana commentary that we would expect from a better director.

Alpha Dog won't bore you, but with such inept made-guys like this, you would probably prefer to deal with Scorsese or Tarantino's boys. They know how to kill you in style. Grade: B-