Walter Hill's Last Man Standing looks great. It's painted in shades of orange and yellow, while dust hangs in the air and a thick layer of grime works its way into every crack. You can almost feel the grit between your teeth.

(©1996 New Line Cinema)

In this desolate Texas town, connected to the outside world by only a simple gully of a road, yellowed wallpaper peels back from chipped walls and sun-whitened clapboards flap in the constant howling wind.

Jericho is a God forsaken town. A sign on the road proclaims a population in the thousands, but that figure has been crossed out and a new one scribbled in: 57. Jericho screams ghost town like a banshee.

Most of the inhabitants work for the two Chicago gangs in town, who slug it out for the bootlegging territory. Into this uneasy mix drives a stranger. Dust blankets his windshield. He pulls off the main road and the ominous, empty shapes of the town loom ahead. On Main Street, he slows to a crawl and steers around a dead horse covered in flies.

(©1996 New Line Cinema)

In these opening minutes of the movie, director Hill and cinematographer Lloyd Ahern create a foreboding, oppressive atmosphere that threatens to suffocate or bludgeon every living thing in its path. Part spaghetti western and part gangster drama, Last Man Standing swaggers with the confidence of a WWF wrestler, reveling in the incongruity of placing Chicago gangsters with thick Italian accents in the middle of a dry-as-a-bone western town.

It's great atmosphere, but unfortunately that's all we get in Last Man Standing. When the action starts to unfold, which is only minutes after Smith (Bruce Willis) sets foot on Main Street, the movie begins on a downward spiral. Unlike the movie's predecessors, Akira Kurosawa's Yojimbo and Sergio Leone's A Fistful of Dollars, Last Man Standing doesn't opt for a leisurely pace. Unlike the laconic atmosphere of a spaghetti western, Last Man Standing lunges from one scene to the next hardly allowing time for any rest in between. Unfortunately, the scenes themselves drag, with dull-witted dialog and portentous pauses.

(©1996 New Line Cinema)

When the characters start talking and the drama starts to unfold, we get men striking macho poses and acting as if they didn't have brains in their heads. This movie is filled with some of the stupidest characters on record. The gangs want the stranger out of town. So what do they do? They slash his tires.

Hill, however, is no doubt aware of the stupidity on display and it is part of the strategy as he upsets our expectations by supplying not an iota of wit between the two gangs. But the stupidity overwhelms the movie. At first the incongruity of gangsters in the West is amusing, but this conceit wears thin after only a few minutes. All the movie then has to offer is dicey-handed gun play, with Bruce Willis acting like Chow Yun Fat lost from a John Woo movie. "You shot some of our guys!" screams one gang member. "The ones that deserved it," says Smith in a scratchy growl.

He plays one gang against the other, creating situations where he can take their money as a bodyguard and then step back while they kill each other. Along the way, he sees the opportunity to right a few wrongs and free the town from organized crime.

But gangsters without walls and buildings and the weight of a city become insubstantial, giving John Smith nothing of consequence to fight. The hails of bullets, smashed windows, and splintered doorjambs don't add up to much. As a result, the characters seem small and pathetic against the immensity of the landscape, belittling any heroics that Willis can manage.

John Smith provides voice-over narration but he remains a cipher throughout the movie. The narration might allow us inside his head, but all we get are dry homilies, such as "Everybody ends up dead. It's just a matter of when." Even with actors such as Bruce Dern (as the town's sheriff) and Christopher Walken (as a psychotic hit man), the drama grates and never acquires much momentum.

One of the pleasures of Yojimbo and A Fistful of Dollars came from watching Toshiro Mifune and Clint Eastwood eliminate the corrupt influences like avenging angels. But Last Man Standing provides little thrills. All the fights play out as rigged, staged affairs, like you'd see on a tour of a studio backlot. The artificiality overwhelms the action.

Last Man Standing is a text book example of how to take great material and fashion a bad movie.