Antonio Bandares returns to the roll that made him famous, even though he doesn't have a lot of screen time, he always manages to capture your attention whenever he's around. He's brooding, big and he has the loudest gun in the world.

It's plot is a bit complex for a movie like this, there's a lot of characters and there's a side-story that involves a plastic surgery that could've been tossed out, but hey, it gets Willem Defoe in cool bandages so I won't complain too much. I would've liked more shooting, but it manages to feel EPIC. The final battle has military and people warring it out in the streets, 3 Mariachis attempting to save the Mexican president and "El" finally getting revenge and getting "free", it's all fantastic.

The movies full of quirkiness too, from Mickey Rourke hiding his cute little dog from his boss, to Depps strange obsession with pork, it adds lots of humor to the shooting.

And speaking of the shooting, it's SO over the top it can't help but be un-effecting. There's hardly any blood in this thing, which is all good, it makes it easier for the audience members who actually take this stuff seriously.

Is this a sequel? Ummmm, erh...no, not really. It's a sequel the same way Desperado was a sequel to El Mariachi, but who cares about stuff like that? This is a cool flick, and it's nice to have Robert Rodriguez back making real movies instead of kid stuff.

El Mariachi (Antiono Bandaras, Spy Kids), that guitar welding Mexican, is back. This time he's hired by a CIA agent named Sands (Johnny Depp, Sleepy Hollow) to kill a rival named General Marquez (Gerardo Vigil). Marquez it seems has robbed some very important things away from El Mariachi, and so revenge is on his mind.

There are a few other sub-plots to sift through. With a rouge FBI agent (Ruben Blades, Cradle Will Rock), drug kingpin's (Willem Dafoe, Existenz), exiled criminal from the US (Mickey Rourke, 9 ½ Weeks), a corrupt cop from Mexico (Eva Mendes, 2 Fast 2 Furious) and El Marichi's pals (Enrique Iglesias and Marco Leonardi (Texas Rangers)) show up too.

There is so much to sift through in this movie's plot; it took a while for it all to make sense. Who are the good guys? Who are the bad guys? Just what is Willem Dafoe's character up too? All is answered but you need to give the movie enough time, you need to wallow through the confusion, until it all begins to make sense.

What makes this process easier is the wild action sequences. Which are some of the most inventive in a while. With very little CGI and lots of wild camera angles, this is not your run of the mill explosions, and shaky-camera stunts. I especially liked the sequence in which Mariachi and Carolina (Salma Hayek, Frida) are hanging from the side of a building. It's breathtaking and death defying all at the same time.

I also liked how the film keeps its tongue firmly in cheek. This movie is full of laughs and one liners that don't take away from the film. The humor also manifest's its self in some of the more inventive sequences. I loved Sands three-arm routine, and the bomb in the Bass case. Lot's of fun for everyone.

The other saving grace is Depp. Who gets the most screen time, even more than the film's hero does. His character is so layered; you're not quite sure what side he's on. He's funny, a little mysterious, and the only character fully realized in this film. Just to watch him is to appreciate Rodriguez's witty and spry sense of humor and how it translates to the screen. I'd love to see Depp work with Tarantino. Hmm...

Bandaras, Hayek, Dafoe, and Rourke are all but wasted, by the confines of their characters. The script has very little for each of them to do. For instance Hayek' s role is barely a cameo, Rourke's is underdeveloped, and Bandaras just seems to be there to wrap up lose ends.

I liked the movie. The good definitely outweighs the bad. I just wonder how many people will have the patience to give the movie its due. Judging from the large group who walked out even before the movie was over, I just don't know.

Give ONCE UPON A TIME IN MEXICO a chance. It's a meandering route, but at the end of the road it's well worth your time.

***1/2 out of 5