David O. Russell's first film, 1994's wholesome incest story "Spanking the Monkey," was released to some acclaim, though I thought it made too many concessions to conventional (read distributor) morality to work well. It was slow and repetitious, and ultimately just too bland. After all, if you're going to do masturbation and incest, you should do it right; give no quarter, take no prisoners, whatever.

His second film, the 1996 "Flirting With Disaster," was a more sophisticated comedy, looking at dysfunctional families from the point of view of an adult adopted son. It had some marvelous comic moments, with his parents and their present spouses demonstrating the true price we all paid for the pleasures of the sixties.

And now, in Monty Python's words, for something completely different. In his third time out, Russell has written and directed a strange and fascinating war film that seems intent on incorporating every possible approach to the concepts of good, evil, morality, loyalty, and half a dozen values that I probably haven't even heard of. And then he's shoehorned them all into an hour and fifty minutes of screen time.

It is early 1991, just after the Gulf War has been concluded to George Bush's satisfaction. American soldiers are celebrating in the vast flat desert of southern Iraq, when one of them finds a map -- of what? to where? -- to gold bullion, as it happens, taken by Saddam's men from Kuwait and now hidden in a desert bunker. Special Forces Major Archie Gates (George Clooney) picks up a little ragtag group of three enlisted men for what looks like a morning's work, to find the gold, steal it for themselves, and be back in camp for lunch.

Of course nothing goes as planned, and soon the caper turns into a miniature of every war ever fought. The men are confronted at every turn with easy questions that have hard answers, sometimes no answers at all. They find that anti-Saddam Iraqis are not in any way in charge, that the Republican Guard has already overpowered them and is quite willing to take on this little group of Americans as well. They begin to confront the moral questions -- gold or people? kill or spare lives? -- and then the tables are turned. They are no longer in control, if ever they were. They sink deeper into the quagmire and it's harder to escape back to whatever it was, whatever they were, a moment before they decided on this adventure.

It's obvious the film could have been simplified and made as either a straight tragic statement or a comic caper. Either version is here in the premise, and available to a conventional filmmaker. On the other hand, a mature artist, a Kurosawa with "Ran," for example, would have given us the ambiguities, the unspoken overtones that are a lesson in life and death for all of us. Russell, who at 41 is neither here nor there, has chosen to give us an unending series of scenes in which his actors must make moral choices. To go or not to go. To save the anti-Saddam people or save themselves. To kill after the peace agreement has been signed or to walk away. It's both more than the audience needs and less than the film needs. The constant piling up of choices, the compression of a lifetime's lessons into a day and a place, with characters who are just not complex or interesting enough, has been too hard for Russell, certainly at this stage in his career.

What he's done instead is rely on cinematography, editing, and music. The director of photography is Newton Thomas Sigel, who did brilliant work on "The Usual Suspects" and "Brokedown Palace." Sigel has captured the grain of life and death on a flat desert under the winter sun, mixing film stocks and being unafraid to hide his subjects and make us search for them. The editing, by Robert K. Lambert, is almost too visible to be effective. There are too many slo-mo shots, too many cutcutcutcutcuts within a single shot, and too many shots held a beat too long. The music, by Carter Burwell, who does the Coen brothers' films, is a good mix of contemporary (1990) radio hits and original bridging. The actors -- Clooney, Wahlberg, Ice Cube and Spike Jonze -- do better than the flat script deserves, with particular praise due Said Taghmaoui as a Republican Guard who interrogates Wahlberg and lays out the film's ultimate questions.

One last point. The title is strangely misnamed, since there are actually four protagonists and not three. The working title during production ("Spoils of War") would have done much better.