I so wanted Hail, Caesar! to be as good as its trailer. It had all the ingredients that would delight this film nerd: references to movie situations and characters that I would get and most everyone else wouldn’t (appeal to pride there), beautiful lush cinematography by the great Roger Deakins, direction by the Coen Brothers, one of my favorite directors (or directorial teams, to be accurate), and a musical number that pays homage to the kind of musicals I’m writing a book about.

What could go wrong? You have George Clooney, the underrated Josh Brolin, Scarlett Johansson, Ralph Fiennes, Tilda Swinton times two, Frances McDormand, Channing Tatum doing some legitimate dancing, Jonah Hill and a variety of talented character actors.

A great topic—Hollywood in the early fifties, at its most bloated. All these talented people. Two Oscar-winning directors. But it just doesn’t fall together. The main delight comes from all the different side stories—which is exactly the reason this film ultimately doesn’t work. Too many ideas given too much weight:

• A subplot about the communist threat (after all, this was at the height of the House Un-American Activities Committee paranoia)
• An Esther Williams-like swimmer/diver who gets pregnant
• A singing cowboy who is shoved into an elegant costume drama for which he is woefully unprepared
• A Gene Kelly-like dancer who turns out to be somewhat different from what we expect
• Tilda Swinton playing, essentially, Hedda Hopper AND Louella Parsons, the Hollywood gossip columnists of the day
• A kidnapping of a major male movie star, who is making a Biblical epic on the scale of The Robe or Ben Hur.

The reason I put that last plotline, which the trailer highlights, at the end of the list of subplots because that is what it is basically is. The real “story, “ if there is a central story, is the story of Eddie Mannix (Brolin), who is a fixer for Capital Pictures. (The character is obviously named after the real M-G-M fixer named Eddie Mannix, who was far more dangerous and disreputable than his cinematic namesake. The real Mannix may have been responsible for the death of his wife and may well have had an involvement with the death of TV “Superman” George Reeves.) This film’s Mannix is a Catholic confess-aholic whose main vice is apparently smoking. Brolin’s character “fixes” a number of problems for his studio, but is nowhere near as dark as the real Mannix.

Mannix’s struggle with religion is perhaps one of the most fascinating and disappointing aspects of Hail, Caesar! The film opens aurally with heavy religious music and visually with a crucified Christ on the cross. As in several of their previous films, the Coen Brothers aren’t afraid to go into some depth on religious and spiritual issues. But while there is real humor behind the discussion of four different religious leaders on how they respond to the Hail, Caesar! script (the film doubles as the name of the Biblical film that the Clooney character is starring in), the film settles for superficial humor at the expense of some resonance that might have helped the film.

Though the Mannix story is first presented as central, there are simply too many rabbit trails and subplots that are given too much bulk. A film going after (in the lightest comedic sense, of course) Old Hollywood has a lot at its disposal for anything from satire to ridicule, but the casting of major stars and the amount of time given to the subplots makes this a film that is less than the sum of its parts.

What a film like this needs to work well is forward momentum and tone. Mannix’s story promises to be the central thread, but it becomes the main subplot instead. We lose momentum constantly when we veer off into side stories with big stars doing a great job creating what amounts to films-within-the-film. Even Jonah Hill, in the film for a moment, is more of an amusing distraction than an addition.

The film scores a little higher on tone, which is a high-wire act in a film that’s serious and not at the same time. Most of the actors do well in this regard. Clooney is back in his goofus mode that worked so well in his earlier Coen collaboration, O Brother, Where Are Thou? Brolin keeps things on the ground with a solid, once-removed-from-reality performance that could have held the film together with a more integrated screenplay. Scarlett Johansson as “Esther Williams” is both too much and too little. She brings such authority to her character on the screen that we want more of her story, but we don’t get it. What should have been something of an aside becomes something of a major plot point that we end up missing.

Probably the best performance in the film aside from Brolin’s is Alden Ehrenreich (Beautiful Creatures, Blue Jasmine), who plays Hobie Doyle, the Gene Autry-like singing cowboy. Again, there’s both too much and too little of him and his story, but as a fresh face and someone who seems to nail the acting tone the Coens were looking for, he is a delight in every scene.

Bottom line: There are too many good actors given too much time to flesh out their characters and broaden their subplots. This plays havoc with the attempted tone of lightness and energy, and eventually pulls the film into too many directions, slowing and weighing it down in the process.

There are joys, of course. Johansson’s character is a hoot. Ehrenreich’s is a joy to have on screen. And yes, Tatum can dance and even sing, though what should have been a quick and delightful scene goes from great to fey to gay, with a scene extension that wipes out the happy memories of the previous few minutes. Then what happens to Tatum’s character is beautifully photographed and overdone in both direction and plot, sending the film in yet another amusing/confusing direction.

With all the inside jokes and the real satire of overstuffed historical epics, the Red Scare subplots and substitutes for real stars such as Esther Williams, Gene Kelly and Carmen Miranda, this film provides the fodder for many a film studies paper. It could have been a much better picture. It could have continued the Brothers’ seeming genuine interest in religious/spiritual issues. It could have made either more or less of the communist/capitalist theme, which again was both too much and too light. It could easily have done with lesser stars and a central plot that held the side stories together. As it is, it’s genuinely funny at times for those with a strong understanding of Hollywood history and occasionally amusing for the rest.

Channing, keep up the hard work. Alden, we want to see more of you on screen. Scarlett, is there anything you can’t do? Josh, you seem to always be in someone’s shadow (Clooney, Sean Penn, Jeff Bridges, Javier Bardem, Barbra Streisand); you’ll get your big shiny role someday. Joel and Ethan: Now that this is out of your system, don’t abandon the idea. Just get a stronger central story, forget about all the stars willing to work with you, and try this once more.