CORRUPT COPS PUT `L.A. CONFIDENTIAL' OVER THE TOP.

Byline: Amy Dawes Daily News Film Critic

In 1950s Los Angeles, all the world's a soundstage, and celebrity's the most addictive drug around, or so it seems in this savory, stylish adaptation of the James Ellroy crime drama.

Flawed, attitude-laden characters, pungent dialogue and performances to remember make this a movie-lover's dream, a sardonic but infatuated portrait of a city on the move that, like its own doomed starlets, held the nation in thrall. Some viewers will be put off by an abundance of shocking violence, but that aside, this is one of the gems of the season.

A Los Angeles police department with a mandate to clean up its act is at the center of the drama here, as brown-nosing newcomer Ed Exley (Guy Pearce) comes face to face with the entrenched thuggery of the out-of-control department.

Exley wants to climb the ranks, and when the cop shop explodes in a Christmas Eve scandal, his cold-blooded political maneuvering earns him the respect, if not the liking, of the higher-ups.

It also puts him on the wrong side of journeyman cop Bud White (Russell Crowe), a hot-tempered set of muscles who's somewhat redeemed by his two-fisted concern for women in trouble.

Their coolly pragmatic boss, police Capt. Dudley Smith (James Cromwell), is soon playing one of them against the other as they compete to find the gunmen in a bloody restaurant massacre. And that trail intersects with others in a web of West Coast corruption as dense as the one in ``Chinatown,'' if not as believable.

Unlike the earlier Los Angeles classic, which explored the twisted roots of empire, ``L.A. Confidential'' invests in a metaphor of Hollywood as glorified prostitution ring, from the corruptible, publicity-addicted cops to a sly subplot about a studiolike stable of call girls who've been surgically altered to look like movie stars.

Also in the mix is suave ``celebrity'' cop Jack Vincennes (Kevin Spacey), who gets his joy from his role as adviser on a ``Dragnet''-like TV show, and his associate Sid Hudgeons (Danny DeVito), a tabloid editor who's not above setting up a scandal to get a scoop.

The script, by Brian Helgeland and director Curtis Hanson, does a remarkable job of melding Ellroy's themes and characters - from a seemingly unadaptable novel - into a cohesive, fast-paced whole, adding tart, memorable dialogue along the way.

``Go back to Jersey, Sonny,'' the Irish police captain tells a suspected mob henchmen as he's roughing him up. ``This is the city of the angels, and you haven't got any wings.''

``You're the first man who hasn't told me I look like Veronica Lake inside of a minute,'' a femme fatale (Kim Basinger) tells a tough cop (Crowe.)

``You look better than Veronica Lake,'' says the cop.

Photographed in distinctive style by Dante Spinotti, with the saturated colors of an Edward Hopper painting in some scenes, the giddy neons of a more innocent era in others, the movie's a visual pleasure, shot on location and redolent of an era when L.A. seemed a more storied, romantic place.

Its stylishness aside, the soul of the story, and the real source of its classic feel, lies in the relationship that develops between Basinger, as the Veronica Lake look-alike call girl, and Crowe as the troubled cop who sees her bruised soul as kindred to his.

The roles are gems, and Crowe, an Australian actor in an American part, is a standout, managing to convey integrity as well as lawlessness; tenderness as well as brutality, and a Mel Gibson-like masculinity and complexity.

Basinger, too, has never been so in command of her technique: She's masterful in scenes where she coolly stands up to bullying cops, heartbreaking as she opens herself up in others.

And there's tough competition among actors here: Both Spacey and Cromwell do bravura turns, DeVito is as zesty and comical as only he can be, Strathairn is quietly powerful, and the supporting roles are memorably cast.

Hanson, who previously made the chiller ``The Hand That Rocks the Cradle'' and the underrated actioner ``The River Wild,'' masters another genre with this hard-boiled crime drama. As a director, he's uncommonly good at bringing out the most riveting aspects of the stories he tells. Despite its overdone violence and excessive length, there's a potency of vision in ``L.A. Confidential'' that seduces.

THE FACTS

The film: ``L.A. Confidential'' (R; profanity, violence, sex, nudity).

The stars: Kevin Spacey, Russell Crowe, Guy Pearce, James Cromwell, David Strathairn, Kim Basinger, Danny DeVito.

Behind the scenes: Directed by Curtis Hanson. Written by Brian Helgeland and Curtis Hanson, based on the novel by James Ellroy.

Running time: Two hours, 16 minutes.

Playing: Citywide.

Our rating: Four Stars.