GORGEOUS `SKY' HAS LIMITS.

Byline: Glenn Whipp Film Critic

DAZZLING to watch, difficult to give in to, ``Sky Captain and the World of Tomorrow'' uses newfangled technology in the service of old-fashioned Saturday-morning serials with decidedly mixed results. The movie has no sets, no locations, just actors against blue screen, with more than 2,000 effects shots simulating the fantastic worlds around them. The sepia-toned fruits of this ambitious labor sometimes feel like ``Flash Gordon'' by way of Guy Maddin - visually arresting, but also chilly and off-putting.

Writer-director Kerry Conran clearly has a great eye and fertile imagination as well as an avid appreciation for a wide range of fantasy material. ``Sky Captain'' draws on Fritz Lang and the aforementioned ``Flash Gordon,'' as well as ``The Wizard of Oz,'' ``Lost Horizon,'' ``King Kong,'' Jules Verne and ``Star Wars'' and ``Raiders of the Lost Ark'' (the latter two, of course, being inspired by their Depression-era predecessors).

But in concentrating on the film's visual splendor, Conran has skimped some on the adventure story. And as the movie's action becomes more far-flung and - dare I say - ridiculous, all the effects work begins to wear a bit thin. In this respect ``Sky Captain'' brings to mind George Lucas, a man brilliant at creating other worlds, but whose movies have characters and repartee that are ``Howard the Duck'' rather than Howard Hawks.

Jude Law and Gwyneth Paltrow do the best they can within the confines of the material. Law plays the title character, a boyishly handsome aviator who teams up with glamorous newspaper reporter and former flame Polly Perkins (Paltrow) to investigate the disappearance of several prominent German scientists. The trail leads them into encounters with Iron Giant-like robots, manta-ray-style airplanes, Shangri-La, floating air strips, a retro-futuristic Noah's ark and a disembodied Laurence Olivier.

The leads nicely underplay the heroics and the simmering romance, but the relationship between the two characters is never as diverting as the shine on Paltrow's golden hair. The brief, third-act appearance of Angelina Jolie wearing an eye patch and dominatrix leather adds some much-needed spice. Unfortunately, her clipped-English-accent officer (``do be a good boy and obey'') only sticks around for a few minutes, leaving ``Sky Captain'' to peter out in the embers of its own silliness.

Glenn Whipp, [phone]

glenn.whipp(at)dailynews.com

SKY CAPTAIN AND THE WORLD OF TOMORROW - Two and one half stars

(PG: stylized sci-fi violence, brief mild language)

Starring: Jude Law, Gwyneth Paltrow, Angelina Jolie.

Director: Kerry Conran.

Running time: 1 hr. 47 min.

Playing: Wide release.

In a nutshell: Old serials meet new technology with mixed results.

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Photo:

Gwyneth Paltrow and Jude Law star with a cast of digital thousands in ``Sky Captain and the World of Tomorrow.''