BERLIN (Variety) - Proving again that war is hell, and some war films are, too, Jean-Jacques Annaud's ``Enemy at the Gates'' takes a great setting, some resonant themes, a turning point in 20th-century history -- and bleeds them of all power with bad dialogue and uninspired direction.

Though visually impressive, the reputedly $95 million production - mostly financed by Teuton companies and shot entirely within Germany -- shows a consistent inability to generate any kind of drama when characters open their mouths, and suffers from some spectacular miscasting in its higher reaches. Decidedly European in look, narrative and tempo, and with little for American audiences to empathize with, pic looks likely to be an early casualty in wide release Stateside, due March 16; outside the U.S., business looks likely to be spotty, with weakest legs in territories where audiences can actually understand the bad English dialogue.

Though not credited on screen, title comes from William Craig's book ``Enemy at the Gates,'' about a duel between a Russian shepherd and a German nobleman during the Battle of Stalingrad (1942-43), one of the great turning points of World War II in which the Germans finally were defeated in their march eastward by stubborn resistance from the Russians.

Annaud and co-scripter Alain Godard (``Quest for Fire,'' ``The Name of the Rose'') were given access to the original files of the Russian -- Vassili Zaitsev -- but found a conflicting series of legends and stories that they fashioned into a screenplay.

On paper, the pic's blueprint is promising: A duel to the death in a bombed-to-hell city between a German nobleman and a Russian peasant; a love triangle among a woman, the peasant and his friend in charge of Soviet propaganda; a background of Germany's most disastrous military defeat and the unimaginable suffering and slaughter of the city's Russian population; and the feel of being on a cusp of history -- the winter of 1942-43 -- which Nazi Germany entered at the height of its powers but exited on the decline.

However, on almost every level Annaud, as both director and co-writer, drops his main cards. Pic has no sense of history, even less of the city's physical geography or everyday life of its population (unlike Joseph Vilsmaier's 1993 ``Stalingrad''), and features three massively miscast Brits in leading roles, notably bright-eyed, pretty-as-a-picture Jude Law as Vassili from the Urals.

The only real human drama on screen lies in Ed Harris' interpretation of the German marksman, Koenig, a perf in which dialogue is -- wisely -- mostly dispensed with and the actor is left to create a character from looks, brief exchanges and, mostly notably, real screen charisma. In a nod to the otherwise Euro casting, Harris also flattens out his American accent.

After a brief pre-credits sequence that we only later realize is Vassili as a child hunter-marksman back home in the countryside, pic proper opens on Sept. 20, 1942, with a 10-minute sequence clearly inspired by ``Saving Private Ryan'' in which Vassili (Law) is transported to Stalingrad by train and shipped into the bombarded city across the River Volga (town is present-day Volgograd). While lacking the sheer visceral clout of its equivalent in ``Ryan,'' it's an undeniably impressive opening, with good f/x for the shattered Russian burg and a realistic feeling of shooting fish in a barrel as Russian relief troops are shipped across the River Volga and then battle their way up the exposed banks into the city's heart.

On the way, Vassili picks off five Germans when he bumps into Danilov (Joseph Fiennes), a young Russian who lends him his rifle. Danilov, who is attached to the Soviet war effort's political unit, is impressed by the young peasant's marksmanship and elevates him to the status of a hero to inspire the local population in their seemingly hopeless struggle against superior forces.

On one sniper expedition, Vassili is befriended by Sasha (Gabriel Marshall-Thomson), a kid whose mother (German thesp Eva Mattes, revoiced with an unsuitably posh English accent) introduces Vassili to her neighbor, Tanya (Rachel Weisz). Unfortunately, Danilov also develops the hots for Tanya, whose Jewish parents were carted away by the Germans.

With the arrival of Koenig (Harris), 35 minutes in, the picture immediately ratchets up several dramatic notches with a character who is both believable and played by an actor who can hold the screen. A one-on-one private war begins between the two sharpshooters, each setting traps for the other -- Koenig to kill the ``myth'' of Vassili, and Vassili more and more nervous about living up to the legend created by Danilov.

The four sniper sequences that pepper the balance of the running time contain the best of the movie, with dialogue reduced to a minimum and cutting and camerawork creating miniatures of drama and suspense, with a particularly good standoff in a bombed factory in which Vassili is cornered.

Beyond those, however, Annaud shows yet again in his career that he's a landscape rather than an actor's director (viz. ``Seven Years in Tibet''). Dialogue is generally pedestrian, and often bathetic, with Law totally out of his depth in a role that requires peasant cunning vs. Harris' aristocratic poise and coolness; Weisz, an actress especially in need of a strong director, largely at sea as a token Jewess who functions as little more than a plot point; and Fiennes simply looking wrong as a political propagandist caught up in a poorly drawn love triangle.

Ron Perlman appears all too briefly as a veteran Russian sniper. An extended cameo by Bob Hoskins, as a foul-mouthed Nikita Krushchev, sent by Stalin to lead the defense of Stalingrad, further adds to the picture's uncertain dramatic tone.

Apart from a lazy, uninspired score by James Horner, tech credits are genuinely impressive, with production design by Wolf Kroeger that convincingly creates a wintry, Beirut-like landscape of hollow, bombed-out buildings, lived-in costume design by Janty Yates (``Gladiator''), muted widescreen lensing by Robert Fraisse that cuts easily between claustrophobic closeups and large exteriors and makeup that is convincingly under-the-fingernails in its dirt and grime.

A brief animated sequence after the main titles, in which the location is described like a hectoring WWII newsreel (``Europe lies crushed beneath the German jackboot ... one last obstacle remains ... Stalingrad'') would be best eliminated in non-U.S. prints, especially in Europe.

Vassili Zaitsev ......... Jude Law

Danilov ................. Joseph Fiennes

Tania ................... Rachel Weisz

Krushchev ............... Bob Hoskins

Major Koenig ............ Ed Harris

Kulikov ................. Ron Perlman

Sasha ................... Gabriel Marshall-Thomson

Mrs. Filipov ............ Eva Mattes

General von Paulus ...... Matthias Habich

Ludmilla ................ Sophie Rois

Vassili's grandfather ... Mikhail Matveev

Vassili as a boy ........ Alexander Schwan

A Paramount (in U.S.)/Constantin Film (in Germany) release of a Paramount Pictures and Mandalay Pictures presentation, in association with KC Medien and MP Film Management, of a Reperage production for MP Film Management DOS Prods. (Germany)/Swanford Films (U.K. )/Little Bird (Ireland) production. (International sales: Production Services Co., c/o Mandalay Pictures, L.A.) Produced by Jean-Jacques Annaud, John D. Schofield. Executive producers, Alain Godard, Alisa Tager, Roland Pellegrino, Joerg Reichl.

Directed by Jean-Jacques Annaud. Screenplay, Alain Godard, Annaud. Camera (Deluxe Color prints, Panavision widescreen), Robert Fraisse; editors, Noelle Boisson, Humphrey Dixon; additional editing, Steve Rosenblum; music, James Horner; production designer, Wolf Kroeger; art directors, Steven Lawrence, Dominic Master; costume designer, Janty Yates; sound (Dolby/DTS stereo), Eddy Joseph, Martin Mueller, Rich Kline, Chris Carpenter; stunt coordinators, Jim Dowdall, Phillip Grannuci; visual effects, Peter Chiang; digital visual effects, Double Negative, Das Werk; assistant director, Gerry Gavigan; second unit direction and camera, Allen Smith; casting, Jon and Ros Hubbard. Reviewed at Berlin Film Festival (opening night, non-competing), Feb. 7, 2001.

Reuters/Variety REUTERS