‘RED,’ based on a comic book by Warren Ellis and Cully Hamner, is about a bunch of killer retirees. That’s not exactly the sexiest sell to modern audiences, but there’s an intriguing twist. These ex-CIA agents, peacefully living out their lives of quiet dignity, are forced back into operation by the same agency that trained them and then put them away. The title is a cheeky acronym for “Retired Extreme Dangerous,” and the filmmakers behind ‘RED’ have come up with some ingenious casting: the lethal gentlemen (and women) of leisure are Bruce Willis, Brian Cox, John Malkovich, Helen Mirren, and Morgan Freeman (with Mary-Louise Parker thrown in there for good measure). The result is an atypical action movie in a number of ways, but really, what ‘RED’ boils down to is a whole lot of fun.

The main plot thrust behind ‘RED’ is incredibly convoluted. Maybe too much so – the script was written by the MENSA members behind last year’s odious ‘murder-in-a-blizzard’ thriller ‘Whiteout.’ Basically, it follows the aforementioned old folks as they’re systematically stalked by deadly government agents, led by a conflicted Karl Urban and just-the-facts-ma’am Rebecca Pidgeon. This has something to do with a past deed that has modern day political ramifications, but the plot specifics aren’t really worth getting into, no matter how much the movie itself would try to suggest otherwise.

Instead, the movie is just a loose excuse for a bunch of really great, seasoned actors to get together and play around in snappily choreographed, over-sized action set pieces. Watching Malkovich and Willis riff together is a pleasure in and of itself. I would have watched an hour and a half of them just sitting in a room together. Throw in a hammy Brian Cox as a Russian spy, Morgan Freeman as a horny old man, Ernest Borgnine as a cantankerous secret-keeper, and Richard Dreyfus as a morally corrupt defense contractor, and it’s just a joy. But the surprise of ‘RED’ – and this is coming from someone who doesn’t watch ‘Weeds‘ – is Mary-Louise Parker. As an innocent civilian caught in the wacky crossfire, she scrunches her face in ways that suggest her conversion from tepid bystander to active member of the team. She’s sexy and funny and totally gung-ho. As she has more fun, so do we.

For whatever shortcomings the movie’s script may possess, and there truly are a bunch, German director Robert Schwentke does his damned to make things right. Schwentke directed the underrated Jodie Foster thriller ‘Flightplan,’ and here he stages the action not with the chop-chop-choppiness or Michael Bay nor the hand-held jerkiness of Paul Greengrass. Instead, he stages events in long, sweeping shots that emphasize the tactile details in an almost three-dimensional way that puts most 3-D movies to shame. Take, for instance, a scene when a machine-gunning goon squad approaches Bruce Willis’ home. Schwentke positions the camera low to the ground and creeps along with the attackers, fetishizing the almost absurd amount of shell casings that litter the suburban road.

As polished and good-looking as the movie is (and it really is beautiful – compare it to the similarly themed, muddy-looking ‘The Expendables‘ from earlier this year), if Schwentke had been allowed to further polish it, say for another month even, it would have been really killer. As it stands, it’s a zippy and entertaining pop confection, one that will equal a guaranteed good time out at the multiplex. But had he whittled the movie down a little more, made it leaner and meaner (it runs a meaty 111 minutes), it would have been even more of a blast.

Another casualty of a rushed post-production schedule: the loss of jazzy composer David Holmes, who brought considerable bounce to Soderbergh’s ‘Ocean’s‘ movies. He was replaced at the last minute by Christophe Beck, who in my book will forever be known as the guy that did the music for ‘Buffy the Vampire Slayer’ (the series). With Holmes’ groove and Schwentke’s tinkering, this could have been special. As is, I’d still recommend it. Especially if your AARP membership gets you a discount.