What the heck just happened?

That question will likely baffle moviegoers as the curtain falls on "The Tourist," the new spy caper starring Angelina Jolie and Johnny Depp.

How one movie could go so wrong is a mystery, especially when stacked with so much talent and helmed by uber-German director Florian Henckel von Donnersmarck. 

Set against the chic streets of Paris and the sumptuous, maze-like decay of Venice, "The Tourist" feels like a modern throwback to Alfred Hitchcock's romantic thriller, "To Catch a Thief," or Jules Dassin's stylish 60s' heist flick, "Topkapi."

That's not necessarily a bad thing, especially when you have Jolie and Depp -- two actors who could have torn through that classic caper template and turned it into something wild and fresh.

But the film's creators never let the stars do their jobs.

Director von Donnersmarck -- whose art-house smash, "The Lives of Others," won 2007's Oscar for best foreign film -- reduces everything in this tale about mistaken identity and misappropriated funds into shoot-'em-ups, stagey exits and entrances and clichéd stereotypes.

All he and Oscar-winning screenwriters Christopher McQuarrie ("The Usual Suspects") and Julian Fellowes ("Gosford Park") deliver is a posy, predictable mess that tries to be all things to moviegoers and fails miserably.

No fly spies here

Based on a 2005 French film directed by Jérôme Salle, Jolie stars as Elise, a foxy British agent whose one great talent is swiveling her hips and stopping traffic wherever she goes.

Depp plays Frank, a shaggy American math teacher who is on holiday in Europe.

The two meet after Elise receives a note from her underworld lover-in-hiding bearing instructions on how she can find him.

This mystery man is wanted by everyone: Interpol, Scotland Yard and a deadly gangster who lost millions to this crook. Regardless, Elise takes the bait and sets off to find the love of her life.

She catches a train and heads to Venice. She looks for a man similar to her lover and talks to him, just as the note asks.

Elise swans through the train in one posy strut after another before her eyes fall on Frank. He's stunned. She's amused. The two have dinner and part, but not for long.

Suddenly, poor, innocent Frank finds himself being chased by Russian goons across rooftops in his pajamas. He's dragged behind speeding gondolas and shot at by everyone.

We won't give the movie's big twist away, but once it's revealed, we never really buy it or the feelings that bloom between the hot spy and this corduroy-clad putz.

Shocking but true: Jolie and Depp are as appealing together here as a wet, velvet gown.

For one fleeting moment things seem to take a turn for the better, especially when Elise pulls Frank out of a canal and drags him off to safety.

Jolie is finally free of her stagey get-ups and piles of makeup. Frank is moved by Elise's bravery and the thought that this woman just might care for him.

There, in the dark of night, they ride out to open waters and buoy our hopes. But this promising moment sinks in the Adriatic. Much like von Donnersmarck's film.

One and a half stars out of four.