usually when a blockbuster comes out , it's loaded with effects , stars , bad scripts , and plenty of action . mystery men may contain an all-star cast , and efects , but the clever script and characters are what really works , which is rare to see this year . the film is based upon the comic book series " the flaming carrot " by bob burden , in which 3 wanna be super heroes try and fight crime , only to be out done by the real hero of champion city , captain amazing ( greg kinnear ) . things go a little haywire , when the sinister casanova frankenstein ( geoffrey rush ) is released into the city , where he captures captain amazing , and plans to wreak havoc upon champion city . well , the trio decide to take matters in their own hands , by saving the city , but first they need some assitance . this is where the film takes a turn for the better . in the beggining , there were only 3 wanna be heroes . " blue raja ( hank azaria ) , " mr . furious ( ben stiller ) and " the shoveller ( william h . macy ) . sure they were enterataining , but their acts grew old fast . that is until they aquire " invisible boy " ( kel mitchell ) , and " the bowler " ( janeane garafalo ) and " mr . splein " ( paul reubens ) , 2 of which rescue the film from becoming a disastorous mess . thankfully , the original 3 heroes become amusing , with some support of reuben and garfalo on screen . the whole premise is rather ridiculous , but packs a few punches to keep interest . for one , the film is considerably clever . it literally pokes fun at super hero films , like batman and robin , superman etc . in fact , many scenes are similar to batman and robin , including the opening sequence , only altered in a humorous and superior way . a part of the cleverness comes from the cast . sometimes a film with such talent is overblown , but the acting is what keeps it alive here . while azaria and macy were enteratining , 2 characters really stood out . one was paul reuben . no matter how disgusting or revolting " mr . splein " may be , you still can't help but laugh . it' so incredibly moronic , it's just a riot watching reuben relieve himself of bodily functions . janeane garafalo also was an interesting character . she seemed to be the most outgoing and convincing character on screem , due to her enthusiasm , that kept the film flowing . men is worth seeing alone , for those 2 troubled heroes . on the downside , a few of the heroes and especially the villain never really lift off . kel mitchell and geoffrey rush , were both utterly useless . their parts were so limited , they'd be lucky at all to be on screen for more than 20 minutes . ben stiller too was wasted , mostly because of his unlikeable power and dialogue . none of these characters get a rise out of anybody , but happily they are lost in the charming flow of the film . as far as the budget goes , it was wisely spent on the cast , not the effects . while the set designs and action all look nice , i'm glad there was a seperate aspect , that the film focused on , and for that i applaud . slow at times , and rather pointless , mystery men still delivers . it forgets about money making , because it's not likely to make a bundle like it's proceeders , and that's what works . stupid ? maybe , but for once i'm not disappointed . no one expected an intelligent film , but you get a film thats wit captures your attention and makes you forget this miserable year .