2 Days In The Valley takes its big-name cast and scatters them all across the economic, social and occupational spectrum of trendy Southern California. Danny Aiello is a low-rent criminal from back East. Teri Hatcher is a second-rate Olympic skier. Greg Cruttwell is a snooty British art dealer currently battling kidney stones. Jeff Daniels and Eric Stoltz are a pair of dissatisfied vice cops. Paul Mazursky is a washed-up, possibly suicidal movie director. James Spader is a psychotic, time-obsessed hitman. These characters (and several others) manage to intersect in some strange and interesting ways during a single 48-hour period. The main plot thread involves two men trying to kill Teri Hatcher's ex-husband and the chaos that follows. To give much more of the plot away would be a cheat. Most of the joy of this movie comes from the discovery of its unexpected plot twists. There aren't really any big secrets or twist endings waiting around, just a surprising ballet of story and character.

Obviously the actors took their roles so they could sink their teeth into some juicy characters. Herzfeld's free-wheeling script gives plenty of great lines and lots of intricate motivation for each and every major player on screen. Everyone involved gives it their all. Danny Aiello as the basically nice guy crook is outstanding. Teri Hatcher demonstrates considerably more acting talent with her calculating character turn than TV's "Lois and Clark" allows her. James Spader underplays nicely as the token nut ball. (Real-life director) Paul Mazursky is absolutely sublime as the Hollywood has-been on the verge of ending it all. And newcomer Charlize Theron (sure to be Hollywood's Hot New Thing) is a treat as Spader's Amazonian girlfriend. A catfight between Theron and Hatcher is a genuine cinematic highlight.

Unfortunately for Mr. Herzfeld, it's pretty hard to make a splash with this kind of movie in the wake of one Quentin Tarantino. Granted, without the legacy of Q.T., a twisty little crime comedy like 2 Days in the Valley could never have been made. Still, Herzfeld is more interested in the amusing juxtaposition of his characters than in the low-life chic that marks Tarantino's work. The multi-character, multi-storyline script probably owes more to Robert Altman's Nashville and George Lucas' American Graffiti than to anything Tarantino has cranked out. Not all the storylines here are tied up as well as in those cinematic classics (Jeff Daniels' hair-trigger cop in particular gets left in the screenwriting dust). Still, 2 Days In The Valley emerges as a hilarious and well-acted little surprise from "the other side of the hill."