Roy (Nicolas Cage) and Frank (Sam Rockwell) are a couple of pros at being small-time con artists, also known as grifters or matchstick men. Roy is the veteran and Frank his ambitious protégé. Their scams, including one involving "water filtration systems", net the flim-flam men a few hundred here, another thousand there, eventually adding up to a lucrative partnership.

Roy's private life, however, is not so successful. An obsessive-compulsive agoraphobe with no personal relationships to call his own, he is barely hanging on to his wits, and when his idiosyncrasies begin to threaten his criminal productivity Frank forces him to seek the help of a psychoanalyst (Bruce Altman) just to keep him in working order.

While Roy is looking for a quick fix (i.e. pills), his therapy begets more than he bargained for: the revelation that he has a teenage daughter - a child whose existence he suspected but never dared confirm. Even worse, 14-year-old Angela (Alison Lohman) wants to meet the father she never knew.

At first, Angela's appearance disrupts Roy's carefully ordered routine. Soon, however, he begins to enjoy a relationship he never dreamed of having with his daughter. But while he's developing a father/daughter bond, she's developing a fascination with his rather questionable career. Finally, at Angela's insistence and against his better judgment, Roy begins teaching her some tricks of the con, which is where the real trouble begins.

After Gladiator, Hannibal and Black Hawk Down, three film projects that could hardly be considered light and cheery, you can see why director Ridley Scott may have taken on a project as lightweight as Matchstick Men. There are no huge battles, graphic violence or blood to be had in this film. Then again, there really isn't much of anything to make note of in Matchstick Men.

The first, and biggest, problem is with Nicholas Griffin's screenplay, based on the novel by Eric Garcia. The characters are interesting, but not enough to overcome the predictable aura of the story. Situations and character motivation are so blatantly obvious that you can spot what is going to happen to whom long before it does.

Equally disappointing is Scott's directing. His directing here does little to help breathe life into the script. The usual Scott visual touches are present, but the strength and inventiveness of his recent directing jobs is not. Little twists and turns on his behalf could have helped spice things up a bit, but we'll have to file that under "wishful thinking".

For the first time in quite a while (okay, nine months), Nicolas Cage turns in a winning performance. He easily could have turned this performance into another of his usual over-the-top showcases that would have equated to fingernails on a chalkboard. Even with the occasional scene chewing, Cage keeps his performance and emoting in check. With his work here and last winter's Adaptation, perhaps Nicolas Cage has finally remembered how to act.

Sam Rockwell, coming off a terrific turn as Chuck Barris in Confessions of a Dangerous Mind, offers more fine work here as Roy's protégé. Frank is a more straightforward character than the ones Rockwell normally plays, but he does manage to make the most of it. Alison Lohman, convincingly playing a character ten years younger than she is in real life, is also impressive as Angela. Her scenes with Cage have a nice chemistry to them and give their relationship a welcome bit of depth and warmth.

Matchstick Men is to Ridley Scott what Catch Me If You Can was to Steven Spielberg: an easygoing, "fun" project that represented a change of pace from their recent spate of directing darker material. The difference between the two is that Spielberg on autopilot can still yield a film that has a lot going for it. Scott on autopilot, at least with this film, does not.

After spending two hours with these Men, it may be the viewer who feels like they've been conned.

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