Greed and need, hubris and human frailty, superstition and hard science, destiny and dumb luck - all played crucial roles in Sebastian Junger's book "The Perfect Storm," the true story of the Andrea Gail, a swordfishing boat that sank in 1991 in a freak storm at sea.

And all are evoked with technical skill and subtlety in the movie version of a story as gripping and tragic as anything a screenwriter could conjure. "The Perfect Storm" is that rare popcorn movie that pulls filmgoers to the edge of their seats and blows their hair back, but never sacrifices the human element to action.

George Clooney stars as Billy Tyne, the captain of the Andrea Gail who in the fall of 1991 is on a serious unlucky streak. Although weather can be tricky off the coast of Gloucester, Mass., at that time of year, Tyne gathers his five-man crew for one last run at the Grand Banks, to see if they couldn't change their luck and make a few bucks.

But unbeknownst to them, as they make their way east, a meteorological phenomenon begins to simmer, a massive three-storm system that will collide in the North Atlantic. As Tyne oversees the catch that will put him back on top, a series of bad calls, accidents and circumstances beyond his control will send the Andrea Gail straight into the middle of the storm's savage vortex.

Anyone who has read "The Perfect Storm" may wonder how something as piddly as 35 mm film could ever capture the inconceivable force, majesty and apocalyptic scale of Junger's story, but the right man was found in Wolfgang Petersen, who is without question the smartest and most skilled action director working today. Petersen brings the precision, logic and tensile strength of his films "Das Boot," "In the Line of Fire" and "Air Force One" to a project of epic scale, without sacrificing anything by way of detail or emotion.

The most important character in "The Perfect Storm," of course, is the weather, which he allows viewers to understand through the eyes of a TV meteorologist, then follows as it embarks on its terrible journey. A shot that starts high above a swirling weather pattern and descends vertiginously to the tiny pinpoint that is the Andrea Gail is the most bravura shot of the movie, and is typical of Petersen's attention to spatial logic, even within mind-boggling scope.

But more important than the pyrotechnics of the storm itself - which are impressive, to be sure - is the way the director and screenwriter Bill Wittliff familiarize filmgoers with each man before he gets on the boat. In a scant 30 minutes the filmmakers not only introduce the audience to all six men, but give us crucial information about how high the stakes are for each. We know that Murph (John C. Reilly) desperately wants to get back together with his estranged wife and young son; we know that Bobby Shatford (Mark Wahlberg) needs the money to help his girlfriend Christina (Diane Lane) get a divorce; we know that Bugsy (John Hawkes) just wants to have someone waiting for him on the dock when he gets home, and we know that for Billy Tyne, it's finding and fighting the big fish, as much as the money, that gets him out on the water.

Petersen has assembled an outstanding cast of character actors to bring these men to life - Wahlberg, especially, is emerging as a wonderful ensemble player who can adjust his star persona to disappear into a character - and Clooney, as this era's answer to William Holden, is just the charismatic presence to lead the group. But it's also attention to detail - like the tan line left by Murph's now-absent wedding ring - that make "The Perfect Storm" remarkable not just for its terrific verisimilitude but for its pathos.

Petersen and company orchestrate the many moving elements of the Andrea Gail's story - including a yacht in distress and a Coast Guard helicopter's mission - with expert finesse, making each of those stories just as riveting as the whole, but also illustrating how they all converged to seal the fate of Tyne and his crew. A sequence in which a helicopter tries to re-fuel while in mid-air could be a thrilling movie in itself, as could Billy's efforts to unhook an anchor from a swinging mast; every sign and portent leading up to the harrowing climax of "The Perfect Storm" is flawlessly executed to maximize tension in a movie that, despite an ending many audiences will know in advance, never lacks for suspense.

Some quibbles: It's too bad that Petersen used James Horner to compose the score, which is gratuitously schmaltzy for this gritty story. And a brief scene with Christina at the end of the movie lays on the emotion a bit too thick at a moment that is plenty emotional enough. Those niggling points aside, "The Perfect Storm" accomplishes a delicate balancing act, that of entertaining the audience with the thrills and adventure of the Andrea Gail's final journey, while never losing sight of the grievous fact that all of it happened to people, not mere characters.

"The Perfect Storm" is a great summer blockbuster, but it is by no means just another one. Behind every gasp of amazement lies the sobering, almost unbearable realization that it was awesome, it was deadly, and it was for real.

'The Perfect Storm'

Starring George Clooney, Mark Wahlberg, Diane Lane

Directed by Wolfgang Petersen

Released by Warner Brothers

Rated PG-13 (language, peril)

Sun score: *** 1/2

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