Starring John C. Reilly, Diego Luna, and Maggie Gyllenhaal. Rated 14A.

More a tribute than a remake, this Steven Soderbergh--approved take on the Argentine hit Nine Queens isn't quite as sharp or surprising as the original, one of the best scam flicks of the past decade. But it's terrific as a performance piece showing off the contrasting styles of John C. Reilly and the suddenly ubiquitous Mexican Diego Luna (of Y Tu Mamíƒ ¡ También).

Reilly, playing up his urbane smarts for a change, is Richard Gaddis, a well-suited gadabout who has developed a low-profile system of bilking many nobodies out of small amounts of money every day. He smells bigger fish frying when he spies scruffy Rodrigo (Luna) pulling clumsy tricks at a low-end L.A. casino.

Faster than you can say, "Didn't I already see this in Matchstick Men?" he has taken the youngster under his wing, the better to teach him the artful dodge. Richard is a bit put off by the lad's willingness to make a scene, but he's also impressed by Rodrigo's improvisational skills. So when a really complicated grift falls in his lap, he decides to cut the kid in.

The scam involves a brilliantly counterfeited antique bank note that shows up in time to be fobbed off on a fabulously rich collector who is just about to leave town. (In a nifty bit of casting, he's played by Scottish writer-director Peter Mullan.) To pull off the hustle, Richard has to call in all kinds of favours, thereby being forced to give away increasing percentages of the deal.

Things are complicated by the presence of Richard's sister Valerie (Maggie Gyllenhaal), concierge at the hotel where the swap for money will take place. She's angry over a lawsuit tying up their family's assets, although that doesn't stop him from asking more of her at every stage.

The breezy film--Mamet for the less depressed, you might say--has an amiable style, supported by Chris Menges's fluid, no-nonsense camera work and Alex Wurman's funky score, which leans on greasy organ sounds, and with the whole package generally recalling Soderbergh's Out of Sight. The Argentine original's wrap-up turned on the currency crisis that country has been facing for some time, while the Yank version concentrates more on class and culture stratification in L.A.

Mostly, though, this is a chance for Reilly to strut his stuff--so good he ought to be illegal--in harmony or against the grain with a variety of terrific character actors in passing parts. Meanwhile, Luna continues his easygoing ascension into the Hollywood firmament. Gyllenhaal, unfortunately, is a weak link. She looks literally uncomfortable in the classic femme-fatale role, adding a note of dress-up to an otherwise deliciously gritty ensemble job.