When the TV show Get Smart debuted in 1965, times were right for creators Mel Brooks and Buck Henry to poke fun at serious screen spies and the espionage genre. The loosening of post-war mores was being reflected in various media but the counter-culture wasn't in full swing.

Forty-plus years later, in an era when everything is subject to ridicule and there isn't much that hasn't been lampooned, an inspired spoof is much harder to pull off. That's one reason the folks behind this adaptation of Get Smart opted for a big-budget action-comedy extravaganza rather than the deadpan loopiness of the classic show.

Another, more commercially compelling reason: they know the majority of moviegoers have no recollection of, let alone loyalty to, the series. Bets are hedged by incorporating the musical theme and half-a-dozen trademark gadgets and then tweaking the premise so it resembles every other spy comedy. I can imagine better and worse adaptations, just not one that's more run-of-the-mill. 

Although he's ultimately ineffective, casting Steve Carell as Maxwell Smart made sense. Where the screenwriters do damage is by turning Max into a "paper-pushing nerd" -- a know-it-all analyst and former fatty (fat suit = laughs) dying to become a field operative. This gets the premise exactly the wrong way around. The key to Smart as originally conceived and brilliantly embodied by Don Adams is that he's a mind of misinformation. Puffed up with false bravado, Agent 86 believed he had the answers but only once an episode/mission was he correct. Smart fancied himself a suave spy and had all the accoutrements. In reality, he was a nincompoop. The contrast was the joke.

Here, Max is eager yet timid, armed with trivial intelligence data and a wilting ego to match. Supposedly disbanded at the end of the Cold War, the U.S. spy agency CONTROL still exists in the basement of a building on the Mall in D.C., entered through the series of slamming security doors leading to the telephone booth from the show's title sequence. Chief (Alan Arkin) is forced to promote Max to agent status only because Siegfried (Terence Stamp) of KAOS has been knocking off CONTROL agents while amassing a stockpile of nuclear warheads.

Max is partnered with svelte Agent 99 (Anne Hathaway) and they travel to Russia to investigate. En route, he's mistaken for a terrorist and keeps shooting himself with mini harpoons in the airplane lavatory. Once on Russian soil, equipped with many stylish outfits to change into, 86 and 99 bicker incessantly. For me, the movie's funniest sequence is a dance-off pitting Max and a plus-size woman against 99 and an arms merchant during a lavish party. Later, after suggestively tangling with Siegfried's sidekick, played by Ken Davitian of Borat (anything from Borat = laughs), Max is accused of being a double agent. He escapes in time to foil a plot against a very Bush-like American President (James Caan) in Los Angeles.

Along with the telephone booth and theme music, other fixtures from the show pop up:  Max's shoe phone; the "Cone of Silence," much funnier when it was low tech; the original Siegfried Bernie Kopell; and Max's "Would you believe...?" and "Missed it by that much" lines. They're incorporated too self-consciously, with a nod and a wink, and everything is drowned out by the climactic chase worthy of a Jerry Bruckheimer production.

Carell doesn't do anything to acknowledge Adams or make the role his own. And, partly due to changing gender roles, the dynamic between Max and 99 feels ordinary. Before women's lib, Barbara Feldon played her as a demure, competent, and loyal second, equally capable of humoring and rescuing Max. She loved him precisely because he was such a bumbling boob. Hathaway's 99 is sexy and competent, but she's not self-effacing and lacks the infinite patience that permits the audience to love Max as well. They fall for each other after battle-of-the-sexes wrangling that she takes seriously but we can't.

Three sets of characters appear to have been randomly inserted from other contemporary comedies. Two boorish agents (David Koechner and Terry Crews) harass Max and are themselves hazed by Agent 23, played by Dwayne "The Rock" Johnson. Masi Oka and Nate Torrence are CONTROL gadget geeks who apparently wandered over from a Judd Apatow set (techie nerds = laughs). Finally, Bill Murray has cameo as the perpetually cramped Agent 13 and Patrick Warbuton turns up as the robot Hymie. Whether spliced in as comforting diversions or obligatory signs that Get Smart hasn't forgotten its roots, these superfluous additions indicate how nowadays most screen comedies are interchangeable.

(Released by Warner Bros. Pictures and rated "PG-13" for some rude humor, action violence and language.)