The Debt, an espionage thriller focusing on characters seeking revenge in 1997 for atrocities that occurred during the Holocaust, is a remake of the 2007 Israeli film with the same title.  Although swift time-period changes and backstory create slight confusion at the beginning of the film, the incredible cast members -- including Helen Mirren, Jessica Chastain, Sam Worthington, Ciarán Hinds, Tom Wilkinson, Marton Csokas and Jesper Christensen -- keep the intrigue slowly building.

Former secret agents Rachel (Mirren, The Queen) and Stephan (Wilkinson, The Ghost Writer) arrive in Israel where Rachel is being honored for her daughter’s (Romi Aboulafia, Breaking and Entering) tell-all book about her mother’s dangerous and clandestine experiences during a 1965 Mossad mission to kidnap Nazi war criminal Dieter Vogel (Christensen), known as “The Surgeon of Birkenau.” Vogel’s experiments left thousands dead or disfigured. While Rachel’s daughter nervously eggs her mother on to get up and speak, Rachel is obviously traumatized by the book and recalling those dangerous times.

It doesn’t help when the third team agent, David (Hinds, Munich), steps into the room, looks about, eyes Rachel and then abruptly leaves. At one time, Rachel and David were involved in a romantic affair while they held Vogel hostage.

The story unravels through different eras in which Worthington (David), Chastain (Rachel) and  Csokas (Stephan) portray the younger characters. The drama really starts once the agents begin their heist of Vogel, now a practicing gynecologist. How Rachel eventually traps him is quite harrowing. During his capture in a small apartment in Germany, the lives of these three agents, who were strangers in the beginning, slowly unfold before our eyes. Vogel taunts them when they remove the tape over his mouth to feed him, hoping to cause one of them to drop his/her guard.    

Shortly after the luncheon in 1997, Rachel and Stephan learn David was killed by an automobile. Was this an accident, murder or suicide? Rachel and Stephen aren’t sure, but it leaves a big hole in what was and what might be, both professionally and personally for each of them. Stephan insists that Rachel must make one more sacrifice to complete the mission they started years ago. However, is she mentally and physically up to it? That’s a question even Rachel cannot answer.

In addition to terrific performances by a strong cast, John Madden (Proof) deserves credit for his superb direction, and screenwriters Matthew Vaughn, Jane Goldman and Peter Straughan must be recognized for their tight, compelling screenplay adaptation. But I think the real visionary who makes this film haunt and enthrall is cinematographer Ben Davis (Hannibal Rising). He creates dark shadows that show just enough in a scene to create a chilling edginess without revealing too much plot. 

The Debt engages from beginning to end. I believe it’s one of the best 2011 films to date.

(Released by Focus Films and rated "PG-13" for violence, disturbing images, intense sequences of action, sexuality and brief strong language.)

Review also posted at www.reviewexpress.com.