"The Departed" is a solid but slightly overlong crime drama that never quite achieves its full potential.  It’s about two determined men on opposing sides of the law that love the same woman. The film is morally ambiguous and it frequently blurs the lines between villains and heroes.

There is superb all star cast including  Jack Nicholson,  Matt Damon, Martin Sheen, Leonard DiCaprio, and the talented newcomer, Vera Fermiga.

A fairly faithful remake of the Hong Kong film "Infernal Affairs,"  "The Departed" does not quite match the intensity of the original version, but it comes close at times.

The film would've been less of a letdown if any one other than Martin Scorsese, arguably the best living filmmaker in America, had directed it.

Many of his early films such as "Taxi Driver (1976)" and "Raging Bull (1980)" are justifiably considered masterpieces, and "Mean Streets (1973)" may be the greatest gangster film ever made.

His last feature few films, "The Aviator" and "Gangs of New York" (both made with DiCaprio) also had moments of greatness, and they were stylistically pleasing. His PBS documentary about Bob Dylan, "No Direction Home" was the best thing I saw on TV last year.

"The Departed" does not compare very well with his best works. But it does have wonderfully biting dialog, fine performances, and it moves along nicely.

The action takes place in a community in Boston, so Matt Damon gets to go back to his native Bostonian speaking style.  The film depicts a great struggle between the Massachusetts police force and an Irish-American gang, and both sides come off as being somewhat sympathetic.

Jack Nicholson’s must-see tough guy performance as Frank Costello is the film’s highlight (it’s almost worthy of Cagney himself).  He chews the scenery up in a delightfully hammy performance, playing a brutal gangster who annihilates anyone that opposes or double-crosses him.

Billy Costigan (Leonard DiCaprio) is a new policeman from a crooked family who is willing to do anything to prove himself. He goes undercover to infiltrate Costello’s gang and bring down the big guy.

At the same time, Colin Sullivan (Matt Damon) is working as an informant for Costello, providing secret police info to the gangster. Ironically, he is the one put in charge of internal affairs to catch the rat.

To complicate things, Sullivan and Costigan are both sleeping with the same woman, Madolyn (well played by Vera Farmiga). She’s an attractive and empathic police therapist that tries to help both of them. She lives with Colin, but she feels sorry for the alienated Billy and they have an animal attraction for each other.

Both the mob and the police suspect there's a mole working against them. Billy and Colin both fear getting caught and each one frantically tries to find the spy on the other side. This all leads to an abrupt, haphazard ending, which is not terribly satisfying.

"The Departed" is one of Scorsese’s least personal and idiosyncratic films, but any movie by that gifted director is worth seeing. In this lackluster year, it actually compares well with most of the big films that were released.