Frenchy, a manicurist by trade, isn't crazy about the plan. That's not only because that's a big chunk of their savings, but also because she knows that neither Ray nor his buddies are the brightest bulbs on the planet. When the trio learns that someone else has already leased the space, however, they hope they can sweet talk their way into getting the space. Unbeknownst to them, a fellow ex-con and habitual arsonist, Benny (JON LOVITZ), has already nabbed the spot.

Not surprisingly, after hearing their plan, Benny immediately wants in on the action. To cover for the noise they'll be making in the basement, they decide to have Frenchy sell cookies upstairs as a front. As they bungle their way through their efforts of tunneling to the bank, Frenchy's cookie business suddenly becomes the hot spot in town, eventually becoming so busy that they hire Frenchy's dimwitted cousin, May (ELAINE MAY), to help out.

A year later, the men have dropped all plans of crime as Frenchy's cookies have become so popular, she and Ray have gone corporate and become extremely wealthy executives. Although Ray is uncomfortable with their new trappings and lifestyle and wants to return to the way they were, Frenchy couldn't be happier, although she realizes she's not refined enough to fit in with the upper crust.

Thus, she hires David (HUGH GRANT), a suave/debonair art dealer who agrees to teach her about all of the better and more refined things in life. As such, and with the couple growing apart, it's only a matter of time before Ray's criminal longings have him plotting another heist.

For fans of the screen icon's former style, you're in for a bit of a treat with the writer/director's latest effort, "Small Time Crooks." Something of a throwback to Allen of old, the film is a moderately enjoyable diversion, although it's not up to the standards of his more accomplished and acclaimed pictures.

Nor is it exactly what the trailers and TV ads make it out to be, and that's of being a silly, nonstop crime caper. Yes, Allen and his cohorts play smalltime criminals, and their goofy criminal heists - or attempts thereof - are present. Yet, they mainly serve as bookends for the main gist of the plot that concerns the haves, the have-nots, and the have-nots among the haves.

Taking a lighthearted and mostly superficial look at such social distinctions between the rich and the poor, Allen concocts some cute and humorous moments, but nothing that's either outrageously imaginative or of the wet your pants it's so hilarious variety. In fact, some viewers may be disappointed that the film evolves into the type of story that it does - although such development is rather predictable - especially since the opening "tunnel to the bank" scenario provides for some fun moments and anticipation of what related hijinks might follow.

Films featuring dimwitted cons certainly aren't a novel proposition, but the way in which Allen sets up the story and its characters is good and one consequently expects a fun and lighthearted caper throughout. While that does occur for a while - including the obligatory striking of a water main and tunneling into the wrong store - two problems prevent the related shenanigans from being as much fun as they could and should have been.

For one, Allen doesn't push the material as far or as hard as he might have. Thus, while the proceedings are fun and/or somewhat charming, they aren't particularly complex nor are they of the innovative variety that juices the audience to thirst for more such material. Of course, they never the chance to be that way since the film suddenly changes gears and directions, and in doing so, jettisons most of the enjoyable supporting cast.

While the ensuing story involves Allen and costar Tracey Ullman's characters discovering whether life truly is greener on the other side of Central Park (the film takes place, as usual, in Manhattan), it's not as satisfying in basic concept or execution (with Allen complaining about and looking uncomfortable being a wealthy man while Ullman loves it) as that preceding and following the bulk of the main story.

What keeps the film entertaining - at least for those with the necessary acquired taste - is the talented cast and their solid performances. Although Woody Allen ("Everyone Says I Love You," "Annie Hall") pretty much only plays varying degrees of the same type of character from film to film, his take on the dimwitted dishwasher, Ray Winkler, is enjoyable. He also plays well off Tracey Ullman ("Bullets Over Broadway," TV's "The Tracey Ullman Show") who, for a change of pace in an Allen film, embodies a female "love interest" who isn't years younger than Allen and/or his character.

Ullman, a master of character acting, gets the meatiest role of the two and thankfully is allowed to develop beyond the initial Alice Cramden type character she plays during the film's opening moments (playing against Allen's mutation of Jackie Gleason's character from "The Honeymooners").

Supporting performances are fine across the board, with Michael Rapaport ("Deep Blue Sea," "Beautiful Girls"), Jon Lovitz ("City Slickers II: The Legend of Curly's Gold," TV's "Saturday Night Live") and Tony Darrow ("Sweet and Lowdown," "Goodfellas") collectively playing Ray's dimwitted partners in crime. Unfortunately, once the story switches its focus, they pretty much disappear.

Elaine May (a screenwriter - "Primary Colors," "Heaven Can Wait" - turned part-time performer), on the other hand, is the one supporting character who makes the transition along with the two leads and delivers an amusing take on her similarly dimwitted character. Replacing the three bumbling cons for the rest of the film is Hugh Grant ("Mickey Blue Eyes," "Notting Hill"), who, like Allen, is either somewhat limited in the range of characters he can portray or simply enjoys repeatedly playing the same type. That's not to say that his is a bad performance, but it's just the same old proper and befuddled Grant, whom we've come to know and expect from his other films, who appears here.

Overall, the film is certainly easy to watch and benefits from Allen's occasionally clever and often amusing plot and related dialogue. As a fan of crime capers, I must admit that I was fooled by the film's promotional pieces. As such, I was expecting a bit more along the lines of such material than is delivered. Thus, my anticipation of the clever, imaginative and often hilarious complications usually found in those sorts of films was not entirely met.

Enjoyable, but not as entertaining and certainly not as wildly funny as one might expect and/or hope for, "Small Time Crooks" certainly doesn't steal the prize for best comedy of the year. Even so, for fans of Allen's earlier work, this is at least a partial return to those madcap and zany films from several decades ago. We give this one a 6 out of 10.