Vera Baker's (WHOOPI GOLDBERG) goal is clear, however, as she wants to meet her now grown daughter, Merrill Jennings (LANAI CHAPMAN), who she hasn't seen since she gave her up for adoption 27 years ago. On the other hand, Owen Templeton (CUBA GOODING JR.) is a man who doesn't want to meet anyone - in fact, he wants to lay low -- since he's a football referee who blew a coin toss and thus caused many bettors a lot of money.

Enjoying the sights and sounds of Sin City is Enrico Pollini (ROWAN ATKINSON), an Italian tourist with a bad case of narcolepsy that leaves him sound asleep, often while still standing up. Family man Randy Pear (JON LOVITZ) wishes that could happen to him as he and his wife, Bev (KATHY NAJIMY) and their two kids, Jason (BRODY SMITH) and Kimberly (JILLIAN MARIE HUBERT), have arrived in town for a little vacation, although that's what Randy thinks he needs from them.

Those various characters have nothing to do with each other until ultra wealthy casino owner Donald Sinclair (JOHN CLEESE) has them randomly selected to participate in a contest he's concocted. After they're brought together, Sinclair and his no-nonsense lawyer, Mr. Grisham (DAVE THOMAS), inform them that they've placed $2 million in a locker in Silver City, New Mexico. Giving each of them an identical key to the one locker, Sinclair informs them that the first to travel the 563 miles and open the locker gets to keep the money.

At first, the contestants don't believe any of this, but they eventually realize it's real and set off on a madcap race through the desert in hopes of becoming instant millionaires. As Nick teams up with helicopter pilot Tracy Faucet (AMY SMART) and Enrico gets a ride with organ donor driver Zack (WAYNE KNIGHT), the various participants try to make their way to the small New Mexico town, all while overcoming various obstacles and run ins with interesting people, and not realizing that Sinclair and others are using them in a wager where they're betting on who will win.

Yes, moderation is the key, and the same is as true when it comes to making movies as it is in real life. Too much blood and gore will turn off even the most ardent horror fans, too much action will wear out most any viewer, and too much gross out material can sour even the best comedies. In essence, too many is often too much and that's apparent in "Rat Race," a manic and zany comedy that features at least 12 major characters/performers along with many minor/supporting ones.

Apparently inspired by films such as "It's a Mad Mad Mad Mad World" and "The Gumball Rally," director Jerry Zucker ("My Best Friend's Wedding," "Ghost") and screenwriter Andy Breckman ("I.Q.," "Sgt. Bilko") have fashioned a film where the comedy is supposed to stem from a large number of people racing across the lands after a common goal.

As in those other films - or most any with a large cast that's rarely collectively assembled onscreen - the biggest dilemma is that none of the characters gets much individual screen time. As a result, most of them are one-note creations who experience little or no dramatic or even comedic growth, and that's certainly the case here.

Whether it's Rowan Atkinson ("Bean," "Four Weddings and Funeral") as an Italian tourist with a serious narcoleptic condition, Breckin Meyer ("Road Trip," "Go") as an honest lawyer who finally decides to live life on the wild side, or Vince Vieluf ("An American Werewolf in Paris," "Clay Pigeons") and Seth Green ("America's Sweethearts," the "Austin Powers" films) as lowlife, con artists, the characters have flat storyline arcs where much of the humor is supposed to stem from their one characteristic (such as Vieluf being incomprehensible due to a recent tongue piercing) and/or interaction with their similarly limited traveling partner or partners.

I'll admit that some of the material is both fun and funny, most notably that concerning Jon Lovitz ("Small Time Crooks," "The Wedding Singer") as a harried family man who's had enough of the wife and kids. Granted, the actor's playing the same sort of character he often does with the same sort of smarmy responses and reactions. Yet, it's still amusing and often hilarious, such as the whole bit about a unique "Barbie" museum, and his character later being mistaken for Hitler (even if that's borrowed from TV's "Seinfeld").

While other funny bits are scattered throughout the production, the majority of them fall into the could have/should have variety. By that I mean that one can easily see the potential in most any given scene concerning what the filmmakers are attempting to do - be it Whoopi Goldberg ("Kingdom Come," "Ghost") and Lanai Chapman ("White Men Can't Jump," "The Importance of Being Earnest") stealing a ride in a rocket car or Cuba Gooding Jr. ("Pearl Harbor," "Men of Honor") being stuck on a bus with a bunch of Lucy impersonators who occasionally let out a collective "waaah" cry in unison.

Unfortunately, though, most such moments are funnier in concept than final execution, giving the film a succession of "near hit" (or "near miss" depending on how you look at it) moments. In addition, the filmmakers don't give the characters enough chances to be proactive in their quest to reach the money.

While some of that's present, a great deal of happenstance also exists, where characters come across solutions or efforts rather than actively generating or causing them in clever or imaginative ways. For a film like this, there's also a surprising lack of characters directly trying to undermine the efforts of the others, all of which leaves a vast goldmine of comedic potential mostly unexplored and untapped.

Even so, the film obviously isn't meant to be taken seriously, on any level, and thus can be forgiven for not being or attempting to be a sophisticated comedy. Those who like "reality" based TV contest shows will probably enjoy what's offered, and the film does skim by as an amusing enough little diversion that features a few big laughs thankfully breaking through every so often.

While no one's going to win any Academy Awards with their performances - not that that was even remotely the intention, particularly considering the zany and exaggerated overacting - most of the performers' takes on their characters are entertaining enough to keep things moving along at a decent enough clip.

Among them, John Cleese ("The World Is Not Enough," "A Fish Called Wanda") is fairly amusing as the casino operator sporting an enormous set of false teeth and some funny lines about the contestants; Dave Thomas ("Strange Brew," "Coneheads") is the same as his often put upon, humorless lawyer; Wayne Knight ("Jurassic Park," TV's "Seinfeld") does his normal shtick; and Kathy Bates ("Fried Green Tomatoes," "Misery"), Dean Cain ("The Broken Hearts Club," "Best Men") and Paul Rodriguez ("Tortilla Soup," "Made In America") all show up in various bit parts, some funny and some not terribly so.

If you're looking for some lightweight, diversionary entertainment and don't mind a comedy that misses some golden opportunities and isn't quite executed to perfection, then this might just be the right picture for you. Often amusing but only occasionally hilarious, "Rat Race" rates as a 6 out of 10.