Nov. 19 (Bloomberg) -- Though she won an Oscar playing a tempestuous artist in Woody Allen’s “Vicky Cristina Barcelona,” Penelope Cruz’s directing muse has always been fellow Spaniard Pedro Almodovar.

Their fourth collaboration, “Broken Embraces,” is a head- spinning meditation on love, loyalty, secrets, filmmaking, revenge and blindness. A stylish melodrama brimming with movie references, aliases and dime-store psychology, it would seem pretentious if taken too seriously. Catch Almodovar’s whimsical spirit, however, and you’ll thoroughly enjoy it.

Cruz plays Lena, a part-time call girl, aspiring actress and secretary to Ernesto Martel (Jose Luis Gomez), an aging, twice-divorced tycoon. After becoming his mistress, she falls in love with a film director (Lluis Homar) who hires her to appear in a comedy called “Girls and Suitcases.”

The suspicious Martel orders his gay son, then known as Ernesto Jr. but later as Ray X (Ruben Ochandiano), to follow Lena around and shoot private footage of her under the pretense of making a documentary.

When she tries to leave Martel, he explodes in a jealous rage, triggering a series of events that culminate in a tragic accident that leaves the director blind. (This isn’t a spoiler. The filmmaker, who has split identities as Mateo Blanco the director and Harry Caine the writer, is blind at the start of the movie and you learn about his past through flashbacks.)

Cruz’s Hairdo

Two other central characters are Judit (Blanca Portillo), the director’s right-hand woman and former lover, and her son Diego (Tamar Novas), who watches over Mateo/Harry when Judit is away.

Film buffs will no doubt notice the resemblance between one of Cruz’s hairdos and Audrey Hepburn’s coif in “Sabrina.” They’ll also spot references to “Women on the Verge of a Nervous Breakdown,” allusions to “Blow-Up” and “Kiss of Death,” and a scene from “Viaggio in Italia” featuring Ingrid Bergman and George Sanders.

While Homar has more screen time, Cruz is the star, turning the role into a bravura display of looks and emotions. She’s sensual and cold, blond and brunette, ambitious and subservient.

Almodovar creates his own movie-within-a-movie world, where people talk and act in fanciful ways. When the performances are this much fun, though, who cares about realism?

“Broken Embraces,” from Sony Pictures Classics, opens tomorrow in New York, Dec. 11 in Los Angeles. Spanish, with English subtitles. Rating: ***

‘Bad Lieutenant’

Werner Herzog claims his “Bad Lieutenant: Port of Call New Orleans” isn’t a remake of Abel Ferrara’s 1992 cult film “Bad Lieutenant.” Could have fooled me.

Both are about corrupt cops addicted to drugs, gambling and sex. Both revolve around a murder investigation. Both were co- produced by Edward R. Pressman. Both feature raw performances by notoriously eccentric actors. And, of course, there’s the suspiciously similar titles.

True, they have different directors, stars and locations. “Bad Lieutenant” features Harvey Keitel in pre-cleanup New York City, while “Port of Call” stars Nicolas Cage in post- Katrina New Orleans. “Bad Lieutenant” is heavy on religion, while “Port of Call” has a mystical tone embroidered with iguanas, dancing souls and dreaming fish.

Still, I can’t figure out why Herzog, who puts his auteur’s stamp on everything he makes, decided to rehash such a distinctive film. The comparison is unfavorable to him.

“Bad Lieutenant: Port of Call New Orleans,” from First Look Studios, opens tomorrow in New York, Washington, Chicago, Los Angeles and San Francisco. Rating: *1/2

‘Red Cliff’

With an estimated $80 million budget, John Woo’s “Red Cliff” is the most expensive Chinese film ever made. The two- part, almost five-hour Asian version took more than four years to make and the first part broke China’s box-office record, previously held by “Titanic.”

Is it worthy of the hype? Yes, if you like war epics with spectacular battle scenes. Even if you don’t, you may appreciate Woo’s flair for action and visual pyrotechnics.

Woo, an acclaimed Hong Kong filmmaker before directing Hollywood hits such as “Face/Off” and “Mission: Impossible 2,” has condensed the story into one, 2 1/2-hour picture for U.S. audiences.

The Battle of Red Cliff, where forces led by two southern warlords rebuffed an invasion by a much larger northern army in 208 A.D., was immortalized in the Chinese novel “Romance of the Three Kingdoms.” Woo mixes fact and fiction in his big-screen version, eliminating details and characters from the complex story to make it more understandable to non-Chinese viewers.

“Red Cliff,” from Magnolia Pictures, is playing in New York and opens Nov. 25 across the U.S. Chinese, with English subtitles. Rating: ***

What the Stars Mean:

****          Excellent
***           Good
**            Average
*             Poor
(No stars)    Worthless

(Rick Warner is the movie critic for Bloomberg News. The opinions expressed are his own.)

To contact the writer on the story: Rick Warner in New York at rwarner1@bloomberg.net.

Last Updated: November 19, 2009 00:01 EST