In this corner, Steve Carell, the sharp comic mind who gets sharper every week on The Office. Handicap: trying to update a 1960s TV series about idiot spy Maxwell Smart. Max's shoe phone was innovative back then, not so much for generation IM. Director Peter Segal ups the ante on the action, aiming for Bourne more than Bond, but the stunts grow frenzied and increasingly flat. What helps is Carell's inspired silliness and his teaming with delicious Anne Hathaway as Agent 99. Would you believe they have sexual chemistry? OK, no, but they make an appealingly scrappy team. Verdict: No knockout, but Carell wins on a rock-solid technicality — he's funny.