Photo: Out Of Breath: Michael Douglas and Albert Brooks are soon-to-be in-laws on the run from a series of impending disasters.

Mention Arthur Hiller''s 1979 film The In-Laws to people of a certain age, and you''ll likely get to see otherwise sane folk run around the room yelling, "Serpentine! Serpentine!"--a key line from one of the best and most absurdist comedies of the ''70s. It never fails to surprise me just how many film fans have screenwriter Andrew Bergman''s witty, silly lines from the original In-Laws imprinted on their memories. Bergman also co-authored one of the decade''s other truly memorable comedies, Mel Brook''s Blazing Saddles ("That''s Hed-ley LaMarr!"), before graduating to directing his own comedies, among them The Freshman.

This remake has a new script by Nat Mauldin and Ed Solomon, the writers behind Dr. Dolittle and Men in Black respectively, and although they hew closely to Bergman''s original first act, the film quickly takes off in entirely new directions. This new, more action-oriented version of the story kicks off in a much higher gear than its predecessor. Both Fleming (Dick) and the writers are smart enough to know when to leave a classic alone and when to replicate certain situations. While The In-Laws lacks much of the chintzy ''70s charm of Hiller''s film, it stands on its own as one of the upcoming summer season''s more "adult" comedies (in other words, it''s not necessarily geared toward the "mall rat" set).

Steve Tobias (Michael Douglas) and Jerry Peyser (Albert Brooks) are soon-to-be fathers-in-law who collide, missile-like, over the days leading up to their offsprings'' nuptials. (In the original, the characters were played by Peter Falk and Alan Arkin.) Steve''s a deep-cover CIA agent (or possibly a delusional madman) on the trail of French arms dealer Jean-Pierre Thibodoux (David Suchet), and Jerry''s a neurotic dentist straight out of Woody Allen''s Big Book o'' Stuttery Tics. As the wedding approaches, Steve brings his unwitting, impending in-law into his confidence, and the pair embark on an insane covert mission full of the sort of high-concept shenanigans you''d expect.

Fleming roots his film in action-movie conventions; there are more explosions and high-wire stunts in one act of the remake than in the whole of Hiller''s film. The appeal of the film, however, isn''t in the situations, but in seeing both Douglas and Brooks struggle to make the roles their own while staying more or less true to the Falk and Arkin spirit. To this end, Douglas'' perpetually manic grin (at times it''s almost a leer) and the mischievous way he runs in and out of scenes make it abundantly clear he''s having a blast as this bargain-basement Bond, while Brooks employs the same neurotic bag of tricks he''s been using since his old Saturday Night Live days. (That said, Brooks remains one of the most consistently entertaining clowns out there.) As mincing madman Thibodoux, Suchet is the most memorable thing on screen, part Nathan Lane and part Some Like It Hot-era Tony Curtis.

It''s difficult not to compare the two In-Laws--the Falk/Arkin teaming was and remains sublimely inspired--but it''s also inappropriate. Douglas, twitchy and explosive, and Brooks, panicky and denuded, create, in their own way, a similarly inspired pairing. It seems down- right unfair to harp on the remake''s differences from the original when both films are having such a ball.

Down With Love

To hell with irony, give us Martini shakers and that old Black Magic. By Kimberley Jones

Photo: If You Ain''t Got That Swing: Ewan McGregor tries out his charms on Renee Zellwegger.

There are many fine moments in Down With Love, Peyton Reed''s affectionate homage to the great Rock Hudson/Doris Day sex comedies of the early ''60s, but possibly the finest one comes midway through, as our two leads--Barbara Novak (Renee Zellweger) and Catcher Block (Ewan McGregor)--ready themselves for their date later that evening.

There is Catcher and his Cheshire-cat grin, in a swingin'' bachelor''s pad outfitted with all the latest techie tools of seduction; there is Barbara, in her own plush surroundings, descending a staircase in a swishy negligee and robe, arms aloft like a butterfly sprung from the cocoon. Accompanying each is a different version of the terrific standard "Fly Me to the Moon"--he gets Frank Sinatra, she a cooing Astrud Gilberto--and, wowee zowee, the heart seems to sigh: How great is this?

That depends, I suspect, on whether or not the audience has any fondness--or even recollection--of those old Hudson/Day pairings, in which the central dilemma typically hinged on whether or not Hudson would get into the strenuously virginal Day''s pants (the answer was always no, but that meant the sexual innuendo got that much more creative). Working knowledge of the style and subject of those sex comedies isn''t required to enjoy Down With Love--Peyton Reed''s 1962-set film could glide by on its good humor alone--but an awareness of the ''60s aesthetic (fake backdrops, stock footage, split screens, obsessive detail to costume and choreography) makes the experience that much more fun.

Above all, this is fun stuff, a shiny cocktail shaker of a film that mostly skips the Austin Powers school of parody and instead aims to be an exacting re-creation (à la Todd Haynes'' Far From Heaven, but without the social agenda). It begins with the humorously over-the-top entrance of Catcher, perched on a helicopter ladder swooping over Manhattan. Catch is a journalist at a men''s magazine, and a celeb in his own right (the gossip columns brand him a "ladies'' man, man''s man, man-about-town"). Barbara Novak is the author of a new, bestselling motivational/protofeminist tome, Down With Love, that makes the alarming argument that it''s high time women give up on love and just start acting like men, both in the boardroom and the bedroom.

Catcher sets out to prove Barbara''s a fake by donning geek glasses, a Texas drawl, and the entirely fictional persona of NASA man Zip Martin, created solely to ensnare Barbara into falling in love and up with love. (If that last twist sounds familiar, it''s lifted straight from 1959''s Pillow Talk.)

The plot eventually loses some steam as Dennis Drake and Eve Ahlert''s script gets too clever for its own good, and the sexual innuendo occasionally teeters too far into coarseness (not enough zing, too much bada-bing), but you''d never know it looking at McGregor and Zellweger. They handle their highly stylized roles with ease and aplomb, like all the world''s their stage, and all the time it''s cocktail hour.

Just as good are Paulson and Hyde Pierce, as Barbara and Catcher''s respective editors, who do some romantic sparring of their own. Reed, whose only other feature was the cheerleading pic Bring It On (either wildly underrated or wildly overrated, depending on whom you ask…and possibly how old she is), has made a quantum leap with this sexy, sophisticated comedy that only occasionally falls short of its admirable ambition: that is, to be a fun, fizzy, razzle-dazzle thing. Straight to the moon, indeed.