In "Flawless," the quality of Demi Moore's old-lady makeup in the prologue and epilogue nearly sinks the picture. (You expect some sort of "Mission: Impossible" aha! reveal.) Working from a screenplay set in 1960 London, director Michael Radford shot most of this diamond-heist lark in Luxembourg. Even though most of the key scenes are interiors, something seems dodgy every time Moore, playing a cool, watchful executive of the London Diamond Corp., leaves the office. The streets are roughly as empty as the London streets we see in post-apocalypse "28 Weeks Later." How much do extras cost, anyway? Couldn't they have swung for a dozen extra extras?

For all its stodginess, however, "Flawless" is a reasonably good time, for one reason. The reason's name is Maurice Micklewhite, better known as Michael Caine. Playing a lifelong janitor and Moore's accomplice in heistdom, Caine's rock-solid. He's enjoying himself, but not too much, and while his character, a jovial Cockney working-class stiff, comes straight out of a million other movies, Caine's grace and presence make the stereotype entertaining. He even gets Moore to loosen up a bit here and there.

However: Holy cats, is she ever invulnerable! Moore's character is supposed to be a woman ahead of her time, a Sphinx who wants revenge on all the males around her, keeping her down. But what happened to the Moore of the old days, pre-"G.I. Jane," pre-"Disclosure," pre-almost everything post-1990? If she doesn't watch it, she'll turn into our generation's mid-career Joan Crawford, not quite of this earth, lacquered and composed to an unreal degree.

The plot has to do with Moore's character, an American living in London (which explains the kindasorta dialect) about to take the fall for someone else's incompetence, joining forces quietly with Caine. The night janitor has been dreaming of diamonds and how to steal them for years, ever since his wife died of cancer. How it all plays out is the point of "Flawless." There's a twist right around the midpoint. And it's a near thing, but Caine - who, contrary to common critical opinion, is perfectly capable of giving a dull or misjudged performance - redeems this film almost wholesale.

I enjoyed seeing Joss Ackland as well. The veteran character actor with the world's lowest voice plays the diamond company chairman, and when he rumbles out orders, it's like Sensurround never left us.