During the course of a year, the reviewers stumble across some independent lower budget films that play larger. In the case of The Listening, I came away wondering what director/writer Giacomo Martelli could have done with more than 2,870,000 euros ( $3.8 million). Filmed in England, Rome and the Alps of Italy, we are treated to beautiful panoramas while we watch a movie filled with intrigue on an international scale.

The year is 1999 and the United States government is about to purchase a new toy for the National Security Agency. Named Tumbleweed, this device is able to listen in on any room through a phone whether or not it is off the hook, or, in the case of cell phones, turned on.

When the NSA staff is being briefed around the world, one of the briefcases containing top secret information is stolen from one of the company salesmen. There is nothing of interest to a bottom level street thief so they drop it. Another woman, Francesca, sees it and decides she will try to return it to its owners the next day.

She is mistaken as a spy attempting to sell the data but the one stand up guy in the organization, James Wagley, decides to help her. The question becomes, can he find her before his agency does and if he does, can he prevent her death?

Since none of the actors in the film are "known" we are allowed to follow the story with less distractions. In the case of this movie, that positive is also a problem as a lot of 2nd rate acting takes some decent words and story line. Michael Parks (Kill Bill 1, 2) plays Wagley. He is a soft spoken inside the building intelligence officer (think 3 Days of the Condor or Spy Game). The actor decided that means you talk with your head down. And his boss, another 20 year veteran of the organization is kowtowed by a vendor to be afraid for his job. Very unrealistic. That vendor is played by James Parks (The Darkroom and lots of episodic TV). He is a total ass. He plays it well. But I don't quite think he would have that personality at that level and his petulance played poorly.

The Listening will end up on the video shelves and with some great copy writing, will be rented with a decent frequency. Maybe a few more million in actor upgrades would have helped.

Hank Yuloff is a film critic living in Los Angeles.