I'm a huge Robert De Niro fan. Even when he's phoning-in his performances (like in "Meet the Parents"), he's always a commanding presence onscreen.

But I'm not so sure about him as a director.

"The Good Shepherd," which De Niro directs, is a visually outstanding film. Its somber gray tones and deep shadows fit the subject - the origins of the Central Intelligence Agency.

The casting is outstanding (as are the performances). I mean, how can you go wrong with a troupe comprised of Matt Damon, Angelina Jolie, Alec Baldwin and De Niro himself?

Where "The Good Shepherd" falls down is in the film's length and pace. This a long, mostly boring film that just plain wears you out. This is weird because the performances are so solid, but not enough to jumpstart this sluggish monster of a movie.

"The Good Shepherd" begins and ends with The Bay of Pigs fiasco. In between, it follows the life of Edward Wilson (Damon), a composite character (although the bulk of his character is based on spy catcher James Angleton), and his involvement in the formation of the CIA.

The best part of the film takes place at Yale University, where Wilson is initiated into The Skull and Bones, a secret society from which most CIA members would be drawn (even President G.H.W. Bush, a former Bonesman, was head of the CIA).

Angelina Jolie as Margaret Ann Russell and Matt Damon as Edward Bell Wilson are great additions to the cast of "The Good Shepherd."

Sadly, after the Yale and postwar Berlin sequences, the film just grinds to a halt, never to recover.

It's a shame. With a little judicious trimming, "The Good Shepherd" could have been one of the best pictures of the year. Instead, it's another also-ran best seen when it comes to cable.

GRADE: C- (c) 2007 King Features Synd., Inc.