So when you're Joel and Ethan Coen, and you're coming off winning three Academy awards for No Country for Old Men, and you're known for tackling the eclectic, the goofy, and the darkly funny, what's your next picture going to be? A film surrounding espionage, infidelity and physical fitness? That's about right, actually.

Such is the case for Burn After Reading, the Coens' latest effort. The film is set in Washington, where Osborne Cox (John Malkovich, In the Line of Fire) is a CIA agent who was recently let go from his job, and decides that he wants to start writing a set of memoirs. This proves particularly annoying to Osbourne's wife Katie (Tilda Swinton, Michael Clayton), who is disenchanted with the marriage, cheating on him with Harry (George Clooney, O Brother, Where Art Thou?), and about to serve Osborne with divorce papers. Meanwhile, Harry has got his own problems. Harry's also married, though his wife is unaware of the affair, but he's also cheating on Katie, picking up various women for trysts. This is where Linda (Frances MacDormand, Fargo) comes into play, and Harry and Linda meet on a date. She works at a gym with her boss Ted (Richard Jenkins, The Visitor), who secretly has a crush on her, and Chad (Brad Pitt, Troy), who, let's just say, is really into exercise. One day, Chad finds a disc that has some classified material on it, and that sets some funny, strange and mysterious events in motion.

An interesting thing about Coen Brothers films is that they can be viewed in many different ways. And the one thing about Burn After Reading that I couldn't help but notice is the desire of each character to better themselves individually, but in almost every case, at the ill will or peril of somebody else, with maybe one exception that I'll talk about in a minute. Linda wants to get plastic surgery and meet more people on the internet, but doesn't want to pay for the surgery or include a picture on the internet ads she submits, and is the brains behind wanting to blackmail the owner of the disc. Harry wants to leave his wife, but also doesn't want to be with Katie, who wants to leave Osborne. In the hands of other filmmakers, this would be a plot of soap-operatic proportions, but the Coens make each one of them tragic because almost all of them are unaware of the consequences, or generally are ill-prepared to accept them. When things start to unfold in a way that would be personally beneficial to them, that's when it gets, well, funny. The disc that contains the mysterious data is a distraction, what's on it is immaterial, what each character does with it in his possession is more important.

And speaking of funny, there are a couple of actors who swing for the fences in this one. First off, believe everything you've heard about Pitt's performance. With hair oddly reminiscent of his role in Cool World, Pitt's one of the few people that doesn't deliberately attempt to better himself at the expense of someone else. He is blissfully unaware of the things that go on the world, outside of his role as instructor at the gym, choosing to focus more on working out, biking and hydrating, but not with that "Maryland swamp water," thank you very much. The other character who seems to don't personally benefit from the actors of others is Osborne, and Malkovich seems to be playing him as an extension of his work as himself in Being John Malkovich), but that doesn't mean it's any less funny. Osborne and Chad are at opposite ends of the spectrum in Burn After Reading; everyone else is in between. And that's by no means a slight to the cast, because they all do well with the material, and in the case of those who are familiar with working with Joel and Ethan Coen, execute it with a little more flair than everyone else.

When you come down to it, it's still a little hard to place this film within the Coens' best work. It's not that it isn't good, it's not the instant classic that Fargo or No Country was, and obviously time have given more appreciation to The Big Lebowski and The Hudsucker Proxy. I think that marveling at the tragic-comic workings of many of the characters is the thing worth enjoying the most here, that and Pitt's performance, which is hilarious. Now that I think about it, Chad and Tyres from Spaced? Separated at birth.

In an 1.85:1 widescreen VC-1 encoded transfer, Burn After Reading can be a little misleading at first, because the flesh tones and lights appear to be a little bit on the hot side, but when you look at it further, there's quite a bit of detail in the tight shots, you can count the pores on the Clooney and Malkovich's faces. The blacks provide a deep contrast, and there's even quite a bit of clarity on the background exteriors of Washington. So while it might run a little on the blown out side, it's an apparent deliberate choice by the Coens and cinematographer Emmanuel Lubezki (Children of Men), and I'm all for artistic intent. So taking it all into consideration, Burn After Reading looks pretty good.

The DTS-HD Master Audio lossless 5.1 surround track for Burn After Reading does the job when called upon. The film is dialogue-driven and doesn't possess any real score that I recalled, but some sequences sound clear as a bell, and the gunfire in a couple of scenes that occurs sounds clear as a bell and almost has a subwoofer "oomph" to it. Speaker panning is seldom and directional effects are just as rare. But at the end of the day, Burn After Reading is reproduced accurately on Blu-ray, just as it was in the theater. The problem with that is that there's nothing that really goes on that makes you rave about it from a sound point of view.

In traditional Coen fashion, not a helluva lot to be honest, with three segments, the longest of which being "D.C. Insiders Run Amuck" (12:24). That covers the genesis of the idea from the Coens, and the cast's thoughts on Pitt's performance (more specifically, Jenkins and MacDormand's thoughts on Pitt's performance), and a bit of production and set design shown. There's also a bit of on-set footage here, albeit nothing really informative. "Finding the Burn" (5:31) covers more on the film and some deadpan thoughts from Joel and Ethan on wanting to do a "Tony Scott/Bourne Identity" spy film of sorts, while "Welcome Back, George" (2:51) shows the Coens' fascination with Clooney and vice versa. That's the only stuff on this BD-Live enabled product.

If for nothing else, Burn After Reading is worth watching for the sake of having three Oscar winners together under one roof, being directed by a pair of Oscar winners. That said, the performances are a little on the mixed bag side of things, and on the supplemental side of things it's a little light. That said, technically it's probably an upgrade from the standard definition version, and it's worth watching at least once, so...watch it once, OK?