I saw it coming from The Big Lebowski, a film of laid-back absurdity that nevertheless holds fast to many elements of Dashiell Hammett era detective fiction. It was only a matter of time before the Coen brothers tried their hand at a straightforward piece of black-and-white film noir. The Man Who Wasn't There is a terrifically deadpan noir comedy that is one of the Coen brothers' finest films.

One of the things I like best about going to see a Coen brothers film is that I never quite know what to expect. Admittedly, I have a firm grasp on their peculiar style, their black-comedy intricacies, but I'm never really sure where they're going to apply those sensibilities next. Inevitably, after a first viewing of one of their films, I'm left somewhat baffled, although a smile is always plastered to my face. It's typically on second viewing that I fully appreciate what the duo has accomplished. On my second viewing of The Man Who Wasn't There, the full weight of the Coens' intentions became clear, and I recognized the film for the moody film noir masterpiece that it is.

Billy Bob Thornton stars as Ed Crane, a cuckolded barber in 1950s Santa Rosa, California, who, despite a deep and sleepy ennui for the world around him, ultimately manages to destroy everything in his sphere of featherweight influence. Clearly inspired by the writings of James M. Cain, Crane is a middle-class Everyman who, in a desperate bid to become more than what he is, finds himself embroiled in murder and mayhem. Ed is a ghostly presence throughout this film—thus the title. He doesn't talk much, and he doesn't do much. He puts one plot point into movement, and the rest happens all by itself, like the collapse of a house of cards. Thornton's performance is spectacular, giving Crane an intensely empty quality. A cigarette is constantly hanging from Ed's mouth, and we see that he has all the emotional weight of the smoke that hangs about him.

The supporting cast is filled with note-perfect performances. Frances McDormand plays Ed's wife Doris, who acts in the role of the femme fatale. James Gandolfini has pitched his voice a little higher to play the desperate Big Dave, Doris' boss at Nirdlinger's department store. Jon Polito plays Creighton Tolliver, a traveling capitalist with a futuristic idea ("It's called 'dry cleaning'!") who starts the story rolling. And Tony Shaloub delivers a superb performance as Freddy Riedenschneider, Ed's defense attorney when things start looking a bit bleak.

The Man Who Wasn't There is especially noteworthy for its adherence to the iconography of classic film noir. Roger Deakins has given this film a wonderfully moody visual style, infusing the proceedings with a dark atmosphere loaded with portent. And only the Coens would feel confident about throwing in UFO references and imagery, which at first seems ridiculous but becomes essential once you reach this marvelous film's end.

USA Films presents The Man Who Wasn't There in a gorgeous anamorphic widescreen transfer of the film's original 1.85:1 theatrical presentation. The black-and-white cinematography of Roger Deakins is captured brilliantly, evoking the history of film noir while retaining a pristine cleanliness. Blacks are deep and solid, giving a haunted look to the image.

The disc offers a Dolby Digital 5.1 audio track that is focused toward the front soundstage. However, imagery across the front is effectively subtle. The sound has a richness that I don't often encounter. Dialog is clear and natural, and Carter Burwell's music is full and resonant.

The standout feature of the disc's supplemental material is a scene-specific audio commentary from the Coen brothers and Billy Bob Thornton. I was as excited to listen to this track as I was to own the film. Although the brothers provide a fairly low-key listen, they are a joy to watch the film with, offering a number of behind-the-scenes anecdotes and laughs. Thornton acts as a kind of moderator to the commentary and is a bit more lively than the Coens. In a perfect world, the Coens would be the types of directors that babble on non-stop about their creations, but the reality is that they are soft-spoken and seemingly not entirely comfortable in front of a microphone. I can accept that, and I appreciate that they've taken the time to talk a little about this movie.

Next up is a 16-minute featurette titled The Making of The Man Who Wasn't There. This is a collection of interviews with key cast and crew, including the Coens (seated in front of a location set) and Roger Deakins. Unfortunately, this piece has a thrown-together feel, and I found myself wishing that it had been more carefully planned rather than cobbled together.

I found more substance in the 46-minute Interview with Roger Deakins, but this video presentation is even more of an amateur affair. The camera rocks back and forth, goes in and out of inappropriate close-ups, and just stays on Deakins' face the whole time. The anonymous interviewer is stumbling and apologetic but at least seems to have gathered some insightful questions. Deakins talks at length about the challenges and glories of black-and-white photography.

The Deleted Material is something of a joke—pure Coen malarky. The sole deleted scene that's interesting is the 3-minute Riedenschneider's Opening Argument, which shows the full monologue that Shaloub delivers near the end of the film. (In the finished movie, Ed Crane narrates over much of this material.) The remaining four scenes—The Timberline, The Duck Butt, The Alpine Ropetoss, and Doris' Salad are tiny snippets that look and sound exactly like a Coen brother snickering.

The Behind-the-Scenes Photo Gallery is a brief collection of stills. You also get cast and crew filmographies, a theatrical trailer, and two television spots.

Underlying every Coen brothers film is a current of dark lunacy. That lunacy pervades the entire Coen filmography, which spans madcap comedies (Raising Arizona, The Hudsucker Proxy, O Brother Where Art Thou), crime thrillers (Blood Simple, Fargo) and just plain oddities (Barton Fink). But never has the lunacy been so subdued as in The Man Who Wasn't There—except perhaps for the gangster film Miller's Crossing. If you're a lover of film noir, this is an absolutely essential comic appreciation of that great era in American film.