Gulf of Texas, 1976: Three young friends, Jesse, Steve, and Morgan, after playing war games, decide to bury a treasure of childhood tokens and take an oath as blood brothers that they will never "split up." Flash forward to the present, Los Angeles: Jesse (Eric Stoltz, looking appropriately haggard with unkempt beard and long hair, á la Pulp Fiction) has become a junkie with a serious jones to feed. Moneyless, and living in squalor as a failed guitar player, he tries to hit up ex-girlfriend Bridget (Amanda Plummer, cagey as ever) to no avail. Continuing to look for a score, he witnesses a drug deal go horribly wrong at a local park. As dealer Skipper (Dwight Yoakam) leaves his car to finish his associate off, Jesse discovers a briefcase filled with cash in the front seat of Skipper's car. Jesse takes off with the money, but not before Skipper gets a good look at him and hears his name called by another park regular.

Jesse, now on the run, decides to square up on some old debts and get back to his hometown of Galveston, Texas, where he is certain he'll be safe. Jesse thinks his problems are now over due to his recent influx of cash; Skipper, on the other hand, now has some pretty serious concerns – Marshall (Billy Bob Thornton, with a full beard and quite a few extra pounds), the violent head of a sort of "hillbilly" drug gang with white separatist leanings, shows up with a few henchman in tow looking for his money. Armed only with the information that Skipper can provide, he and his crew begin their increasingly violent quest to find Jesse and their money.

Upon returning to Texas after a seven-year absence in which no one has heard from him (not quite honoring his promise to never split up), Jesse immediately reunites with Morgan (John Corbett, Northern Exposure, Sex and the City), an ex-Marine and playboy type who gladly accepts Jesse back into his life and condo, and Steve (Josh Hamilton, With Honors), who is now a successful "corporate type" with a wife Michelle (Annabeth Gish, X-Files) and a young son. Our three friends are soon back in old form, but Morgan and Steve quickly realize that Jesse has become an addict – they decide to get him into the woods for a week in order to help him detox, never aware of the impending danger that they will soon have to face. As it turns out, Jesse has mislead them into thinking that he had a hot streak in Vegas to account for his riches, not a chance encounter in a park while looking to cop heroin.

Back in California, Marshall and company are wreaking havoc on virtually everyone who ever has had anything to do with Jesse. They finally obtain the information they've been looking for, and fly off to Texas for retribution.

Made in 1996, and written by Billy Bob Thornton and regular partner Tom Epperson, Don't Look Back is rather disappointing given their past scripts for the excellent neo-noir One False Move and solid supernatural thriller / Southern Gothic the Gift. There are no real surprises in Don't Look Back, and generally little suspense as to how the drama will play itself out. Characterizations tend to be a tad broad, and Thornton himself (who is almost always a pleasure) even gives his own character short shrift in the development department. However, since this film is really more of a plot-driven piece rather than character-driven one, it succeeds somewhat on its own terms. (Thornton is certainly capable of both when he wants, as evidenced by his own performance and script for the very effective Sling Blade.) Directed by Geoff Murphy (I wonder why Billy Bob did not helm this one himself), Don't Look Back is directed in a pedestrian manner.

The acting is enjoyable (if slight) across the board – Stoltz, Corbett, and Hamilton have an easy rapport, Billy Bob and his crew are appropriately thuggish, Amanda Plummer and Dwight Yoakam lend brief, effective support, and even Peter Fonda shows up for an unbilled cameo. With a cast this talented (and easy to root for), it is a disappointment that the film itself is not more compelling. However, they certainly make it a fairly easy one to bear, even if all parties are essentially slumming.

the DVD:

Video: Presented in a full-frame aspect ratio (as it was broadcast), Don't Look Back suffers visually from some unfortunate graininess. There is also evidence of some source print damage in the form of slight specks. Otherwise, the film looks wholly unremarkable, with the exception of some nice location shooting in Texas - as Thornton's crew begins closing in, there are some lovely shots of the Gulf region.

Audio: Don't Look Back features a DD 2.0 English and French soundtrack, as well as a mono Spanish track. The score, by J. Steven Soles, is comprised mostly moody guitar and synthesizer, and sounds fine. Although most of the film is dialogue driven, there are some effective scenes toward the end featuring rain, wind, thunderclaps, and guns. Nothing spectacular, but on the whole perfectly adequate.

Extras: The only extra featured in this modest release is a cast and crew filmography.

Final Thoughts: A tidy, compact film at 90 minutes, Don't Look Back is a generic thriller made easy to digest by an excellent ensemble cast. Although both HBO and Billy Bob Thornton usually tend to aim a bit higher with their respective productions, Don't Look Back generally succeeds on its own modest terms. It is a perfunctory thriller, and as far as that goes, not a particularly bad one at that. I recommend this film as a rental if any of the above sounds interesting, or if you are a fan of any members of the cast in general. Otherwise, wait for a late night rerun.