Matt Dillon's directorial debut starts out well. Jimmy Cremmins (Dillon) is being investigated for an insurance scam and decides to skip town and head off to Thailand and then Cambodia to get in touch with his boss, Marvin (James Caan). The setup is lush and exotic, and what exactly it is that Jimmy is getting into is at first quite mysterious. But when Marvin appears and the plot kicks in after about an hour or so, the film goes downhill. Though, City of Ghosts is filled with fantastic locations (ancient Brahman temples, rundown French colonial architecture, creepy abandoned buildings in the middle of the jungle) and the cinematography from Jim Denault is superb, the film doesn't exactly present a nice picture of Cambodia. The Cambodians probably didn't know what they were getting into when they agreed to this film. The country is portrayed as a place where kidnappings and dismemberments are common occurrences. Officials are corrupt and the only sympathetic Cambodian character is an endlessly faithful cyclo driver. This is a distinctly American point of view of Southeast Asia that's been played over and over in plenty of films about Vietnam and Thailand. Another problem is that Dillon is far from a great actor and there are times when his character comes off as corny and fake as a TV actor in a show like Hercules or Star Trek. Caan and Gérard Depardieu are pretty much wasted in their parts, and Jimmy's love interest, Sophie (Natascha McElhone), and her friends are the most ridiculous part of the story. They are supposed to be alternative, pierced, backpacking types, who are restoring antiquities in Cambodia and having rave parties at ancient, ruined temples. But these scenes seem like they are in a completely different movie, one that's even more schlocky than this one.