Louis Jourdan, as Kamal Khan, is one of the most debonair and suave of all of Bond's villains, who traditionally are crude ones like Spectre's #1 or Goldfinger. Khan has the looks and demeanor that come closest to rivaling Bond's own. The smooth talking Khan, wearing clothes that look like retro Mao, never breaks a sweat. Going back to the earlier films, in which Bond is as successful at gambling as with women, James joins a rigged game of Baccarat with Khan and destroys him with the ultra-confidence that comes from knowing just how Khan is cheating.

For exotic locales we have a most colorful India and a bleak East Germany. We are introduced to two Indias, one with the abject poverty of the street vendors and the other with the opulence of marbled palaces complete with an array of elegant waiters. And in a scene designed solely to shock, we find that the superrich view sheep's eyes as a special delicacy. In order to make the ever-gray East Germany interesting, the picture is visually enlivened by setting it in a circus, bursting with characters in colorful costumes.

The best action sequence has Bond himself turned into sport and hunted like a tiger with men on elephants and on foot, yelling, blowing horns and banging sticks and drums as they hunt him down.

John Barry, the Academy Award winning composer for BORN FREE, THE LION IN WINTER, OUT OF AFRICA and DANCES WITH WOLVES, produces the most haunting and lovely score of any of the Bond films. This along with director John Glen's deliberately slower pacing gives the strangely serene film the feel more of a romance than an action thriller.

In the title role of Octopussy we have Maud Adams, who, a decade earlier starred in THE MAN WITH THE GOLDEN GUN. Octopussy -- her friends drop the octo - got her name from her father. She and her minions wear robes and have tattoos of colorful octopi. Octopussy's purpose is more to provide a romantic element than to provide an another villain.

The endings of Bond pictures are traditionally full of theatrics. The overblown conclusion of OCTOPUSSY includes a sequence of James ridding high above the battle on a hot air balloon made of bright British flag material.

OCTOPUSSY runs too long at 2:05. It is rated PG for comic violence and sexual innuendo and would be fine for kids around 9 and up.

My son Jeffrey, almost 9, thought it was an okay movie but complained that there weren't any real bad guys in it and that he didn't understand what all of that egg thing was about. Overall he felt the show just didn't make enough sense for him.