As the opening credits rolled and I saw John Alton was the cinematographer, I got very excited. The excitement wore off three minutes later. Most of this movie plays out like an episode of "Leave It to Beaver", moralistic ending and all. There is very little noir about any of this. However, Alton's photography is truly stunning, far far better than this film deserves. I guess if you have no noir expectations and a high tolerance level for irritating children, it's worth a watch.