At a cost of $80 million, John Woo's historical China war epic "Red Cliff" ranks as the most expensive Chinese-language movie ever made, and Woo puts every penny of it on the screen and in the sound.

Woo is mostly known in the U.S. for his hyperbolic, stylized 1980s action films such as "The Killer" and "A Better Tomorrow." So, "Red Cliff" might be a surprise - or a disappointment - for loyal Woosters when they see the Chinese-born filmmaker can handle a more conventional period war drama without resorting to many of his oft-used action-film devices.

In subject at least, "Red Cliff" ranks along side such battle movies as "The Enemy Below" (1957) which pitted a destroyer captain against a submarine captain, and "Star Trek II: The Wrath of Khan" (1982), which pitted a Federation captain against a renegade Khan.

These movies delight in exploring how personality, education and observation come into play when smart, efficient military leaders engage each other in a life-and-death version of chess.

"Red Cliff" is based on a 700-plus-year-old novel titled "Romance of the Three Kingdoms." During China's Han Dynasty in 208 A.D., a power-hungry prime minister named Cao Cao (a charismatic Zhang Fengyi) has become an influential general. He practically forces the Han Emperor to order his troops to conquer two Southern China warlords: Liu Bei (You Yong) and Sun Quan (Chang Chen), who won't pay homage to Cao Cao.

The two warlords agree to be allies against Cao Cao's invasion, which, at first, seems unstoppable. But there is a wild card in the plot, and it couldn't be a better Helen of Troy story.

Cao Cao has an obsession for Xiao Qiao (Taiwan supermodel Lin Chai-lin), married to Sun Quan's commander, Zhou Yu (Asian superstar Tony Leung Chiu-Wai).

Woo directs several epic battle sequences with power, pageantry and flair, although the obviously digitalized blood spurts and flying arrows distract from the film's stark realism.

Woo also makes a minor miscalculation by falling back on two of his favorite visual action devices that don't fit into this historical drama.

One is when a single good guy takes on a zillion henchman without breaking a sweat. (Henchman are apparently not good enough to do this.)

Second is Woo's signature setup of two fighters who put their weapons into each other's faces, but do nothing except talk for 10 minutes.

These are minor bumps in an otherwise smooth and impressive motion picture that shows Woo has the chops to mount a thrilling, insightful and sweeping saga that doesn't smother his characters under the action.

Stay tuned for the second half of Woo's epic, "The Battle of Red Cliff" early next year.