SKEWED SUPERHEROES "Watchmen" follows outcast caped crusaders on a search for a killer in grimy, graffiti-covered, 1980s New York.

To borrow a line from "The Times They Are A-Changin'," the Dylan anthem expertly stitched into a montage of seismic 20th-century events in the opening moments of Watchmen, this movie will shake your windows and rattle your walls.

At least it will for a couple of hours, before 40-odd minutes of draggy, comic-book exposition smother the wild, subversive superhero business that came before.

Watchmen is a fanboy's fantasy come true. Based on Alan Moore and Dave Gibbons' lauded, layered graphic novel - and handled with reverence by screenwriters David Hayter and Alex Tse and director Zack Snyder - the film follows a group of outcast caped crusaders as they search for the killer of one of their own. Seedy, corrupt, out of shape, these aren't your father's superheroes, though one of the "masks," Sally Jupiter (Carla Gugino), is the mother of another, the dominatrix-suited Silk Spectre II (Malin Akerman). But we'll get to that.

Watchmen is set in an alternate 1985: Richard Nixon is in his third term, having won the Vietnam War, and the Doomsday Clock monitoring nuclear tensions between the United States and the Soviets is inching ominously toward midnight. The movie, like the comic, is about power and history - its making, and its reimagining.

Much of Snyder's affectionately pulpy yarn transpires in a grimy, pre-Giuliani New York, with porno houses, dive bars, and graffiti-covered alleyways. And, in the high-rise apartment of one Edward Blake, a.k.a. The Comedian (Jeffrey Dean Morgan), a retired "mask" whose death - and blood-stained smiley-face button - gets the story rolling.

And what a story: flashing back and forth between two generations of costumed crime fighters - only one of whom has real super powers - Watchmen offers a paranoia-fueled look at heroism gone bad. It pokes a stick at the rotting corpse of a dystopian dream, a culture running on violence and fear.

The reclusive Moore, in his afterword to the graphic novel, described his initial concept for Watchmen as "a more cynical and baroque take upon the Justice League of America and their ilk." That skewed vision of classic superherodom remains at the heart of the movie, but there's deeper, messier philosophical stuff at work, too.