Robert Rodriguez (From Dusk Till Dawn, The Faculty) wrote, directed, produced, photographed, edited, and scored Once Upon a Time in Mexico. I’’m sure if you look further this jack-of-all-trades also provided coffee and donuts. Coming off his third Spy Kids feature, Rodriguez seems like the hardest working man in showbiz. Mexico, a sequel to 1995’’s Desperado, is one tasty burrito of stylish action, vigorous energy and the immensely appealing Johnny Depp.

Depp stars as Sands, an amoral CIA agent who calls Mexico his beat. Through the help of a one-eyed flunky (Cheech Marin), he recruits a mysterious gunman, El Mariachi (Antonio Banderas), to thwart a coup being lead by Marquez, a military general, and paid for by a drug cartel run by Barillo (Willem Dafoe, a.k.a. the Creepiest Man Alive). Then there’s also a retired FBI Agent (Ruben Blades) looking to settle a personal score with Barillo, a Federale (Eva Mendes) looking for some action, a nasty hired gun (Danny Trejo) itching to off a certain Mariachi, Mickey Rourke with a Chihuahua, Enrique Iglesias with a mole, and also the fact that Marquez, who Banderas has been assigned to kill, murdered Banderas’ wife (Salma Hayek) and daughter. I’ll stop so you can catch your breath. Ready? Okay.

You better think ahead and bring a second pair of pants because Depp will charm them right off as he plays yet another oddball. We are delighted with Sands and his multitude of fake mustaches, tacky T-shirts (one actually says “CIA”) and method of paying people through cash-filled nostalgic lunch boxes. Despite plotting near a Machiavellian level and shooting innocent chefs, the character settles into a lovable anti-hero that transforms into a blind reaper of vengeance. Depp is one of the best, if not the best, actors on the planet. Once again as he did in Pirates of the Caribbean, Depp gives life to a character and nourishes the film every time he’s onscreen. This is Depp’’s show. Mexico does have a noticeable lull whenever Depp is absent. I don’’t know anyone else that could actually become cooler AFTER what he goes through. Possession is nine-tenths of the law, and Depp totally owns this movie and the 2003 year.

Banderas is smooth and has never looked better than playing the role of the silent-but-deadly musician. Hayek’s role amounts to little more than a cameo. She’s witnessed through flashbacks, but she still has a healthy smolder to her. Blades has the most integrity of all the characters. Most of the actors have fun with their roles, especially the ones that are bad (which accounts for most everyone), but you can’’t help but get the feeling that they’re being wasted for the most part.

Rodriguez’s overstuffed film is so delightfully over-the top and loopy that it crackles with an infectious kind of energy. Once Upon a Time in Mexico is a wild and lively cartoon of an action movie with a very healthy sense of humor. Its action relies low on CGI and high on inventive, if slightly self-aware, camera angles and furious gun fights. A sequence involving Banderas and Hayek chained to the wrist and swinging one-by-one down the levels of a building is breathtaking.

What this spaghetti western below the border could have used is a little less of its myriad of twists, double-crosses, triple-crosses, and character subplots. By the time the Day of the Dead rolls on, you might need note cards to keep everything straight. Rodriguez’’s earlier Mariachi films were lean on plots which allowed for fun and grandiose action sequences. Perhaps Mexico could have shaved some of these needless characters (cough, Eva Mendes, cough) from its convoluted plot and drawn out its sometimes too quick bursts of stellar action.

Once Upon a Time in Mexico is a bloody good time. Depp amazes yet again in this bombastically silly yet undeniably fun south o’ the border shoot-em-up. If Rodriguez has any plans for an additional sequel (and he might given his insane work ethic) I’’d recommend following Depp’’s Sands character wherever the sands take him. To witness this incredibly cool, whip-smart character cut up in any land would certainly be music to my ears.

Nate’s Grade: B