Hal Hartley's 1998 gem,

Henry Fool

, is about the tricky relationship between a garbageman poet and a blowhard stranger whose huge manuscript, scrawled in speckled composition notebooks, was "a philosophy . . . a literature of protest . . . a novel of ideas . . .a pornographic magazine of truly comic-book proportions."

In Fay Grim, Hartley's sequel, those same notebooks serve as the McGuffin - the thing that moves the plot, that everybody wants, that all the motion (and emotion) of the actors is built around. But where Henry Fool was a resonant study of friendship, art, trust and politics, Fay Grim is just a throwaway joke. Hartley has taken his great characters - Henry Fool (Thomas Jay Ryan), Simon Grim (James Urbaniak) and sister Fay (Parker Posey) - and thrown them into a Ludlumesque spy pastiche.

It's not that Fay Grim - which follows Posey's title character as she's dispatched by the CIA to retrieve the Fool notebooks from an embassy in Paris - isn't amusing. It is, in that deadpan, skewed way that indie auteur Hartley's pics always are. But there's not much else going on here apart from a lot of hugger-mugger: Israeli double agents, radical jihad terrorists, a leggy British mystery woman (Saffron Burrows), a sexy Eastern European mystery woman (Hartley muse Elina Löwensohn), an arrogant American intelligence op (Jeff Goldblum) and various French, Turkish, Russian and Saudi spies.

Checking into and out of various Paris and Istanbul hotels, Parker's Fay is goofily assured, relying on her wits and her cell phone, and clutching at those bundled notebooks - which may or may not be vital documents, written in secret code. Along the way, she is intercepted, abducted, shot at, sweet-talked and sought after by all sides. Occasionally, big, bold, ironic titles appear on-screen, offering expository help, or clues.

Back in Queens, Fay's brother, the owlish ex-garbage collector Simon, released from jail, mans the phone and watches over Fay's son, the smart-aleck teenage Ned (Liam Aiken). CIA guys and Simon's American publisher (Chuck Montgomery) also appear, trading peculiar stares.

Urbaniak, looking brainy and consternated - and so extraordinary in Henry Fool - is game for this lark. So, too, are the rest of the actors. But it is, disappointingly, only a lark.

Fay Grim **1/2 (Out of four stars)

Written and directed by Hal Hartley, photography by Sarah Cawley Cabiya, distributed by Magnolia Pictures.

Running time: 1 hour, 58 mins.

Fay Grim........................ Parker Posey

Simon Grim.............. James Urbaniak

Henry Fool. . . Thomas Jay Ryan

Fulbright. . . Jeff Goldblum

Bebe. . . Elina Löwensohn

Parent's guide: R (profanity, gunplay, adult themes)

Playing at: Ritz At the BourseEndText