Hollywood turns once again to a popular TV show as source material for a new movie; this time it's an espionage comedy from 40 years ago, updated for the big screen. Alan Silverman has this look at the new feature film version of Get Smart.

As secret agents go, Maxwell Smart is a little bit James Bond and a lot of Three Stooges. Designated "Agent 86," Smart is ...would you believe? ...the top operative for Washington's ultra-secret "CONTROL," trying to thwart the nefarious plots of "KAOS" (that's K-A-O-S), the secret agent service of the other side.

Using his uncanny powers of deduction and the latest in high-tech gadgetry, Agent 86 never seems to get it quite right.

The TV situation comedy Get Smart, created by Mel Brooks and Buck Henry, was on the air in the 1960's: a comic antidote to the Cold War that gave us catch-phrases like "sorry about that, chief" and "...would you believe"

"There are a lot of elements of the original show," says actor Steve Carell. "There's the 'shoe phone' and the 'cone of silence' and many elements of the original that they were able to bring into this story line, I think, kind of seamlessly."

Carell stars in the film as Maxwell Smart, the character created on TV by the late comic actor Don Adams. Though there are obvious similarities, Carell says he tried n-o-t to copy the antics of the show.

"I steered away from it because I didn't want to do an impression of Don Adams," he says. "I figured there was no way to improve upon what he had done and I thought the more I watched of him, the more I would be inclined to do an impersonation because he was so good and so definitive in the role.

"The creators - the originators - are excited about the fact that there will be a new generation of people that discover this as an idea," adds Carell. " It's funny, but I think what's going to surprise people is how exciting it is. When we first started talking about it and what tone we thought the movie should be, I said I thought it should be more of a comedic "Bourne Identity."

Inept Max is paired with a skilled and sexy partner, Agent 99, played by Barbara Feldon on TV and Anne Hathaway in the new movie.

"What we took from the original series was that Agent 99 was a fully actualized woman of her time," explains Hathaway. "So we thought 'okay, what would a fully actualized woman of 2008 be like?' That was the jumping off point and that's where we got 99 from in our version."

Also in the mix, Dwayne Johnson (formerly pro wrestling's "The Rock") as CONTROL Agent 23, a muscular character very much at home in the action arena.

"The thought of Steve Carell and myself side-by-side is just funny and made me laugh from the get-go," Johnson says. "Then it was funny on the page and I thought we had a good shot at making a pretty good movie."

Get Smart features Oscar-winner Alan Arkin as the CONTROL Chief and British screen veteran Terence Stamp is Siegfried, the dreaded mastermind of KAOS.