The story and the characters really REALLY needed work. The world idea is kind of neat, but no one bothered to develop any of it either through exposition, or through the plot. Despite the cheesy notes at the beginning of the film, it makes sense that you wouldn't use exposition, since no one is new to this world. And yet, when Matt Owens (Bill Paxton) and Byron (Bob Peck) stray off-course and get lost, and get introduced to the wind-worshipers and the fat, lazy, rich people in the museum, we don't get any real idea of who these people are, or why we should care about any of them. Smart films have ways of developing this simply by having the characters live in the world. Simple things, like ordering a drink at a bar, or talking about something in the past -- these are the kind of things that make the film world memorable, not endless shots of crappy planes, and cheap CG effects of someone trying to do loops in an ultralight.<br /><br />If this is too difficult for you, here's a little tip -- pare down the multiple locations. If everything's becoming disjointed because you're pulling up to often, stay in one place for a little while and have the characters talk a little. All the superfluous crap should be removed. Get rid of the entire wind-worshipers scene. Get rid of the stuffy museum people. Get rid of all the crappy flying crap unless you can make the wind relevant to the story. Have the entire thing set on a big plane, or something. Just get people talking about something we care about.<br /><br />Hey, get rid of Bill Paxton. Have the film center around Tasker's character and his relationship with the robot, Byron.<br /><br />Indeed, the biggest problem of the film is that we don't care anything about anybody, because no one takes the time to either explain their motivations or delve into their characters. We don't like Matt (well, because he's played by Bill Paxton, among other things). He's a scoundrel, who doesn't redeem himself enough, except to let the android, Byron, go. And this action has even less meaning than most because of three key points: <br /><br />1. Byron is a murderer. 2. Byron is indestructible 3. Byron can leave any time he damn well pleases.<br /><br />We try to like Byron, because there's a kind of pathos there, but it's largely undeveloped. All we're left with is a whiny, glassy-eyed robot guy who's acting is subdued and wooden one moment, and practically zany the next. We don't know why or how he develops emotions, but we do know for a fact that he's murdered someone. We don't know why he murdered someone, or the circumstances of this grisly event, because it isn't developed. We can't feel pity for him if we don't know the story. All we know for a fact is that he murders people. And he likes Bill Paxton.<br /><br />We don't hate Tasker enough (partly because he's played by good-guy Mark Hamill), since while gruff and ruthless, doesn't do anything out of the ordinary for his character -- a post-apocalyptic peace officer. Sure he kills Montclaire (Robbie Coltrane) and his team, but they are drug dealers, on their way to grow poppies for heroin. And they shoot at him first. He doesn't kill anyone who doesn't get in the way, or who does not try to physically harm him first. That goes equally well for the final confrontation in the museum. He uses a smidge of police brutality against a lazy dilettante (F. Murray Abraham is wasted in this role), and everyone else draws a gun on him.<br /><br />I really don't understand what's the deal with Belitski (Kitty Aldridge), Tasker's partner. After only an accumulated 10 minutes with Matt, she's ready to switch sides, despite her shouts of loyalty, and despite Matt's trash-talking her, and punching her out. If that's love, then I'll choose hate any day.<br /><br />Really. Paxton's character is about as lovable as Simon in "True Lies", or Pvt. Hudson from "Aliens". Does anyone fall for him in these movies? No. Why? Because he's a loud-mouthed idiot, and a loser. Why put him at the helm of this film?