Throughout the course of Nazi Germany, there have been 42 documented attempts to assassinate Adolf Hitler. But none perhaps, as elaborately networked as the one depicted in "Valkyrie." At the center of the scheme is Colonel Claus von Stauffenberg (Cruise), who served faithfully in the Third Reich his entire career. But upon losing sight in one eye, a hand, and several fingers during a battle in North Africa, begins to question the direction of the Fuhrer. And ultimately, decides to join the German Resistance and lead Project Valkyrie, a plan designed to assassinate Hitler and return the government back to the people. Directed by Bryan Singer, whose prior works include "The Usual Suspects," "X-Men 2," and "Superman Returns," "Valkyrie" is delivered with strong production qualities. Although the casting of Cruise takes some getting used to, the film makes ample use of a strong supporting cast and a tightly knit story to maintain suspense. Sleek and ever so swift, "Valkyrie" is a surprisingly taut and engaging thriller.

Following an explosive battle in Tunisia, Colonel Claus von Stauffenberg awakens in a hospital bed, severely wounded, after losing a hand, an eye, and several fingers. The war has changed him both physically and mentally. So much so, he is quickly recruited by Major General Henning von Tresckow to join the German Resistance, an underground organization secretly plotting the assassination of Adolf Hitler and the destruction of the Nazi regime. The organization is getting desperate, having plotted some 14 attempts unsuccessfully, including a most recent scheme involving a smuggled bomb on Hitler's private plane. But at Stauffenberg's suggestion, a plan is put together to not only assassinate Hitler, but to usurp the entire government as well, by rewriting Operation Valkyrie, a set of instructions that detail the deployment of Hitler's reserve army in the event of a national emergency.

After redrafting the plan carefully, Stauffenberg carefully builds a network of co-conspirators - General Olbricht (Nighy), General Ludwig Beck (Stamp), General Fellgiebel (Izzard), Dr. Carl Goerdeler (McNally), Erwin von Witzleben (Schofield), and more. But attempts to woo General Fromm (Wilkinson), who heads the Reserve Army, are met with unsettling resistance. And arrests are being made, including that of collaborator, Major Hans Oster, on suspicions of treason. Fortunately, however, the plan moves forward after Stauffenberg secures the Fuhrer's signature on the Valkyrie changes at the Berghof estate in Bavaria. And it sets the stage for an assassination attempt at the bunker known as Wolf's Lair. With a briefcase of explosives in hand and an infrastructure plan intact, what could possibly go wrong?

Interestingly, between 1943 and 1944, Claus von Stauffenberg had orchestrated as many as four failed attempts on Hitler's life via grenades, bombs, and revolvers. In fact, the July 20 plot was not the first, but it would be the last before Hitler ultimately took his own life on April 30, 1945. From a historical perspective, the film is extremely meticulous about the plot itself, fully detailed in costume, production design, and military nuance. And it remains faithfully accurate and respectful to the story and characters. However, in focusing solely on the execution of the plot, the film misses one key historical ingredient - Stauffenberg's own motivations for putting everything on the line. Missing are his moral and political reasonings, along with his vision of a Hitler-less Germany.

Written by Nathan Alexander and Christopher McQuarrie, who also penned "The Usual Suspects," "Valkyrie" moves at an unrelenting pace. A large part of that is due to the scene-to-scene intensity, which builds and builds, climaxing during uber tense confrontations with Hitler and other members of the SS, always suspicious of non-conformity. Additionally, careful attention is paid to each participant and their role in the script, whether as communications officer, explosives expert, or bureaucrat, creating a complex and copious web of conspiracy.

That attention to character is further enhanced by an outstanding supporting cast: Kenneth Branagh, Terence Stamp, Kevin McNally, Eddie Izzard, and Thomas Kretschmann. With minimal screen time, they are all able to create distinguishable characters that are fascinating to watch and have so much depth. But no more so than that of Bill Nighy, whose General Friedrich Olbricht gets caught between a rock and a hard place. A sympathetic character agonizingly indecisive about right and wrong, life and liberty. And on the opposite side, Tom Wilkinson, cast as Colonel General Friedrich Fromm, who delivers a bearish performance, riding the fence, but doing so through force and intimidation.

Sadly, the most distracting element of "Valkyrie" is the casting of Tom Cruise as Colonel Claus von Stauffenberg. From "Taps" to "Top Gun" to "A Few Good Men," Cruise almost always plays the all-American hero - confident, cocky, and ever so dutiful. And with a smile that could melt young girl's hearts. In fact, he has engrained himself in American pop culture as one of Hollywood's most popular leading men. However, much like Harrison Ford, who attempted to break type casting as a Russian submarine captain in "K-19: The Widowmaker," Cruise attempts to shake up his career as a widely recognized German hero in "Valkyrie."

And while the physical likeness between Stauffenberg and Cruise is self evident, German spectators were not immediately convinced. In particular, that of German's Finance Ministry and Stauffenberg's own family. But ultimately, assurances were made about the integrity of the film and the characters. And once audiences adjust and look beyond the eye patch, they'll see a performance that is rather solid. A portrayal that is toned down, that does not offend or glamorize, but one that subtly captures the intensity, the sacrifice, and the heroism of someone whose pursuit of humanitarianism supersedes the value of his own life.

In the end, we know Hitler manages to survive. But that doesn't seem to faze "Valkyrie," an incredibly suspenseful story told through the eyes of its participants. With characterizations so rich, we realize the complexity of each decision and understand what's truly at stake. Sure, listening to Tom Cruise speak German might take a leap of faith. And motivations may be missing. But the burden the characters bare and the urgency surrounding their intentions are well communicated through Alexander and McQuarrie's script and the action oriented direction of Bryan Singer. All in all, making "Valkyrie" a highly entertaining, historical potboiler.