A gang of criminals cause a fake chemical spill in Beverley Hills and after the residents are evacuated loot their homes and businesses. A football player Boomer Hayes and a tainted cop Ed Kelvin unite together to foil the nefarious scheme. It starts well building up the characters and the situations then it proceeds to be rather silly. There is lots of noisy action to keep one watching but that's about it. The heroes are bland and the robbers equally so except of course for Robert Davi as Robert Masterson who steals all his scenes with his villainous charm.

Jan Hammer's music score kept being interrupted by inappropriate pop music. I hope he didn't mind

Ken Wahl plays "Boomer" Hayes, a football star who must become the unlikely hero when the owner of his team, "Bat" Masterson (veteran screen villain Robert Davi), masterminds a false toxic spill in order to get Beverly Hills residents evacuated from their homes. Thus, the empty homes will be ripe for looting by Mastersons' many minions (consisting largely of disgruntled ex-cops). "Boomer" teams up with Kelvin (Matt Frewer), a uniformed BH Cop, who was in on the scheme but took a powder when things got violent. All night long they must dodge attempts on their lives while heading for a showdown with the ambitious criminal.

"The Taking of Beverly Hills" is an amusing credit for veteran Canadian-born filmmaker Sidney J. Furie ("The Ipcress File", "The Entity", "Iron Eagle"). It's WAY over the top in terms of destruction; get a load of all the damage that henchman Benitez (Branscombe Richmond) does while trying to dispose of our heroes. It takes stupidity, implausibility, and chaos to glorious levels, and will likely have its viewers grinning and shaking their heads in equal measure. Fortunately, this is one movie that knows damn well how ridiculous it is, and makes up for in pace and energy level what it lacks in brains.

It begins appropriately enough, with Frewer doing voice-over for a credits sequence that is both a kind of love letter to, and critical assessment of, BH. It benefits the most from Davis' smooth performance as a bad guy who REALLY wants to be accepted by the elite of BH, including the fat-cat father (William Prince) of the sexy lady (Harley Jane Kozak) whom Davi covets. In another character detail, he also happens to be asthmatic.

The supporting cast includes such familiar faces as punk rock star Lee Ving, Lyman Ward (Mr. Bueller in "Ferris Bueller's Day Off"), Tarantino favourite Michael Bowen, Wahls' "Wanderers" co-star Tony Ganios, Ken Swofford ('Fame'), Michael Alldredge ("The Incredible Melting Man"), and George Wyner ("Spaceballs") as the BH mayor. Pamela Anderson has an uncredited bit as a cheerleader.

Richmond makes such a nuisance of himself in his efforts to eliminate Wahl and Frewer that it's an utter shame that his comeuppance isn't a lot more glorious.

Ultimately, it's all a little too silly for its own good, but it's definitely not boring.

Six out of 10.