Robert De Niro's second outing as director (his first was A Bronx Tale, 1993) pinpoints the privileged ideology and unscrupulous secrecy that enabled the creation of the CIA. With Eric Roth's eloquent, fictional script, the film traces Edward Wilson (Matt Damon) as a pokerfaced Yale student with an inscrutable way of not answering questions. Through flashbacks, asides and forward-moving action, we are submerged in a concealed world of distrust and espionage. From Edward's indoctrination into the Skull & Bones club at Yale, where he divulges his father's suicide, to an investigation connected with the Bay of Pigs, The Good Shepherd illustrates an origin of American international hegemony that has turned its own country into a laboratory of supervision.

The film is all about tone and the secrets and lies that protect U.S. government agents. It's about insidious, self-important people in positions of power who used their autonomy to create a covert committee of global assassins. Within Edward's small loop of associates at Yale - he really can't call anyone his friend - is an exclusive group of people who will be personally scarred, or even killed, as a result of their association with a character not unlike the cunning shape-shifter Matt Damon played in The Talented Mr. Ripley.

Edward's poetry professor at Yale, Dr. Fredericks (Michael Gambon), is a poof with a bent toward Nazi politics. A brief meeting with FBI agent Sam Murach (Alec Baldwin) sends Edward on a mission to discredit his professor, resulting in Fredericks' dismissal from Yale. When it's revealed that Fredericks was in on the plan with the Office of Strategic Services (precursor to the CIA) from the start, the disclosure comes with a caveat that Fredericks' homosexuality has become a grave problem to the "agency." And so it goes. Every civilian Edward comes into contact with is eventually discovered to be knowingly or unknowingly part of a bigger picture of spying.

It's telling that Edward dates Laura (Tammy Blanchard), a deaf girl whose hearing aid takes on a fetishistic quality. But Edward is an easy mark for rich girl Margaret "Clover" Russell (Angelina Jolie), who seduces him and gets pregnant on their initial sexual encounter. The event forces Edward to abandon Laura and marry Clover just when OSS agent "Wild Bill" Sullivan (Robert De Niro) sends Edward to serve in London.

Flash forward to the future, when Edward and a group of CIA agents study a blown-up black-and-white photograph taken in a bedroom in some cryptic foreign city. In the photo are clues to the identity of an informer who gave away secrets that affected the Bay of Pigs debacle. The photo adds suspense to the story, but it also plays crucially into the climax, when Edward is forced to face the ramifications of his actions in the guise of his now-grown son Edward Jr. (Eddie Redmayne), who has joined the CIA. The son's attempt to walk in his father's invisible footsteps proves disastrous for the family and brings the story into a personal context.

Angelina Jolie is miscast in a role that needed a different calibre of actress (Jennifer Connelly, perhaps) to maneuver the glacial emotional waters Edward and Clover traverse in their detached marriage. Cinematographer Robert Richardson's bold compositions work hand-in-glove with the script to put the audience in the mindset of its paranoid characters.

The Good Shepherd is a movie that stays with you because it removes any sense of carefree liberty you might have felt about America. It brings you up to date about how the CIA helped ruin foreign affairs and make American citizens the hunted. We spy on the enemy, and they are us.