Even if he were to get all the way up to "Ocean's Eighty-Six," I'd still classify Steven Soderbergh as an independent filmmaker. Soderbergh, of course, helped kick-start the current indie film phenomenon with 1989's "Sex, Lies, and Videotape," but one look at his eclectic filmography, with little-seen experimental larks studded amongst the moneymakers and the Oscar winners, demonstrates that the man stayed true to his art-house roots. His projects seem to alternate between the popular and the esoteric sensibilities; for every "Erin Brockovich" or "Traffic," there's a "Schizopolis" or "Che." So hot on the heels of last fall's big-budget thriller "Contagion" comes "Haywire," a lean, crackling spy flick that makes an action star out of a successful athlete. Refreshingly, however, that athlete is a woman.

And within the first 10 minutes, after a bone-crunching tussle in a diner with Channing Tatum, we understand why Soderbergh hired MMA fighter and former American Gladiator Gina Carano to star as black ops agent Mallory Kane. But we're not sure why anyone would be gunning for Mallory, so "Haywire" attempts to explain it through a flashback leading up to Mallory's current predicament. The pulpy, entertaining script by Lem Dobbs (he also wrote Soderbergh's "The Limey") offers up layer after needlessly twisty layer of a spiteful double-cross, seemingly masterminded by Mallory's boss/former lover Kenneth (Ewan McGregor) and perhaps involving MI6 agent Michael Fassbender, behind-the-scenes power player Antonio Banderas, and government operative Michael Douglas. Or maybe not; I ain't saying.

As Mallory investigates the betrayal, the action globetrots from Barcelona to Dublin to a New Mexico reckoning, and we're treated to nail-biting pursuits along with deftly choreographed fight scenes. (Soderbergh's smart use of natural sound makes you realize how over-the-top some of that foley work can be.) Unsurprisingly, the physical stuff is where the charismatic Carano shines. She delivers her lines capably enough, if a bit uninflected, but when it's time for Mallory to kick off her heels and kick ass, Carano's background lends "Haywire" a credence with which other so-called action stars can't compete. (I'm looking at you, Angelina Jolie.) Not only does she hold her own, but Carano actually looks like she can take a punch as well as she delivers them.

Soderbergh also went this quasi-meta route in 2009's "The Girlfriend Experience," casting porn starlet Sasha Grey as a high-end prostitute. As in that film, Soderbergh plays to his heroine's strengths, letting the professional thespians do the heavy lifting. McGregor is slimy, Fassbender is slick, Banderas is shady, and Douglas is self-serving, but they're all so totally watchable that we hang on their every word. (Also, we're really trying to puzzle out just what the hell is going on.) David Holmes' pulsing, 70's-detective-film score hits the right notes, while editor Mary Ann Bernard (a/k/a Soderbergh) and cinematographer Peter Andrews (yup, Soderbergh again) favor long, honest takes, letting the set pieces unfold organically. Soderbergh's rumored retirement by 2013 would be a big loss to cinema, independent and otherwise.