Each week, BDN film critic Christopher Smith will review the latest DVD releases

“Carnivale: Complete Second Season”: The complete second season – and, as it turns out, the complete last season, as HBO canceled this curiously entertaining series after just two years. Set during the heart of the Great Depression, the show weaves supernatural elements into its traveling story of carnies moving across the Dust Bowl. It’s as off-kilter as “Twin Peaks,” though not as self-conscious. Nick Stahl and Clancy Brown are standouts as two connected men who are destined to meet, but so is Adrienne Barbeau as Ruthie and Clea Duvall as Sofie. The final episode is a stunner and a letdown – all the questions it raises won’t be further explored. Includes all 12 episodes on six discs. Todd Browning (“Freaks”) would have loved it. Grade: B+

“Charlie’s Angels: Third Season”: A strange mix of pop feminism, indeed. Cheryl Ladd, Jaclyn Smith and Kate Jackson are never at a loss for gloss or sensuously parted lips when they take down thugs with the help of Charlie (voice of John Forsythe) and resident stooge, Bosley (David Doyle). Farrah Fawcett returns (from the racetrack!) in the episodes “Angels Come Home,” “Mother Angel” and “Angels in a Box,” each of which is upstaged by “Disco Angels.” That show is the camp highlight of the third season, which at one point finds the angels whirling beneath a mirrored ball. Back in the day, the show was hip. Now, we’ll just call it enjoyably surreal. Grade: B-

“Civilisation: The Complete Series”: The smashing, 1969 series from the BBC, newly re-released and digitally re-mastered on DVD, is a treasure. Here, Sir Kenneth Clark gives his compelling, insightful look at the rise of Western Civilization through its culture. Clark’s gift is how accessible he makes the experience without dumbing down the material. His approach to art is personal – you sense Sister Wendy might have learned a few things from him – with the questions he raises elevating what we thought we’ve seen, but perhaps never truly have seen. At least not like this. Grade: A

“ER: The Complete Fifth Season”: In this fifth season of the seemingly never-ending series, the drama escalates to a fever pitch, but then it had to, didn’t it? This is, after all, the season in which Doug Ross (George Clooney) left the show in the two-part episode, “The Storm.” Otherwise, the usual chaos and disorder ensue, with romance and broken hearts hurtling through the doors of Chicago’s Sacred Heart almost as frequently as the smashed bodies. Grade: B

“Fear Factor: First Season”: Bottom-of-the-barrel television, with disgust – not fear – driving the lot of it. What is the appeal of this show? Is crawling through a rat-infested cave entertainment? Is choking down a gurgling slop of squirming worms the definition of fear? Please. A review of this swill is almost beside the point – either you’re a fan of the show or you’re not. Regardless, in the end, what the show proves is that there will forever be those who really will do anything for their 15 minutes of fame. So, on that note, desperation and narcissism also should be factored into the title. Grade: D-

“Film Noir Classic Collection, Vol. 3”: As distinctly American as jazz. During its heyday in the 1940s-1950s, the noir movement dominated American pop culture, rivaling the outlaw toughness of the Western, the darkness of the Gothic. The films of the era were urban and racy – the dialogue snapped, sex underscored the sleaze, blood soaked the pavements. All boil together in this fine collection from Warner, which showcases five films – 1949’s “Border Incident,” with Ricardo Montalban; 1951’s “His Kind of Woman,” with Robert Mitchum, Jane Russell and Vincent Price; 1946’s “Lady in the Lake,” with Robert Montgomery; 1952’s “On Dangerous Ground,” with Ida Lupino; and from 1951, “The Racket,” with Mitchum again and a commentary by film historian Eddie Mueller. The additional bonus disc includes the worthwhile documentary, “Film Noir: Bringing Darkness to Light,” as well as several shorts, the highlight of which is “Woman in Hiding.” Grade: A-

“Million Dollar Baby: HD DVD”: The best movie of Clint Eastwood’s career, now available on HD DVD, is the story of Maggie Fitzgerald (Hilary Swank), a 31-year-old, self-described piece of “trash” whose dream is to become a prize-winning boxer under Frankie Dunn (Eastwood), a gruff boxing trainer and manager who “doesn’t train girlies” and who wants Maggie out of his gym. But Maggie isn’t going anywhere. And so, with the encouragement of Frankie’s best friend, Scrap (Morgan Freeman), who narrates the film and helps to manage Frankie’s gym, Maggie perseveres until Frankie acquiesces. He agrees to train her and manage her, so long as she does things his way. While there’s nothing new in that story, it’s what Eastwood does with it that makes “Million Dollar Baby” worth as many accolades. Indeed, what Frankie and Maggie find in each other is something deeper than the sport that binds them. As Maggie rises up through the ranks with a stunning series of wins – she’s a natural in the ring, as light on her feet as Eastwood is behind the camera – Frankie realizes a relationship with her that he doesn’t share with his estranged daughter. Likewise, Maggie realizes with Frankie the relationship she can’t have with her family, whose cruelty knows no limits. This is the best-looking film yet to appear in the high-definition format, but deeper than that is how the movie transcends the sport. It’s about the surrogate families we create for ourselves-the relationships we choose to have, rather than the relationships born out of blood. It creates an emotional bond with its audience that’s as solid and as meaningful as anything shared between its characters. You invest yourself so completely in the story – and in the lives of Frankie, Maggie and Scrap – that by the time Eastwood drives home his final, awful twist, you’re left devastated and spent. Superbly crafted and acted, with an unassuming score composed by Eastwood himself, the Academy Award-winning “Million Dollar Baby” is timeless, classic, seemingly effortless. Rated PG-13. Grade: A