LOS ANGELES - A series about horse racing led by Dustin Hoffman and Nick Nolte sounds like a sure thing. But "Luck," which debuts Sunday night on HBO, is so nuanced it may alienate viewers who don't spend every Saturday afternoon at the track.

That's just fine with creator David Milch.

"It's an act of faith," said Milch, who previously challenged audiences with "Deadwood" and "John From Cincinnati." "I think your fundamental responsibility is to stay true to the deepest nature and intention of the material, and that's what we did."

But at what cost? I've seen the first six episodes and I'm still scratching my head.

Here's what I do know: Hoffman plays Chester Bernstein, a recently paroled mobster bent on turning the Santa Anita racetrack into a casino while double-crossing his former partner.

He's aided by Gus Demitriou (Dennis Farina), whose main function appears to be keeping his boss company at night with conversations that will remind you of the nightcaps shared by William Shatner and James Spader on "Boston Legal."

Nolte, who just received an Oscar nomination for his turn in "Warrior," portrays a soulful horse trainer betting big on a brilliant horse and a spunky jockey (Kerry Condon).

What else is "Luck" about? Beats me.

In the pilot, a group of track regulars try to score on a Pick Six, a game that Milch refuses to explain to viewers. Michael Mann confesses that he still doesn't know how it works -- and he directed it.

"There's a tremendous responsibility in taking on this narrative," said Mann, who helmed "The Insider" and "Heat." "It's very complex and filled with wonderful characters whose lives we just immerse into without prelude or context. That challenge was very exciting to me."

"Luck" may be enigmatic, but it is gorgeous to watch. Mann's coverage of the race horses, shot with small cameras hung from light rigs invented just for the show, is as breathtaking as the cinematic tone he established for "Miami Vice."

And then there's the cast. In addition to Hoffman and Nolte, there's juicy work for Joan Allen, Jill Hennessy, Michael Gambon and Richard Kind. Ritchie Coster plays a twitchy sad sack with such pathos, he'll remind you of John Cazale's unforgettable turn as the ill-fated Fredo Corleone in "The Godfather" movies.

Hoffman, who is also listed as a producer of the show, said he's finally doing a TV series because the studio system behind feature films doesn't allow actors to do their best work.

"There's committees. There's meetings. They're on the set," said the two-time Oscar winner, referring to movie executives. "They get involved in what they think is a creative way, but they butt heads with people they shouldn't be butting heads with. With HBO, once they give it a go, there are no committees. There are no meetings. I'm very thankful for that."

Hoffman, who acknowledges his reputation as "difficult," was also drawn to the fact that making a TV show is a team sport.

"I have a test," he said. "I say, 'I have an idea,' and if all the blood drains from the director's face, you know he's not a collaborator."

I sort of wish Hoffman had used his clout to make the story more comprehensible, but maybe it's best to take a co-star's advice, sit back and enjoy the ride.

"Hey," Nolte said. "Do you understand everything about your life?"