If I look hard enough, flaws can be found in this film, primarily with the script. I found the character of Wolf not totally convincing. However, those were my only "complaints." Because when this movie started on Cable, I was just going to record it and watch it later. However, from the beginning, with the eerie music and Cameron Diaz doing her spaced out 60's dance, I was riveted. I never got up until the movie was over. It seemed like I never even blinked.<br /><br />The acting of Cameron Diaz and Jordana Brewster was excellent. The scenes were beautiful, the girls were beautiful, and the music was haunting and very touching. The story was quite unique and at times had a surreal quality. The viewer would tend to like the picture more if they had a good understanding of the state of mind of young people in the 60's and 70's, especially in America. Many of the scenes basically succeeded in showing something of that era that is hard to pin down. It was a bit more complicated than the simplistic statement that they wanted to change the world and ended up disillusioned, although that may be the most obvious aspect. Phoebe learns more and more about this as the movie progresses.<br /><br />One aspect that didn't seem to be covered by the other reviewers that might bear mentioning, is the way the two daughters seem to drift through life after the death of their father. They both had adored him, and his presence had been a stabilizing factor in their lives and obviously he had loved them dearly. We read so much today about boys who lose their fathers too soon, only to lose their way themselves. This film covers the ripple effect of the loss of the father on the daughters left behind, first on the older sister Faith, then on to her younger sister. Their mother feels inadequate to try to be both parents. This type of dynamic is not covered in hardly any other movies, especially in so many different layers of plot and subplot. Phoebe's inner struggles of reality versus perceptions are gradually peeled away like layers of an onion.<br /><br />Speaking of plot, this movie should rate higher than it has here. I kept waiting for some great conspiracy to be found out concerning the death of Faith. How it did resolve itself surprised me, even if others may have guessed much sooner.<br /><br />Maybe not for everybody, but I could watch this movie many, many times.