As the picture opens, David Aames (Tom Cruise) wakes up, gets dressed, and begins his drive to work, only to discover the streets of Manhattan, including Times Square, are ominously vacant of human life. This is quickly exposed to be a dream, as he relays it to a friendly psychologist (Kurt Russell). In reality, David is a high-powered stock owner of a publishing firm whose experience with women has been nothing but one meaningless sexual encounter after the next.

Currently "seeing" Julie Gianni (Cameron Diaz), David's entire outlook on relationships change with his meeting of the entrancing Sofia (Penelope Cruz). After spending a life-changing night together of nothing more than conversation and fun, David leaves Sofia's apartment knowing full well that he is in love. Filled with jealousy and confusion, Julie doesn't see it quite that way, and drives them off a bridge together in a suicide mission. Julie is killed, but David, who sees his physical appearance as his greatest asset, survives, albeit with a deformed, reconstructed face. As the disturbed David attempts to piece his life back together, he finds himself falling deeper and deeper into a frightening hole where he can't tell what is real and what is merely a dream. Or is it either?

A motion picture that only grows more enrapturing with each passing minute, the stunning visceral impact of "Vanilla Sky" is not weakened in the least by comparisons with "Open Your Eyes," a respectable feature in itself that, nonetheless, lacked the depth of character found here. With an increasingly twisty, enigmatic narrative, the film is, at once, a romance, drama, thriller, science-fiction, horror, and even downright Lynchian. Director Cameron Crowe, whose "Almost Famous" was one of the best of 2000, has created his most stunning work to date--a movie so truthful, multidimensional, and emotionally stirring as to prove utterly unshakable.

In adapting Amenabar's screenplay for this American retelling, Crowe has strengthened the premise with extra layers (the underlying themes of music, art, and film is an unexpected addition), and made the character more sympathetic and affectionate. In doing so, honest glimpses of human nature and the remarkably similar climax take on entirely different meanings, replacing what was merely a neat surprise in "Open Your Eyes" with what could now only be described as heartbreaking.

Tom Cruise brings a lot of extra baggage to the roles he plays because you can't be one of the biggest movie stars in the world and always be believable as an entirely different character. Because Cruise has to work harder as a result of this minor acting crutch, his portrayal of David Aames feels all the more impressive. Starting off as a nice, but shallow, man more involved with himself that with any woman, the moral journey he takes is one of rare insight and accuracy, and Cruise is up for each and every challenge put in front of him.

Reprising her role of Sofia in "Open Your Eyes," Penelope Cruz (2001's "Blow") has finally made good on the buzz surrounding her since she started working in American films. Cruz is the standout, deeply affecting and filled with so much life that one has no trouble in seeing what people find so mesmerizing about Sofia.

Rarely does romantic chemistry work as well as it does in Crowe's movies (i.e. Tom Cruise and Renee Zellweger in 1996's "Jerry Maguire"), and Cruise and Cruz are no exception. Their beautifully evolving relationship is the aspect of the story we connect most closely with, and Cruise and Cruz do not let us down.

Turning in vivid supporting work, Cameron Diaz (2000's "Charlie's Angels") has a tighter, more humane grip on Julie than actress Najwa Nimri did in "Open Your Eyes." In her pivotal car sequence with David, Diaz successfully conveys the severe hurt and bewilderment of Julie's psyche. Kurt Russell (2001's "3000 Miles to Graceland") makes for an amicable, caring psychologist trying to unravel David's plight.

Crowe, a great lover of music, doesn't let us down in the soundtrack department, either. His track list, which includes Paul McCartney, Bob Dylan, The Beach Boys, Red House Painters, Radiohead, and The Chemical Brothers, is superbly chosen with nary a wrong step in sight.

With lush cinematography by John Toll (1998's "The Thin Red Line") that paints the autumn and winter seasons of New York City with a dreamlike artistry, "Vanilla Sky," which acquires its curious title from a painting hanging in David's home, is a ravishing stunner that never loses its way once--a particular triumph for such a labyrinthine movie concept. The fine line between dreams and reality is stirring, to say the least, reminding one of their own experiences in a similar state of sleep. At its core is a film about life's natural process, including the unfair occurrences that put a curve ball in people's plans for themselves and those around them. The implications of such, so brilliantly brought to life in "Vanilla Sky," are unbearably tragic.