The best scene in "City Of Angels" has nothing to do with the central romantic storyline. It takes place on a beach, where angels gather every morning to hear the ethereal music that accompanies the sunrise. On this particular morning, the otherworldly beings are joined by a former angel who chose to become human. As the spirits turn towards the dawn he says, "Oh yes, the music. I can't hear the music anymore." Then, with a look of glee, he exclaims "But you can't do this!" and shucks off his clothing, racing into the sea to catch a wave and body surf through the blue waters.

"City Of Angels" is an ambitious work, attempting to remake a contemplative European art film in a way that satisfies the commercial demands of Hollywood while maintaining the integrity of the source material. The effort is less than successful, but offers ample rewards for those willing to overlook the gooey parts.

The film is based on Wim Wender's cult favorite "Wings Of Desire." The 1988 West German-French production focused on angels who wander the streets of West Berlin, listening to the thoughts of the humans around them. Bedecked in long dark overcoats, the apparitions radiate an air of wistful dignity as they quietly discuss all they have seen, wondering what it would be like to be human. Towards the end of the film, one angel, smitten by a lonely trapeze artist, considers taking the plunge and becoming mortal.

Wenders' film was a somber, reflective tone poem, and "City Of Angels" starts off the same way, effectively establishing a lyrical feel through John Seale's gorgeous cinematography. The film begins with a series of great shots depicting angels in Los Angeles, walking on the roofs of buildings, sitting atop freeway signs, and perched on billboards. Using aerial photography to look straight down on the vast city from above, the film manages the near-impossible: it actually makes Los Angeles look good.

When the spirits aren't giving unseen comfort to those in pain, or escorting the dying to the next level of existence, they gather at the library to compare notes. Seth (Nicholas Cage) tells his friend Cassiel (André Braugher) about an extraordinary thing that happened earlier in the day. While watching Dr. Maggie Rice (Meg Ryan) perform heart surgery, she looked up from her patient, gazed straight into Seth's eyes and said firmly "He's not going anywhere." This isn't supposed to happen and Seth is amazed. He's also in love.

Seth decides to become visible to the doctor, passing himself off as a friend of Nathaniel Messinger (Dennis Franz,) one of Maggie's patients. Over the course of time, he learns that, if possessed with enough desire and courage, an angel can become human, but once done, the process cannot be reversed. You know what happens next, and that's the problem. After establishing a lilting poetic feel, "City Of Angels" takes a fateful turn away from "Wings Of Desire" and towards "Ghost." In the original film, the romance was saved until the very end and served as a nice coda to a meditative piece. Here, the sparks fly way too early, and the film has nowhere to go except to the land of Hollywood clichés.

It's not the fault of the cast. Nicholas Cage is fine, although his deep, sincere doe-eyed gaze gets a little old after a while. Meg Ryan, insufferably cute in many of her recent films, plays it straight here and gives a solid performance. The supporting players are even better. "Homicide's" André Braugher casts a warm presence as the angel Cassiel, and Dennis Franz is an absolute delight as Nathaniel Messinger, a loving husband and father as well as an unabashed hedonist, drinking in all of life's pleasures.

The problem with the latter half of "City Of Angels" is that the romance itself simply isn't all that interesting. When Seth and Maggie start behaving like animated Hallmark cards, the film takes on an air of glossy familiarity that makes one wish the camera would move away from the star- crossed lovers and refocus on Messinger and Cassiel, two far more intriguing characters. Instead, the film goes straight down the Hollywood highway, complete with a drippy, contrived romantic climax that's just plain annoying. After that extremely awkward move, the film regains its footing for a suitably poetic closing scene, but the earlier pathos leaves a mild, but unpleasant aftertaste.

While the problem areas in "City Of Angels" are difficult to ignore, they do not negate its many pleasures. For Hollywood to attempt a work of spiritual poetry is rare. That they didn't quite pull it off is a shame, but certainly not surprising. With this film, it's easy to enjoy the good stuff, suffer the bad, and appreciate the effort as a whole.