At the story's center is Pearl (Diane Lane), a 31-year-old mother who has an affair with a free-spirited salesman passing through the working-class Catskills resort where she is vacationing with her family. Pearl wouldn't describe herself as unhappily married, but as the summer progresses she is pulled toward the freedom she sees younger women enjoying. (She is practically the only person at the resort who doesn't find hippies skinny-dipping in the lake to be scandalous.) Pearl is also envious of her fourteen-year-old daughter, who is dating for the first time and entering womanhood at the dawn of the sexual revolution. But her envy is tinged with genuine concern: She doesn't want Alison (Anna Paquin) to become pregnant and married too early, as she was at age seventeen.

Neither Pearl nor her daughter can possibly imagine how women's lives will change when birth control becomes commonplace. In its best moments the movie shows how middle-class women were punished by the consequences of their own sexuality, often becoming mothers before they were grown up themselves. Moon also examines how the limits placed on women hurt their families. To her credit Pamela Gray did not write a screenplay (it won the Samuel Goldwyn Award at UCLA's film school) that blames men. Pearl's husband Marty (Liev Schreiber) saw his chance to go to college extinguished when he got Pearl pregnant. A TV repairman who works in the city while his family vacations, he, too, has experienced the curtailing of his dreams.

Unfortunately the movie demures from placing Pearl's dilemma in a distinct historical context, relying instead on mere allusions to Vietnam and other touchstones; its characters don love beads and take a side trip to Woodstock. Lane (TV's Lonesome Dove) gives an appealing, down-to-earth performance as Pearl, and Paquin is powerful as Alison -- not easy roles to pull off in a movie that looks and feels so artificial. Its well-appointed sets (every shot calls attention to period details) are drenched in nostalgia. As is the score, a collection of Sixties chestnuts, including the Grateful Dead's "Uncle John's Band" and Bob Dylan's "Subterranean Homesick Blues." (A wrong note: Broadway star Tovah Feldshuh, who infuses Pearl's mother-in-law with a tiresome saintliness.)

As the guy Pearl falls for, Viggo Mortensen drips with sex appeal. He'd attract almost any woman. But without a more complex rendering of what she's going through, Pearl seems like, well, any woman. (Saturday, February 27, 7:00 p.m.)

-- Robin Dougherty

Given the way the film opens -- a young African woman watches as soldiers kidnap her schoolteacher husband from his classroom -- you might assume the title of Bernardo Bertolucci's 1998 film Besieged refers to a political situation. Actually Shandurai (Thandie Newton, from 1998's Beloved) is overwhelmed by an emotional siege that occurs much later in the story. By that time she's left her home in an unnamed African nation and traveled to Rome to study medicine. She lives in the maid's apartment of an antique-filled home owned by Kinsky (David Thewlis, from 1994's Naked), where she cleans house. One day her landlord, a reclusive English composer, surprises her with a passionate, almost obsessive confession of love. He doesn't know that she has a husband back home in a military prison.

Bertolucci's best-realized film in years, Besieged is also his smallest-scale work, a three-character chamber piece that unspools with the delicious landscapes and exquisite patina-stained interiors we've come to expect from the director of The Last Emperor (1987) and The Sheltering Sky (1990). The film was shot in Kenya and Rome, with both locales providing spellbinding imagery. When Shandurai has recurring dreams about home, we see a gigantic, grass-covered volcano crater, an aboriginal musician sitting alone under a mansion-size tree, and a gaggle of political posters slapped up on village structures. It's hardly surprising that Bertolucci can transform Africa into a land teeming with Third-World mysticism and medieval brutality alike; what's astonishing is that he can make Rome, perhaps the most overused of cinematic settings, look new again. (Fabio Cianchetti served as cinematographer.)

Despite the way it plays off the contrasts in Shandurai and Kinsky's backgrounds, Besieged is more interested in the ways the two connect. They size up each other, for example, through the hypnotic perspective offered by an ornate spiral staircase. Kinsky, in love with Shandurai long before she realizes it, watches his housekeeper come and go through second-story windows and catches glimpses of her through half-opened doors. He's a voyeur, encroaching on her territory by sending tokens of love to her via the dumbwaiter that connects their two apartments: The first is a piece of sheet music with only a question mark at its center. Gradually Kinsky divests himself of nearly every treasure he has so he can give Shandurai what she most desires.

For her part Shandurai sneaks up on Kinsky to listen to the Beethoven and Chopin he plays on his piano, reacting to the pieces as if they were exotic and disturbing. The music that comes out of her radio, after all, is the Afro-pop and soukous of Salif Keita and Papa Wemba. Indeed Besieged has an extraordinarily unsettling soundtrack, though no one song or composition seems out of place. With its disparate tones and harmonies, the home Kinsky and Shandurai share comes to seem like a tiny yet complete universe.

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