Willie Conway (Hutton) returns to his hometown for his highschool reunion and discovers that his buddies haven't matured much. Tommy (Dillon) is having an affair with Darian (Holly) while his girlfriend Sharon (Sorvino) starves herself. Paul (Rapaport) is struggling to keep his relationship going with on again / off again girlfriend Jan (Plimpton).

Willie's own love life isn't exactly perfect either, he's unsure of whether to commit to his long time girlfriend (Gish) and is being distracted by the charms of 13 year old Marty (Portman). All the guy's are then ruffled by the arrival in town of an attractive newcomer, Andera (Thurman).

Beautiful Girls is a humorous and perceptive ensemble drama that is intelligent yet relatively undemanding. The script by Scott Rosenberg is basically about guy's attitudes towards the women in their life. It's about growing up, accepting responsibility and being down-to-earth about what life has to offer you. Stop waiting for that 'dream girl' and realize what other, attainable, real women can give you. The title of the film comes from a speech made by Michael Rapaport about the 'bottled promise' of a beautiful woman.

The thinly veiled 'messages' are presented by an entertaining slice of life of small town America. It's a very believable setting and the characters all 'fit' very well. The guys in the movie are all your typical types, who act dumber than they are around their mates, and struggle to comprehend women. The general dumbing down of men when they get together in groups is something I've noticed a lot in real life. (Another film that captured this well was 'Good Will Hunting').

Beautiful Girls features quite an impressive ensemble cast. Timothy Hutton does a typically fine job in the lead role, I never understand why we doesn't do more work. He's the typical guy who's afraid of commitment but in a risky move for the filmmakers he's shown developing a crush on a 13 year old girl (played by Natalie Portman). He see's in her all the things he think's he'll miss if he commits to his current girlfriend. He projects his desires onto this young girl almost because he knows it's a safe thing, he knows it won't ever be put to the test.

The rest of the cast all perform well too but with less developed characters. Matt Dillon does his 'Matt Dillon' thing, which is acceptable I guess. Michael Rapaport creates perhaps the most entertaining male character in the film with his goofball Paul. Watch out for Max Perlich in a small but funny role as Kev. The female cast in the film is strong as well with Uma Thurman and the underated Martha Plimpton the standouts. Rosie O'Donnell also cameos offering the films comedic high.

Beautiful Girls is an enjoyable, thoughtful and well-acted movie that will appeal to most people, certainly the Generation X crowd. I guess why I don't give it a higher rating is because "facing up to reality" is something I'm not especially fond of embracing as a theme (see my review of The Adventures of Baron Munchauson to see what I mean).

Uma is awesome in this movie, but she only appears in a few scenes. I think what stands out is how naturally she seems to play the part, as opposed to the way she will adopt various degrees of mannerisms and so forth for most of her characters. She seems a lot more relaxed in this film than she often does, and I think that's a kind of performance she should explore in more substantial roles.

Despite playing the role "straight", she still brings a completely engaging rhythm and lyrical delivery to her performance. The dimensions she brings to some of the simplest lines really show her worth. For instance the eloquence in her delivery of a line such as: "Yeah he makes me happy. I tend to look for that in a man you know, the ones who make miserable don't seem to last." A good line, made great by Uma's delivery.

Uma plays Andera, who represents the unattainable woman in the movie. The guys in the movie who are initially enraptured by her, learn that she's just a normal person and not some amazing angel who's going to change their life after all. Well that's supposedly what they learn, but the way Uma plays Andera is so enchanting that it probably works in reverse. What they certainly learn is that Andera's not going to drop everything for them just because they want her to.