If I cut two or three paragraphs from the middle of this Southland Tales review, tossed in some random sentences from other articles about this film and others by writer-director Richard Kelly, burst into song about two-thirds of the way through and didn't reveal what the movie was about until near the end, you might get a very good sense about my experience of watching Southland Tales. The difference is that you would probably give up on reading that review quickly and not wait for the payoff, but Southland Tales managed to captivate and hold my attention despite the fact that I sometimes felt lost or confused.

Richard Kelly's long-awaited second film (Donnie Darko being the first) premiered at Cannes in 2006 to a number of unfavorable reviews, including complaints that the movie was difficult to follow and structurally a mess. Since then, Kelly removed about 20 minutes of footage (involving Janaene Garafalo and Kevin Smith's characters) and added special effects that he felt the movie required. The new cut, which will hit theaters in November, premiered at Fantastic Fest in Austin at a "secret screening" on Saturday night. The recut film may still be difficult to follow and occasionally difficult to enjoy, but audiences who are willing to pay close attention and focus on the world of the film for more than two hours are rewarded by something extraordinary.

Southland Tales works best once you accept the fact that you are not always going to understand what is happening onscreen, and stop fighting the urge to memorize every detail and tie it all together. The story is set in an alternate version of the U.S. in 2008, in which nuclear attacks on Texas have led to a far more restrictive version of the Patriot Act called USIdent, in which power is frequently abused. California has become a hotbed of liberal rebellion where Neo-Marxists are trying to overthrow the increasingly oppressive system. In addition, a German scientist has invented a way to harness the power of the ocean to solve the dire energy crisis, but his projects may have terrifying side effects.

The movie focuses on several characters: movie-star Boxer (Dwayne "The Rock" Johnson), who has amnesia after a mysterious event in the desert; twin brothers Roland and Ronald Taverner (Seann William Scott), one of whom has recently returned from fighting in Iraq; and porn star-turned-activist Krysta Now (Sarah Michelle Gellar). The film is narrated by Private Abilene (Justin Timberlake), who informs us solemnly at the beginning of the film that the story he's telling is about the end of the world, and quotes Revelations throughout to support his point. Dozens of supporting characters also clamor for your attention, nearly all of whom are familiar faces cast against type: Mandy Moore, Miranda Richardson, Christopher Lambert, Wallace Shawn, Zelda Rubenstein, Curtis Armstrong, Cheri Oteri, Jon Lovitz and Amy Poehler among others. I particularly liked John Larroquette and Nora Dunn (and their scene together in a cafe), could not recognize Kevin Smith at all, and was impressed by The Rock's smooth performance.

I haven't even scratched the surface of this movie. Southland Tales swings from dark comedy to horror to political message film to science fiction, with occasional dips into noir (including clips from Kiss Me Deadly), drug culture, religion and even a musical number featuring Timberlake. At times it does feel like a mess, but a glittering, fascinating mess, bouncing from genre to genre and from subplot to subplot, trying to squeeze too much detail and backstory into the constraints of a feature film. The excess of information often made me feel overstimulated or overwhelmed, as though two or three movies' worth of stuff had been compressed. In fact, Kelly has published three graphic novels related to Southland Tales, meant to set up many of the events occurring before or during the film. I can't see most audience members buying comic books to read beforehand, though (but imagine if George Lucas had created a trio of comic books for his episodes 1-3 ... hmm).

Southland Tales is not an easy movie to watch or to like. It's not hard to see why it's often accused of being self-indulgent and messy. But I would rather see filmmakers (and studios) taking risks with films like this than have to sit through more Hollywood cookie-cutter sequels and remakes. Besides, I like a movie I can watch with a group of friends, then head off to a coffeehouse or bar and have an interesting discussion about what exactly happened and what it all meant. Southland Tales will have us debating through dinner, drinks and dessert ... maybe for several meals.

For more on Southland Tales, see James Rocchi's review (of the original longer cut) from Cannes in 2006.