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Here's a totally offbeat film, about as non-mainstream as you could expect despite the presence of two A-listers in the dual leading roles. It's a character study of motivation and the forces which drive sane people to commit insane and unpleasant acts. It helps greatly that the leads are played with such skill and charisma as actors Samuel L. Jackson and Ben Affleck can muster. Jackson is as intense as ever, but also unusually heart-warming in the emotional moments; Affleck puts in his best performance to date here as the vain but weak young lawyer, and the result is highly effective. The scenes in which the leads share screen time are very effective.

The story is slow-paced but this works in the film's favour, building up a realistic picture of life in New York and carefully developing the characters along the way. There are many twists and surprises in the cat-and-mouse game played out between the two men, and it's never quite possible to predict the outcome for this is an edgy, sometimes unsettling movie. In the end things do get a bit preachy and syrupy, but this doesn't matter, because the film's message is a strong one and the dialogue is not spoon-fed to the audience, a failing of so many modern films. Instead this is a film that doesn't underestimate the viewer, that is worth a look thanks to being so unconventional and intelligently-written and made.

This movie was surprisingly good, for many reasons. The most obvious is probably that the characters develop before, during, and after the presented story, as the film opens at a critical time for both of them and closes with them having changed major parts in their lives.

I expected this to be a glorified version of Madd's Spy vs. Spy, or something of that nature, given the hype. However, it is not at the same pace at all... the violence is not cartoonish, its realistic. The characters are not simple, they are complex. They "have issues" and are both trying to find a better sense of balance in their lives, both do things which they regret... all in all, this is one of the most "human" movies I've ever watched.

Even though the characters are deep, the movie does not try to emphasis it with drawn out scenes with dramatic music or anything, which actually makes it more like watching real people than watching a movie. It also makes for a more powerful effect overall because it is up to the watcher to notice the subtleties.

The acting and directing are very well done, and there is some writing which surprised me in that it showed more about the characters rather than relating directly to the main conflict (I don't want to give too much detail and spoil it). The pacing is good and kept me interested throughout, partially to see what the main characters would do next and partially to see what, if anything, they would learn from the experience.

It is not as "epic" as something like Shawshank Redeption, and doesn't deal with esoteric themes such as Meet Joe Black or ominous themes such as Equilibirum or 1984(the novel), but in a way it is more epic because it deals with normal people who struggle to be beneficial humans despite major mistakes, pressures, and conflicts.

When `Changing Lanes' first opens, the viewer is presented with a montage of jagged credits, trendy jerking photography cruising NYC streets, and electronic beats that are so cool they could be used for cryogenic freezing. It quickly seems apparent that this film is simply a star-vehicle for Ben Affleck and Samuel L. Jackson; it seems apparent that this is a cold and impersonal genre-exercise for a successful comedy director, Roger Michell (`Notting Hill'), to branch out; it seems to be all these things until the end of this sequence when the camera glances out the window of a school bus out onto the New York City skyline, and there we see it: the World Trade Center. Unlike Sam Raimi's upcoming `Spider-Man', delayed after September 11th so that the WTC could be digitally removed, this is a film unafraid to date itself, and unafraid to look at human truth.

Affleck plays the role of the oddly named Gavin Banek (did they take the name ‘Ben Affleck', throw it in a blender, and add some new letters for good measure?), a high-power lawyer on the verge of becoming one of the partners at his law firm, alongside his father-in-law. Jackson is Doyle Gibson, a reforming alcoholic father of two clawing his way out of his hole and trying to save his marriage. On a critical day in both their lives, Doyle going to court to try winning joint-custody, and Gavin on his way to seal his career-making case, the two get into a minor accident on the FDR turnpike, causing Doyle to miss his hearing and Gavin to accidentally give Doyle a signed document that is critical to his case… and it all unravels from there.

The two tumble in a daylong haze of malice and self-destruction, sabotaging each other's lives. Whenever either decides to throw in the towel and do the ‘right' thing, it is too late and the other has already escalated it to the next level. His life quickly falling down around him, Gavin begins to examine it for the first time, taking a deep look into his wife, his law firm, his boss/father-in-law, and himself… ultimately questioning his motivation for trying to retrieve the document in the first place.

This is where the film really shines: many movies ask the question ‘what makes a man?' but `Changing Lanes' does it with honestly and authenticity. The screenplay, by Chap Taylor, asks if it is success, or if its providing for one's wife and kids, or if its true goodness, avoiding superficiality and delving into the motivations for each. In one telling monologue, Gavin's father-in-law, played with perfect tone by Sydney Pollack, says, `At the end of the day, I do more good than harm. What other standard have I got?' Unfortunately, the movie does not really ask the question of what makes a woman, even though both wives show real strength. The movie does not even seem to suggest that Gavin and Doyle's struggles could even be applied to women (obviously they could, had the movie explored that).

Jackson, always an excellent actor, is great as Gibson even if he has performed better before. Surprisingly, in this film Affleck's acting actually seems to surpass Jackson's in this amazing performance that is probably the best we have seen from Affleck so far.

All of the characters in the film, including minor-roles and extras, all exhibit a very human feel, and seeing real-feeling people on the screen has always been something rare and not to be taken for granted. The viewer comes to care about everyone in the picture: Gavin, Doyle, their wives, the guy at the bank, even the stranger at the bar.

New York City itself is alive in this movie: it breathes, coughs, and gasps with Salvatore Totino's shaky, unsaturated, claustrophobic photography. Totino really looks at people and the city in the face, and does not try to make them prettier or uglier than they are. David Arnold's original electronic score is a refreshing change from the very poor attempts at orchestral music that most movies are now filled with. Arnold's score very effectively sets the mood and reinforces the tempo of the movie.

`Changing Lanes' is a success for Roger Michell that shows us that a movie can have major stars, be entertaining, glossy, substantial, and pensive all-at-once.

`Changing Lanes' is rated R for a fender-bender, destruction of office equipment, unseen infidelity, a shot of the World Trade Center, and honest depiction of the human condition.

I imagined this was going to be one film from the previews I'd seen, but in reality it turned out to be another - a far more subtle experience than I had expected. A lot of the people in the packed theatre where I saw it apparently expected that other film too; they seemed disappointed when they'd left - they'd probably been expecting yer basic escalating violence, with us cheering for Jackson as the good guy and Affleck as the bad. Not a black and white movie (no pun intended), more of a karma sort of thing, with the two main characters learning from each other in ways they never realized they would (or needed to). And heavy-handedness is nowhere to be seen. Kudos for that alone.

There is a lot great about this movie. Plausible plot, strong acting, alpha on alpha everyday Joes (vs superheroes or thugs or spys). The movie mostly avoids stereotypes, arguably completely avoids them because these are well drawn characters. Great, believable psychological thriller.

High real world stakes.

Until the last ten d*** minutes when Afleck becomes essentially a super hero and fixes all the consequences for Jackson, despite how clear it was made throughout that most of these things could not be fixed.

Such an intelligent story ruined by one of the most careless yet brazen Hollywood endings in history.

I know *why* they make Hollywood endings, but I strongly suspect anyone that sat through this disturbing tale could handle a real ending. This ending is tantamount to all the dead people in Alien or one of the Hannibal Lecter movies all being AOK at the end.