The latter only gets worse when Brian brings the ravishing Sofia Serrano (PENELOPE CRUZ) to David's birthday party and the two immediately hit it off. After spending the night together, the two seem to be walking on clouds, but David then runs into Julie who seems to be stalking him as she's upset about not being invited to the party and his lack of love for her.

Accordingly, she drives both of them off a bridge, killing herself and injuring David, leaving him with a disfigured face. David then finds himself in a world where reality isn't what it always seems. Hidden behind an expressionless latex mask and incarcerated in prison for a murder he doesn't remember, David thinks his board set him up, a point that McCabe (KURT RUSSELL), a sympathetic psychiatrist assigned to his case, doesn't believe.

From that point on, and as the story jumps back and forth through time, David tries to get his life back in order, all while repeatedly seeing programming about cryogenics, having repeated run-ins with Edmund Ventura (NOAH TAYLOR), a mysterious man who claims to know him, and seeing people and experiencing events that may or may not be real.

That certainly holds true for Hollywood where most any successful picture creates a host of similarly themed copycat films or remakes when it comes to those produced in foreign lands. The latest victim of such theft is Alejandro Amenábar, the writer/director of films such as "The Others" and "Tesis." In 1997, he directed the fascinating "Abre Los Ojos," the time-jumping and disorienting tale of a disfigured man accused of committing a crime he doesn't remember that was later released in the U.S. with the English title "Open Your Eyes."

Although the picture clearly wasn't a runaway hit stateside, it did receive glowing reviews from critics and movie enthusiasts who loved the film's edgy style and wild plot. Thus, it was deemed a desirable project and the Hollywood types swept in and grabbed the rights to what's now being released as "Vanilla Sky."

Written and directed by Cameron Crowe - based on Amenábar and Mateo Gil's original screenplay - and starring Tom Cruise, the film closely follows the basic gist of the original, but obviously arrives with a bigger budget look, various Americanized particulars, and some differences in character traits.

The result is a decent film that isn't as good, thrilling or haunting as the original, but should still mesmerize viewers unfamiliar with Amenábar's version, which probably amounts to around 99.9% of domestic audiences.

Perhaps it was due to being familiar with the first effort and thus knowing how the plot was going to play out, but this effort simply didn't blow me away as did "Abre Los Ojos." While stylistically shot by Crowe ("Almost Famous," "Jerry Maguire") and cinematographer John Toll ("Captain Corelli's Mandolin," "The Thin Red Line"), and certainly sporting a cast worthy of the adjective "eye candy" - with Cameron Diaz and Penelope Cruz joining the man with the $20 million smile - the execution of the story here just doesn't have the same spark that made the first film so memorable.

Like its predecessor, the fun of this one is supposed to stem from its ever-twisting story where various dreams and the time-jumping plotline keep the viewer constantly guessing about what they're seeing. Seemingly inspired by the "what is reality" works of the likes of Philip K. Dick ("Total Recall") and the early efforts of Bruce Joel Rubin ("Jacob's Ladder"), the plot is convoluted but not distractingly so, and contains an ending that's supposed to blow viewers away.

Yet, the revelation and corresponding explanations for everything are both too lengthy and verbose, and feel more contrived and forced than in the original film. The result of the superfluous explanatory elements is that the shock value is diminished, as the conclusion needlessly drags on, ultimately undermining what could and should have been an abrupt, but terrific finale.

As far as the performances are concerned, they're generally good. No stranger to having to carry a film, Tom Cruise ("Mission: Impossible 2," "Magnolia") is decent as the troubled protagonist, but does better in the pre-accident, romantic playboy part than in the rest where he has to mix part "Phantom of the Opera," part "The Elephant Man" and some sci-fi together into a credible mix. With his personality suffocating behind the mask, Cruise does better once revealed once again - despite the disfigurement - but doesn't quite make the character as sympathetic as he should have been.

Jason Lee ("Heartbreakers," "Almost Famous") is good as his "I'll always come in second" friend, while Cameron Diaz ("Charlie's Angels," "There's Something About Mary") nicely transitions from sexy friend to rapid stalker.

Penelope Cruz ("Captain Corelli's Mandolin," "Blow") reprises her role from the first film and delivers what may be her best English speaking performance, no doubt helped by the palpable chemistry between her and Cruise. Meanwhile, Kurt Russell ("Soldier," "Breakdown") is solid as a sympathetic psychiatrist and Noah Taylor ("Almost Famous," "Shine") has some fun with a smaller, bit part.

If you want to see a great version of this story, go out and rent "Abre Los Ojos" ("Open Your Eyes"). If you prefer your entertainment a bit whitewashed but with huge budgets, even bigger stars and no subtitles, you could certainly do worse than what this film offers. It's just too bad that the remake doesn't possess the same spark or eerie quality that the first film exuded with less effort. Decent, but not great and certainly not convincing enough to warrant remaking the original, "Vanilla Sky" rates as a 6.5 out of 10.