Having gone to my local video shop, wanting to rent either Gladiator or a big-budget blockbuster type film for my 'Girls Night In', I came across this in the Bargain Bin for only £2.99(about $5). I figured either the tape was run down (with it being ex-rental) or the film was crap and nobody ever rented it. However, the prospect of Matt Dillion and Timothy Hutton in the same film made me buy it (although my girlfriends were discouraged!)

So after a marathon evening of Gladiator followed by Being John Malkovich, I popped this in the Video and was enthralled! The acting was great and the story relevant to real-life. Everybody goes through these problems, after all. The chemistry between Willie (Timothy Hutton) and Marty (the wonderful Natalie Portman) was brilliant - even though the subject is considered taboo.

Matt Dillion's little triangle with Mira Sorvino and Lauren Holly is an entertaining sideline and Michael Rapaport provides the comic relief as we watch his crumbling relationship with Martha Plimpton. Rosie O'Donnell is also hilarious as the down-to-earth ready-to-break-your-balls-if-you-step-out-of-line type who is happy to rip the rose coloured glasses from your face whenever she feels its necessary.

There is a real sense of friendship between this all-star cast and that really the defining factor in this film. However, the real stars are Hutton and Portman who are simply brilliant. She has perfected the little vixen role in Leon (aka The Professional) and although the characters of Mathilda and Marty are completely different, there is that little inkling of a girl wanting to be loved by a man in her performance. Hutton handles his role with care - and his Winnie-The-Pooh speech is simply heartbreaking!

Well, this one was a surprise. The characters and their stories draw you in and make you want to stay with them. A few pretty thin women, an unconventional romance, several very clever and funny lines that will stick in your head and by the time it ends you wish for more.

Movie makers have a fascination for taking us back to our home towns once one has moved away because it is a place where one has happy memories about one's youth. We have seen this theme in movie after movie, so it's no surprise to be going on a trip back home as "Beautiful Girls" unfolds.

Willie is coming back because it's going to be his class reunion, although it's the middle of the winter in Massachussets. When he gets there it's clear what memories he had about the place, are now completely changed. His friends have lives of their own as they stayed in town. Some are happily married and adjusted, as is the case with Mo. Some are married, but unhappy, Tommy is the perfect example. Some have never been able to achieve happiness like Paul who is in love, but the object his affections doesn't return his love.

In fact, Willie seems like a fish out of water. He has left behind a girlfriend who loves him, but meeting the precocious 13 year old girl- next-door Marty, presents a problem for him. He likes the young girl even though he knows it's something he can't have.

So go the different stories in "Beautiful Girls" a film that takes a look at the realities of life as years go by. Ted Demme, the director, has transferred Scott Rosenberg's vision to the screen using some amazing talented actors to portray the different characters in the movie.

Timothy Hutton, Matt Dillon, Michael Rapaport, Natalie Portman, Mira Sorvino, Annabeth Gish, Noah Emmerich, do excellent work under Mr. Demme's guidance. The rest of the cast is effective in giving us an idea of what it's like to live in a small town.