December 14, 2001 | When dreams are for sale, do they come with tech support? Can you dream that you are having a dream? If so, what happens when the dream that you dream you are dreaming turns into a nightmare? How can you save yourself if you can't wake up?

With all the beguiling shrewdness of a master cardsharp, writer-director Cameron Crowe shuffles these and other provocative conundrums throughout his extraordinary Vanilla Sky, only gradually tipping his hand to indicate that, for David Aames, the justifiably paranoid protagonist played by Tom Cruise, these aren't merely rhetorical questions. Rather, they are, quite literally, matters of life and death.

Trust me: I'm not giving too much away when I note that dreams of various sorts loom large in this scenario. Crowe himself establishes the cardinal rule of his absorbing game - Don't trust everything you see! -during the opening minutes, as the fabulously rich and criminally handsome David rises from peaceful slumber in his luxurious apartment, and sets out for another day's work and play as a master of his Manhattan universe. The longer he drives, however, the more he notices something distractingly odd... that grows steadily more disconcerting... that becomes downright terrifying, and worse.…

Gotcha! It's time to really wake up, as the nightmare is dispelled by a cooing message recorded on his clock radio: "Open your eyes!" Which, not coincidentally, is the title of Alejandro Amenabar's acclaimed 1997 Spanish romantic thriller, which Crowe has adapted - with remarkable fidelity and acuity - for this Americanized remake. (In return for granting rights to his original movie, Amenabar got to make The Others with Nicole Kidman, Cruise's ex-wife. Sounds like a fair deal to me.)

In Crowe's version, the message is cooed by Julie (Cameron Diaz), the sexy blond beauty who's lying next to David when, in reality or something like it, he rises for the day. She's frisky - perhaps a shade too insistently frisky - but David manfully resists her temptations and zips off to run the publishing empire he inherited from his legendarily hard-driven father. Before the first board meeting of the day, though, he takes time for a quick game of tennis with his best buddy, Brian Shelby (Jason Lee), an author whose good-natured mockery of David may not be entirely untainted by envy.

David is "about to turn 33," but the grim-faced board members at his company - and, truth to tell, just about all the other people who know him - harbor serious doubts about his maturity and judgment. But David is too recklessly carefree to consider anything but a party-hearty lifestyle. (That might explain why his magazines, which Crowe slyly suggests are glossy Maxim clones, are so successful.) Whenever a problem - or, much worse, a responsibility - clouds his horizon, David simply takes flight in the opposite direction. Trouble is, there are some things, like days of reckoning, that even a David Aames can't avoid indefinitely.

While hosting his own birthday party, the kind of celebrity-studded, media-centric bash where Steven Spielberg might (and does) make a cameo appearance, David is disconcerted by the unexpected arrival of Julie, whom he took great pains not to invite. To avoid her, David pretends to be involved with Sofia (Penelope Cruz), Brian's intensely attractive date. One thing leads to another, playful pretense evolves into mutual fascination, and David brings Sofia back to her apartment, where they spend the night together, falling in love without actually making love.

OK, I can hear you laughing, but knock it off, and try to forget what you've read in the supermarket tabloids. Cruise and Cruz are exceptionally graceful during each step of this teasing, tentative mating dance, making it easy to believe their characters might want to move slowly and not rush things. Besides, David takes inordinate pride in delaying gratification, so there's an edgy ambiguity here: His delaying tactics could be part of a well-practiced master plan.

When David leaves Sofia's apartment the following morning, he appears to be - or perhaps we just want him to be - a changed man. Unfortunately, he accepts a ride from Julie, who just happens to be outside waiting (stalking?) in her car. Even more unfortunately, she's a lot more attached to David than he is, or ever could be, to her. Diaz is terrifically persuasive, at the very top of her game, as Julie fast-forwards from mischievous banter to shrieking rage. But Crowe doesn't give us much time to appreciate the impact of her unexpectedly compelling performance because, with horrific suddenness, Julie hits the accelerator and drives off an overpass.

Julie is killed, but David somehow manages to survive - as a horribly disfigured shadow of his former self.

Or does he? And, come to think of it, is she?

More questions: What does any of this have to do with sporadic scenes that show David in some kind of prison setting, where he is repeatedly interrogated by an aggressively sympathetic psychologist (Kurt Russell)? Why is David wearing a mask that might be better suited for Halloween bogeyman Michael Myers? And just who is the pasty-faced chap (Noah Taylor) who keeps darting in and out of the background, hinting that he knows more than he's saying, and saying more than David may want to know?

Crowe is ingeniously, even profoundly tricky in Vanilla Sky, but he does play fair. The clues are placed in plain sight. Some are as fleetingly visible as the movie posters on David's wall - take note of Jules and Jim, another movie that placed an emotionally distraught woman behind the wheel - while others appear as recurring refrains, flickering on TV screens as prophesies disguised as infomercials.

Maybe you think I've already given you too much plot synopsis, but, once again, I ask you to trust me: All I have given you is a bare minimum, the least you need to know to play the game. I could tell you more about the multifaceted marvel that is Cruise's performance - a perfect example of brilliance fueled by star power, even more impressive than Cruise's work for Crowe in Jerry Maguire. Or I could tell you more about the tantalizing allure of Cruz as, to paraphrase a title coined by Louis Bunuel, an obscure object of desire. But if I did tell you, Crowe might want to kill me. Or, much worse, manipulate my nightmares.

Suffice it to say that Vanilla Sky is a brazenly challenging and richly rewarding fable about actions and consequences, dreams and realities. It is the most stylistically audacious film to be released by a major Hollywood studio since Moulin Rouge, and should spark more repeat viewings and heated arguments than any movie since Memento.

It's tempting to view Vanilla Sky as the darker flip side of Crowe's last effort, the deliciously bittersweet, frankly autobiographical Almost Famous. But many of the differences between the two films may be more apparent than real.

Almost Famous, based on Crowe's experiences as a teenage rock journalist in the 1970s, is an enormously engaging coming-of-age story, told from the compassionately bemused viewpoint of an older and wiser adult who never forgot how lucky he was to be in the right place at the right moment. Crowe's new work is harsher and harder, more cerebral than heart-felt - but, it, too, is a coming-of-age story. And while David certainly is anything but lucky when he winds up in the wrong place at the wrong time, that place serves as a point of departure for a necessary journey toward self-awareness. It's a trip well worth taking with him, again and again.