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Alex Garland’s Annihilation has just about everything a moviegoer could want. It has an incredibly compelling mystery at its heart, it’s filled with nuanced performances by amazing actors, and it looks unbelievably fantastic. Most importantly, like the best science fiction, it challenges you and makes you think. Annihilation has all this—and yet it comes just shy of reaching true transcendence.

Written and directed by Garland (Ex Machina), Annihilation is an adaptation of the popular book by Jeff VanderMeer. However, fans of the book should know Garland has taken only the most basic building blocks of VanderMeer’s story about a team of female scientists who travel into a mysterious land area that has suddenly transformed, and from which no other group has ever returned.

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Honestly, though, this premise is worth the price of admission. It raises so many fascinating questions with so few answers that instantly, a kinship is developed between the audience and the characters. We have the same questions they do. Where did this place come from? What is its purpose? Is it friend or foe? What’s inside? The whole film is about characters risking their lives to enter this strange, growing place and there’s nothing we want to see more. It’s rare for a film to present its audience so quickly with something we desire so ravenously, but Garland sets it up and then delivers.

The group is made up of five woman, played by Natalie Portman, Jennifer Jason Leigh, Gina Rodriguez, Tessa Thompson, and Tuva Novotny. Each has a specific role (biologist, psychologist, law enforcement, physics, etc.) and together their goal is to enter the area (nicknamed the “Shimmer”), find out what caused it, and, hopefully, discover what happened to all the previous people that entered. The only real information anyone has is that in the years since the Shimmer appeared, it has continually expanded and only one person has ever come out—a man played by Oscar Isaac, who just so happens to be married to Portman’s character.

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That connection between Isaac and Portman’s characters is a crucial plot point in the film, but in practice, it’s half-compelling and half-restraining, simply because marital problems are so much more familiar and banal than everything else going on. “Everything else,” in this case, means an exploration of this undiscovered world, and Garland lets his imagination run wild in it. With each subsequent scene in the Shimmer, the film provides not just new mysteries, but answers to previous questions, and, most of the time, some kind of original, jaw-dropping visual. With its creatures and plant life, and its ethereal, smoky, rainbow-covered world photographed by cinematographer Rob Hardy, the Shimmer is cinematic world-building at its finest.

While much of what happens in the Shimmer starts as benign, eventually, it revs up into a few true moments of terror. These are less frequent than one might expect but, when they happen, they’re ruthless. And each continues Garland’s plan of somehow making us feel simultaneously more confused about what’s going on, while also developing a deeper understanding of the situation. Throughout, he’s like a cinematic maestro, expertly playing with expectations, providing information, and pulling the rug out from under us in ways that make us think we’ll never get all the answers, but always giving us just enough to be satisfied.

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And yet, as beautifully as Garland unfurls his mystery, a few things do hold Annihilation back from being unabashedly remarkable. The pacing, while appropriate for the story, gives the film a largely lackadaisical feel. Even the exciting moments don’t deviate from that as much as one would expect. There’s also the problem that the movie feels like an incredible story with nothing else to say. But that’s not the case; Annihilation ends with a few choice moments that make it clear it’s had a message all along. This could have been powerful, but it happens so late in the film—the credits start rolling almost immediately—that there’s no time for the movie to examine it further, or for the audience to have a chance to ponder it, which takes away some of its immediate impact.

There’s also a structural problem. The film’s very first scene reveals that the movie takes place after the excursion into the Shimmer, and Portman’s character is the only one to return from the mission. Her character even blatantly lays out the fates of all her companions. So while the film unfolds largely in flashback, knowing that everyone else is doomed robs the film of some of its tension—not all of it, Garland sees to that, but definitely some. It also doesn’t help that only Portman’s character has a backstory worth mentioning. Leigh, Thompson, and Rodriguez are given very specific, very surface traits to play with and each actor does a more than admirable job with them. However, without learning much about the supporting characters and knowing they aren’t going to make it, it’s hard to feel much for them outside of the basic connection between viewer and talented performer. As each character exits the film, the moments don’t have the impact they should.

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And yet, maybe it’s appropriate that in a film about messing with your mind, Annihilation left me slightly conflicted. There’s no doubt that it’s a great film, but it feels like a movie best appreciated after two viewings or even three. Surely there are things one could miss on a first viewing or forgive upon reflection, and thematically, that makes total sense. I can’t wait to watch it again. But, on a first viewing, Alex Garland’s Annihilation is an amazing movie that falls just shy of being incredible—a fact that still makes it definitely worth checking out.

Annihilation opens February 23.

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