The story is fairly straightforward. Two boys who grew up together as best friends fascinated by the daring-do of the World War I air aces, join the Army Air Corps on the eve of World War II. The older man, Rafe (Ben Affleck), is cocky, self-assured, and eager to be a hero. The younger man, Danny (Josh Hartnett), is sensitive, somewhat shy, and was presumably traumatized by his father's emotional breakdown after fighting in the trenches of France during the Great War. When Rafe joins the Eagle Squadron, a British unit for American volunteer pilots, and is subsequently presumed killed in action, Danny first comforts, and then falls in love with, Rafe's girlfriend, a Navy nurse named Evelyn - played by the lovely Kate Beckinsale. On the eve of the Pearl Harbor attack, Rafe returns - it transpires that he had been rescued by a French fishing boat and was hiding out in occupied France - causing a love triangle that is interrupted by the Japanese attack. In the end, Rafe and Dann! y reconcile just before both participate in the April, 1942 Dollittle raid on Tokyo, with Evelyn waiting back at Pearl to find out if her men will make it home from the mission.

The critics have said that the portrayal of the attack is the strongest part of the film and that the love story is dispensable. Actually, the reverse is true. For a student of history, the "historical" aspects of the film are either inaccurate, incomplete, or simply false. The battle scenes, though indisputably gripping, are almost too glitzy, with Japanese and American warplanes performing tactics best suited to Star Wars X-wing fighters, and at least one shot with 1990's vintage aircraft carriers being included in a "fleet at sea" scene.

The love story, on the other hand, has all of the feel of a 1943 vintage romance and war movie. Somewhat hokey and a little overwrought, but nevertheless compelling. The viewer gets a feel not so much for the times themselves, but for the cinema at a time when Americans went to the movies both for entertainment and for reaffirmation. The movie evokes the world as it was in 1941 as viewed through the prism of moviegoers during the war and its immediate aftermath. It is a mixture of innocence, foreboding, nostalgia and cliche.

To be certain, sometimes the story falls flat. Although Affleck, Beckinsale and Harnett all put in good performances, they do not have enough time - even in a three hour movie - to convey all the information that the viewer needs to be fully engaged with the characters. Also, the scene where Evelyn sees Rafe alive for the first time is oddly muted. Evelyn is shocked at first, but moves straight to confusion over her feelings for both Rafe and Danny. The expected intervening step - joy at seeing Rafe alive - never transpires, making the whole scene seem an anti-climax.

One other peculiar aspect of the movie is its rather grim tone - surprising in a summer movie. Although Wallace and Bay work tirelessly to bring out themes of pride and patriotism, they never fully succeed. Even the end sequences, which are emotionally the most powerful - and arguably the best dramatice scenes - in the movie, do not create feelings of patriotism so much as a sense of wistfulness. The audience feels happy for the characters, but it is mixed with a sense of loss. This will probably be effective with older audiences, but may lack the emotional lift that the under 30 crowd seems to require of its movies.

As to the performances, almost all the cast perform well, if not always up to their finest earlier work. Affleck is convincing as the cocky pilot, and his sequences with Beckinsale demonstrate the same kind of restrained, and for that seemingly more authentic, emotion as he showed as the cocky ad agent in "Bounce." (Though, overall, he is better in "Bounce.") Beckinsale is gorgeous in 1940's vintage attire and hairstyle and brings off even the most cliched lines - and she gets her fair share - with a naturalness that makes them acceptable to 21st century audiences. Hartnett has the toughest job as the introspective Danny in a cast of very prominent characters, but pulls it off to remarkable effect.

As to Cuba Gooding Jr., Dan Akroyd, Jon Voight, Alec Baldwin and the rest of the cast, all do creditable work. The one exception is the Japanese actor, Mako, whose Admiral Yamamoto is played without the subtlety that Soh Yamamura brought to the role in "Tora!, Tora!, Tora!." An occasional physical gesture, such as shaking his head with regret when he delivers the obligatory "sleeping giant" line might have been more effective.

Taken together, "Pearl Harbor" is not the strongest movie, but its feelings are real and it definitely taps into the anxiety, harshness,beauty, courage, and heroism that Americans equate with the movies of that period. That probably accounts for "Pearl Harbor's" bad reviews. The critics, and unfortunately probably most younger audiences, want an action story or a love story, and cannot relate very much to, or empathize with, evocations of a world long since past and that seems, in retrospect, pitiably naive. That is sad, but less for the talented and underapprecited cast and crew of "Pearl Harbor," than for the viewers who will see it.