As children, three best friends buried a box of items that had personal meaning to them in the woods, vowing to dig it up on their high school graduation day. With time, people change, and as 18-year-olds, unpopular, virginal valedictorian Lucy (Britney Spears), snooty Kit (Zoe Saldana), and outsider Mimi (Taryn Manning) have gone their separate ways. Feeling a duty to fulfill their vow, digging the box up floods them with fond memories and unspoken regret.

When Mimi, who is pregnant, proposes that Lucy and Kit join her on a journey from their hometown in Georgia to Los Angeles so that she can get a singing audition, they both agree to. After all, Kit's scumbag fiance is currently attending UCLA, and Lucy wants nothing more than to see her mother (Kim Cattrall), a woman who abandoned Lucy and her father (Dan Aykroyd) fifteen years ago. The girls get a ride from Mimi's mysterious, handsome, and older friend, Ben (Anson Mount), whom Lucy is instantly attracted to. The simple trip soon turns into one of self-discovery, bonding, and emotional catharsis.

Written by Shonda Rhimes, "Crossroads" is an often incisive, sporadically schmaltzy comedy-drama that leaves no cliche of the "road movie" genre unturned. From the busted radiator the car gets in Louisiana, to the girls' last ditch effort to win some money at a karaoke contest, to the predictable feuding over the radio station, it is all here in its well-worn glory. What transcends these tired genre staples is the fair, well-rounded treatment of the characters. The issues and problems they face, both in their relationships and in their own shaky futures, is written with a lovely deftness that makes the people involved seem like real ones.

One of the most pleasant surprises of "Crossroads" is how very natural and likable Britney Spears is as an actress. Avoiding the Mariah Carey curse of bad acting from last year, Spear has a warm screen presence that is utterly fetching, and she tests out her dramatic skills with poignant results in two key sequences. For Spears, this is a job well done; if she wants one, she definitely has what it takes to have a future in film.

Surrounding Spears are a respectable group of young performers. Zoe Saldana (2000's "Center Stage") nicely develops her initially bitchy role of Kit into someone who doesn't really like who she has become, and Taryn Manning (2001's "crazy/beautiful") solidly underplays Mimi, who is sometimes too soft-spoken and weak to do the things she believes in. As Lucy's love interest, Ben, Anson Mount (2000's "Urban Legends: Final Cut") has a rugged, alluring quality that fulfills the requirements of his relatively thankless part. Finally, Justin Long (2001's "Jeepers Creepers") has a few funny moments as Lucy's nerdy lab partner from high school, and steals the scenes he is in.

The parts that work in "Crossroads" work extremely well. A car-ride sing-along to "If It Makes You Happy," by Sheryl Crow, is invigorating in its sheer joyfulness, and a scene following Lucy's disappointing encounter with her mom is genuinely powerful, thanks to Spears' performance. The way that Spears' current single, "Not a Girl, Not Yet a Woman," is incorporated into the story also feels fresh and original.

The crucial sequence where Lucy confronts her mom, played in a shallow part by Kim Cattrall (TV's "Sex and the City"), is disappointingly handled, cutting off before the scene feels finished. Director Davis also has trouble ending the picture, tidying things up too neatly, and in an unbelievable manner, just to have a happy ending. Still, "Crossroads" will likely stand as Britney Spears' introduction into a successful future career as an actress, and the movie is entertaining enough, and thoughtful enough, to earn such a positive distinction.