Jane (Whoopi Goldberg) is a gay night club singer looking to get out of NYC to LA. Real estate agent Robin (Mary-Louise Parker) puts an ad in the papers looking to drive to San Diego with somebody. At first, Jane doesn't get along with Robin, the whitest woman in the world but her car gets towed and she doesn't have many choices. They stop at Pittsburgh to see Jane's flirtatious friend Holly (Drew Barrymore). Holly's boyfriend Nick gets violent and she hits him with a bat. They tie up Nick and go on the road. Nick is found dead and Holly reveals that she's pregnant. Robin is sick with AIDS. The trio settle in Tucson 3 months later. The very pregnant Holly goes out with police officer Abe Lincoln (Matthew McConaughey). Bar owner Alex falls for Robin.The first half is a road trip like 'Thelma & Louise'. It seems to be going for the same outlaw vibe but then they settled in Tucson. The movie has to restart over again for the second half. I don't like the reboot in the middle of the movie. The missing three months should have some compelling drama. The three actresses are great performers. That's why they do so well together. The second half is not quite so compelling. There are new characters. The trio doesn't always stay together. The trial is like a side trip. The tension from the first half fizzles out in the second half.

Start with the cast - wonderful. From Whoopi Goldberg, Mary Louise Parker, Drew Barrymore - that's just for starters - a solid cast. Each one holds her own and rounds out the character with humor, sensitivity and a truthfulness. The script - good solid script - the director - Herbert Ross - he knew how to tell a story. And don't forget the soundtrack - love the music!Add to that one of the first scripts that looked at AIDS from the eyes of women. Not just a straight woman, but also a gay woman. How the characters both men and women deal with the issue, which is usually for Hollywood and the motion picture world, a male issue (the only other film I can immediately refer to as an AIDS film relating to women is the HBO film GIA).I highly recommend the film for all audiences - including teenagers. It deals with many delicate issues with great warmth, love, trust, humor and truthfulness.Thank you for this little gem!

Count the chick-flick conventions: The revenge on the abusive boyfriend; the three so-different young women bonding; the mother-daughter conflicts; the road trip; the scene where somebody sings "Happy Birthday" to somebody amid much general rejoicing; the adorable baby; the tear-wringing incurable-disease character; etc. It's well-written -- Don Roos, who later wrote the superb screenplay to "The Opposite of Sex," puts more curve on his dialog than most toiling in this genre -- but as with many sisters-united-in-adversity epics, it keeps wanting to yank emotions out of you rather than earn them honestly. The three leads are good, a young Matthew McConnaughey isn't yet annoying, and there are nice turns from Estelle Parsons and Anita Gillette, a Broadway baby decades earlier who matured into a proficient character actress. But Herb Ross is in his take-no-chances mode, and too much of the picture feels programmed and rote.

first of all let me say that this movie in no means should be compared to Thelma and Louise...they are two totally different movies, both good but very different.....boys on the side has great acting, a great soundtrack, an interesting story line and even though it may not be a "guys" movie i think that anyone can enjoy this movie.....whoopie Goldberg is as superb as ever and even though i wasn't a fan of Mary Louise parker before i saw this movie i definitely am now.....even though the drew Barrymore character is a bit over the top she plays it so well we can forgive her! all in all the whole ensemble works well and i think it will be a classic!