This film was troubling to me. Penelope Cruz is beautiful. You can't take your eyes off of her. And the other two good features were: 1. the production design, carefully and artistically executed, and 2. the music. it was great, smooth, Brazillian jazz. But this is where the good part ends. The movie itself was confused. The writing was not very good; it was vapid, simple- minded, anything but clever, trite and unintelligent. Further, there were few turning points and value changes. Many themes were repeated; jokes were repeated; visuals were repeated; a Brazillian band appears out of nowhere playing to prostitutes in San Francisco, a transsexual is released from prison for an unknown reason that had nothing to do with anything. If the writer wanted to make a surrealistic, fantasy-filled, colorful movie, she should have rewritten 90 percent of the dialog to be clever and meaningful. The good actors in this film could not begin to save it from the bad writing.

This started off very well....really well...and slowly got stupid, very stupid. The film is a fantastic vehicle, however, for Penelope Cruz to show us her beauty. The two men chasing her are all right, neither one particularly annoying.The annoying part isn't the actors, it's the script. In this story, you can pray - and get a positive response - to the "sea goddess" - while other ridiculous curses and superstitions abound. Also, a lead character in here - portrayed as perfectly normal - is a transvestite. Despite these strange doings, the film has charm and beautiful, bold colors to it. If only the story wasn't so stupid.

Let me qualify my comments by identifying myself as a septuagenarian movie buff. Well, a movie buff until I was driven out of the theaters by noise passing for music, mumbled duologue and a concerted degrading of cinematic values.I was not surprised to find that the generation of movie goers that has reduced film making to the dark age of cinema would rate this delight of magical realism as less than mediocre. It is in fact the first movie that I have seen, with the exception of "Chocolat", that successfully invites the viewer to enjoy art as reality. The director delivers his vision without disturbing the telling of an amusing story. The duologue is well constructed and UNDERSTANDABLE. The music is soft and supportive to the cinematic theme.It is the joy of watching Penelope Cruz with her winsome, effortless beauty that makes WOMAN ON TOP very special. How can anyone who loves movies not believe this movie is extraordinary?

There is something inherently humorous about watching an extremely photogenic star like Penelope Cruz get caught up in funny little theatrical moments - like driving a taxi down Lombard Street, flipping her larger co-star on his back and hanging out with a tall, athletically built transvestite.While the scenes of her cooking class will melt hearts and endear her to American audiences, the comedic moments she embodies so well are the real class of this picture. I'm just wondering if some TV station hasn't tried this formula somewhere? I really enjoyed this picture right up to the point where the requisite dark blue TV suits get in the way of more fun and originality. The rest of the movie kind of tiptoed away a little too carefully.Anyway, hats off to Ms. Cruz in an endearing and auspicious first 'American' film role and to Harold Perriman Jr. who has extended the size range and taste of women's wear. I would like to have seen more of their shenanigans and 'girltalk'.I would definitely recommend this film for a multi-couple date night. Think of the delightfully varied and opinionated conversation over expensive cappuccinos afterward.