by B. Ruby Rich

THE FIRST TIME I ever went to the Cannes Film Festival, back in the '90s, I spent several thousand dollars I didn't have on clothes I didn't wear. It was an extreme example of anxiety reduction through shopping. The second and third times, I traded in anxiety about the color of my wardrobe for anxiety over the color of my pass.

Given the legendary complexity of French power hierarchies, imagine how obsessively critics, especially American ones, must measure their status through a display of badges. Who knew that carte blanche was a real card? It is, and it gets you in everywhere; Roger Ebert has a well-deserved one. White is followed, in descending order, by pink with a dot (really), pink without a dot, blue, and the ignominious yellow. The only thing worse than a yellow badge is no badge at all. Well, welcome to my fourth Cannes, an impulse trip decided on a whim. I found a flight, and I found a place to stay, but it wasn't until 72 hours before the closing ceremony that the mysterious bureaucracy relented and issued me a press pass. Blue, if you must know.

Through luck and wit and a few decades of connections, I managed to see most (alas, not all) of the films Bay Area readers might be curious to hear about. And while the pressure-cooker atmosphere of Cannes tends to warp all sense of critical proportion into hyperbole and disaster prediction, I can certainly offer up a sense of this year's particular climate and how certain films, directors, and reputations fared under its glare.

"The history of modern cinema is written first in festivals." That's Gilles Jacob, quoted straight out of the festival's program book. The head of the festival for years, Jacob finally was induced to hand over the reins of power, and, after a few years of tricky transition, he now shares the top of the Palais red carpet with artistic director Thierry Fremaux, the new potentate. Fremaux quelled rumors this year by finally and fully inhabiting his post, flexing a muscle of independence from Jacob and placing his personal stamp on the selections.

Fremaux's maiden voyage augurs well: in contrast to my last Cannes edition, which I described as "ossified," this year's competition was fresh and dynamic, packed with newcomers with only a film or two under their belts, and nearly devoid of the Old Masters who usually hogged all the space. Is that good? Or is it the importing of a Sundance model that prizes youth and discovery over maturity and reputation? Stay tuned. In the meantime, Fremaux has brought a freshness to the proceedings and stretched beyond the lockstep cinephilia of prior years with a more inclusive, more generous taste. Fremaux's stamp was a matter of debate and, in the short term, a source of positive excitement among critics in attendance. It seems the right approach for a world in crisis where old standards no longer suffice.

Gender will be the last barrier to fall in Cannes; every national cinema will be recognized before women are fully included. Even so, this year was better than most, with 2 women in the official competition (out of 19) and 7 (out of 21) in the parallel Un Certain Regard section. Popular French writer-director Agnès Jaoui's "Comme une image" took the prize for best screenplay, but it was brilliant Argentine director Lucrecia Martel who should have walked away with more recognition. Martel's second feature, La niña santa, is an astute follow-up to her extraordinary debut, La cienaga.

Martel is the real thing. She does repression better than anybody should and draws the subterranean emotions of adolescent girls up to the surface with uncanny precision, hooking us in the process. La niña santa is set in a small-town hotel, where teenage girls steaming with sexual repression come into contact with a convention of provincial doctors. If this were a French film, it would undoubtedly be a farce. Instead, Martel has created a microscopic moral fable that is so intense in its mise-en-scène that, at one point, I looked furtively around the theater for the source of the chlorine odor that had overpowered me. Nothing to blame but the film itself. Cinesthesia, anyone?

Martel may have left without an award, but she hardly left empty-handed, as rumor has La niña santa heading this fall to Edinburgh, Toronto, and even New York City. And she's certainly in good company: Wong Kar-wai left empty-handed too, despite being widely touted to walk off with the Palme d'Or. That, of course, was before anyone had seen 2046, which is now famous instead for making Cannes history by missing its first two screenings.

Perhaps 2046 should have missed all three – it just didn't feel complete. "Send that man back to the editing room for another six months," I told one of his backers, who reacted with horror. "Or let us see the cut from 10 months ago." Don't get me wrong. WKW at his most unfinished still beats most other filmmakers with two coats of varnish. 2046 delivers the gorgeous hypnotic beauty that all of us WKW addicts have been missing. It's a supremely beautiful, captivating, insanely romantic film about space, time, and heartbreak, his grand themes, which he plays like a maestro with a Stradivarius. 2046 is utterly superb ... and it's a mess. A sequel to In the Mood for Love that also reprises many of WKW's earlier films, it presents a series of preludes and codas without a center. Who cares, it's thoroughly intoxicating anyway.

Still, it's hard not to read Tony Leung's character, struggling to complete a book titled 2046 while haunted by lost loves in rooms 2046 and 2047, as a stand-in for Wong himself. Especially when the narrator intones: "I do need to change." One wonders, then, if WKW intends to keep working this way, famously writing his scripts in the editing room, or if he now wants to change to another way of making his films. I don't know whether to hope so or hope not; only in the WKW world can I experience that keen, bittersweet knife's edge that links anticipation, romance, and despair in a unity of cinematic glory.

"I've changed." That's Maggie Cheung speaking, as Emily in the new Olivier Assayas film, Clean. It's hard not to read that line in the context of Cannes this year, where Cheung walked away with best-actress honors, but the rest of us walked away in shock that barely a frame of her remained in 2046, when she'd been considered its star right up until the lights went up. Did she know? No idea. But the rest of us were, uh, surprised. Instead, 2046 is populated by a trio of veterans: Faye Wong (a WKW veteran), Gong Li (who is less than captivating in her mystery-gambler role), and Zhang Ziyi (the It girl of the moment, with a star turn also in the new Zhang Yimou film, The House of Flying Daggers, a wonderfully feminist martial-arts-film love triangle that moves from brothel to bamboo forest with nary a misstep). Never mind: all three characters are haunted by the memory of Cheung the last time around. If 2046 is a year that would mark the 50th anniversary of the Hong Kong handover to China, then it's not unreasonable to wager that this reverie (of Leung's? or WKW's?) has decades more to spin before settling on any definitive woman or destination.

Much as Cheung is missed in 2046, she's radiant – and not – in Clean. That's because she's stripped of all her Hong Kong glamour to play a recovering addict mystifyingly intent on regaining custody of her son. It's a tour de force for Cheung, as she rotates her lines from English to French to Mandarin through the course of the film. While Assayas pares the story down to grim basics (a wool cap, a Method acting Nick Nolte, not one but two overdoses), the lush cinematography of Eric Gautier (prized for this and The House of Flying Daggers) carries the day. The scenes that Assayas wrote for Cheung with her now-clean pal Elena (Béatrice Dalle) crackle with energy and credible intimacy, and those with ex-squeeze Irène (Jeanne Balibar) are ripe with innuendo – enough to make one wish that Assayas, like WKW, did sequels. Cheung was a model of grace under pressure, dodging the invasive Hong Kong paparazzi but generously giving props to ex-husband Assayas when she won her award.

But perhaps I digress. After all, Fahrenheit 9/11 was the main event this year. What can I say? Michael Moore took Cannes like a conquering hero. Crowds followed him everywhere, applause for him outlasted the claps for Mick Jagger when he trod the steps to see it, and the standing ovation Moore got for the film was repeated when he won the Palme d'Or. Cynics said, sure, the French love nothing better than an American attacking Amerika. Still, it's the first time that a documentary has won the Palme d'Or since Jacques Cousteau and Louis Malle got it for The World of Silence (huh?) in 1956.

And it's too easy to dismiss the award as a handshake deal between Quentin Tarantino and his godfather, Harvey Weinstein; not with powerhouse Tilda Swinton sitting on the same jury (and, it must be said, looking dazzling night after night, mounting the red carpet in full-dress couture). It so happens that Fahrenheit 9/11 is Moore's best and most mature work, and if he doesn't manage to entirely avoid his usual grandstanding and stunts, well, he reins it all in like never before. The result is a chilling condemnation of the Bush regimes, past and present. Most outstanding moment? The infamous footage of the prez in a photo op at a Florida elementary school, reading a storybook out loud to a class of children for a full seven minutes after he'd been told of the attack on the World Trade Center towers. Moore says he got the footage by calling the elementary school; nobody else had asked, evidently. Unbelievable? See for yourself. And then go vote!

It's obvious that somebody is going to step up to the plate to make buckets of money distributing this movie in the United States this summer, but I imagine that Moore and Miramax will wring fistfuls of news coverage out of the delay first. "Fahrenheit 9/11 still without a distributor! Now with a distributor! About to open! Just opened!" And, of course, the headline we can dream about: "Fahrenheit 9/11 opening weekend box-office gross surpasses The Passion of the Christ!" (What did you think I was going to say? "Bush loses by a landslide"?)

The competition films I most missed missing? My late arrival and lack of credentials shut me out of a clutch of important premieres: Apichatpong Weerasethakul's Tropical Malady, a hallucinatory gay love story that morphs into the spirit world of a jungle adventure and emerged with half of the special Jury Prize; Nobody Knows, which won the Best Actor award for its 14-year-old star and is a bracingly original tale of four siblings cast adrift in life, by my favorite Japanese writer-director, Kore-eda Hirokazu; Mondovino, in which one of my favorite American filmmakers, Jonathan Nossiter (also a sommelier by trade), examines the roots of wine and champions the individual craftsperson against corporate greed.

Nossiter's obsessions with wine extend into a French television series, from which this one episode was plucked, and hopefully an American television outlet will acquire it as well. For me, one of the best things about being in Cannes this year was the chance moment of realizing that Nossiter and Moore represent opposite ends of American filmmaking: one microscopic, one megalomaniac; one obsessed with fine culture and subtle moments, the other with realpolitik and gross power plays; one making films for a cult following of aesthetic sophisticates, the other pitching tag lines to bleachers of supporters in an ever-expanding global fan club. Given their subjects, my tag line writes itself. Cannes dealt with world events this year by offering us all a choice. So what will it be: terror or terroir?