Written by Alex Garland Directed by Mark Romanek Running Time: 1:43 Rated R for sexuality and nudity. B-

Never Let Me Go was a beautifully shot, wonderfully acted film that ultimately led nowhere.

Kathy, Tommy and Ruth are best friends who grow up at a boarding school together. While there, they learn the true reason for their lives and have to carry that with them through the years as they grow up and fulfill their destinies.

If you don't want to know the 'twist' in the plot, just skip the entire review, but realize that the filmmakers give it away within the first 15-20 minutes of the movie. Ready? Kathy, Tommy, Ruth and all the kids at their boarding house are created simply to be organ donors for the rich and powerful. The movie takes place in an alternate world where disease has all been eradicated and people can live long past 100. But in order to do so, they need to be able to get organs that match them, and that's where these kids come along. Nothing is mentioned about how they are born - whether through human breeders or mechanical means - but they are raised knowing that ultimately, they will die young. Kathy and her friends are told this when they are around 10 years old. Kathy is completely in love with Tommy, and he has feelings for her. But upon hearing the news of their fates, Ruth steps in and she and Tommy start dating. For years Kathy holds on to the hope that someday she and Tommy can be together, but no matter where life takes them, it isn't meant to be. And that essentially is what the movie is really about - it's not so much about them learning to deal with their situations, it's a story about Kathy spending her life yearning for Tommy. There is a small bit of intrigue at the end where, after Ruth passes away from her final donation, Tommy and Kathy are finally together. Tommy has given 2 donations and Kathy is a carer - someone who takes care of donors until they pass. There were rumors going around that you could postpone your donations if you were in love. So the movie leads us to a place where Tommy and Kathy track down the person they think can give them the postponement, so they can at least spend a few years together. But after an entire movie frankly, either possible ending would have been a letdown.

My biggest problem with the movie is that nothing really happens. Since we find out early on what their lives are meant for, there was nothing for me to hold on to after that. Nothing for me to look forward to. I kept hoping the story would take me in a direction that would give me better answers, or at least some answers, but it never did. The movie takes place in 3 time periods - one where they're young and in school, one where they leave school for the 'real world' to live life for a short time, and one where we're near the end of their lives. Kathy is the central figure and as played by Carey Mulligan (and Isobel Meikle-Small as a young Kathy) she's amazing. She's sweet and kind and kind-hearted towards Tommy when everyone else picks on him. She's got a certain grace about her that no one else does. She quickly accepts her fate and concentrates more on Tommy than anything else. But at the same time you kind of want to scream at her to get over it and find someone else. There was nothing particularly special about Tommy that I could see. As played by Andrew Garfield (and Charlie Rowe) he seemed nice enough but nothing that someone would throw their life away for. When Kathy finally manages to put him in the past we jump forward in time to where they get together again after 10 years. Ruth, played by Keira Knightly (and Ella Purnell) is a scheming little girl (and woman) who is one of those characters who is nice on the surface but mean underneath. You kept waiting for her to get her comeuppance, but only on her deathbed did she repent.

Visually the movie was extremely striking. It was beautifully filmed and the three periods the movie takes place in were set apart from each other well. The music was another big part of a film. It's rare that I leave a serious drama whistling the theme music. It's a very haunting sounding soundtrack and it works perfectly with the visuals. The movie feels like it's shot in an alternate world where people are almost robotic about life. I found myself drawn to the film even if ultimately there was no payoff for me. It was done in such a way that I couldn't help but feel for Kathy, and I think that was mainly because the two actresses playing her were tremendous. This movie had Oscar potential based on early reviews, but while I feel Best Picture isn't in the cards, Carey Mulligan deserves a Best Actress nomination. She completely captivated me throughout the entire film.

So overall, I liked Never Let Me Go, but I didn't love it. The performances, especially by the actresses who played Kathy, were tremendous and visually the movie was stunning. But the story meandered here and there without any kind of payoff and that was a big letdown.