Provocative, quietly erotic, deeply romantic, and slyly witty (a cameo by a giant of punk rock is funny at first sight, and funnier still when you figure out the joke it's making), Code 46 is a very effective antidote to summer blockbuster bloat.

Cyberpunk meets renegade romance, à la Orwell.

Code 46 has a noirish fatalism that renders it a close cousin to ''Blade Runner,'' but Winterbottom's film, shot mostly in the light, uses the theme of memory erasure to peer into the eternal sunshine of tragically altered minds.

Astonishing, haunting and lyrical on its own terms.

What is deeply stirring is Code 46's sound, light and texture. It's probably bad critical form to recommend a movie based largely on abstractions like "vibe," but Winterbottom does such a glorious job building his world that a certain breed of filmgoer can get punch-drunk lost in the pure cinema of it all.

Updates a classic premise -- the struggle for personal freedom -- by pairing it with ethical and moral quandaries.

Not always compellingly made, but intelligent and perhaps prophetic.

If the movie is finally something of a failure as a romance, it's rarely less than a triumph of soulful imagination.

You may soon forget the specifics of the plot, but you'll always remember the world it came from.

At times somber, and now and then dangerously close to self-important, Code 46 is nonetheless a smart, mature film that examines who and what we can be to each other, in a world full of invention and change.

It all contributes to a vision of the future that is as haunting as it is dispiriting.

The problem with Code 46 is that the movie, filled with ideas and imagination, is murky in its rules and intentions. I cannot say I understand the hows and whys of this future world, nor do I much care, since it's mostly a clever backdrop to a love affair that would easily teleport to many other genres.

But for what is at heart a thriller, Code 46 lacks both energy and tension.

For at least half the movie, you need a code book a few inches thick to decipher Code 46.