A fantastical romp with a buoyant pace, exotic locations, a finger-popping score, appealing leads and spicy cooking demonstrations, "Woman on Top" knows exactly what to do with most of its audience-pleasing ingredients. A contempo fairy tale about thwarted romance, the pic never falters in its adherence to its own bubbly, consistently inventive rhythm.

A fantastical romp with a buoyant pace, exotic locations, a finger-popping score, appealing leads and spicy cooking demonstrations, “Woman on Top” knows exactly what to do with most of its audience-pleasing ingredients. A contempo fairy tale about thwarted romance, the pic never falters in its adherence to its own bubbly, consistently inventive rhythm. Built around Spanish actress Penelope Cruz, whose charmingly accented English belies a wicked sense of comic timing, this could be the film that anchors the shapely thesp in English-speaking moviegoers’ consciousness for good.

Born in Bahia, Brazil, Isabella (Cruz) has been plagued since birth by motion sickness. Although she has the urge to hurl at the slightest movement (stroller, bus, car and, alas, during sex), the local goddess of the sea — who regulates everything from the fishermen’s haul to enduring romance — compensates by giving Isabella a spectacular knack in the kitchen.

Isabella abandons her dream of working abroad as a chef the minute she meets and falls for handsome local lad Toninho (Murilo Benicio). Her flavorful dishes, brimming with chili peppers, turn her new husband’s beachfront restaurant into a culinary monument.

But the only way Isabella can keep from losing her lunch is by controlling any motion she must endure, which means she not only has to lead when dancing but always has to be on top when making love with Toninho.

Being a red-blooded Latin male, however, Toninho decides he simply has to have a missionary-position interlude where he’s in charge for once.

Unfortunately, Isabella catches him in the act with a compliant lass. She’s stunned by Toninho’s betrayal and flies to San Francisco to start a new life with the help of her childhood friend Monica Jones (Harold Perrineau Jr.), a flamboyant transsexual.

Back in Bahia, angry and abandoned Toninho curses the goddess of the sea, which has dire consequences for the fishermen. Isabella, meanwhile, resolves to get over her cheating husband by asking the sea goddess to erase her love for him. A spell is cast and Isabella is cured.

A drop of her sweat makes flowers bloom, and male pedestrians fall under her spell, including Cliff (Mark Feuerstein), a TV producer whose boss, Alex (John De Lancie), is pressuring him for a new show to boost ratings. The answer is “Passion Food Live,” a how-to cooking show starring Isabella. Then Toninho shows up to woo back the love of his life.

In her third and most ambitious feature, following 1985 Camera d’Or winner “Oriana” and 1993’s “Celestial Clockwork,” French-trained Venezuelan helmer Fina Torres creates and sustains an atmosphere of magical, off-kilter adventure, melding a postcard vision of Brazilian oomph with a postcard vision of Yankee ingenuity.

Consistently amusing and sexy in an unthreatening, wholesome way, the script by Sao Paulo-born first-time screenwriter Vera Blasi was optioned by Fox Searchlight while scribe was studying at AFI.

Cruz and Perrineau burst off the screen, and Benicio holds his own as the velvet-voiced Latin lover. From food fights to various interactions with the goddess, the pic’s pleasing special effects and wildly colorful production design work hand in hand with the perky soundtrack to establish an aura of possibility that’s borderline goofy.

While real-life Brazilians may not identify with this distillation of their national traits — or buy into Madrid-born Cruz’s accent and pronunciation — American auds are likely to lap it up. Thierry Arbogast’s ultra-appealing lensing and vet composer Luis Bacalov’s catchy score aid and abet the romantic elan at every turn, as do the costumes that show off Cruz’s splendid figure.

Woman on Top

Production

A Fox Searchlight (in U.S.)/UFD (in France) release of a 20th Century Fox Intl./Fox Searchlight Pictures production. Produced by Alan Poul. Co-producer, Nancy Paloian-Breznikar. Executive producers, Bronwen Hughes, Fina Torres; Brazil: Augusto Case, Preta Gil; Salvador: Elisa Tolomeli. Directed by Fina Torres. Screenplay, Vera Blasi.

Crew

Camera (color, widescreen), Thierry Arbogast; editor, Leslie Jones; music, Luis Bacalov; music supervisor, Frankie Pine; production designer, Philippe Chiffre; art directors, Alexandre Meyer (Brazil), Travey Gallacher (San Francisco); set decorator, Craig T. Copher; costume designer, Elisabeth Tavernier; sound (Dolby), Jorge Saldanha; line producers, Caique Martins Ferreira (Brazil), Leigh Shanta (San Francisco); assistant directors, Olivia Guimaraes (Brazil), Timothy Bird (S.F.); casting, Alexa L. Fogel, Laura Folger, Ruy Brito. Reviewed at L'Arlequin, Paris, April 28, 2000. (In Cannes Film Festival -- Un Certain Regard.) Running time: 83 MIN.

With

Isabella Oliveira - Penelope Cruz Toninho Oliveira - Murilo Benicio Monica Jones - Harold Perrineau Jr. Cliff Lloyd - Mark Feuerstein Alex Reeves - John De Lancie

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