(The Tree of Life is distributed by Fox Searchlight. It opens in NYC and LA on Friday, May 27, 2010, and expands to many more cities in the subsequent six weeks, before opening nationwide on Friday, July 8. Visit the film’s official website to learn more.)

NOTE: While I’d venture to say this movie can’t be “spoiled” by a review, there is a lot of specific detail contained in this (perhaps too lengthy) reaction. For what it’s worth, I suggest that you experience the film having read as little as possible beforehand.

It seems implausible to me that anyone would even think of writing a review of Terrence Malick’s The Tree of Life after only one viewing, and not just because this is one of those decades-in-the-making projects that was clearly designed by its creator to be digested over a longer-rather-than-shorter haul. For better or worse, an epic gestation period like the one surrounding The Tree of Life couldn’t do anything but create an unavoidably heightened aura of expectation that would negatively influence a first encounter with it. There’s just too much baggage, making it impossible to have an objectively subjective reaction. Everybody’s different, of course, but now that I’ve seen it twice and confronted my own shifting perspective, I feel strongly that a few days’ remove and a second viewing, at the very least, are necessary for it to speak to a viewer on its own terms, as opposed to the other way around.

During and immediately after my own first viewing, I had some problems with it, yet I nevertheless emerged from the theater in a state of serious wow. Firstly, and perhaps most distressingly, I was surprised to find that my appreciation of it was purely intellectual. The flood of emotion I had so desperately anticipated was nowhere to be found. Still, I understood that my unruly nerves were most likely to blame for this. The following day, I sensed a change, as a burning urge to watch it again arose within me. Three days after that, I sat down for another press screening. While I figured I would now have more “objectivity” about what I was watching since I knew this wasn’t going to be the emotional experience that I had previously envisioned, a strange thing happened. As soon as the first image appeared, I could feel it. All of a sudden, the experience was emotional.

Lest you dismiss me as a hopeless disciple, let me get my gripes out of the way. Without question, the first is the jarringly blunt metaphorical image of a business-suited Sean Penn walking through a door frame in the desert as his character presumably crosses from one plane of existence into another. When contrasted with Malick’s breathless editing style and his propensity for quieter gestures over louder ones, this moment reads rather obvious and hokey. In fact, I found much of the Penn thread, which appears to have been shot with a distorted lens in order to further intensify the sterile modern life he is trapped inside, to be jarring. Or maybe it was the mere visceral shock of seeing the first “present day” Terrence Malick footage that provided such a shock? Either way, I would be lying if I said it didn’t distract me.

My second issue is with those infamous dinosaurs. Though the special effects that brought these creatures to life were impressive enough (not nearly as impressive as the big bang footage that preceded it, however), they certainly never had me suspending my disbelief. In both screenings I had the thought that this looked like a Nova documentary or something that one might see on channel 238 on their television. But that wasn’t even my biggest problem. At one point, one of those imposing dinosaurs spares the life of another, in what is either Malick’s attempt to show us the first act of mercy performed on Earth, or to highlight nature’s indifference to man. In either case, however noble the intention, this moment played to me like hippy fantasy instead of scientific fact. Having just experienced the “birth of the universe” and had no qualms whatsoever—having succumbed to it completely, in fact—this dinosaur encounter felt more like a scene that had been consciously manipulated as opposed to something that we were innocently happening upon.

I assumed that my other concerns would be exacerbated on a subsequent viewing—namely the lack of “three-dimensional characters” and the absence of any “true drama”—yet this time around, those concerns were rendered irrelevant. One can’t understand a language if they aren’t listening to it properly.

Much has been made of The Tree of Life being Malick’s most autobiographical film, but nobody seems to be connecting the dots more deeply than that. Perhaps it’s because so little is known about the man that it seems egregious to make even somewhat fact-checked direct connections to his personal history, but based on Peter Biskind’s 1999 article for Vanity Fair, “The Runaway Genius,” there appears to be a profound tragedy in Malick’s past that cannot be ignored (read it right here if you haven’t already). The following snippet about Malick’s youngest brother Larry makes it quite clear that something unspeakably devastating happened many years ago:

Larry, the youngest, went to Spain to study with the guitar virtuoso Segovia. Terry discovered in the summer of 1968 that Larry had broken his own hands, seemingly despondent over his lack of progress. Emil [Malick’s father], concerned, went to Spain and returned with Larry’s body; it appeared the young man had committed suicide. Like most relatives of those who take their own lives, Terry must have borne a heavy burden of irrational guilt. According to Michèle, the subject of Larry was never mentioned.

Who knows if this story is fact or legend; yet watching The Tree of Life, it’s hard not to deem it fact. For as much as people are celebrating Malick’s film for attempting to redefine the language, scope, and possibilities of cinema, and as often as people will be writing about the audacious “birth of the world” sequence, and as loudly as people will praise and/or curse the film’s climax on a beach in what appears to be some version of the afterlife, to me, all of this cinematic ambition is in the service of something much, much “smaller.” When it comes down to it, The Tree of Life is, at its core, a sorrowful diary entry, a pained letter of reconciliation from a deeply grieving sibling to his lost brother.

To that end, it’s no coincidence that the first word spoken in The Tree of Life is Brother while the last word is Son. Many people will wrongly focus on the film’s religious content and condemn/praise this as Malick’s “ode to God,” and while there is much spirituality contained within, these references to a higher power are delivered in confused whispers. In fact, I’d go so far as to say that The Tree of Life isn’t the statement of a believer; it’s the rumination of a questioner. I can’t provide statistical proof after only two viewings, but I’m confident that a large majority of the voice-over contained within the film—as much as 80%, in fact—does not actually consist of these characters praying to God. It consists of them speaking to their son/brother. But that’s wrong too. These voice-overs aren’t actually spoken by the characters at all. They’re Malick trying to connect with his brother one last time.

It’s not just the heavy dependence on a classical and opera soundtrack that imbues The Tree of Life with such a musical spirit. There is an overabundance of intellectual content to chew on, but, ultimately, this is a big-screen spectacle that should be felt before it is thought (mind you, this is being written by someone who has seen it both ways). Malick and his team of editors have molded their gorgeous footage—and by, God, thanks to Emmanuel Lubezki, who better win an Oscar for his efforts, this is some seriously gorgeous footage—into a series of ever-evolving interludes that shape and shift and drift into and out of one moment to the next. They can be broken down as such: the loss of life; the present day; the beginning of the world; birth; childhood; adolescence; the loss of innocence; the end of life/afterlife. While each of these sections are filled with dramatic purpose, the way they unfold is dimensions removed from traditional narrative storytelling. Even in the most esoteric of environments, The Tree of Life would be deemed experimental. Yet on a grandly budgeted scale like this, there’s simply no precedent for what Malick and his team have done.

Most films have moments of poetic montage. Here, the entire film is a poetic montage. Whether you appreciate and/or embrace the liquid momentum of this “memory narrative” flow might not just depend on your general temperament, it might very well be dictated by how you feel on the given day, and at the very moment, that you watch The Tree of Life. This reality is what both makes it so special and sets itself up for criticism. By nature of editing his film so elliptically, as a collection of choppy, fleeting incidents rather than a succession of traditionally assembled present-tense sequences, Malick doesn’t give us the typical entryway into his characters. This will leave much of the audience standing in the distant cold, witnessing mirages from afar who never come to life as fully realized creations. From that perspective, those feelings are completely valid. But the fact remains that one must at least try to understand that Malick is reaching for something different here.

The name that sprung to mind while watching The Tree of Life (both times) was not Tarkovsky, Kubrick, Beethoven, Verde, or Faulkner. It was Joyce. Specifically, Joyce’s own autobiographical work of art, A Portrait of the Artist As A Young Man. Technically and structurally speaking, this film is Malick’s attempt to use the tools of cinema—editing, sound, imagery—to not just recreate the life of one family in the 1950s, but to transport us into Jack’s skin, to remember what he remembers, to feel his life as he feels it in his memory. Not the easiest thing to pull off.

The truth is, The Tree of Life is so wide open to interpretation that writing about it is both easy and impossible. You think the story is both too sweeping and too confined? You think there aren’t any characters to be found? You don’t think anything happens? You think it’s a breathtakingly ambitious fusing of the personal and universal, a legendary merging of the intimate and expansive? You think it’s a revolutionary addition to the film canon? You think it’s filled with honest moments that belittle most other films? Sure, okay. Yes. No. It’s all of those and then some. Which is why The Tree of Life is going to be exalted by fans as a major work of art and dismissed by detractors as a pretentious folly. And you know what? Everybody’s right. But that only makes this film more vital, especially at a time when superheroes and board games and remakes are clogging the system.

It should be relatively clear by now that the film’s synopsis is secondary (actually it’s fourth- or fifthdary), but, for the record, here it is in its broadest of terms: The O’Brien family grows up in 1950s Texas. Years later, one of the family’s three sons, R.L., dies an early death. In the present day, R.L.’s older brother Jack looks back on his life and considers how he got here.

The first time around, I was surprised at how little actually “happened” in The Tree of Life. Yet I had a completely different reaction the second time. Since I knew what I was getting into, I was able to lose myself in every scene, every shot, every moment, and this made a massive difference. It led to a more viscerally emotional experience. While most people are talking about the 2001-esque section in which the universe is born, to me the most virtuosic portion is the one just after that, as we watch Jack being born and becoming an adolescent in breaths and blinks. Malick presents these memories in a time-leaping flurry, yet they are so specific that they might very well be fulfilling a checklist of Malick’s own upbringing. The most striking thing, though, is that I somehow found myself connecting these moments to my own childhood, even though I grew up in Maryland in the 1970s with three sisters and no brothers. This strange aura of familiarity began to permeate the entirety of my second viewing, to the point where I left the theater with a burning desire to watch it again immediately.

The Tree of Life’s primary concern is grief, but another target is the never-to-be-resolved , perpetually conflicted emotions a child has for his parents. In voice-over, we are presented with the gaping metaphorical difference between Jack’s mom and dad: the unnamed Father (Brad Pitt) is raw, unbridled “nature;” the Mother (Jessica Chastain) is patient, understanding “grace.” The fact that these major characters aren’t given names is the most symbolic clue that Malick isn’t after traditional three-dimensional character development here. Once again, this will disrupt the viewing experience for many, but when you’re dealing with someone whose overriding agenda is to deliver a dreamlike montage of a rumination, it’s silly to expect something different.

As forthright—some might say blatant—as Malick is in establishing this rigid parental divide, the truth is that Pitt’s father is no mere two-dimensional bully. He is stern, and he can erupt at times, yet he also hugs and kisses his children (that his mood swings aren’t dictated by the bottle is a most merciful exclusion by Malick). Adding an element of grayness to Pitt’s father complicates the situation further, for without seeing him act out in a truly evil manner, it’s harder to understand why Jack hates him so much. But that just supports Malick’s point further. Every child—even those can-do-no-wrongs with heroes for fathers—will one day see his father working under a car, notice the jack holding it up, and consider giving it a kick.

As for the mother figure, rising star Jessica Chastain—who is even better in Jeff Nichols’ excellent Take Shelter—has a very tough job, since her character is being viewed through the fawning subjective prism of her now adult son. This forces her to be less “real” and corners her into the position of a symbol. Yet on these terms, Chastain rises to the challenge. The effectiveness of her performance is perfectly encapsulated in the brief segment that chronicles Jack’s loss of sexual innocence. One day, Jack takes a drink of water from a garden hose and passes it back to his mother. She rinses off her feet. A tiny glance is enough to convey the roiling tornado that has awakened inside Jack. Shortly after that, he sneaks into a neighbor’s house and drapes a nightgown on the bed. We then cut to a low-angle close-up of Jack staring down, his face frozen in a state of exhilaration and terror. Moments later, he’s running through a field, trying to hide the dress for reasons that Malick doesn’t explicitly state but that we can certainly gather. Jack eventually discards the dress in a running stream. Back in the O’Brien’s front yard, Mrs. O’Brien stands at the edge of the lawn as a guilty Jack walks past her in silence. Her look says it all. She might not know exactly what happened, but she knows that her son is up to no good. Chastain doesn’t have lines of dialogue and this sequence occurs in a relative flash, but we are nonetheless presented with a deeply resonant moment between a mother and her son.

While Pitt and Penn and Chastain are the names on the billing block—the former two presumably enabling this film to get financed—The Tree of Life belongs to the children, who are untrained and honest and unprofessional in that magical way that makes one wish the concept of “trained child actors” was just a dumb nightmare. As the young Jack, Hunter McCracken has the brooding intensity and commanding presence of Michael Shannon (though he looks like Penn too). But it’s the impossibly sweet, heartbreaking smile of Laramie Eppler as R.L., the brother whom Jack misses so much, that provides the real chills. Eppler’s presence alone is enough to confirm The Tree of Life’s status as a monumental grower.

After only two viewings, I’m certainly a believer. The Tree of Life is without question Terrence Malick’s magnum opus. It’s the film that he was born to make. And it will only get better with age.

Filmmaker has partnered with our friends at Hammer to Nail for a weekly “Pick of the Week” post that will be exclusive to our newsletter and blog for a long weekend, at which point it will go live over at Hammer to Nail as well. In the meantime, be sure to visit www.hammertonail.com for more reviews and lots of other great editorial.