The only theatrical version of the several adaptations of Chica Umino's popular manga about the lives and romantic travails of five friends at an art college, Honey and Clover is a loosely structured, visually unremarkable slice-of-life drama that succeeds largely thanks to superior characters and lingering traces of Umino's flair for bittersweet romantic complications.

Takemoto is an architecture student under the tutelage of phlegmatic Dr. Hanamoto. Though quiet and thoroughly unremarkable, Takemoto is friendly with quite the crew of oddballs, including fledgling stalker and fellow architecture student Mayama, beautiful but insecure ceramics student Ayumi, and brilliant but seriously unpredictable consummate artist Morita. Comfortable with his art college life, Takemoto's little world is seriously upset when one day he meets Hagumi Hanamoto, a painfully introverted young relative of Dr. Hanamoto's, and falls irrevocably in love. Takemoto isn't the only one in love. Mayama is in love with/stalking his employer, emotionally reserved Rika Harada, an old friend of Dr. Hanamoto's. Ayumi in turn is impossibly in love with Mayama. And Hagumi, it becomes clear, is being drawn inexorably to the charismatic Morita.

First-time feature film director Masahiro Takata is smart enough to keep his direction simple, only breaking out the camera trickery during a few surreal bouts of humor, allowing the characters and their emotions to carry the movie of their own accord. However, he hasn't the mastery of wordless emotional byplay necessary to compete with Kenichi Kasai's superbly nuanced animated version. Too often he telegraphs emotions with sappy pop ballads or allows the subtleties of the original to fall prey to his restricted time frame. Takemoto's bike journey in search of himself is reduced to a mere attempt to run away, and the bitterly realistic ambiguity of Mayama and Ayumi's relationship is lost when they are—of necessity—forced to take a back seat to the Takemoto-Hagu-Morita love triangle. That and the equally necessary paring of Umino's rich tapestry of interwoven romance and complicated life circumstances to a strictly romantic tale effectively remove the lacerating bittersweet edge that marked Kasai's version.

Luckily Takata's lack of directorial savvy is offset to some extent by the cast. Yū Aoi's much-ballyhooed performance as Hagu is cute and expressive, imbuing her largely silent performance with a thoroughly effective power and lending the surprisingly kinetic painting sequences an appealing sense of free-wheeling fun. Yusuke Iseya (of Casshern fame) initially plays Morita as merely abrasive, but eventually adds an appealing edge of clumsiness. In much the same way, it takes a while before pop-singer Shō Sakurai nails Takemoto's self-effacing spunk, but nail it he does. Takata juggles storylines such that the lives of the five leads build simultaneously to various crises of faith and painful realizations, and thanks to the cast's admittedly rather uneven strength and Yoko Kanno's sensitive score, the final stretch of the film is unexpectedly potent. Though the lion's share of the drama belongs to Takemoto and Hagu, it's Megumi Seki's Ayumi and Ryo Kase's Mayama that steal the climax during a single moment of achingly tender sadness.

Periodically effective as it may be, Honey and Clover is unlikely to win converts from the animated version's die-hard fans. Armed with knowledge of the more complete version, it's all too easy to spot the film's shortcomings. Forced to cover two complicated love triangles, it can't indulge in the measured pacing and slowly unfolding emotional complexities of its animated sister, and deprived of an extended time frame (and limited by uneven performances) the actors are forced to discard valuable facets of their characters (Ayumi's ferocious temper, Morita's emotional retardation, pretty much all of Mayama's personality). To fans of Kasai's version, this film will be a shadow, a live action condensation whose charms are merely those traces of the original that manage to bubble through the suffocating overlay of Takata's TV-movie direction and feature-film-friendly plot rewrites.

Objectively, however, it's a whimsical romantic comedy possessed of a sweet romanticism, tinged with melancholy and driven by events unpredictable enough to be called realistic. Even the shadow of a masterpiece retains a part of its caster's greatness.

That Viz provides no English dub won't bother sensible viewers—there's a fundamental difference between dubbed animation and dubbed live action—and anyway they sweeten the deal by throwing in a few short paragraphs on each of the film's principal movers and a short but highly entertaining free-form discussion featuring the main cast.