I have only one complaint about the latest of David Lynch's B-movie noir flicks for cinema intellectuals, but it's a big one.

The first 90 minutes of "Mulholland Drive" give no hint where the story might be headed. Instead of sticking with his primary story -- about a pretty, fresh-off-the-bus actress getting mixed up in a dark, esoteric phantasm of a Hollywood mystery -- Lynch drags his feet by running several tangential subplots up the flagpole, then leaving them flapping in the wind.

The argument could be made that these episodes are for atmosphere. One dead-end thread unfolds in the ominous offices of a movie production company, where a cryptic, crippled, mobster midget (good ol' David Lynch!) manipulates the lives of susceptible industry denizens from inside a dark, velvet-flocked room. Another follows a cocky, arrogant young director (Justin Theroux) who is being forced by the midget's men to cast a particular blonde starlet in his next film. He crosses paths with our heroine, but only in a superficial way.

Atmospheric or not, knowing that "Mulholland Drive" was originally envisioned as a TV series makes these scenes read more like Lynch just didn't want to part with characters that would have had relevance if the show been picked up.

Having said that, if you keep your patience, the central story gradually congeals into an elaborate labyrinthine chiller that's well worth your while.

Aussie beauty Naomi Watts stars as Betty Elms, an effervescent dreamer from Ontario who at first seems so absurdly wide-eyed that you'd think she was from 1950s Ohio. So trusting is Betty that when she arrives to housesit at her aunt's L.A. apartment and finds a dazed brunette sleeping in the bed, she just assumes her aunt forgot to tell her she'd have a roommate.

The vacant-eyed, coldly gorgeous femme fatale (Laura Harding) isn't sure why she's awakened there either -- but we know. In the film's opening scene a car crash in the Hollywood hills saved her from a hired killer posing as her limo driver for the night. She stumbled down the hill and hid in the empty apartment the night before as amnesia set in. Now she has a gash on her head, a purse full of bundled $100 bills and no idea how much danger she's in.

Betty thinks this intrigue and peril is all very exciting and romantic -- just like in the movies! But as she and the mystery woman, who decides to call herself Rita for the time being, begin investigating the latter's past, hints emerge indicating Betty may be savvier than she seems.

While Watts' performance comes across overly broad at first, the longer she's on screen the more you start to recognize marvelously subtle nuances percolating just beneath Betty's pert and pearly exterior. Preparing for a movie audition in one scene, the Betty we know completely disappears in the embodiment of the aprehensive character she wants to play. At the audition one scene later, she does it again, but gives an astonishingly different reading in which she uncorks a lusty sexuality you'd have never imagined was inside this ingenuous ingenue.

In a way this duality is foreshadowing. Soon thereafter, Betty and Rita's investigation leads them to a back-alley Vaudevillian freak show where Rita discovers a strange blue box has been slipped into her purse. This begets a surreal and utterly Lynchian twist that literally rewinds time in the movie's last act. Betty vanishes and Watts morphs into an entirely different character -- a strung-out heroine addict whose pre-amnesia relationship with Rita leads to shocking revelations that turn inside out everything we've seen thus far.

I'm not entirely sure where all the pieces fit together, but that's part of what makes David Lynch's better films so maddeningly entertaining -- trying to wrap your head around them! Had he exercised more economy in the editing room (honestly, 30 minutes could have been cut without handicapping the picture) and allowed a little more insight into Betty's psyche, "Mulholland Drive" would have unquestionably ranked among the director's best work.

That doesn't mean this picture isn't a borderline masterpiece -- I think it is. But there are just too many moments of wondering if the story is going anywhere for this to be an all-absorbing, intellect-warping movie experience. As I wrote in my notes during the screening: Dave, I don't mind you being bizarre, but could you do it a little faster?