This is, by all accounts, supposed to be Peter Bogdanovich's masterpiece. Since this is the only film of his I've seen, I can't verify that statement for sure, but I did really like it.
The story is that of a coming of age tale set in small town Texas during the 1950s. The town is a boring and isolated place, where there's really not a whole lot to do, and, even though everyone knows (or seems to know) everyone else's business, there's a lot of iffy stuff going on. The people (especially the youth) are bored, preoccupied with sex, and dying to get the Hell out of town and to some place better ASAP.
The film was shot like, and has the look of a film from the 1950s. Aside from some of the content (mostly nudity), this could pass for a 1950s film as well. The landscape are suitably bleak, and everything looks simultaneously stark and beautiful thansk to being shot in black and white. The music is made up entirely of popular stuff, almost all country, and that's just fine.
The performances are areally good. Jeff Bridges is fun to watch, and Cybil Shepherd, despite being an angsty tart (hell, everyone is angsty, dissatisfied, and messed up) gives a decent performance as well, and looks quite stunning (naked or otherwise) in just about every scene. Leachman and Bustyn are also quite good. Bottoms is the lead, and he's good, but it was hard for me to get into him as much as the others.
For a film about boredom, and the slow rotting effects of it, maybe it's not a surprise that this is also itself a little boring and tedious at times. Not so much so that it truly takes away from things, but it is something to note. Maybe they just need to slightly tighten thigns up here and there. I was watching the Director's Cut though, so maybe that has something to do with it.
Though this film is not a part of the time period it depicts, it fits in perfectly with the time period it was made. Maybe that's one of the many reasons I liked it. I love that era of cinema, so I'm automatically sorta biased. Despite that though, I still really dig this. It's not something I wanna watch all the time, but it looks great, the style and formal elements are cool and well done, and I can relate in some ways to the characters and story. Hats off.