Michaelangelo Antonioni's The Passenger has a complicated history. Made in 1975 and considered by the director to be his most stylistically mature film, its original cut - made by Antonioni himself - was a full four hours long. Later, with the aid of editor Franco Arcalli, he reduced the running time to slightly less than 150 minutes; MGM, however, demanded a running time of under two hours, and the film was further cut ("mutilated," according to Antonioni) for its release in the US.

In an effort to preserve the remaining integrity of the film in which he starred, Jack Nicholson bought its negative and worldwide rights in the 1980s. While his move has frustrated those who are desperately awaiting a DVD release (Warner released a shoddy, full-screen VHS edition in 1992), Nicholson felt strongly enough about the film that he wanted it to receive the best possible treatment in its rerelease. Toward that end, he turned down approach after approach for the rights until finally securing a deal with Sony Pictures Classics last year. After decades of being almost impossible to find in a watchable form, The Passenger will be back on the big screen in the US (a limited release starts October 28), and will finally appear on (non-Japanese) DVD some time next year.

On its surface, The Passenger is something of an adventure story. David Locke (Nicholson, in a wonderfully nuanced, subtle performance) is a reporter, half-heartedly chasing down a story in North Africa. He goes through his days expecting failure, totally unsurprised when contacts do nothing but take his cigarettes and mislead or ignore him. Locke is clearly sick of his job and noticeably tired of himself. He is disgusted by his failures, but lacks the motivation and energy to change.

Despite Locke's passivity, though, an opportunity for change eventually presents itself. Sharing his hotel is a mysterious man named Robertson (Charles Mulvehill) who calls himself a "businessman," but whose business is of questionable legality. Sharing a language and a background in travel, the two become drinking companions and, in the way that people enjoying the anonymity of foreign lands sometimes do, temporary confidants. Returning to his room after another day of failure, Locke looks in on Robertson and finds him dead. Standing in the room, Locke begins to notice things: a passport; airline tickets; a gun. In those things he sees a life still to be lived - and, finally, escape from the existence that is crushing him. Switching their clothes, rooms, and belongings, Locke becomes Robertson and enters into a bewildering world of military coups, African politics, and gun-running.

Though at this point The Passenger takes on the trappings of a Hollywood spy picture - meetings with shady characters, a cute female companion, the constant pursuit by the old life - Antonioni has never been particularly concerned with action. In his hands, the jarring events of "Robertson's" life become tools to explore the inner Locke rather than significant plot points. Thus the arrival of an unnamed "architecture student turned bodyguard" (played with disarming charm by Last Tango in Paris' Maria Schneider) is used not as an excuse for sex scenes but, instead, to provide Locke with a sounding board and source motivation.

Like most of Antonioni's films, The Passenger is prickly and difficult to get close to, and viewers are kept intentionally at arm's length from its characters. Nicholson's Locke becomes increasingly pathetic as the film progresses, and it's hard not to condemn his weakness. Though he clearly feels that his decision to become Robertson was a brave and passionate act - perhaps his first - the reality of the situation is that his act is one of cowardice. Instead of dealing with his own fears and failures, Locke simply leaves them behind, escaping into the clothes and life of another. Even when, at his companion's prodding, he tries to adopt Robertson's passions and goals for himself, it's just another form of passivity - Locke still lacks the confidence to make choices that are truly his own. The cloak of Robertson's life, in the end, is just another way for Locke to avoid interacting with the world. He was hiding from his life before he became Robertson, and by faking his own death he mistakenly thought he had found a way to disappear. Instead, though, he's dogged by the same basic problems: an inability to address life head-on, and an unwillingness to assert himself, no matter who "he" is.

Though Locke claims he wants to live without a past and without memories, there is a difference between living in the moment and being profoundly afraid of life. His unnamed companion is an example of the former, and is in many ways Locke's opposite. Schneider's character attacks life, making decisions based only on her own desires and needs. Her lack of concern for the feelings and reactions of others is, at least in the context of the film, liberating. It's a rare actress who can make the cliched "free spirit" come truly to life, and Schneider's remarkable work here is one of the film's unexpected strengths. Her character's easy, unthinking courage, ultimately, serves as a constant reminder of everything Locke is afraid to be.

Unable to free Locke from his passivity and fear, Schneider's character instead tries to teach him to simply be aware: it is a state that Buddhists call mindfulness, a nonjudgmental, unthinking presence in which one simply exists. Though Locke spends so much time in agonized thought that his chances of ever reaching such serenity seem so small as to be laughable, the film's famous final scene suggests that in his last few minutes of life, Locke finally lets go of all of his guilt and fear; at long last, he is free. In that scene, the camera leaves Locke lying on his bed and begins an excruciatingly slow, steady zoom (ala Michael Snow's Wavelength) towards the window. While the camera moves, our ears are assaulted by the sounds of life: people outside. Birds. Wind. Cars. Things take place outside our field of vision, and the only way we can guess what happens is by listening - by existing, like Locke finally is, purely in that moment - by being simply, fully alert.

The Passenger was shot on location in Algeria, Spain, England, and Germany. It is a film of sneaky beauty, from the unforgiving vastness of the Sahara to the wonderfully bizarre twists and turns of Antoni Gaudi's Barcelona. Even the dusty parking lot that is the focus of that final, almost 10 minute shot is lovely in its straightforwardness. Antonioni has always packed his films with stunning images, and the same is true for The Passenger - it's just that here the beauty stems more from simplicity than majesty. Despite its surface complexity, the film's story, also, is simple - so simple as to be of almost no consequence. Somehow, though, The Passenger still feels inescapably significant. What it all means is very much open to interpretation - some see it as deeply religious, while others (Roger Ebert included) find it absurdly self-conscious and simplistic. No matter what you conclude, however, the film lingers in your mind much longer than it has any right to; a week after the screening, I still find myself thinking of the image of the moon at the end of the movie, and how Locke collapsed in the desert when his car broke down. Perhaps its Antonioni's own unshakable seriousness about the film that gives it such heft; he believes in it so strongly that, despite our doubts, we too are convinced.