AMERICAN BEAUTY (1999) is a rich, textured look of suburbia at the turn of this century. The view is from "Anytown" USA. We are allowed to "peek" through windows, through cameras, through doors, and yes, even through Lester Burnham's (Kevin Spacey) unstable and fragile mind via dreams and fantasies. The one collective thing that the writer (Alan Ball), director (Sam Mendes) and producers (Dan Jinks & Bruce Cohen) of this dark and edgy film asks of us is to "look closer."

Looking closer at the real estate agent portrayal of Carolyn Burnham, Annette Bening is in rare form. A woman more suited for management than motherhood, she strives to be the best, and takes it as a personal defeat if she is not. Like most of the characters depicted in this film, she wants to be "special" for there is nothing worse than being ordinary.

She goes to great lengths to make a sale, stripping down to her slip while rigorously cleaning before potential buyers arrive at an Open House. All the while, she chants her adrenaline-producing mantra: "I will sell this house today" over and over again until WE even believe it.

When a sale of the house seems hopeless, she still carries a bright optimism with her to display for each new showing that day. Of course this is all a front because we are allowed to see her break down, ever so briefly, when she does not accomplish her goal. She doesn't allow herself the luxury of giving into her emotions though and subsequently slaps herself until the tears stop.

Carolyn is in awe of the head of her biggest competitor, Buddy "The King" Kane which inevitably leads to one of the most hilarious extra-marital love scenes ever set to the screen. Needless to say, it is a side of Annette Bening rarely seen.

Carolyn is all about "image" and how things "should" be. She is competitive and appears heartless at times. As her quest for happiness broadens, her scope for achieving it narrows. At one point she explains, "...my business is selling an image. And part of my job is to live that image." And, from the outside everything DID look perfect, from her matching gardening clogs and pruning shears to her perfect 'American Beauty' roses.

One can't help but assume that some things in her life didn't go according to her plan. In her opinion, her daughter is less than she had hoped for and her husband is a failure. The choices that she'd made in her life did not bring her to where she wanted to be in her forties. For all intents and purposes, her life was...well...ordinary.

Confused by her husband's new self-absorbed outlook on life, Carolyn's choices seem, at times, as desperate as Lester's. She learns to shoot a gun, she goes from near celibacy (with Lester), to wild woman (with "The King"), and she reaches the darkest point of her life: she contemplates shooting her husband. And, she may have succeeded, too, if someone hadn't thoroughly done the job just moments before.

In the end, we find only through Lester's death the true love this barely functional family held for one another. Again, like most of the other characters in "American Beauty", Carolyn was looking for "a way out." For most of the other characters as well, the only choice they felt they had was an extreme one.

Carolyn was the most layered portrayal of a real estate agent from films released in the '90s in our analysis. In this brilliantly executed film, most of her dialogue spoke volumes in the simplest form. Lines like, "When I was your age, I lived in a duplex."

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