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Donnie Darko was a great debut from Richard Kelly: it was funny, tonally perfect, and was just plain cool. It was sci-fi that you could long discuss afterwards; the Catch-22 time-travel ending throwing people into endless debate about how everything that happened could have been possible.

So Kelly, six years after that cult hit arrived, has made a movie that essentially takes the ending of Donnie Darko and makes it into a whole movie. While the films aren’t connected at all, Southland Tales does have some of the elements of Kelly’s preceding film, and spanning over two hours with dozens of characters with motivations you aren’t ever really certain of and, even if you were, could change at any minute, confusing is the term you’re going to hear about Kelly’s new film more than any other.

Southland Tales begins with the “how we got here” montage, an apocalyptic world that is right around the corner in 2008. Boxer Santaros (Dwayne “The Rock” Johnson, here shedding his Rock moniker) is sleeping with porn star Krysta Now (Sarah Michelle Gellar). They’ve written a screenplay called The Power that involves the world rotating slower and slower every day, changing people. It seems there are a lot of interested parties in Boxer for various reasons.

First, there’s his political family. Senator Bobby Frost (Holmes Osborne) and his wife Nana Mae (Miranda Richardson), are trying to win the presidency, but Boxer’s dalliance with a porn star possibly threatens their political aspirations, because Boxer is married to their daughter Madeline (Mandy Moore). Eager to record his indiscretions is porn director Cyndi Pinziki (Nora Dunn). Another interested group of neo-Nazis want to get Boxer involved in a fake double murder. They are Veronica Mung (Amy Poehler), Dion Element (Wood Harris), and Zora Carmichaels (Cheri Oteri). They hire a former-soldier-turned-cop’s twin brother Ronald Taverner (Seann William Scott, playing both roles) to be the “killer” and try to make it look racially motivated.

Surrounding all of this is the Frost’s brainchild of being able to surveil everyone they want; cameras and microphones are everywhere, allowing them to order attacks of people they don’t like. They’ve also installed some sort of system using fingerprints for voting purposes. And a group of scientists, led by The Baron (Wallace Shawn), have invented an energy that depends on the waves of the ocean sending wireless power.

Oh, and there are a ton of other characters, too. Justin Timberlake plays a soldier who smuggles drugs from overseas and has a connection to Taverner, John Larroquette is the senator’s advisor, Christopher Lambert plays an arms dealer, Bai Ling as…well, Bai Ling I guess, and there are a few I’m missing here.

I’m not exactly bothered by weird, or even confusing, but the actors do ham it up a bit too much, and no matter how you take it, either as a political satire or a weird sci-fi tale, it generally fails for the most part. The ending brings a lot of it together, and it’s kind of cool to see how Kelly tries to sew it up, but this might just go under the “A for effort, F for execution” file.

I will concede that Southland Tales is not exactly meant for one sitting, but its length and my initial impression of it may not allow that. There should be something to which I can cling that makes a second viewing worthwhile. There are little things: Justin Timberlake wandering around singing The Killers’ “All These Things That I’ve Done,” in a made-up music video, and The Rock telling a character that, “Your actions could have ruined the fabric of space-time…you stupid bitch,” and then kissing her passionately. You can’t call this movie boring by any stretch, but I’m not sure you can call it good, either.