This is a movie for girls and young women.  The Masked Reviewer, while never revealing his secret identity, will tell you that he is neither a girl nor a young woman.  Even so, Uptown Girls does have its charms.  Brittany Murphy (most recently of Just Married but also was the "I'll never tell..." woman from Don't Say a Word.  Did she tell?) is cute and...what's the word?  Spunky.  She's spunky.  She's a bucket of spunk, some might say.  She does a fine job in a part that runs the gamut from sad and touching moments to silly slapstick.  She's not a brilliant physical comic, but she carries her end of the film quite well.

The film also stars Dakota Fanning (of I Am Sam, even though she wasn't).  For a 9 year old, she turns out one heck of a good performance.  The role of the grown-up kid has been tackled many times before, but probably never as convincingly.  She's great at the funny stuff, though she is the film's straight man (or girl) which she does superbly. 

The film won't appeal to young boys.  It certainly didn't in the screening that the Masked Reviewer attended...there were a lot of young boys stating loudly and repeatedly how bored they were.  Older boys (21+) won't be quite as bored, because...they'll be admiring Brittany Murphy's spunk.  And let's not forget Heather Locklear.  She's in it too. 

It seems to be a film that would be most interesting to girls 13-18.  Even though that's who the film is geared  towards, it does have some sweet moments, but a few battles with giant robots that have chainsaws for arms would've been nice.

The following paragraph may contain information that could spoil a surprise of the movie.  However, the Masked Reviewer believes that very few other people, if any, would notice this during a casual viewing of the film.  If you're good at matching voices to the actors, you might want to stop reading now.   The Masked Reviewer is pretty good with recognizing voices.  It's a gift, really, to put the voice to the actor.  Now, granted, many times the information isn't Top Secret...they often tell you who did the voices during the credits.  But, for one with The Gift, such as the Masked Reviewer, any opportunity to use the gift of voice recognition is jumped at.  In this film, there's a scene with a yoga instructor.  His voice sounded very familiar.  The Masked Reviewer thought it sounded an awful lot like Fisher Stevens doing his Indian accent (think back to Short Circuit).  Now, the Masked Reviewer was confused by this, because that would seem to be a purely random addition.  But...later in the film, Fisher Stevens makes a special appearance!  And, lo and behold, Fisher Stevens is one of the producers. 

The film also stars a pig, who turns in a good performance as well.  That's some pig!  Notice that the Masked Reviewer doesn't go for the "ham" joke.  It's too easy.  That's why the Masked Reviewer brings home the bacon.

That's about it.  The story feels very familiar, but it isn't too trite or re-hashed to sit through.  The appeal comes from Dakota Fanning and Brittany Murphy, who have great chemistry together.  If you're a 13-24 year old woman, you might enjoy the film, otherwise, you'll probably find it tedious.  The Masked Reviewer only gave it a so-so review instead of a bad review because he's in touch with the little girl inside himself.  Bad touch!

Expectation from the Title: Three street-walking ho's decide it's time to get classy and move their acts to the upper-west side in this comedy thriller that's Pretty Woman meets My Fair Lady meets Debbie Does Dallas.

Mother's Rule (Always Say Something Good About Everything):  Dakota Fanning is cute as a bug in a rug, and growing like a weed.

The Pros: Well acted, likeable characters.

The Cons: Not deep or moving or funny.