I agree that the film improves with repeat viewings. The first time I saw this, my wife and I just sat back and enjoyed the weirdness. My wife and I are always open to adventurous cinema. Then... weirdly, a few years later I completely forgot that I saw this film and then rented it. It's not often that I forget that I'd seen a film (especially when it's a very unique one). Watching it the second time, I recognized a lot of the scenes I'd seen before and then began to think about why I'd forgotten that I'd seen it.
I think I forgot the film because it's so episodic and the meanings so hidden, I only had a memory of a few vivid scenes. In a film, I usually remember the main story arc. In Holy Motors, the story arc is hidden under the constantly shifting characters. The second time I saw it, I thought about the events more deeply and then thought about what links it all together. I think that the first time you see it, you're so dazzled by the bizarre events that you don't quite comprehend the whole structure of the film (it's a bit like watching a series of skits). Upon repeat viewings, you start to appreciate the world that the film has created and your mind is more attuned to the journey of Oscar.
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