Orphaned as a young girl, Utena was lifted from her depression by a man she remembers as a medieval prince, riding a white horse. But instead of becoming his "princess," Utena resolved to follow in his footsteps - to become someone who can protect herself and the innocents of the world from harm. Even though she no longer remembers her prince's face, or anything other than a fairy-tale version of the meeting itself, she still treasures the rose-signet ring he gave her.

Flash forward about eight years. Utena, now a middle school student at the European-styled Ohtori Academy, challenges the school's kendo captain to a duel in a fit of anger over his mistreatment of a friend. But he commits a crucial misunderstanding, and when the duel is over Utena has been initiated into a community of students who fight ritualistic duels for possession of their own classmate - a girl named Anthy Himemiya, whom they call the "Rose Bride." And there's some truth to their idea of a mysterious power that Himemiya holds; how else can they explain the castle that floats above the dueling arena, or the fact that the Rose Bride's "owner" draws his duelling sword from her body?

As the duels continue, the driving force behind them is slowly revealed and the people fighting them begin to grow up. It's this growth, not the duels and their history, that is the driving force behind Utena. Every character, from Utena and Anthy to their antagonists on down to the background players, gets at least an episode that explores their personality and maturation, and by the end of the series we can see them as complete, believable people. The egotist, the seducer...even the supposedly emotionless Rose Bride might seem stereotypical at first, but while at the end they still have the characteristics that defined them in the beginning, every one of them has a good reason for being the way they are, and can no longer be reduced to a single personality flaw. Each one is flawed in some way. They all have some good in them as well, no matter how buried it might be. Everyone will sometimes do the wrong things for the right reasons or vice versa - no simple division between good and evil here.

The characters' relationships are as natural and human as the people themselves, and often as twisted. In Utena, sexuality and love are not the glorified, all-redeeming emotions many romances make them out to be; they are ways for one person to control or torment their "partner." Though harsh, the theme is used subtly enough and with such a diverse impact on the characters that it's never in danger of feeling preachy or repetitive.

Utena's growth stands out in particular. From the beginning, she possesses all the admirable qualities of a typical shoujo heroine - selflessness, righteousness and unwavering devotion to her friends being the most notable - but must face the reality that acting like a hero might not be always be the right thing to do.

The result of all this is a cast of characters who come across as complete personalities, who we can love in spite of their flaws, or hate regardless of their good points. By the end of the story, we've seen everyone grow up in some way, in a way that makes us care about their maturation.

The characters are brought to life by a truly amazing Japanese cast. Tomoko Kawakami is pitch-perfect as Utena, capturing the shifting emotions of a brash girl being forced to confront her own inexperience in life. Jurota Kosugi, as the seductive Akio, pours sensuality into his delivery. Even Yuri Siratori, whose Nanami is usually nothing more than an annoyance, holds up admirably when she goes through the emotional wringer. Dub fans won't be disappointed with CPM's efforts here - Rachael Lillis (Utena) and Crispin Freeman (Touga) both give noteworthy performances - but it's the original voice work that stands out.

Complimenting the personalities of the characters is the personality of the show itself - a sense of metaphor and style unique in anime. Character designs are stylized, and backgrounds have an old-world European touch that lends the entire setting a fairy-tale feel. Each episode features interjections from the "Shadow Play Girls," talking silhouettes who act out the theme of the episode in amusingly exaggerated symbolism. The music is a mix of superb orchestral pieces that play through most of the series, coupled with wild, nearly incoherent rock that accompanies the frequent sword fights, lending each duel its own tone and lyrical expression. The story shares this artistic style as well, walking a fine line between fantasy and surreal fairy-tale that's hard to pin down, but wonderfully atmospheric. Even the repetition of some scenes, most notably Utena's approach to the dueling arena, contributes more than filled time; the act of repetition adds to the ritualistic tone that the duels take on as a whole, regardless of the different emotional forces behind each one.