First viewing of a classic film that has great actors and...

I don't think you're necessarily "missing" something so much as looking for something from it that it isn't. I can't speak to the technical issues, I do have to work the volume button quite a bit going back and forth from dialogue scenes to scenes heavy with music or hot rod engines.

This is a "night in the life" movie. We're only seeing them on this one night, so it's not necessary to know background on each of the characters. Particularly those that are met throughout the night like Carol - the young girl riding with "James Dean" John Milner - the Pharaohs, Debbie, and Bob Falfa. They represent the random people one might have run across on a given night. Maybe you'd see them again. Maybe you wouldn't.

What is needed to be known about the main characters and the importance of the evening - the last night of the summer - is established in the opening scenes. Curt (Dreyfuss) is having second thoughts about going to college, to the chagrin of Steve (Howard) who is dead-set on going despite girlfriend Laurie's (Williams) concerns about their relationship in the event of parting for several months. Steve entrusts his prized car with Toad (Smith), the prototypical no-luck nerd who's emotional reaction makes it clear this is a monumental night for him. Meanwhile, John (Le Mat) is feeling the squeeze of the valley shrinking when in reality it's him - despite his best resistance to remain the teenage hot rod ace - outgrowing that role, leaving him wracked with self-doubt.

The rest of the movie takes those scenarios and evolves them over the remainder of the evening. By the end of the night, Steve and Curt have switched places through a night's worth of events and reflection, Toad has had a bit too monumental of a night, and John wins what we're led to believe is his toughest race yet but his doubt convinces him that Falfa had him beat even though it's obvious to Toad, the audience, and even Le Mat himself (who had to query George Lucas as to why he was supposed to act as he did after the race) that Milner had the race won.

Long story short, it's the events of a single night in the lives of a few ordinary people and how that night shapes them from dusk til dawn.

I thought Milner was actually pretty complex, and it was a great performance by LeMat. Clearly you have a guy who has always been the cool hotrodder, driving the strip and racing, but he sees that those days are numbered and doesn't know what the hell he's going to do with himself. He plays it tough, and he IS tough, but his interactions with "uncool" people like Carol and Terry show a fundamentally decent person underneath that "JD" facade.

Curt was also pretty complex - smart enough, but not defined by his intelligence; popular enough, but not defined by his popularity. And afraid to get on with the inevitability of becoming an adult. As the previous poster said, this was one night in these kids' lives. We aren't meant to get their whole life story, we just get a glimpse.

I will agree that I didn't like the chemistry between Williams and Howard. She was seven years older than him and I think that showed, even though she looked young enough to pass as a high schooler. I also just didn't like Steve. I thought he was a complete jerk, as opposed to the other three main characters, all of whom were much more likable.

The further a society drifts from the truth, the more it will hate those that speak it.

What am I missing?