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Think of it as Todd Solondz lite: loads of dysfunction but, thankfully, none of the perversion. In fact, despite deep-seated neuroses, occasionally inappropriate behavior, and a propensity for unhealthy relationships, the four females who are the Marks family are a fairly benevolent lot. As observed by writer-director Nicole Holofcener, the characters in Lovely and Amazing (a terrible title, no doubt designed to recall the filmmaker's well-received 1996 feature debut, Walking and Talking) might better be classified as lost souls than as malicious, malevolent creatures. They end up hurting themselves rather than others, as Solondz's characters are so famously wont to do.

Pencil-thin Elizabeth (Emily Mortimer of Disney's The Kid), an insecure actress with a soft spot for stray dogs, worries constantly about her sex appeal. With her ragamuffin looks and knock-kneed stance, she is absolutely adorable, but "adorable" doesn't cut it in the high-stakes career she has chosen. Equally neurotic, but in a totally different way, is her older sister, Michelle (indie favorite Catherine Kenner). Bored with her marriage, unmotivated in life, and insensitive toward the rest of the world, she is the misanthrope of the family. She is particularly hard on her mother, Jane (Brenda Blethyn), a loving, kindhearted woman struggling with her own poor self-image, and on her eight-year-old adopted sister, Annie (Raven Goodwin in an auspicious feature debut).

Annie, who is black, is just beginning to grapple with issues of racial identity. Her dark skin and kinky hair, so different from anyone in her adoptive family, make her feel unattractive, a situation aggravated by Michelle, who constantly harps on the pudgy girl about her weight.

Delightful one minute and bratty the next, Annie seems a fairly typical child. At least she has the excuse of actually being a child. Michelle, past 30 and with a daughter of her own, can claim no such privilege. Refusing to acknowledge an extreme case of sibling rivalry, Michelle blames everybody else for her problems. When Annie laments that Michelle doesn't like her, Elizabeth astutely replies, "Michelle doesn't like herself." If only Elizabeth could apply the same awareness and intelligence to her own life.

Unlike so many female characters obsessed with weight and physical appearance, none of the Marks women can be dismissed as shallow or frivolous. Self-absorbed, yes. Troubled and insecure, definitely. Even damned annoying at times. But overall, they are intelligent, worthwhile individuals who mean well but who find themselves flummoxed by life.

The guys don't get off scot-free, either. Dermot Mulroney plays Elizabeth's narcissistic but likable movie-star lover, while Jake Gyllenhaal plays an awkward, self-conscious high school student who falls for Michelle.

More a character study than a full-fledged story, Lovely and Amazing opens with Jane preparing to enter the hospital to undergo liposuction. A clearly reluctant Michelle agrees to take care of Annie for a day or two. Complications ensue during surgery, and Jane has to remain in the hospital for several days, leaving Annie in the care of her older sisters. While the movie concerns members of a single family, it is less a group portrait than a look at four distinct personalities. Society's expectations -- be thin, pretty, white, and happy -- and life's inevitable disappointments seem to have more effect on these characters than they do on one another.

Less glossy than the mainstream chick flick The Divine Secrets of the Ya-Ya Sisterhood, Lovely and Amazing is a modest, uneventful film, buoyed by fine though low-key performances and the ring of truth.

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Jean Oppenheimer

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