Lovely and Amazing (R) (91 min.) _ With less sisterhood and more ya ya, Nicole Holofcener's chick-flick levity is so, so deceptive. In her 1996 debut, Walking and Talking, she achieved a dark current of intimacy. This time, a bolder Holofcener takes on inherited neuroses, plus a meditation on the lovely clatter of everyday language and the amazing ways that it routinely fails us.
Spanning the time it takes for a middle-age mom (Brenda Blethyn) to get and recover from a botched liposuction surgery, Lovely and Amazing drops in on her three daughters. Catherine Keener (Being John Malkovich) milks the role of former homecoming queen Michelle, an unhappily married beneficiary of Mom's jittery hostility. Her younger sister, tentative actor Elizabeth (Emily Mortimer), obsesses over her skinny upper arms, takes in lost dogs, and seeks out critical men. Sister 3 is adopted, overweight, African American 8-year-old Annie (Raven Goodwin), Holofcener's most sinister and sympathetic figure.
Bringing the shame of difference into frank focus, Annie is by turns candid and inscrutable. Everyone in this chintz-covered world is a little creepy. Holofcener is a master of the skewed conversation, and aside from lacerating in its matter-of-fact cruelty, her hotly recorded banter mutates bland phrases into found poetry. The auteur's ear for the way fears and slights are telegraphed in the most blithe exchanges gives the film its lingering tug.
_ LAURA SINAGRA, the Village Voice