(2013) *** R
115 min. Paramount Pictures. Director: Alexander Payne. Cast: Bruce Dern, Will Forte, Bob Odenkirk, June Squibb, Stacy Keach.

/content/films/4620/1.jpgIt's never too late to play a few grace notes. With Alexander Payne's Nebraska, this proves true for two septugenarians: addled heartland grump Woodrow "Woody" Grant and the Hollywood royal who plays him, Bruce Dern.

Nebraska native Payne usually co-writes his films, and though here he directs a script by Bob Nelson, you wouldn't know it if not for the credits. Nebraska is right in Payne's wheelhouse of American quirk. It's a relatively simple story of how Woody has gotten it into his head that he's won a million-dollar sweepstakes and, though his son David (Will Forte, late of Saturday Night Live) knows his father is a victim of junk-mail marketing, he's also attentive enough to realize "The guy just needs something to live for."

And so Woody and David hit the road from Billings, Montana to Omaha, Nebraska. Payne and cinematographer Phedon Papamichael dress it up in black and white photography, but there's little fresh about another road movie that allows son to get to know father and maybe a little of the reverse. We've all seen this sort of thing before. And Nebraska does itself few favors with tired shticks, like deadpan gags around local yokels, and the characterization of Woody's wife Kate (June Squibb of About Schmidt) as a harridan who, at one point, "shocks" the audience by talking dirty. Payne connects in the quieter, more observational moments, as when the camera stays with Woody, slumped on his living-room sofa, while David and Kate discuss him in the background as if he weren't even there ("You know what I'd do with a million dollars?" asks Kate. "I'd put him in a home!").

When Nebraska sticks with the elegaic, the mournful, and the sliver-of-hopeful, it lets us know it cares and isn't just another glib, condescending, Coen-esque comedy of "morons" (Woody's insult of choice). A visit to the hollowed-out erstwhile family homestead effortlessly haunts, tapping into the universal horror of life's swift entropy. Though Woody and David are inevitably careening toward disappointment, small victories are just as inevitably in store.

Dern finely delineates Woody as someone who's described as always having been confused but capable of moments of cruel lucidity: cruel to himself (in his disappointed lack of accomplishment) and cruel to those around him. He's a persistently annoyed, insistently selfish alcoholic, but Dern gives him a pitiable humanity that makes it impossible to write him off. Meanwhile, Forte's essential decency shines through his gentle, skillfully reactive turn.

Payne knows of what he depicts, clearly, and that audiences can appreciate this "little change of scenery" at least as much as Woody. If you can grin and bear eye-rolling situations like Stacy Keach giving a musty karaoke performance of "In the Ghetto," there's found poetry in Nebraska's slow builds of respect and its deeply understated emotional climax: a father and son crossing past each other as they switch places.

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