SIDEWAYS Movie Review

Many film critics obsess over how faithful certain movies are to their source novels, and whether or not the fans will appreciate the big screen version of their beloved book. Yet books are books and movies are movies, and their paths rarely cross except in the most superficial ways.

Now comes a film that was adapted from a book, and something special has happened. Alexander Payne's "Sideways" emerges as a full-fledged film, with a brilliant use of cinematic language and pacing, but also has a novelistic breadth without spilling much over the 2-hour mark.

It's a deceptively simple (at first), deep and thoughtful film in which two seemingly shallow, thoughtless buddies -- neurotically divorced failed novelist Miles (Paul Giamatti) and Id-fueled failed actor Jack (Thomas Haden Church) -- take a road trip into Southern California wine country just before Jack is due to get married.

Like many other male bonding films from "Road Trip" to "Y Tu Mamá También," their aim is to get laid. Or rather, Jack wants one last fling before his nuptials, while Miles is a genuine wine connoisseur that misses his ex-wife; he'd like to drink, enjoy and forget.

Their plans go awry when they meet a couple of local women. Maya (Virginia Madsen) is a waitress, divorcee and grad student who has known Miles for years -- and quite unexpectedly has a crush on him. Jack whisks a winery counter girl, Stephanie (Sandra Oh), off her feet and begins to think that he doesn't want to get married anymore. Neither woman knows about the impending wedding; all hell breaks loose when they find out.

It's misleading to describe what sounds like a conventional plot to "Sideways." The film feels more like spending a week with new friends; after a few days we get to see their bad sides. Miles frowns on Jack's philandering, but at the same time, he steals cash out of his mother's sock drawer and reads "Barely Legal" magazine. Nobody's perfect, and we like them just the same.

In that vein, director Alexander Payne ("Election," "About Schmidt") gives his four actors plenty to work with, and they all come up aces. It wouldn't be surprising to see this film nominated for four Oscar in acting categories.

Payne goes the extra mile by casting unconventional faces and giving them a chance -- in some cases their first -- to really shine. Giamatti was excellent in last year's "American Splendor" and Oh is already a beloved character actress, but when was the last time Madsen ("Candyman") really sunk her teeth into a great role? And until now Church was best known only for his role on TV's "Wings."

As a bonus, "Sideways" is very smart about wine and allows all that knowledge and research to come out in the dialogue, which further grounds this little world. These characters are very passionate on their chosen hobby, and their talk reflects that. You'll come out yearning for a glass of Pinot Noir.

Best of all, Payne doesn't let the source material (a recently published first novel by Rex Pickett, which the director optioned before it was published) weigh down his film adaptation. The director, who scripted with long-time collaborator Jim Taylor, remembers his cinema training and incorporates a few filmic touches -- some lovely split-screens, for example -- that enhance the wistful mood.

His rhythms are flawless. In one great scene, Miles blows a chance to kiss Maya, and we can almost hear the inner voices of the characters merely by reading their faces. Payne gives them the time, the light and the silence to pull that off. And, as a result, he has delivered one of the year's best American films.