By Bobby Tanzilo Senior Editor/Writer Published Jul 19, 2002 at 5:21 AM

Four women, countless neuroses. Four women, endless self-doubt and frustration.

Perhaps I'm missing the point, but "Lovely & Amazing," Nicole Holofcener's follow-up to her debut feature "Walking & Talking," doesn't look like a family portrait of four resilient women, as Lions Gate Films suggests. Rather it's a slow-moving, actionless look at a mother and two daughters whose lives are stifled by and at the mercy of their lack of confidence and positive self-image.

The sole bright spot comes in the form of eight-year-old Annie, an African-American girl who is the adopted daughter of Jane Marks (Brenda Blethyn, "Secrets & Lies"). Raven Goodwin steals the show with her stealthy performance, deftly slipping from mischievous smile to pouty anger to amazing maturity.

Jane checks into the hospital for liposuction surgery and tells chubby young Annie that she's doing it to be thinner and to feel better about herself, without thinking about the message this sends. And even this positive move has seriously negative consequences.

Meanwhile Jane's daughter Elizabeth (Emily Mortimer) is an actress struggling to get roles. She's convinced her "flabby" arms (a word her boyfriend used and upon which she seems fixated) and her lack of sex appeal are costing her roles. Her lack of confidence is encouraged by her boyfriend Paul (James LeGros, from "Ally McBeal"), who seems eager to flee the relationship and has nary a kind word to say.

Jane's other daughter, Michelle (Catherine Keener, "Being John Malkovich"), is in a loveless marriage and is unable to find anyone to sell her various artworks. Her young daughter is the sole bright spot in a life now consumed by cynicism and anger and her suspicion (or knowledge) that her husband -- who wants her to abandon art for a regular job -- is cheating on her; with her best friend, no less.

Holofcener explores the ways in which children inherit their parents' traits and we see that relationship clearly with Jane and her two daughters. By the time Michelle tells Annie that she is lucky in that since she doesn't share their genes, she will be free from the neuroses, we realize she's wrong.

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Annie, who begins "Lovely & Amazing" as the smartest and most sensible of the lot, is falling into the trap. First she straightens her hair and tells Jane she wants white skin. Later she acts up in startling ways to get attention.

It is then that we realize that Holofcener is making a sound argument that much of this sort of behavior is learned and Annie's lack of Marks genes won't save her from the eddy of emotional damage that is sucking in Jane, Michelle and Elizabeth.

The performances are able (Jake Gyllenhaal and Dermot Mulroney also appear), with Goodwin the clear standout. The story isn't bad and the subject worthy. So, why do we leave thinking we've just seen one of the dullest pictures of the year?

"Lovely & Amazing" opens Fri., July 19 at Landmark's Downer Theatre.

Bobby Tanzilo Senior Editor/Writer

Born in Brooklyn, N.Y., where he lived until he was 17, Bobby received his BA-Mass Communications from UWM in 1989 and has lived in Walker's Point, Bay View, Enderis Park, South Milwaukee and on the East Side.

He has published three non-fiction books in Italy – including one about an event in Milwaukee history, which was published in the U.S. in autumn 2010. Four more books, all about Milwaukee, have been published by The History Press.

With his most recent band, The Yell Leaders, Bobby released four LPs and had a songs featured in episodes of TV's "Party of Five" and "Dawson's Creek," and films in Japan, South America and the U.S. The Yell Leaders were named the best unsigned band in their region by VH-1 as part of its Rock Across America 1998 Tour. Most recently, the band contributed tracks to a UK vinyl/CD tribute to the Redskins and collaborated on a track with Italian novelist Enrico Remmert.

He's produced three installments of the "OMCD" series of local music compilations for OnMilwaukee.com and in 2007 produced a CD of Italian music and poetry.

In 2005, he was awarded the City of Asti's (Italy) Journalism Prize for his work focusing on that area. He has also won awards from the Milwaukee Press Club.

He has be heard on 88Nine Radio Milwaukee talking about his "Urban Spelunking" series of stories, in that station's most popular podcast.