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2004-10-27 | 12:02 a.m.

unless i see some real cinematic hilarity between now and december 31, sideways is going to be the funniest movie on my top ten list of the year.

finely written and marvelously acted, it's the latest offering from filmmaker alexander payne--who brought us the acerbic and hilarious election and the grumpily insightful about schmidt. payne is a master of capturing americana at its best and worst and most bittersweet.

the story follows two friends--one a depressed wannabe novelist (portrayed by the gifted paul giamatti of american splendor fame) and a has-been bit actor (played with nicely modulated denseness by thomas haden church of wings fame)--in their late 30s who are taking one last road trip before one of them weds. along the way, they meet two lovely lasses (delicately played by virginia madsen and sandra oh) who complicate matters in humorous and heart-wrenching ways.

the setting for the getaway is wine country, california and there is much talk of vino and drinking of vino to steep the film in a bit of tannin-stained poetry. by the end credits, i practically bolted from my seat to the nearest grocery with a wine department. red, she said.

despite the occasional, enjoyable lapse into broad comedy, it is a film of many brillantly realized small moments. one of my favorite scenes is a brief interlude where giamatti's character dines alone in a poorly decorated chinese restaurant. perfection.

i saw the film in a packed art house theater and it was delightful to hear the audience roar with laughter at the smallest facial expression change in the perfectly cast actors. now that's entertainment.

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