I HAVEN'T SEEN Anywhere but Here, the Susan Sarandon/Natalie Portman venture to which Tumbleweeds, Gavin O'Connor's independent release, is being compared, but I can say this about O'Connor's film: It's refreshingly free of Hollywood comment. That is to say it's without swelling music cues, and is populated by average-looking folk whose epiphanies, if they have them, float by without "potential Oscar clip" tattooed on their backsides. Affecting moments come and go, and it doesn't take long to realize that nothing much is going to happen. It's not much longer before you decide you're really going to like this film.

Mary Jo (Janet McTeer) is a frank-talking, well-meaning good ol' gal from the South. She's the kind of woman the movies love, prone to whoops and cursing and self-actualized cornpone like "I ain't too good at stickin' around." She's constantly on the run from one failed attempt at love or another, dragging with her a weary, asthmatic adolescent daughter, Ava (Kimberly J. Brown). This is familiar territory, to be sure, but co-writer/director O'Connor has the good sense not to smack the Hell out of it; you find yourself tiptoeing up to the film as if you've discovered it on your own. You wait for someone to die or suffer some melodramatic hurt and, thank God, find that instead the movie has quietly moved right along. There's a lovely underplayed moment when Ava leaves the final bow of her successful school play debut to rush joyously into the arms of her mother, who is waiting proudly in the wings. "You happy?" Mary Jo asks, and Ava simply replies, "Yeah."

O'Connor's hand-held camera aesthetic is his one capitulation. He seems to want to clue us in to the naturalness of all these non-events, but it's unnecessary because his entire ensemble avoids ornamentation (the director himself has a nice turn as one of Mary Jo's powder-keg suitors). The film thrives on the subtle wonders of its two lead performances. McTeer and Brown have ease and comfort between them, and their quicksilver transitions from frustration to affection give Tumbleweeds the right to call itself an original.

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