SMALL TOWNS ARE always epicenters of romantic upheaval in movies. It's rare, though, for a film to wade through all the expected folksy goo and put across the idea that no matter where affection resides, it takes a lot more than a kiss to make things right. In Jeanette L. Buck's relationship drama, Out of Season, the seaside resort town of Cape May, New Jersey (well shot by Ed Talavera) provides some low-key charm as a place for two women to find each other, but also heightens the vulnerable introspection that can come from living without big-city distractions.

Buck and screenwriter Kim McNabb move fleetly past their obvious romantic set-up and let the little things build with a messy realism, presenting women who are, even in their most exposed states, never less than nicely contrary. Micki (Carol Monda) is a gruff, disillusioned urban photographer reluctantly spending her winter in Cape May, caring for her dying Uncle Charlie (Dennis Fecteau). At first from a fascination born out of sheer boredom -- because "it's cold, it's Tuesday, and there's nothing else to do" -- Micki decides to pursue her uncle's friend Roberta (Joy Kelly), a cook in the local diner. Only after rejection and Charlie's knowing admonitions does Micki backtrack, and decide to befriend the wary Roberta. The film injects a difficult sense of give and take in their fussy, halting courtship; Micki may be your typical commitment-phobe, but Roberta has security issues of her own. There's a nice advocacy for both players in this game, and Buck makes sure not to let their shortcomings completely define them. Both Monda and Kelly keep their emotions off their sleeves (though Monda's leather-jacketed Micki may be guilty of one or two snarls too many) and make a believable, involving leap from antagonism to amour.

Though its premise is well worn, Out of Season does well by the complexities of love. Micki's slowly revealed affection for her uncle is movingly folded into the proceedings, and the characters' homosexuality is taken at face value from the start and not fussed over, save for a smart, downplayed bit in a bar that touches on how a bunch of happy women goofing off can be seen as a minor political statement. As both a small- town romance and a lesbian independent film, the movie is a welcome success.

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