by MARK SLUTSKY

The terrors of early middle age are on full display in Sideways, specifically, the horror that men feel when they're just beginning to realize they're past the last bloom of youth. The new film from director Alexander Payne (Election, About Schmidt) skirts the line between comedy and drama, and often feels deliberately uncomfortable, like it's not quite sure what it's doing.

The film has Paul Giamatti as Miles Raymond, a schoolteacher and failed writer. On the weekend before his friend Jack (Thomas Haden Church) is to be married, the two take a road trip through California's wine country (presumably to get their kicks out before Jack gets hitched). Though the two are very different - Miles is neurotic, whiney and insecure, Jack is easy-going, a little superficial and almost preposterously self-assured - both are kind of marginal characters. Miles can't get his writing published, and Jack is an actor best known for a role he once played in a soap opera. He now makes a living doing voiceover work.

Since Miles is still getting over a recent divorce, he would rather concentrate on the wine - he's a real connoisseur, who can go on at length about his beloved Pinot Noir. Whereas Jack makes no bones about the fact that he's desperate to get laid, something that appalls his friend. Regardless, the smooth-talking actor does hook up with a wine-country woman, Stephanie (Canada's own Sandra Oh), and does whatever he can to fix up Miles with Stephanie's friend (and wine enthusiast) Maya, played by Virginia Madsen.

The most interesting part of Sideways is the way it ambles on, less concerned with plot than the relationship between the two men. Church really realizes his character's superficial, amiable self-regard, and Giamatti, fresh from American Splendor, is no stranger to the role of sensitive shlub. The ladies don't get it quite as good, though. All are younger than our heroes and they feel a little underwritten. This is clearly a movie about the travails of being a man, which makes it less interesting than it could have been.

Sideways opens Friday, Nov. 4

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