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MOVIE REVIEW

'Waitress' serves up warm, flaky fun

Pregnant waitress Keri Russell and obstetrician Nathan Fillion feel an instant attraction (Alan Markfield/Fox Searchlight Pictures)

Some of us fell in love with Adrienne Shelly right out of the gate. Her first movie, director Hal Hartley's "The Unbelievable Truth" (1989), gave her to us fully formed, a unique, self-possessed creature immediately at home in the pop landscape. Flame-haired, cute as a button, tossing out one wisecrack after another in that brainiac tweety-bird voice, the actress was a working definition of indie-flick sex appeal for the first half of the '90s.

Shelly went behind the camera as early as 1997 , and one of the smaller tragedies surrounding her appallingly senseless murder last November is that her third feature as writer-director turned out to be the breakthrough.

"Waitress" isn't a great film, but it is great, deep-dish fun, with a generosity of spirit that extends first to the sisters on the screen and in the audience, then to the rest of humanity. The movie is as warm and flaky as a homemade pie, and fashioned with as much love. Funny, then, that it's built on fears, of motherhood and of making one's own way in the world. But ingredients are for transforming in the final meal.

Pies, as it happens, are what the movie's heroine uses for therapy. Stalled in a marriage to a crude galoot named Earl (Jeremy Sisto ), small-town diner waitress Jenna (Keri Russell ) sighs and folds her emotions into desserts with baroque names and quixotic ingredients: I Hate My Husband pie, I Don't Want Earl's Baby pie, Baby Screaming Its Head Off in the Middle of the Night and Ruining My Life pie. Pastry is her prose, the daily specials board her diary.

Jenna works at Old Joe's Pie Diner somewhere in the june - bug South, where her co-workers include the brassy, unhappily married Becky (Cheryl Hines ) and the sweetly nerdy Dawn (Shelly). Old Joe, it turns out, is played by Andy Griffith , and that sly white-haired bear, filling an entire diner booth by himself, is just the grounding principle "Waitress" needs. (In a way, the movie could be read as "The Andy Griffith Show" if anyone had bothered to ask Helen Crump what she thought.)

As a director, Shelly isn't interested in realism. Post-Hartley magical realism verging on cartoonishness is more her niche, with Matthew Irving's cinematography giving each shot a rich, kitschy glow. When "Waitress" introduces Jenna's new , obstetrician a muddled but sensitive dreamboat named Dr. Pomatter (Nathan Fillion of "Serenity "), the instant attraction both shocks them and turns them on. He's married, she's married and pregnant; could it get any worse? Because we're in Shelly-land, where everything's open to consideration, adultery is at least allowed to be put on the table. But does it have to be an examining table?

"Waitress" can afford to be frivolous on the subject -- in fact, it's charming and often very funny on the subject -- because its worries are so real. Shelly is said to have written the script out of the anxieties of being pregnant with her daughter, born in 2003 . One of the reasons the film works hard to be light is because lines like "I just want to run away -- what kind of mother is that?" are so heavy. "Waitress" walks the line between whimsy and the pit.

Not surprisingly, Russell appears stunned; you can almost hear the gears in the actress' s head whine with the strain of pulling in opposite directions. She gives an intensely lik able performance (no more so than when she allows a goony-bird grin to float across Jenna's face), but it's on the thin side. Everyone in "Waitress" speaks in smart deadpan-ese -- the tone Shelly learned from and taught to Hal Hartley -- but Russell never cracks and lets us peer into her character's achy-breaky heart. I don't know that she can.

Shelly does, though, in her comparatively small role. Dawn's a spinster in the making; when she gets a suitor in the geeky Ogie (Eddie Jemison ), she initially spurns him as a "stalking elf." Yet many of the characters the actress played during her career eventually came around to what they thought they wanted no part of, and so it is here. "Waitress" is about women whose lives are defined by their regrets -- baked in a pie and eaten whole -- until they decide they have to live without them.

The only regrets left are ours.

Ty Burr can be reached at tburr@globe.com. For more on movies, go to boston.com/ae /movies/blog.

'Related'

Waitress

Written and directed by: Adrienne Shelly

Starring: Keri Russell, Nathan Fillion, Cheryl Hines, Shelly, Jeremy Sisto, Andy Griffith

At: Kendall Square

Running time: 107 minutes

Rated: PG-13 (sexual content, language, thematic elements)

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