"Bodies, Rest & Motion" is eccentric romantic comedy, low-key and quiet with the kind of easy pacing we don't get in modern movies very often anymore. But director Michael Steinberg (he co-directed "The Waterdance") has an obvious affection for the material (written by playwright Roger Hedden), as well as for his cast.

The title comes from Newton's First Law of Motion — bodies at rest or in motion remain in that state until changed by an outside force.

And the film covers roughly 48 hours in the lives of four inert twentysomethings, played very well by Bridget Fonda, Eric Stoltz, Tim Roth and Phoebe Cates. They play four people in a small Arizona desert town who can't quite get it together. Their lives intersect but don't quite connect.

The film opens with sleazy electronics salesman Nick (Roth) and his former girlfriend Carol (Cates) talking casually about getting away. Nick wants to move to Butte, Mont., though he's not really sure why — except that he read somewhere that it's the "city of the future."

After a short while it becomes clear that he's not going there with Carol, however. These days he's living with Carol's neighbor, Beth (Fonda), which Beth confesses is somewhat "embarrassing" to her.

When Nick is fired from his job, he takes it as a sign to make the move and arranges to steal a television from his former place of work as a last act of rebellion. So, Beth gives up their apartment and begins packing — but Nick suddenly takes off in the other direction to search for his parents, whom he has not seen in years.

Meanwhile, cheerful house painter Sid (Stoltz) enters the scene. He's been hired to paint Beth's apartment for the next tenant and is very taken with her. Carol urges Beth to forget Nick and take up with Sid — but Beth is reluctant.

As you might guess from this description, "Bodies, Rest & Motion" shifts back and forth between all four characters, relying very little on the film's menial plot. This is a character-driven film and you either relax into its rhythms or you don't. But if you do, the charms of the performances and the likable, subtle comic driftings can be quite stimulating.

Fonda and Stoltz strike up some real chemistry, especially Stoltz's slightly goofy take on everything. Roth gets the lion's share of the laughs with an outrageous performance. And Cates' performance is a surprise, proving her to be quite adept at comic dialogue and nuance. (Who'd have thought so after "Drop Dead Fred"?)

Still, "Bodies, Rest & Motion" is mainly for the art-house crowd. It's rated R for some profanity, vulgarity, brief sex and nudity and pot-smoking.