LOOK BOTH WAYS — *** — William McInnes, Justine Clarke, Anthony Hayes; rated PG-13 (violence, profanity, nude artwork, brief gore, brief sex).

The title of "Look Both Ways" refers to the caution signs that keep appearing throughout this low-key Australian drama. But it also refers to the sense of emotional isolation experienced by most of the film's characters, who keep others at arm's length, as if they're too cautious to live their lives.

That's just one of the refreshing insights offered by this movie, which has some modest charms and a few unexpected emotional punches.

William McInnes stars as Nick, a news photographer who's just discovered he has cancer. His boss (Andrew S. Gilbert) has given him time off, but Nick is nonetheless whisked away on an assignment, as he helps cover a fatal train-pedestrian collision.

It's there that he meets Meryl (Justine Clarke), an artist who witnessed the apparent accident. They barely exchange greetings, but they continue to run into each other when they least expect it.

Meanwhile, bitter news reporter Andy (Anthony Hayes) has discovered that he's about to become a father again. His ex-girlfriend, Anna (Lisa Flanagan), is pregnant, and he isn't sure how to feel about that.

Screenwriter/director Sarah Watt may be better known in her home country as an animator (she actually created Meryl's paintings, as well as some animated fantasy and nightmare sequences in the film). But as a filmmaker she's not afraid to tackle material that would frustrate even more experienced cinematic artists. She dares to explore ways of coping with loss and coming to terms with illness, but does so with humor and less cloying sentiment than might be expected.

That's not to say that everything here works. Hayes' caddish journalist character becomes tiresome. But the relationship between the shell-shocked train conductor (Andreas Sobik) and his son (Alex Rafalowicz) is very subtle and beautifully done.

"Look Both Ways" is rated PG-13 for some disturbing, violent imagery (artwork and animated sequences), scattered use of profanity (mostly religiously based), glimpses of nude artwork (paintings), brief gore and some brief sexual contact. Running time: 100 minutes.

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E-mail: jeff@desnews.com