Made-Up

"Made-Up" means to make a case for America's — and by extension, Hollywood's — obsession with youthful female beauty, and it best makes that case by winding up Brooke Adams and letting her go. Adams, 55, was the ingenue of the day in the late 1970s, starring in "Days of Heaven" and "Invasion of the Body Snatchers," but like so many other talented young actresses, she saw the opportunities dry up when lines began appearing on her face.

Her spirited, soulful work here as a beleaguered mother trying to deal with her sister's amateur filmmaking ambitions and the fact that her teen daughter wants to be a cosmetologist, shows how much we've been missing. Adams' energetic comic flair recalls Diane Keaton's work in "Something's Gotta Give." Unfortunately for Adams, "Made-Up," which has been bouncing around film festivals for the past couple of years, doesn't come close to equaling even the thin conceit of Nancy Meyers' movie.

"Made-Up" is very much a family film, adapted by Adams' sister, Lynne, from her one-act play and directed by Adams' husband, "Monk" star Tony Shalhoub. The premise has Elizabeth agreeing to submit herself to her daughter Sara (Eva Amurri) for a makeover, while her sister Kate (Lynne Adams) films the results for a documentary.

Complications arise when Kate decides to make her movie more about Elizabeth's tenuous relationships with her ex-husband (Gary Sinise), his annoyingly conceited young lover (Light Eternity) and Max (Shalhoub), a sweet suitor as interested in advancing his acting career as he is in scoring points with Elizabeth.

The film wants to satirize both our fixation on appearances and reality filmmaking, but its strained humor and litany of clichŽs add little to either topic. More often than not, the movie's farcical elements fall flat or go nowhere, leaving the actors looking more confused than the relatives on "My Big Fat Obnoxious FiancŽ."

The movie is much more compelling when it lets Adams contemplate the vagaries of being 50, divorced and uncertain of whether men will ever find her attractive again. There's still a good film to be made about that subject.

"Made-Up" is not rated but would probably receive a PG-13 for some sexual material (including sexual references) and scattered use of strong profanity. Running time: 96 minutes.