Bob Askesler, Sony Pictures Classics
Sarah Polley is Ann and Mark Ruffalo portrays Lee in "My Life Without Me," the story of a twentysomething mother who is dying of cancer.

A first-rate cast is the one thing that "My Life Without Me" has that most of the like-minded, supposedly "four-hanky" melodramas produced by cable television's Lifetime network don't.

Any film that features the likes of Sarah Polley and Mark Ruffalo — two indie-film actors who always give their all, no matter the quality of the material — already has a lot going for it. Yet, curiously, this weepy drama seems a little flatter, less involving, than it should. Especially with a cast like this.

Some of its plotting and character development seem just plain wrong-headed. At times, it's as if the film is trying to get us to dislike its main character, Ann (Polley), a young woman who's dying of cancer.

She's a twentysomething mother of two who got married and had children at a very young age. Ann begins to realize that she's never really "lived" when her doctor gives her a grim diagnosis (she's got months remaining, at most).

So she tries to start living her life in earnest. She begins taping a series of birthdays-to-come messages for her young daughters (Jessica Amlee and Kenya Jo Kennedy), and tries to find another wife for her-soon-to-be-spouseless husband (Scott Speedman). She even gets a long-overdue makeover.

But she keeps her terminal illness from all of them — as well as from Lee (Ruffalo), an unhappy, divorced man with whom she's gotten involved (making love to other men is another thing on her peculiar "to-do-before-I-die" list).

The character of Ann is written as though she has a chip on her shoulder, which makes it difficult to feel sorry for her, despite her obvious plight. Still, the doe-eyed Polley does her best to make us sympathize with her as much as we possibly can.

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Ruffalo does her performance one better. Thanks to his tormented turn, Lee emerges as the film's most easy-to-like character, one who deserves better than he actually receives here. (As does Speedman's seemingly clueless husband character, though he's not nearly as well-developed.)

"My Life Without Me" is rated R for scattered use of strong sexual profanity, a brief sex scene and other sexual contact, brief drug content (use of prescription drugs) and some sexually suggestive talk and other innuendo. Running time: 102 minutes.