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I wouldn’t call Nebraska a great film. On the scale of director Alexander Payne’s efforts, it’s middling — somewhere behind Sideways and About Schmidt. But it boasts a subtle and astute performance by Bruce Dern, an evocative score by Mark Orton, and some observations about life in small-town America that manage to be both sly and humane at once.

When we first meet Woody (Bruce Dern), an aging and grizzled booze-hound, he’s slowly following the side of a Montana highway. His loping shuffle will quickly become memorable. Woody’s received one of those mail-in scams that says you’ve been selected for a prize of a million dollars, assuming you just send in that magazine subscription. But Woody doesn’t trust the mail with such loot, and his wife Kate (June Squibb) won’t drive him to pick it up because she finds the whole thing ridiculous. So he’s on foot to Lincoln, Nebraska to collect the winnings he’s convinced are waiting for him. It’s a ridiculous contrast between grizzled, ornery will, and physical capacity rendered completely inadequate by age.

Dern’s performance is a study in physical observation that way. Woody’s personality is largely constructed around negotiating his body’s failures in the quest for physical comfort — usually beer — and dealing with the occasional arrival of unpleasant memories. You get the sense Woody probably realizes on some level the prize is a scam. But it’s given him a mission and damned if he won’t see it through.

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The cops pick Woody up on the road, and his son David (Will Forte) comes to collect him at the station. David’s life is going nowhere as well: he sells sound systems at the electronics store and his girlfriend Noel (Missy Dot) just left him. David tries to convince his father there’s no million dollars waiting, but it doesn’t take long for him to accede to a trip to Lincoln. Partially, David does it out of compassion for his father, partially to gain at least a momentary respite from his parents’ squabbling, and partially to just do something.

After passing into Nebraska, however, father and son wind up delayed in Woody’s hometown. As they gently bounce around the community, encounter Woody’s old acquaintances, and reconnect with extended family, David begins digging up nuggets from his father’s past and developing a clearer picture of the man who raised him.

A lesser film would think the secrets were deliberately buried; that they’re still boiling beneath the surface and held in check only by the stultification of small-town life. Nebraska has the good sense to realize they were just subsumed — slowly driven under by the march of time and routine, over no one’s particular objection.

Which isn’t to say everyone in the town is kind and open-hearted. Quite the opposite. The harsh emptiness does things to people: as one character observes, there’s not much to do other than drink. Upon news of Woody’s impending millions, some of the townsfolk are genuinely pleased for him. Some are pleasant enough, but you can sense the reptilian envy. And some, like the odious Ed Pegram (Stacey Keach) smell a mark. Even some of Woody’s own relatives get in on the attempt to bleed him, sparking a blow-up from Kate that confirms her ongoing loyalty to her husband and provides some spectacular monologuing from Squibb.

Nebraska has its flaws: its slow to get started, and isn’t as funny as Payne clearly thinks it is. And even once the character gears really start going, and some serious laughs finally land, the pace remains lackadaisical. The ending is sweet and organic, though unambitious.

But the choice of black and white lends the film an iconic, everywhere quality. Instead of small town rural Nebraska, it wouldn’t take much effort to imagine the film taking place in my own father’s hometown of George West, out in the hard brush land of central Texas.

Its treatment of life outside the opportunities, bustle and churn of the country’s major urban and cultural centers is just as universal. At one point, while they both stare off at the barren fields that once belonged to Woody’s father, David asks if Woody wanted to be a farmer himself. “I don’t remember,” Woody replies. It’s a humbling and quietly sad thing, but get old enough and there isn’t anything the passage of time can’t render inconsequential.

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