Sideways is a smart and delightful romantic comedy, yet in the course of creating his new charmer, Alexander Payne has sheared off some of the rambunctious edges that made his previous films, About Schmidt, Election, and Citizen Ruth, such marvelous studies in social parody. (This is likely to delight viewers who have rejected Payne’s earlier work as too harsh and calculating for their tastes, even though this reviewer regards Payne’s change in direction as a worthy misstep.)

SIDEWAYS  ( * * *  1/2)
Directed by Alexander Payne
Starring Paul Giamatti, Thomas Haden Church, Virginia Madsen, Sandra Oh
(Rated R, 123 min.)

Adapting from Rex Pickett’s novel with his writing partner, Jim Taylor, Payne has created a sophisticated date movie about male mid-life malcontents and the women who love them. And there is nothing wrong with Sideways that the inclusion of a few unimagined unpredictabilities wouldn’t have improved. It’s just that, until now, Payne has surprised us every time out of the gate, and in so doing has created three of the best films of their individual release years. Sideways pleases, but it does not surprise.

The note-perfect ensemble cast is the key to Sideways’ abiding charm, and it makes us recognize that Payne’s work with actors may be his greatest talent, as the rich gallery of indelible characters from his previous films float past our memory. Miles (Paul Giamatti) and Jack (Thomas Hayden Church) are middle-aged cads whose misbehaviors are part of their character flaws. Their misdeeds make us like them all the more and make them more realistically human.

These bachelors have known each other since they were freshmen roommates in college, a part of the backstory that explains the close friendship between these two otherwise very different men. The movie recounts the weeklong bachelor fling the pair take in the California wine country prior to Jack’s upcoming nuptials. Jack is a minor and fading TV star, whose rugged but increasingly haggard looks still catch the ladies’ eyes—an activity that shows no letup despite his imminent marriage. Jack’s objective for the week is to get laid as frequently as possible, while Miles just hopes to take in some golf and lots of wine-tasting.

Miles is a bit of a mess: a paunchy middle-school English teacher, whose wine-connoisseurism probably hides a nasty alcoholic streak. He’s waiting to hear if his unsold novel will be picked up by a tiny publishing house, and has been in something of a depressed funk ever since his divorce two years ago. During their trip, each man hooks up with a local woman, although their relationships are quite the study in contrasts.

None of her previous work has prepared us for the stunning quality of Virginia Madsen’s performance in Sideways (nor has her skin ever appeared so luminous). And Sandra Oh (who is also Payne’s spouse) conveys the unequivocating manner and complicated nature of a real woman, even though both of the women’s parts are underwritten. But this is the men’s movie, after all, and Payne has fun mocking the rituals of wine-snobbery and the many pitfalls of men behaving badly.

Are these patterns that will repeat themselves until the end of Miles and Jack’s days, or is there any way out of the cycle? Or perhaps evolution moves sideways, as my favorite line from the movie seems to indicate: “Back to the drawing board, or not…I guess.” Who knows what might happen when men become uncorked?