Dir/scr: Charles Dance.UK. 2004. 108mins

Charles Dance's directorial debut is a stilted andold-fashioned romantic drama which would be heavy as suet were it not for thedeft and lively performances of its two Dames, Judi Dench and Maggie Smith. Inrecreating 1930s Cornwall, Dance throws in all the elements associated withBritish heritage cinema - picture postcard imagery of the landscapes lovinglylensed by Peter Biziou, kind hearted yokels in tweed, barn dances and ye oldeworlde pubs - but the detailed production design and picturesque cinematographycan't help but seem like padding for a story curiously lacking in any realoomph or invention.

Despite theinnate creakiness of the piece, box-office prospects seem reasonable. With avigorous marketing campaign, the film has a fair chance of reaching theupscale, older audiences who flocked in such numbers to Gosford Park in the UK. The combination of Dench and Smith, fastturning into contemporary British cinema's answer to Edith Evans and SybilThorndike, ought to ensure plenty of local media curiosity. The internationalprofile of Daniel Bruhl, star of Good Bye, Lenin! and The Edukators,will be boosted by what might loosely be described as Bruhl's firstEnglish-language role. (In fact, one of the key plot points is that Bruhlspeaks very few words of English.) The film premiered at Taormina.

It's the summer of 1936. Action begins with lonelyspinster sisters Janet and Ursula Waddington (Smith and Dench) tramping noisilyacross the shingle beach. (The sound editing is not especially subtle and noris the lachrymose piano music that swells the soundtrack.) They spot a bodywashed up on the beach. This is Andrea Markowski (Bruhl), a young Pole on hisway from Europe to America to build a new life for himself in New York.Narrative exposition is on the hazy side. It's never made quite clear how orwhy this strapping young Eastern European happens to have landed. half-dead, onthis particular stretch of sleepy Cornish coast. Without telling theauthorities, the two elderly maids take Andrea into their home and nurse himback to health. Both fret over him. He not only brings out the sisters'maternal sides - he stirs up unholy erotic passions in their breasts.

As she showedway back in her Miss Jean Brodie daysand as she recently underlined in Gosford Park, Smith is a tremendouscomic actress who knows just when to wrinkle her nose in disdain or to hold acomic pause. Dench, too, is a formidable performer who somehow squeezes outboth the pathos and the comedy out her lovelorn character's plight here. Butthe stereotypes still grate. It's a commonplace of a certain kind of periodBritish films that working-class characters will be grotesquely caricatured.That's certainly the case with the sisters' maid, a blustering busybody playedin very broad fashion by Miriam Margoyles.

Despite thelively Hinge and Brackett-like antics of Dench and Smith and the comic muggingby Margoyles, Ladies In Lavender veryrapidly runs out of steam. The real problem is that nothing very much happensand nothing is at stake. Andrea gets better, plays the neighbour's violin,learns a few words of English and meets the glamorous Olga Daniloff (NatashaMcElhone making a brave stab at a German accent), and - all too predictably -provokes jealousy and resentment in some of the locals. Olga's brother turnsout to be a world-famous musician. Olga whisks Andrea off to London to meet himand the young Pole's career as a lead violinist is instantly launched.

Dance's scriptis adapted from a short story of the same name by William J. Locke. One guessesthat Locke's fiction was heavy on nuance and suggestion, but the filmmakersfail to delve much beneath the surface. The press notes make reference to theanti-semitism from which Andrea is ostensibly fleeing, but this is not an issuetouched on in the movie. War is brewing and various sly digs are made at theGermans. We're given fitful hints that the villagers aren't quite as friendlyas they seem and that it wouldn't take much to provoke them into violence.This, however, is too cosy and upbeat a film to delve into such territory.

The occasionalformal flourish aside (for instance, the slow zoom on Bruhl's face the firsttime he is spotted on the beach), Dance's direction is on the conservativeside. His main goal is clearly to give a platform to his actors. They don't lethim down, but the script does. Despite the star turns from Smith and Dench,this is ultimately very tepid fare.

Prod cos: Scala Prods
Int'l sales: LakeshoreEntertainment
UK dist: Entertainment
Exec prods: RobertJones, Bill Allan, Emma Hayter, Charles Dance
Prods: Nik Powell,Nicolas Brown, Elizaveth Karlsen
Cine: Peter Biziou
Ed: Michael Parker
Prod des: Caroline Amies
Music: Nigel Hess
Main cast: JudiDench, Maggie Smith, Daniel Bruhl, MiriamMargolyes, Natascha McElhone, David Warner