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SIDEWAYS **** (out of four)

Two old college roommates footloose in California wine country. Starring Paul Giamatti, Virginia Madsen, Thomas Haden Church, Sandra Oh, directed by Alexander Payne. Rated R, opening Friday in area theaters.

Let's say you're in the American majority -- that wine, to you, comes in four categories: red, white, sweet and dry. In fact, you wouldn't know a Pinot Noir from a Merlot. You consider yourself lucky, frankly, to know a Burgundy from a bag of beer nuts.

You're still likely to love Alexander Payne's "Sideways," one of the best movies of the year.

What's not to love? It's warm and wise and funny and sexy and never forgets for a second that it's about living, breathing members of the human race -- the ones you encounter at the supermarket, gas station and box office ticket line.

It's about Miles and Jack -- old college roommates -- as they try to be footloose and fancy free on a trip through California wine country. Miles teaches English to eighth-graders and is on pins and needles waiting for "Conundrum, a small specialty press" to decide whether or not it wants to publish his novel. Vehement neurotic that he is, he is, not surprisingly, divorced after a brief marriage and requires Xanax to get through the day.

Jack is a struggling Hollywood actor whose best years (a soap) seem to be behind him. He's about to marry into a happy, bourgeois family.

They have notably different agendas for their pre-wedding jaunt together.

Miles is the kind of guy who orders spinach croissants for breakfast and does New York Times crossword puzzles in San Diego freeway traffic. He's a very discriminating wine savant. Jack is a happy idiot who's delighted to drink whatever someone pours in his glass.

Miles wants their trip to be full of golf at good courses, good wine and good food. Jack just wants his best friend to snag a suitable woman and spend some therapeutic time in the sack. "You've been officially depressed for two years now" Jack notes with conern.

It's usually Omar Khayam time for Jack - a loaf of bread, a jug of wine and a good female "thou" for company. (In truth, the wine and bread are totally optional.)

Miles wants to have knowing discussions with people about "how they manipulate Chardonnay in California." Jack just wants to get Miles . . . well, you know. And, as well, occupy his own final bachelor moments in some pre-marital flings.

Fate, in its ironic genius, gives them both everything they could want - which is never good news.

The wine is good, the food is good and the women - as always - gravitate to Jack. And there's even an absolutely perfect woman for Miles - a lovely, divorced, winery hostess who's just as knowledgeable and opinionated about wine as he is and who is actually intrigued rather than repelled by a melancholiac would-be novelist.

He has, it seems, been friendly with her on every one of his previous trips to wine country. But this time, with his ultra-horny and pushy buddy for company, he suddenly awakens to the possibility that this woman might just be - ever so slightly - INTO him. Not only that, she's got a friend for Jack too - a woman who rides a motorcycle (and is every bit as wild as that might imply to ever-hopeful Jack.)

All of this is presented deliciously.

It's based on the novel by Rex Pickett. But among other things that Alexander Payne (and his writing partner Jim Taylor) have proved themselves to be masters of on film are: middle-American folkways, depression and the lunacies and vagaries of middle-class aspiration (see "Citizen Ruth," "About Schmidt," and "Election").

Because we Americans have allowed sports to carelessly overrun every life metaphor, we might crassly characterize both Miles and Jack as "losers" - which, of course, is the whole point of Payne making a movie about them. They're nothing of the sort. They're delightful company for the length of a movie - quirky and quite thoroughly and hilariously screwed-up but each with surprising hidden virtues ready to emerge.

There really is a bit of a lionhearted daredevil somewhere deep down inside hopelessly neurotic and shlubby Miles. And, just as far down, there is a sweet, self-aware and profoundly sensitive man inside his happy idiot friend Jack.

So it's a buddy movie. And a road movie - without the dire consequences of either "Easy Rider" or "Lost in America."

And a romantic comedy.

And best of all it is that rare thing in a moviehouse - a movie perfectly cast. Miles is played by Paul Giamatti, one of the great actors in American movies ("American Splendor") whose Everyman face and darting, distrustful eyes belie a background of pure privilege (son of former baseball commissioner and Yale president Bart Giamatti). Jack is played by Thomas Haden Church, the dimbulb mechanic on "Wings" who is a far better actor than you suspect.

The women they attract in Napa Valley are played by Virginia Madsen (who's 15 years overdue for stardom) and Payne's marvelous actress wife Sandra Oh.

In a perfect world, we'd all be a whole lot more forgiving of ourselves and this is what major movie stars would look and act like - not Colin Farrell, Nicolas Cage, Julia Roberts and Angelina Jolie.

But then we'd have to know, as this movie does, that what happens between men and women is more like what happens in a wine cellar than what happens in a hockey rink.

It's the only chance, after all, that all the Mileses and Jacks (all of us, in other words) have in this world.