NELLY AND MONSIEUR ARNAUD - * * * - Emmanuelle Beart, Michel Serrault, Jean-Hugues Anglade; in French, with English subtitles; not rated, probable PG (profanity); exclusively at the Tower Theater.

A cynical young woman meets and becomes close to an even more cynical older man in the French melodrama "Nelly and Monsieur Arnaud." But don't expect your typical May-December romance. This is more of a May-December close friendship, and much more low-key than what American audiences have become accustomed to.

Nelly (Emmanuelle Beart) is a disillusioned married woman, whose layabout husband has become depressed, refusing to get a job or do anything constructive. Nelly makes ends meet by working a series of go-nowhere temporary jobs - but as the film opens, she is getting fed up.

When aging former judge Monsieur Arnaud (Michel Serrault), now a wealthy businessman with whom she is only modestly acquainted, offers her money, Nelly is naturally suspicious. But he insists there are no strings attached.

Reluctantly, she accepts the money, hoping it will help her start over. She gives her husband notice and decides to accept a job that Arnaud has offered - to help him pull together his memoirs from a disjointed first draft.

Thus begins a tenuous working relationship.

Arnaud is obviously attracted to Nelly, but he keeps his distance. Meanwhile, Arnaud's entire life unfolds before her, as she transcribes his dictation on a computer, getting an unusual warts-and-all glimpse into a very full life.

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Nelly divorces her husband, begins an unsatisfactory relationship with Arnaud's publisher and tries to figure out what she wants from life.

Filmed in a slowly paced, slice-of-life style that may bring Eric Rohmer to mind, "Nelly and Monsieur Arnaud" offers no big revelations or hugely implausible plot twists. Director/co-writer Claude Sautet ("Un Coeur en Hiver") is more interested in exploring behavior, and his insights into human nature are revealing, if extremely subtle.

Sautet also extracts excellent performances from Beart (who was also terrific in his "Un Coeur en Hiver," and woefully underused in last summer's Tom Cruise vehicle, "Mission Impossible") and Serrault (a veteran French actor still best-known for "La Cage aux Folles").

"Nelly and Monsieur Arnaud" is not rated but would get a PG for a couple of profanities.

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