A deliberately paced exploration of loneliness, "Heavy" is a lovely and sad minimalist, slice-of-life drama, the kind of painfully realistic and remarkably sensitive effort that Hollywood dismisses these days and which can only be made by a filmmaker with a passionate vision.

Pruitt Taylor Vince (best-known as Paul Newman's retarded pal in "Nobody's Fool" and the insightful bartender in "Beautiful Girls") has the lead role as thirtysomething Victor, who is quite overweight and so shy that he's practically mute.

Victor lives in upstate New York with his domineering mother Dolly (Shelley Winters, who shines in an uncharacteristically restrained performance) and works as a pizza cook in the modest (and somewhat grungy) roadside diner his mother owns and operates.

Also working there is middle-aged Delores, who has been feuding with Dolly for 15 years. Meanwhile, regular customer Leo (Joe Grifasi) worships Delores, who returns his affection with venomous wisecracks.

Enter the young and lovely Callie (Liv Tyler, who made this a couple of years before "Stealing Beauty"). The teenager is hired as a waitress by Dolly, who is positively giddy about the prospect of injecting the place with some young blood. (Tyler's appearance also injects the film with a certain vigor.) Delores, however, sees Callie as competition — in more ways than one.

Victor is quite taken with Callie, but he doesn't have the courage to even speak to her, much less ask her out — and a few fantasy sequences accentuate his discomfort. And it doesn't help that she has a boyfriend (Evan Dando), even if he is a self-obsessed, guitar-strumming layabout.

When Dolly is hospitalized, her doting son finds himself living alone and running the diner — and to his surprise, Dolores puts the moves on him. He rejects her out of hand, but the incident bolsters his self-confidence and he decides to go on a diet and pursue Callie. He even takes a career-expanding "culinary college" course.

At a full two hours, "Heavy" is a bit too long, especially when you consider how slowly paced it is. But the rewards are many with this character-driven story, which eschews contrivance for more plausible paths — right down to its somewhat surprising conclusion.

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And the performances are natural and winning, from Vince's endearing lonely guy to Winters' loving, misguided mother (when he's depressed after tipping the scales at 250 pounds, she tells him "You're not fat — you're husky, you're well-built, you're macho!"). Grifasi is also good as a hanger-on, and the trio of music-industry types prove their worth as well — Deborah Harry (former lead singer of Blondie), Evan Dando (lead singer of the Lemonheads) and especially the vivacious Tyler (whose father is Aerosmith's Steven Tyler, and who began her career in his music videos).

Each takes a role that could easily have fallen into stereotype and gives it warmth and dimension, under the guidance of freshman writer-director James Mangold, winner of a 1995 Sundance Film Festival prize for this film. (His sophomore effort is the upcoming "Copland," an independent production starring Sylvester Stallone and an all-star supporting cast — led by Robert De Niro.)

And let's face it, any filmmaker who can get this kind of performance from Shelley Winters — who is playing a character quite similar to several dozen over-the-top parts she has already turned in — is someone to watch.

"Heavy" is not rated but would get an R for profanity and sex.

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