"Gray Matters" suffers from the bright artificiality that afflicts many Nora Ephron-type Gotham romances while lacking Ephron's solid genre templates. Scripter/helmer Sue Kramer's awkward freshman outing eventually coasts on the genuine charm of its leads. Pic is skedded to open in February.

Neo-screwball comedy with a major gay twist, “Gray Matters” suffers from the bright artificiality that afflicts many Nora Ephron-type Gotham romances while lacking Ephron’s solid genre templates. Chockfull of forced (and oddly fake) ’40s movie references, but supplemented with more authentic-seeming sitcom tropes, scripter/helmer Sue Kramer’s awkward freshman outing eventually coasts on the genuine charm of its leads. A strong vehicle for Heather Graham, who has never looked lovelier, “Gray” scores most convincingly in its reinvention of Carole Lombardian sexual screwiness as head-spinning gender confusion. Pic is skedded to open in February, and thesps’ grace may outweigh script’s ungainliness for modest B.O. return.

Well-matched dancers Gray (Graham) and Sam (Tom Cavanagh) sweep across a makeshift ballroom with so much infectious enthusiasm that it is hard to believe they are brother and sister. The two, who share eclectic tastes in ’40s movies and a raft of experiences, wind up falling for the same woman, Charlie (Bridget Moynahan) — providing Gray with her first inkling that she is gay.

As Sam struggles with unexpected jealousy and the flustered Gray flies off every which way in search of her sexual orientation, Charlie remains blithely unaware of the tensions swirling around her.

Pic revels in sprightly exchanges between the siblings, Graham and Cavanagh displaying a light, fanciful touch for comic timing. Unfortunately, their overlapping dialogue as supplied by Kramer is stronger on concept than execution, sometimes leaving the actors to juggle leaden conceits.

Scenes between the two women fare somewhat better, particularly Graham’s and Moynahan’s leggy swingtime pas de deux to the “I Won’t Dance” number from “Till the Clouds Roll By,” imitatively intercut with Van Johnson and Lucille Bremer’s hoofing on the TV set behind them. But ’40s movies, like the film posters for non-existent titles on the walls of Gray’s improbable dream apartment (alibied as “rent-controlled”), or the myriad iconic shots of the Empire State building, seem like artifacts imported wholesale from other retro-minded films that reference classical Hollywood, with little heartfelt connection.

Kramer’s setups and rhythms owe more to sitcom. Graham and Cavanaugh, both recent multi-episode veterans of “Scrubs,” pick up on various character traits and quirks of line-delivery developed there. While the Cavanaugh character’s work as a surgeon stays largely off-screen, the supporting players who constellate around Graham — Sissy Spacek in the thankless role of Gray’s clueless shrink, Alan Cumming as a scene-stealing cabbie, and Molly Shannon as an aggressively self-assured sidekick to Gray’s diffident ad agency exec — read more as a TV “family” than as any studio-bred stable of offbeat character actors.

Gray’s final “outing,” accidentally transmitted over computer to her entire office, recalls Ellen DeGeneres’ famed, funnily inadvertent over-the-mic admission of lesbianism in her milestone “out-of-the-closet” sitcom episode.

In re-imagining the screwball comedy as a gay coming-to-consciousness farce, Kramer safely mainstreams her heroine through small-screen methodology. The camera never strays far from Graham, who, decked out in well-fitted outfits that make the most of her anything-but-boyish figure, sweetly leavens her heroine’s ditzy sexual confusion without trivializing or overly normalizing it.

Tech credits are polished.

Gray Matters

Production

A Yari Film Group release of an El Camino Picture/Yari Film Group presentation in association with Contagious Entertainment of a Bella Films/Archer Entertainment production. Produced by Bob Yari, John Hermansen, Jill Footlick, Sue Kramer. Executive producers, Joey Horvitz, Ted Liebowitz, Alexander Payne, Margaret Riley. Co-producers, Todd William, Rachel Peters. Directed, written by Sue Kramer.

Crew

Camera (color, HD), John S. Bartley; editor, Wendey Stanzler; music, Andrew Hollender; production designers, Linda Del Rosario, Richard Paris; costume designer, Sheila Bingham; sound (Dolby Digital), Eric Lamontagne; choreographer, A.C. Ciulla; casting, Amanda Mackey, Cathy Sandrich. Reviewed at Hamptons Film Festival, Oct. 21, 2006. Running time: 96 MIN.

With

Gray - Heather Graham Sam - Tom Cavanagh Charlie - Bridget Moynahan Gordy - Alan Cumming Carrie - Molly Shannon Dr. Sydney - Sissy Spacek Julia Bartlett - Rachel Shelley Gloria Gaynor - Herself
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