See, aspiring filmmaker Kate (Lynne Adams, who also wrote the screenplay, loosely adapted from her one-woman play) is making a doc as a class project, and her subject is her sister, Elizabeth (Lynne's real sister, Brooke Adams). Liz is a former actress who long ago gave up her obsession with her appearance -- she's gone gray and acquired some laugh lines, and she's gorgeous by any measure except the Hollywood Barbie-doll one -- and now she's plagued by her teenaged daughter, Sara's (Eva Amurri: The Banger Sisters), fixation on beauty -- Sara wants to skip college and go to cosmetology school and become a makeup artist. The irony, the mother-daughter battle, the larger issues of women's preoccupation with physical perfection: it's what Kate is hoping to capture on film.

And there're other complications. Liz's ex, Duncan (Gary Sinise: The Human Stain, Mission to Mars), has taken up with perky young blonde Molly (Light Eternity, I kid you not), which is no good for Liz's self-esteem; did Duncan really leave her just because she let her hair go gray, as Sara believes? But then there's Max (Shalhoub: Spy Kids 3-D: Game Over, Men in Black II), the uncle of one of Kate's film crew, whose attentions make Liz perk up again. It's a messy thing, the feedback loop of attention and attraction and beauty, all of them fueling one another in a not-vicious cycle of self-awareness and desire and self-acceptance.

The film meanders: we're watching Kate's "raw footage," not her edited film, and in some moments, it seems we've taken another recursive step back to watch the cast prepare for retakes of scenes we've already witnessed. Or is Kate just restaging some events, dramatizing "real" stuff for her documentary? It's a tad frustrating at first, trying to figure out where we are and what we're watching, but eventually you just give up and immerse yourself in the experience of watching Shalhoub and his appealing cast play with concepts of artifice and authenticity.

And it's a funny and real experience. A film that could have been all about the structure and the funhouse aspect instead uses its very pretense as a subtle metaphor for how we navigate our way through the fakeness of the inescapable cultural hegemony of Beauty-with-a-capital-B through to finding genuine beauty that means something for ourselves.

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