Judy Berlin follows a handful of characters through a single, bizarre day. David (Aaron Harnick), who has retreated to his parents' home after a failed stint as a filmmaker in California, runs into his old high-school friend Judy Berlin (Edie Falco: Random Hearts, Cop Land), an actress with dreams of stardom who is about to embark on her own Hollywood odyssey. Judy's mom, Sue (Barbara Barrie), teaches at the local elementary school where David's father, Arthur (Bob Dishy), is the principal. His wife, Alice (Madeline Kahn, in her final role), despairs for her son and wishes her husband were more affectionate. When a solar eclipse occurs that afternoon -- and never ends, draping the world in nightlike darkness -- they all enter a pensive funk that Mendelsohn intends to be serious and contemplative but which I think is best described, in the sardonic words of Hitchhiker's Guide to the Galaxy author Douglas Adams, as the long, dark teatime of the soul. The unrelenting solemnity of Judy Berlin could use just a bit of leavening, and if I need to supply it myself, so be it.

Mendelsohn's striking black-and-white imagery does lend a stark poeticism to a place that -- believe me -- doesn't have any. The opening sequence is hauntingly beautiful, though it's just a series of shots of Babylon waking up -- a commuter railroad train zipping by, streetlights winking off, a school janitor pushing a broom. But Judy Berlin feels less like the ode to suburbia Mendelsohn wants it to be than like an elegy for suburbia and its inhabitants. When we meet David, he is crying in the bathroom of his parents' house, despondent over the turn his life has taken. A retired and now senile teacher disrupts Sue's class, disheartening Sue no end. Alice frets over getting old, and wonders how she can still feel like a teenager inside. All of Judy Berlin's characters live in the shadow -- like the neverending eclipse -- of the things they will never achieve and the opportunities that have passed them by. The only truly cheerful character is Judy, who is probably hopelessly optimistic about her chances in Hollywood -- and even though Mendelsohn offers us a hint that she may actually have a shot at success, it must be said that she has to leave Babylon to do so. This is not a place to be happy in.

Judy Berlin keeps feeling like it's about to get started, keeps you expecting that this is it, around this corner is the Whatever, the point Mendelsohn wants to make. But instead, it ends up feeling like that old joke: "Hey, did I tell you the story about when I came to the red light?" "No, what happened?" "Well, I stopped. That's what you do at a red light."

When Judy Berlin comes to its red light, well, it stops.