'In Her Shoes' (PG-13)(out of four)

In the worlds created by Curtis Hanson, even the simplest stories are made rich by flawed, torn and transformative personalities. While most movies fall into the rut of being either too realistic or too far-fetched, Hanson throws far-fetched people into realistic situations and creates something endearing in the process.

He wrote "L.A. Confidential," where what was happening on the surface of a remarkable detective story stood in contrast to what was happening underneath. He directed "Wonder Boys," where a college comedy became a drama fascinated with the teacher who was as lost as his students. In "8 Mile," where most directors would have focused solely on the idea of hip hop or the popularity of star Eminem, Hanson found instead an impassioned plea from a desperate, despairing artist.

And here, in "In Her Shoes," he takes a story that is being marketed as a silly female family comedy -- yes, such a genre does exist, headlined by such follies as "The Divine Secrets of the Ya-Ya Sisterhood" -- and unearths a richer work of layers and discoveries.

In Maggie (Cameron Diaz), yes, he captures the flighty nature of this 20-something blonde, but he also sees a greedy woman who avoids responsibility and compensates for her insecurities by exerting power over men.

In Rose (Toni Collette), yes, he sees a neurotic and slightly anti-social lawyer, but he also sees a lonely woman yearning for love, an older sister fed up with the carefree antics of her sibling and a woman miserable in her seemingly-perfect career.

In Ella (Shirley MacLaine), yes, he sees one of those all-knowing grandmothers who would be a cliché if not for the fact that most grandmothers are indeed all-knowing, but he also sees a woman of immense compassion, vulnerability and untapped energy.

These three captivating characters, brought to life by some of the year's best performances, overlap in ways we cannot expect because their characters are never done developing. As in all Hanson films, different situations elicit different results and we end up worlds away from where we started not because the script dictated it to be so, but because these women learn, adapt and grow in the most believable of ways.

The catalyst for the film's action is in itself revealing. Maggie has a fling with Rose's man. Rose tosses Maggie out into the street. Rummaging through her father's desk drawers in search of money, Maggie discovers letters from a grandmother she never knew she had -- the mother of her deceased mother -- and Ella takes her in because that's what loving grandmothers do.

As for what happens over the course of the film, the answer's simple: life. They face struggles, change and discover, as so many of us do, that the answers to our problems lie buried in the past. "In Her Shoes" is about digging up that pain, dusting it off, confronting it, and transforming from that process.

Diaz continues her string of inspired casting choices. Maggie, on the surface, could have seemed like the funny, witty, sassy lead. But Diaz plays up her more pathetic aspects -- she can't even read -- and is the better for it.

Collette and MacLaine, always reliable as the strong and independent personas they are, balance their toughness with a deep reservoir of vulnerability. As Rose copes with her poor self-image, and Ella with her rarely-mentioned past, we once again see Hanson exploring the obtuse angles of scenes that any other director would film straight on.

He sees the ache in the smile, the pause in the step, the uncertainty in the kiss.

Above all, he loves his characters' flaws, and relishes in telling stories where they come to see these flaws in themselves. "In Her Shoes," as a title, could mean a great many things but knowing Hanson's past work, it likely means walking a mile in the shoes of each of these women, a sad shuffle maturing into a graceful stride.