In the first few minutes of Nicole Holofcener's wonderful new movie "Lovely & Amazing," three women demonstrate the fine art of the artificial smile. Elizabeth (Emily Mortimer), a waif-like actress, tries to project serene happiness to a fashion photographer. Her sister Michelle (Catherine Keener), a caustic, bored wife and mother, flashes an enticing grin to a young man on the street; he ignores her. Their mother, Jane (Brenda Blethyn), at the doctor's office to discuss her upcoming liposuction, bravely beams through her nervousness. All of these smiles melt away instantly as soon as their recipients turn away, revealing troubled expressions underneath.

"Lovely & Amazing" explores the uneasiness behind those smiles; it's a smart-talking, slice-of-life comedy/drama that could just as easily be titled "Our Bodies/Ourselves." Holofcener's screenplay gracefully meanders through its female characters' feelings of inadequacy about their appearance and their relationships with men, ultimately enveloping its audience in the safe (if prickly) haven of familial love.

At its center is the always-marvelous Keener, with her deadpan drone of a voice (has anyone ever thought of teaming her up with Bebe Neuwirth?). Michelle is a bitterly unhappy woman who tends to her beloved young daughter, crafts cutesy sculptures of tiny, intricate chairs and taunts her husband, whose eye is clearly elsewhere. She's relentlessly bitchy and difficult to like, but Keener works subtle miracles: Just when you're sick of Michelle, she breaks your heart.

In one scene at a party, as Michelle offers up her most prized achievement (natural childbirth) as conversational fodder, you ache for her. And late in the film, in a touching scene with her 8-year-old sister, Annie (Jane's adopted daughter), Michelle shows that she, too, can be kind. Keener's performance is bone-dry and perfectly pitched; this doesn't feel like a transformation, but an unveiling of something previously hidden.

The fragile-looking, button-eyed Mortimer gives a sweetly anxious performance as Elizabeth, a woman so insecure that she stands naked before a new lover (Dermot Mulroney), asking him to give an honest appraisal of her body. (He does so, with perhaps too much enthusiasm. She thanks him, and he says, "That was sort of refreshing.") Blethyn is nicely low-key as Jane, and fourth-grader Raven Goodwin is note-perfect as Annie, an African-American girl who wants to look like her adoptive mother and sisters. Preparing to accompany her sisters to a party, she dabs on forbidden makeup while staring in a mirror. Her expression gradually becomes disappointed; she has, for the first time, looked at her face and found it wanting.

Holofcener hasn't made a feature film since her witty 1996 debut "Walking and Talking," but she's spent the intervening years as a writer/director for hire, mostly notably on a number of episodes of "Sex and the City," another fine source of smart-girl banter. While not much really gets resolved in "Lovely & Amazing" — nobody learns to love their bodies or themselves — it ends on a welcome note of hope and sisterhood, and its sparkly dialogue is pure pleasure. "I think you're lovely and amazing," says Jane to Elizabeth, who's in need of the sort of fluffing-up that Jane gives the pillows in her elegant bedroom. It's a description that applies to the movie as well.

Moira Macdonald: 206-464-2725 or mmacdonald@seattletimes.com.