We Recommend: The Upside of Anger

The Basics: When middle-aged husbands go off and leave one day, the scenario is often the same for the families left behind. They mourn. They get angry. They move on. Terry Wolfmeyer is a little different. She has no intention of gracefully succumbing to any normal pattern of behavior. She's the suburban Detroit housewife of a successful businessman with four almost-grown daughters, and she's got emotions the size of SUVs where other people pack their feelings into economy cars. The more it's suggested that she let go and get back to her life, the more she is determined to experience her depression the way she sees fit.

The Catch: Terry can't help herself, though, because she's a beautiful, charismatic woman. Joan Allen's regal performance makes it easy to see why everyone is drawn to her despite the fact that she insulates herself with 10-inch mental spikes. Even her daughters can't get enough of her, though she woefully misunderstands their needs.

Oldest daughter Hadley (Alicia Witt), who is away at college, still comes home and courts her mother's barbs. Emily (Keri Russell), who is verging on anorexia as she struggles to be a dancer, longs for her mother's approval. Andy (Erika Christensen), rebellious enough to take up with a 40-year-old man (played by Upside writer-director Mike Binder) right under her mother's nose, knows all along that she's just clamoring for attention. And the family baby, Popeye (Evan Rachel Wood), never sways too far into preteen cynicism as she longs for the way her mother used to be when she was a child.

Then there's the neighborhood sports hero, Denny Davies (Kevin Costner), who smells opportunity as soon as Mr. Wolfmeyer is out the door. Terry does nothing but discourage him, but he keeps coming back for more, and not just out of the need for conquest, which has powered most of his relationships with women far too young for him up to this point. He's falling in love like a grown-up '- with a grown-up '- for the first time in his life.

Why It's Good: Binder, who created The Mind of the Married Man, is not known for his sensitivity toward the opposite sex, but this movie is like a love note to women over 40 to make up for all the hurtful craziness that men put them through. Turns out he's pretty mature in his vision of relationships, and he's able to turn that into laughs just as easily as silly sex romps.

Binder owes much of his success in getting that across to Joan Allen, who is able to express such voluminous anger that she turns the tragedy that normally comes in the wake of such an abandonment into irrationality. Terry is so frightfully pulled apart by her husband leaving that she's hilarious. Every shriek, every drink she pours, every fight with her daughters, every skittish attempt to flirt with the handsome neighbor, turns into high-concept comic art.


iVillage Mood Meter: Will make you want to hug someone


Stars: Joan Allen, Kevin Costner, Mike Binder
Director/screenwriter: Mike Binder
Producers: Mark Damon, Andreas Grosch, Stewart Hall, Andreas Schmid
Release date: March 11, 2005, in New York and Los Angeles; later nationwide
Rated: R
Distributor: New Line

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