Almost Salinas, an offbeat new drama about the residents of a small California town transformed by new loves and old secrets, sure sounds like a good movie by description. But though it has an almost decent set-up, it ends up wallowing in its own quirkiness before drowning in a third act so riddled with silliness that the movie sinks itself with a labored plot and absence of believable human connection.

Set in a small California town named Cholame, Allie's Diner is a long-time fixture on the quiet highway strip and run by one Max Harris (John Mahoney), a semi-cantankerous man still pining away for wife Allie (Lindsay Crouse), who walked out years ago.

With the help of cook and right-hand-man Manny (Ian Gomez), Max decides to renovate the broken-down gas station next door. Head waitress Clare (Virginia Madsen) and retired grape farmer Zelder Hill (Nathan Davis, as quirky as they come) are also on hand, the former pretty much just standing around looking for love and the latter prattling on all day about James Dean and giving tours of the nearby Dean crash site.

Enter Nina Ellington (well-played by Linda Emond), playing that now cliché movie character of a big city woman writer who needs an even bigger life change but doesn't quite know it - in this case, a magazine writer from LA who stumbles upon a forty-year-old mystery that Max has kept secret his entire life.

Add to the mix the film crew themselves, including misguided director Leo Quinlan (Tom Grownwald) and a motley crew of central casting types who make little impression but function as requisite love interests for each lonely heart in Cholame. Soon enough, everyone has paired up, love is in the air, old secrets come to the fore and the film culminates in a car-crash re-enactment so ludicrous and silly it must be seen to be believed.

What's on display in the film - and A LOT of it centers around the done-to-death, overplayed plot device of clueless moviemakers creating an obviously bad movie - isn't all that funny, sharp or engaging.

For starters, there's absolutely nothing about the shooting of the film that resonates with any truth or knowing about the movie-making process. It's clear that writer-director Green is out to have fun at the expense of old jokes regarding big city slickers and small town folk, and the shallowness of the jokes land with a thud.

And the unbelievable story of Max coming to terms with his own role in a tragedy of the past sends the film off the rails. The mystery itself is just too convenient, too contrived and altogether too much a figment of precious screenwriting.

Though the material doesn't work, there's absolutely nothing wrong with the principal performances in Almost Salinas, and their likeability even in the face of the script's banality are what keep the film moving.

John Mahoney, always a warm film presence, is often funny and almost moving in a few of his scenes with the radiant Broadway star Linda Emond, a "real woman" of the sorts we almost never see on the movie screen today. She reminded me of a lower key Susan Orlean, the great character from Adaptation who was also filled with a more overt wanderlust and on a similar journey.

And of course Virgina Madsen, that great unsung heroine of the American B-movie in the last two decades, good in everything from The Hot Spot to Candyman with her finest hour in The Rainmaker. She's cast against type as a simple, good-hearted waitress, and there's never a moment where she doesn't look lovely or exhibit sweetness. And then there's a nice cameo by the underused Lindsay Crouse, who returns as Allie, the ex-wife and namesake of the diner.

The rest of the cast isn't terribly memorable and most are encouraged toward a quirkiness that's unappealing but suits the film's apparently whimsical and calculatedly offbeat aspirations.

I'd like nothing more than for this to be a good movie we could celebrate since it obviously has its heart in the right place and is attempting to be a gentle, charming character study. However, the film is undeniably corny and artificial.

The copy on the film's one-sheet notes, "Sometimes losing yourself is the only way to find what you really need." In the case of Almost Salinas, the one who lost his way was director Terry Green, and he never got around to figuring out what his film needed.