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The Baxter

In The Baxter, "the Baxter" is the other guy, the nice guy the girl settles for while she twiddles her thumbs, waiting for the leading man to step in. He's the Bill Pullman or, better yet, the Ralph Bellamy, who got shucked not once but twice for Cary Grant.

Indeed, The Baxter pays affectionate homage to those swell screwball comedies of the '30s and '40s. It begins, fittingly enough, at the altar. Lifelong Baxter Elliot (Michael Showalter, who also wrote and directed) looks to finally break his streak by wedding dream girl Caroline (a bland Elizabeth Banks). That is, until the reverend announces that pesky "just cause" clause and the dream girl's high school sweetheart (Justin Theroux) storms the church. Elliot, in voiceover narration, stops the scene there and jogs us back to the beginning of Elliot and Caroline's courtship.

The Baxter begins with stylized dialogue, retro costuming and a knowing parade of romantic comedy conventions. If you're amenable to this sort of thing, as am I, then I suspect Showalter, a first-time director, will have you in his pocket. Problem is, he doesn't know how to keep you there. Just as soon as he sells us on this winsome, backwards-glancing universe of tweed, screwball banter and a sweet, overlooked secretary just in from "Fergus Falls, Minnesota" (Michelle Williams), he starts to take a pencil eraser to the pastiche. Slowly, the characters begin to sound like people living in the year 2005, not 1945, and the effect is, if not jarring, then certainly draining on the film's previous pizzazz.

There's still a lot to like here. The cast is packed with members of the comedy troupes Stella and the State, and non-initiates like Williams and Theroux are gleefully game. But the film never recovers its initial fizzy-pop charms, owing largely to pacing that turns molasses-slow in the second act. The biggest pitfall, however, is in Showalter's characterization. Inherent in the film's premise is a terrific opportunity to pull back the curtain on "the other guy" ' to make a man out of what is typically just a plot device. But Showalter's Elliot, self-described as the kind of guy who gets hay fever just raking the leaves, never breaks out of the Baxter clichÃ. Frankly, he makes a pretty good case for why the sad sack never gets the girl.

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