Jack Nicholson gives perhaps the most vanity-free performance of his career (that Terms of Endearment belly notwithstanding) in About Schmidt, director Alexander Payne's gently satirical portrait of an Omaha insurance man's uneasy retirement. The charismatic Nicholson has lately proven himself not just a star, but a marvelous character actor, in Sean Penn's gripping The Pledge and the Oscar-winning As Good As It Gets. With About Schmidt, he creates another full-bodied characterization with nary a trace of the sly fox of his younger leading-man days. At 65, he's still at the top of his game.

Loosely adapted by Payne and Jim Taylor from the novel by Louis Begley (and incorporating elements of an earlier, unrelated Payne script), About Schmidt focuses on a proverbial life of quiet desperation. The film begins with a retirement dinner for Warren Schmidt (Nicholson), a dutiful longtime actuary with the Woodmen of the World Insurance Company. It's clear from the strained smiles of the attendees that Warren hasn't exactly been an office dynamo all these years; the melancholy man of the hour himself feels compelled to slip out of his own tribute and head to a nearby bar. Warren also takes every opportunity to escape his new, boring home life with his wife Helen (June Squibb), a dowdy woman he's not only grown tired of but admits to actively hating. (Worst among her foibles is the way she demands he sit on the toilet while urinating.) But Schmidt's song changes when Helen suddenly dies of a blood clot and he realizes how lonely he is without her.

When Warren's daughter Jeannie (Hope Davis) arrives from Denver for the funeral, accompanied by her fianc Randall (Dermot Mulroney), a dull-witted waterbed salesman with a droopy moustache and ponytail, he unsuccessfully tries to persuade her to postpone the wedding and stay and take care of him. But Jeannie obviously has some past grievances with her dad and makes a hasty exit. When Warren discovers some love letters revealing an affair between his wife and his best friend, he takes off in the huge motor home he and Helen bought for his retirement years. His final destination is Denver, where he meets his daughter's future in-laws, a brash, aging hippie named Roberta (Kathy Bates) and her milquetoast ex-husband Larry (Howard Hesseman). The encounter confirms for Warren that his daughter is making a huge mistake marrying into the family, but what's a frustrated father to do?

About Schmidt is much more character-driven than plot-driven, but the talented Payne (Election) and his offbeat sensibility keep us diverted throughout this low-key comedy. One of Payne's trademarks is the unemphatic but amusing detail: "You Sexy Thing" playing on the PA system in a family ice-cream parlor; a "Miller Time" clock in Randall's room; Randall's framed attendance certificate for an electronics course. The script also has a brilliant framing device, as the restless Warren begins writing letters to an African orphan he has "adopted" via one of those inescapable TV charity commercials; naturally, Warren's missives are more concerned with own post-retirement gripes than any miseries his impoverished foster child may be enduring. But the gag has a bittersweet payoff, as Warren gets an answer to the painful question, "What difference has my life made to anyone?" Before that closing moment, the film hits pay dirt in a virtuoso monologue for Nicholson, in which the father of the bride is called on to deliver a speech at the wedding reception and must marshal all his restraint to keep from saying the rude things that are really on his mind.

Nicholson receives solid support from Davis as his distant daughter; Mulroney, perfectly game to act the fool; and especially Bates, who comes on strong with Nicholson and has some of the movie's liveliest scenes. But About Schmidt is largely about Jack Nicholson, in a comic showcase his fans won't want to miss.

-Kevin Lally