'HAPPY ENDINGS' DOESN'T EXACTLY START OUT THAT WAY.

Byline: Bob Strauss Film Critic

DON ROOS, the razor-witted but compassionate writer-director of ``The Opposite of Sex,'' is back up to speed with ``Happy Endings.'' The maudlin dreariness of his in-between movie, ``Bounce,'' is rarely in evidence here, replaced for the main part by mean-spirited hilarity and interpersonal epiphanies powerful enough to stop a heart.

There is a contrived aspect to a lot of the action. But Roos' insights into parenting, friendship and, of course, love, more than make up for the sometimes forced path that leads to them.

The film is helped in this regard by an across-the-board impressive ensemble cast - Lisa Kudrow, Maggie Gyllenhaal and Jesse Bradford stand out - that gets complex, often unattractive behavior across with real commitment and conviction.

There are three main stories, loosely connected to one another. The first one involves Kudrow's Mamie, who, as an adolescent, gave up for adoption the baby she conceived with her English stepbrother. Now an abortion counselor, Mamie is approached by sleazy documentary filmmaker Nicky (Bradford), who offers to get her in touch with her now teenage son if she'll let him film the reunion. Horrified by this proposition, yet longing to meet her child and oddly drawn to Nicky, Mamie steers him toward making a different kind of movie based on her masseur boyfriend Javier (``The Station Agent's'' Bobby Cannavale).

There's enough deception and erotic sleight-of-hand in this story to fuel several feature films. But Roos wants to tackle so much more.

Mamie's stepbrother Charley (an unrecognizable Steve Coogan), gay now and unaware he's a parent, becomes convinced that his boyfriend Gil (David Sutcliffe) is the unwitting surrogate father of their best lesbian pals' 2-year-old son. His efforts to trick the women, played by Laura Dern and ``24's'' Sarah Clarke, into acknowledging the ``secret,'' puts the movie's best relationships at risk.

Finally, Otis (Jason Ritter), the (usually) gay son of rich widower Frank (Tom Arnold), winds up in bed with the calculating Jude (Gyllenhaal). Her eye is really on his dad, though, and when she pops up pregnant and uncertain which guy is the father - well, let's just say that, by this point, Mamie is way too freaked out to offer much useful counseling.

Roos has an initially annoying habit of running text that explains characters' back stories, motivations, feelings and even fates. They tend to be witty and concise but sometimes too glib. I got used to them after a while, even found them a little enriching, but others may justly ask why Roos didn't dramatize most of this information.

Even with that and the overplotting, ``Happy Endings'' revels in nasty truths about family and desire that similar current indies, such as ``Me and You and Everyone We Know'' and ``Heights,'' are just a little too timid to go after. That makes it stand-out funny and, when it counts, startlingly moving.

Bob Strauss, [phone]

bob.strauss(at)dailynews.com

HAPPY ENDINGS - Three stars

(R: sex, nudity, language, drug use)

Starring: Tom Arnold, Jesse Bradford, Bobby Cannavale, Sarah Clarke, Steve Coogan, Laura Dern, Maggie Gyllenhaal, Lisa Kudrow, Jason Ritter, David Sutcliffe.

Director: Don Roos.

Running time: 2 hr. 8 min.

Playing: Town Center 5, Encino; Playhouse 7, Pasadena; Sunset 5, West Hollywood; NuWilshire, Santa Monica; University Town Center 6, Irvine.

In a nutshell: Another one of those romantic dramadies about multiple characters making and breaking unlikely connections with one another - but a lot funnier, nastier and behaviorally acute than most indies.