CARRYING OUT A SLOW, MOROSE AFFAIR.

Byline: Glenn Whipp Film Critic

``LAST ORDERS'' aims to capture the poetry of the lives of the kind, ordinary blokes who sit glued to bar stools at the corner pub, nursing both their Guinness pints and shattered illusions. The movie only partially succeeds, and that's a shame, because - as any barfly knows - there's nothing worse than watching and listening to an old sod take a tedious walk down memory lane.

``Last Orders'' has three old sods and one young sad sack going on a long - and I emphasize long - journey at the behest of a dearly departed friend who has, in one way or another, dominated their lives. Their road trip from London to the seaside town of Margate prompts dozens upon dozens of flashbacks, as filmmaker Fred Schepisi, faithfully (to a fault) adapting Graham Swift's Booker Prize-winning novel, gradually reveals his characters' histories and heartbreaks. Michael Caine plays Jack, a charismatic butcher whose last wishes have prompted the ponderous reflection. His mates include Ray (Bob Hoskins), a wartime buddy who secretly loved Jack's wife, Amy (Helen Mirren); Lenny (David Hemmings), a one-time boxer still keen on picking fights; Vic (Tom Courtenay), a calm undertaker who acts as the group's peacemaker; and Vince (Ray Winstone), Jack's son who disappointed the old man by not going into the family business.

With Jack in a box, this foursome drives to Margate, and Schepisi slowly reveals the complex relationships among the men. Each flashback reveals some small intrigue or clue, which, in turn, is expanded upon in subsequent flashbacks. We see the characters in their youth and middle years and watch in wonder as J.J. Feild (as a young Jack) delivers a dead-on impersonation of Caine and all of his familiar mannerisms.

The movie is not without some poignant moments about lost loves and missed opportunities, and the acting is certainly first-rate. But ``Last Orders'' starts slow and never quite recovers. In his slavishness to subtlety, Schepisi has created a film in which all the small moments and flashbacks don't add up to much more than trite observations on the human condition. Unless you really like crying in your beer, you'd do well to find another movie.

LAST ORDERS Two and one half stars

(Rated R: language, brief nudity)

Starring: Michael Caine, Tom Courtenay, David Hemmings, Bob Hoskins, Helen Mirren, Ray Winstone.

Director: Fred Schepisi.

Running time: 1 hr. 49 min.

Playing: Laemmle's Town Center 5 in Encino, Pacific's Paseo Stadium 14 in Pasadena, Landmark's Westside Pavilion Cinemas in West L.A. and Laemmle's Fairfax Cinema in L.A.

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Photo:

Michael Caine, left, Bob Hoskins, Tom Courtenay and David Hemmings share a pint in a scene from ``Last Orders.''