GREAT CAST BUT WRONG ROLES STEMS FLOW OF 'EMPIRE FALLS'.

Byline: David Kronke Television Critic

'EMPIRE FALLS,'' HBO's miniseries adaptation of Richard Russo's Pulitzer Prize-winning novel about the colorful characters in a moribund Maine mill town, opens with a title card reading, ``Chapter One: In Which We Learn Anything Is Possible.''

Anything, that is, except for Ed Harris convincingly playing a lovable loser.

Harris stars as Miles Roby, the central character in Russo's story, a man who runs a diner a little more efficiently than he does his own life. In Russo's book, Miles was a shambling fellow who, having dropped out of college to care for his dying mother and then assuming her position at the diner, had lackadaisically let himself go. He was a genial underachiever, spongily overweight with untrimmed hair and a certain bemused air of resignation - no, things hadn't gone for him as planned, but, well, it could be worse.

Harris, however, is a taut, trim man who just oozes assertiveness, authority and competence - he played John Glenn in ``The Right Stuff,'' for goodness sake. To think that he would've simply accepted the casually cruel vicissitudes of life is asking a bit much - Harris' Roby would've fought back. And he would've won.

What is Miles fighting? For one, the town's matriarch (Joanne Woodward), whose role as Miles' benefactor or prison warden seems eternally murky (she owns the diner he has devoted his life to). For another, his crotchety reprobate of a father, Max (Paul Newman). There's also his spacy ex-wife Janine (Helen Hunt) and her fiance, a blustery sort who calls himself ``the Silver Fox'' (Dennis Farina), and a wormy, passive-aggressive local lawman (William Fichtner). Squarely in Miles' corner, on the other hand, is his good-hearted daughter Tick (Danielle Panabaker), so it's almost a fair fight.

Though most of ``Empire Falls'' is set in the present day, a series of flashbacks concerning young Miles' mother's (Robin Wright Penn) vacation flirtations with a mysterious man (Philip Seymour Hoffman) - as well as other remnants and resentments from the past - guides what happens to the characters as much as anything they're currently doing.

Clearly, one can't ask for a better cast than ``Empire Falls'' has assembled, and many of them do exemplary work. Newman, in particular, is caustically funny and thoroughly unsentimental as the irredeemable if entertaining Max. Woodward is appropriately steely, Hunt allows herself to be loud, inappropriate and funny, Farina's bravado is amusing, and Fichtner's oiliness serves him well.

For the most part, there's a keen sense of avuncular, small-town interaction among the characters. Had director Fred Schipisi, whose resume is filled with agreeable if slight efforts (``A Cry in the Dark,'' ``Roxanne'') suggested that Harris and Hoffman swap roles, this might've been a lot more involving, perhaps landmark television. As is, it's hard to imagine many folks not wanting to see this many good performers working this well together.

David Kronke, [phone]

david.kronke(at)dailynews.com

EMPIRE FALLS - Two and one half stars

What: Adaptation of Richard Russo's Pulitzer Prize-winning epic novel about a dying mill town, starring Paul Newman, Ed Harris, Helen Hunt, Joanne Woodward, Philip Seymour Hoffman, Dennis Farina, Robin Wright Penn and Aidan Quinn.

Where: HBO.

When: Part 1 - 9 tonight; also 9:30 a.m. and 7 p.m. Sunday, 10 a.m. and 8 p.m. Wednesday and June 4, 11 p.m. June 6, noon and 8 p.m. June 14, 2:30 p.m. June 18, 3 and 11 p.m. June 21. Part 2 - 9 p.m. Sunday; also noon and 10 p.m. Wednesday and June 4, 11 p.m. June 7, noon and 8 p.m. June 15, 4:30 p.m. June 18, 5 p.m. and 12:55 a.m. June 21.

In a nutshell: Amiable and clever, undone somewhat by a bit of miscasting.