THIS `LESS' IS MORE IN HANDS OF DIRECTOR, CAST.

Byline: Glenn Whipp Film Critic

Talk to any director after he has made a budget-busting, effects-laden popcorn movie, and he'll invariably tell you that what he'd really like to do next is something small, something character-driven.

That never happens.

Well, almost never. Coming off of ``Lemony Snicket's A Series of Unfortunate Events,'' Brad Silberling has gone minimalist -- and then some -- with ``10 Items or Less.'' Though the movie is slight, it packs more charm into its 71-minute, pre-credits running time than you'd find anywhere in the bloated, big-budget ``Snicket.'' It also confirms Siberling's gift for the kind of empathetic, humanistic writing that characterized his under-appreciated 2002 movie ``Moonlight Mile.''

In ``10 Items,'' Morgan Freeman plays a movie star (the credits identify him only as ``Him'') who goes to a sleepy supermarket in Carson to research a role. He's supposed to meet the store's manager but zeroes in instead on checkout clerk Scarlet (Paz Vega from ``Spanglish''), a woman blessed with talents that far exceed her lowly station.

Both characters are at a crossroads. It has been four years since Freeman's actor has worked, though he clearly isn't hurting financially. He simply seems to have grown tired of making soulless Hollywood spectacles.

Scarlet, meanwhile, hates her job (the fact that her soon-to-be-ex-husband is her boss doesn't help) and has set up an interview for a secretarial position for later in the day. Despite her obvious physical charms and mental acumen, Scarlet lacks confidence to see her life as anything that can transcend her youthful indiscretions.

To say that the movie is about Scarlet and Him helping each other makes it sound like some kind of groan-inducing, cloying cliche, which, thanks to all involved, it isn't. The relationship between the two leads never feels calculated or forced. Freeman hasn't been this light on his feet in years, and, to give Vega credit, she keeps up.

Granted, Freeman is essentially playing a variation of himself, while Vega is mining her spunky screen persona. But they deliver.

Siberling shot the movie in 15 days, primarily in Carson, making striking use of the industrial backdrop. The movie culminates in a beautiful, magic-hour road trip from the South Bay to Brentwood, set to Paul Simon's wistful, Latin-tinged 1972 solo song, ``Duncan.''

It's one of the more evocative uses of music in a movie this year, reason enough alone to check out this little gem.

Glenn Whipp, [phone]

[e-mail]

10 ITEMS OR LESS - Three stars

(R: language)

Starring: Morgan Freeman, Paz Vega.

Director: Brad Silberling.

Running time: 1 hr. 21 min.

Playing: Laemmle's Town Center 5 in Encino; Laemmle's Playhouse 7 in Pasadena; Laemmle's Music Hall in Beverly Hills.

In a nutshell: Hollywood heavyweights deliver minimalist charmer.

CAPTION(S):

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Photo:

A grocery store clerk (Paz Vega) and an actor (Morgan Freeman) researching a role at the store find a common bond in ``10 Items or Less.''