An old man shambles alongside a busy freeway, strands of wispy white hair straggling in the wind, eyes glazed in defiant determination. This is Woody Grant (in a brilliant career-capping tour de force by Bruce Dern), a man who is going to have one last dream come true, galldangit. So what if they won’t let him drive anymore? He’ll show them — he’ll walk 850 miles from Billings, Montana to Lincoln, Nebraska to pick up in person his million-dollar prize from the Publishers Clearing House.

Unceremoniously rounded up by the police again and delivered back home, Woody must face the music from his family of worn-out unbelievers. “I never knew the son of a bitch even wanted to be a millionaire!” his long-suffering crabby wife Kate (scene-stealer June Squibb) complains. “He should have thought about that years ago and worked for it!

Older son, Ross (Bob Odenkirk) a rising star on the local news program, agrees with Mom that Dad is senile and should be confined to a nursing home. Younger son David (Will Forte), though not forgetting the years of his father’s neglect, is pouting from his girlfriend’s angry departure — why not get out of town for a few days?

So David and Dad set off together on a father-son road trip to Nebraska. Across the long, straight byways of America’s heartland, past the economically emaciated towns and the abandoned farms, through the emotional potholes of their relationship, stopping occasionally at the secrets Dad has kept locked inside his weary, disappointed heart. Black and white cinematography evokes Walker Evans imagery, as if the men are enduring miles and miles of Depression desolation in the hopes of landing in a blast of lush beauty.

Director Alexander Payne certainly knows sunny surroundings. He won numerous awards for his California wine country tale, Sideways (2004) and The Descendants, last year’s family drama in Hawaii. Omaha-born Alexander Payne (nee Papadopoulous) has the Greek myths in his blood. He felt the odyssey of the unhappy father and son would be served better in a timeless palette of gritty lack and white.

He was right. The look of the film is one of its greatest pleasures. You never miss the distraction of color. The black and white makes every scene so real, every character so relentlessly pure, that you can’t figure out whether you should laugh or cry. So you do both.

At a stop in Woody’s hometown in Nebraska, he discovers just what he expected. Nothing has changed. His brothers are just as boring as they were decades ago and his friends still try to take advantage of him. The only new thing is Greed, which raises its ugly head with precarious venom when Woody reveals he’s going to be a millionaire.

But in the hands of South Dakota screenwriter Bob Nelson, there’s a benign god watching over this odyssey, one that knows that old hurts have to be dealt with, so they can be replaced with new blessings. And it’s better to laugh with the foibles of our elders than at them, because we’re all going to be there someday.

In addition to Bruce Dern, who at age 77, has created a classic American character in Woody Grant, Nebraska gives full rein to another unforgettable performance, this one by a relatively unknown actress, 84-year old June Squibb who plays Woody’s wife. After a lifetime of Woody’s alcoholism, Kate Grant has become a resentful shrew, but a shrew so hilarious that you can’t wait for her to come back and spew some of her righteous anger.

In the hometown cemetery, she is thrilled to find graven proof that some people have died. In language that would make a sailor blush, she gives those dead souls a piece of her mind. And a few even get a vindictive peek at her bloomers. You’ll never look at a cemetery the same way again.

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