Lovely and Amazing is the story of the Marks women, all of whom suffer from crippling self-doubt. The mother, Jane (Brenda Blethyn, who looks better than in any of her prior screen roles), seems never to have recovered from being abandoned by her husband 30 years ago. She's attractive but stout the way middle-age women sometimes are, and she's convinced her weight accounts for why there's no man in her life. So she's arranged to undergo Liposuction and secretly hopes her handsome doctor (Michael Nouri) has taken an interest in her. Jane's three daughters share her low self-concept. The actress, Elizabeth (Emily Mortimer), worries so overtly about her perceived shortcomings that she scatters men out of her life like a speeding tire hitting gravel. Even Elizabeth's agent terms her a "neurotic mess."
Elizabeth's older sister Michelle (Catherine Keener, dipping as she can so effectively into her bag of bitch) is even worse. Michelle is an aspiring artist of no success and questionable talent. But she was homecoming queen in high school, and she's now the married mother of a 7-year-old daughter. Michelle and her husband, Bill (Clark Gregg), don't have sex anymore, and she's convinced he no longer finds her attractive. Evidence for that conviction can be found in Bill's affair with Michelle's best friend Donna (Dreya Weber). Still, Bill's estrangement from his wife is hardly the product of her looks. Far more likely, he's just become worn out by her relentless negativity. Michelle is the kind of person who always finds the cutting remark to pop the other person's party balloon. When Elizabeth gets a film role and appears in a magazine ad, Michelle describes her hair as "looking like Phyllis Diller's." When Jane yearns to be more attractive after her cosmetic surgery, Michelle wonders why she's bothering since, "no one ever sees you naked anyway."
The curse of the Marks women even extends to Annie (Raven Goodwin), Jane's adopted 8-year-old African-American daughter. Annie wants to have white skin and convinces her babysitter to straighten her hair so that she doesn't "look like a clown." In the character of Annie, Lovely and Amazing reaches its emotional nadir. And that's because Annie really isn't attractive. She has a profound eating disorder, and she's grossly overweight. But what's sad is that neither her mother nor sisters are emotionally secure enough to help her build a self-concept based on something other than her looks.
Lovely and Amazing bills itself as a comedy, but it isn't ever comfortably funny. The only laughter arrives in the occasional rueful chortle about how incredibly messed up its characters are. Moreover, most everyone who appears here is dislikable, male as well as female. Bill is a cheat. The doctor is a manipulator. And Elizabeth's equivocating boyfriend Paul (James Le Gros) is as cold as a reptile. Even Elizabeth's subsequent actor lover Kevin (Dermot Mulroney) may be little more than a sexploitationist.
Given, then, the hurdles this picture sets for itself, Holofcener's remarkable achievement is the extent to which she makes us care for the Marks women. They annoy us, but with time we see the core of goodness in them. Michelle may sneer that her mother adopted Annie because Jane was lonely, but we believe that Jane and Annie love each other genuinely. Elizabeth, meanwhile, cares for stray dogs and treats Annie, who can be cussedly irritating, with persistent warmth and concern. Michelle is a tougher case because unlike the others she is so forthrightly mean. But eventually we realize that Michelle's ugliness is actually masochistic; feeling unlovable, she makes herself so. But chastened by her the recognition of her own desperation, even Michelle is not beyond redemption.
And so we come to understand what Holofcener, who also directed 1996's Walking and Talking, is striving to say. Little good happens to the Marks women, and they bring much of their misfortune on themselves. Still, like most of us, they deserve better than they get.