Anjelica Huston, an unequivocally wise and intuitive actress, takes on a dark, rambling Southern tale for her first directorial effort, an adaptation of Dorothy Allison's book with so many peaks and valleys it plays like a chopped up TV mini-series, the CliffsNotes version. Story centers on an illegitimate young girl (Jena Malone) in the South during the 1950s and her woebegone waitress-mother (Jennifer Jason Leigh), who has had terrible luck with men. Seems her third husband (Ron Eldard) has a violent streak when provoked, and when he begins lashing out at the child in both violent and sexual ways, relatives step in to help her. Rare to find a cast so full of solid acting talent, yet this script takes great pains to introduce characters without giving them anything to do (some of the relatives, like the uptown cousin played by Christina Ricci or Dermot Mulroney's doomed Husband #2, appear and disappear in record time). The central performances are fine, with pre-teen Malone doing some very nice work; a child actress with a solemn reserve and faraway eyes, Malone is perhaps too studied in her approach (she isn't an untrained natural), yet Huston handles her gently and some of the strongest moments are the ones where Malone is allowed to take a breath and emote. However, this film, a failed theatrical effort which was sold instead to cable television, is packed (or padded, as it were) with short-hand tragedy, and the editing is so poor and the narrative so confusing you might need a scorecard to keep up with all the melodrama. Despite her sensitivity in staging some shattering scenes, Huston doesn't allow the picture to flow, to absorb the audience. It's jagged and piqued, and one recoils from it instead of being drawn into the plot. ** from ****