[This review is a re-print of my review from the 2011 Toronto International Film Festival.]

It's been a long seven years since Alexander Payne's Sideways hit theaters and his new film The Descendants shows that it's damn good to have him back. Tackling materials that could have easily fallen into mawkishness and enough saccharine moments to give diabetes to a small country, The Descendants is instead a sweet, tender movie that never lunges for the heart-strings. It creates an emotional connection through a charming blend of humor, honesty, and a breakthrough turn from young actress Shailene Woodley, and one of the best performances of George Clooney's career.

Clooney plays Matt King, a wealthy but humble lawyer living in Hawaii whose wife Elizabeth is in a coma after a boating accident. Matt sees her accident as a wake-up call and hope she recovers so they can repair their strained marriage and he could be a better father and husband. He's always considered himself "the back-up parent" and he's scared by the prospect of raising his slightly maladjusted ten-year-old daughter Scottie (Amara Miller) and his other daughter Alexandra (Woodley), an angry seventeen year old who feels shunned by her parents. When Matt learns that Elizabeth will never come out of the coma and her living will states that they must pull the plug, he's devastated. But Alexandra has even worse news: before her accident, Elizabeth was cheating on him. It's an impossible situation for Matt who not only has to learn to forgive his wife before she dies but adding to his troubles is a deal worth hundreds of millions of dollars if he sells off the last piece of Hawaiian property he inherited from his ancestors.

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Accompanied by Scottie, Alexandra, and Alexandra's dumb friend Sid (Nick Krause), Matt goes about informing family and friends about Elizabeth's imminent death, hiding her infidelity, and trying to track down her lover, Brian Speer (Matthew Lillard). Matt becomes determined to find the man who slept with his wife, not for revenge, but for a variety of confused emotions that he can't properly articulate. He's angry, he's upset, he's hurt, but he also wants to forgive Elizabeth and say good-bye without hatred in his heart. How do you continue to love someone when they not only hurt you so deeply, but when they're unable to defend their own actions?

It's all a bit much on paper. The film could have easily descended into cornball sentimentality, or it could've tried to be so darkly comic that the complexity and gravity of the situation would be diminished. Payne avoids both traps. The entire film is done with a light touch that never puts gigantic "CRY HERE" or "LAUGH NOW" signs. The Descendants unfolds organically, showing both sides of everything. The setting of Hawaii perfectly juxtaposes the island paradise we know (the idealized life Matt wanted for him and his family) and the hustle and bustle of an American state like any other ("Paradise can go fuck itself," Matt angrily proclaims in the film's opening narration).

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Payne avoids swerving from one extreme to the other because the goal of his movie and its characters is to find harmony. Matt and Alexandra can't be happy until they move on from the anger they've stored up inside towards Elizabeth and towards each other. The film quietly asks the question, "How long can we be in pain before we have no choice to move on?" It's not simply a matter of closure or leaving the past behind. The Descendants honestly shows that forgiveness doesn't come easily nor is it a one-way street. Part of Matt's pain isn't simply him struggling to forgive his wife, but that she'll never be able to forgive him for the dissolution of their marriage and his neglect of their children.

The script and the direction do a great job of letting the story and characters grow, throwing in the occasional joke and sharp dialogue, but a large part of the film's success is due to Clooney. It's a performance unlike anything he's done in his career. In his dramatic roles, Clooney usually plays a confident person in a position of power whose façade and confidence begins to crack as the story progresses and he's forced to confront his own weaknesses. By contrast, Matt King is a soft-spoken, humble individual who believes in heart-warming wisdom like "Give your children enough money to do something, but not so much that they do nothing." He's in pain from the beginning of the film and his mission isn't to get his groove back or reclaim his mojo. His goal is to learn how to forgive those who have wronged him and to find a way to rebuild his family after a devastating loss. Clooney fills the role with warmth, tenderness, sadness, regret, anger, and an array of other powerful emotions. There was no question that Clooney is a tremendously talented actor but The Descendants challenges him in ways we've never seen before and the result may be the best performance of his career to date.

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Providing strong back-up is Woodley. She not only has to play a teenager honestly (unlike the melodrama of her ABC Family drama The Secret Life of the American Teenager), but share the emotional conflict of her father. Matt can't rebuild his family alone. He can't take care of Scottie and do the dirtier work of tracking down and confronting Speer. Alexandra not only has to forgive her parents, but she must learn to take on new responsibilities. Woodley does a terrific job of showing the gradual growth and development of her character and rises to the occasion when she to deliver the heartbreaking news that Alexandra's mother was cheating on her father.

Miller and Krause don't fare as well because they have the weaker characters. Scottie is the weird kid we've seen plenty of times but the character is just-this-side-of-believable because Payne has the restraint to never go overboard on her quirks or cursing. Sid is a tougher character because his introduction makes him seem not only stupid but mean-spirited. There's a dopey quality to a character like Sid and some actors can pull off with innocence. But when Sid mocks Alexandra's senile grandmother by thinking she's being funny, it's not enough to simply have Elizabeth's father (Robert Forster) punch the kid in the face. Sid's rude comments strain the audiences willingness to believe that Matt would continue to take this kid on such a personal journey simply because Alexandra demands that he come along. When Payne tries to expand on Sid's character by giving him a deep conversation with Matt, the scene doesn't work because we never believe Matt would have a heart-to-heart with the dumb teenager in the first place.

The Sid character is an unfortunate wrinkle in an otherwise superb film. Payne's movie almost always comes from a place of respect. It's respect for the people of Hawaii, for a family's turmoil, and for how forgiveness is more than just letting go or confronting your feelings. Without being heavy-handed or flippant, sappy or trivial, The Descendants thoughtfully, honestly, and tenderly asks its audience, "What do we inherit, and how do we pass it on?" It's both a beautiful question and a wonderful movie to consider.

Rating: A-

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