First-time helmer Steve Berra writes and directs the finely felt coming-of-age story The Good Life, a film à clef loosely based on Berra's experiences growing up in a Nebraskan small town during the '70s and '80s. Mark Webber stars as the director's alter ego, a more or less well-adjusted adolescent who nevertheless cuts against the grain of his football-obsessed friends and neighbors. Zooey Deschanel plays a young woman in the town who befriends Webber and encourages him to celebrate his uniqueness and individuality; Harry Dean Stanton portrays a local cinema owner who gives Webber a job running the theater. The picture co-stars Chris Klein as an abusive ex-high school football star, Bruce McGill as a worshipped football coach, and Bill Paxton (who also co-produced) as an admirer of Judy Garland. Though set in Nebraska, Berra and co. filmed in Winnipeg, Manitoba. The film reunites Paxton and Stanton, who also co-star in the HBO series Big Love. ~ Nathan Southern, Rovi