Alice is a teenage checker in a New Hampshire supermarket (played by 25-year old debuting Emily Grace) and what she found was a wad of dough that didn't belong to her. She's also an adopted child and a malcontent in her adoptive mother's house. Yearning for an opportunity to break free, she appropriates the money, packs up her belongings and takes off in a decrepit car for Florida and a reunion with her closest friend who has gone there to college. On this journey she will find a great deal more than someone else's money.

If her thievery doesn't endear her to us, a couple of redneck dudes who make tasteless gestures at her out on the highway causes us to be concerned about her safety. Some miles further down the road, she parks at a rest stop for snacks and a phone call to her friend. She pulls a few bills out of her money envelope and returns it to its hiding place under the front seat. When she returns to her car, a woman comes up to her and tells her of a man who looked inside her car and took off.

This samaritan turns out to be middle-aged Sandra (Judith Ivey) who is on the road with her friend Bill (Bill Raymond) in their RV. When they discover that a tire is flat on Alice's car, Sandra calls on Bill to mount the spare. Sandra then suggests that Alice follow them for for a few miles, just for safety. Alice agrees, but breaks down en route. Pulling off onto the shoulder, it's not too long before a guy appears, wanting to help. But her guardian couple have doubled back and, brandishing a pistol in his belt, ex-marine Bill convinces the guy to take off.

Alice agrees to abandon her car and join the couple in their RV,, but not before Bill has removed her license plate so the car may not be traced. Gathering her gear, Alice finds her money envelope gone from its hiding place. By this time, our concern for her is complete and we're relieved at the more protective situation that she's found.

The next morning, after a comfortable sleep in the cushy home on wheels and a good breakfast, Sandra starts doting on Alice as though she were a long lost daughter. She takes Alice shopping for a new outfit and promises to take her all the way to her Florida destination, as well, but with a few stops along the way. With no money, Alice can hardly refuse her two hosts' generosity. They seem more and more like open-hearted surrogate parents, fitting Alice's needs but coming so easily as to raise suspicions.

When she observes Sandra and Bill picking up a strange guy in a bar at a truck stop, taking him into the RV's bedroom, and hears what's going on behind the closed door, she finally understands what this nice couple is up to. When she learns how much money can be made, Alice becomes eager to turn a few tricks of her own.

Her experiences down this road lead to an improved understanding of what parents are all about, part of a personal transformation arising out of bad choices. Her emerging discovery of who she is and what values she wants to pursue are the real things that Alice found.

Emily Grace, in her first feature, is nothing if not convincing. Without a shred of star power or Hollywood affectation, with a New Hampshire accent as thick as polar ice, she takes us through a carefully woven process of breaking down taboos and reaching a very different goal than the one she started with. We're as surprised by where she has gone, and has yet to go, as she is. All in all, as fine a piece of screen writing as the year has produced.

Screen veteran, two-time Tony winner Ivey gives her aging but not worn out road trollope talky flamboyance with a smooth line, a Southern style, and a subtle agenda. While she might be given the major marquee position here because she has the long filmography, her role and the story itself revolves around newcomer Emily Grace whose Alice is the emotional center of the piece. It's Emily who has us laser focused on a transition that's as well paced as it is convincing. It'll be interesting to see if this newcomer to the trade (the acting one) drops the New Hampshire word mangling for assignments that this debut will be certain to propagate.

Raymond joins the ladies as a congenial, undemanding, but sometimes flinty partner in an easygoing enterprise that pays the gas bills and tax-free lifestyle. He's laid back and tastefully supportive. It's almost too harsh to call him the pimp of the operation.

Writer-director A. Dean Bell's ("Backfire", 1995) taste in music matches mine splendidly and the tracks "The Pearl" and "Tragedy" by Emmy Lou Harris (from her latest and greatest album, "Red Dirt Girl"), and "So Much More" by Beth Orton are strong favorites. The only problem was that the opening of the story was lost behind the power of Harris' song -- which demands its own attention. In any case, for me, this is one of the best soundtracks since "Wonder Boys." (Album not yet available).

The need to conserve production expenses may have driven Bell to go for digital video with its undesirable image softness (something you accept and put aside), but his camera is always in the right place (which is the important thing). In a unique hyphenation, Richard Connors served the production as producer-director of photography with the special talent to work in confined spaces and low light levels.

Alice found money, a new trade, and herself. I found an emerging talent worth watching and a storyteller of original and solid instincts. What I didn't find in this moving "Best Little Whorehouse on the Highway" was any sign of Dolly Parton, nor much sordidness in the way the suggestive subject is treated. This film opens up new territory for the road movie with an engrossing and original take on the prospects of mobility. A. Dean Bell, with limited funding and considerable taste, gives Hollywood a lesson on how a life-changing story arc makes a character-based drama work so well.

                                      ~~  The Filmiliar Cineaste