A valentine to the screenwriter’s grandma, Carolina evoked memories of my own grandmothers, two wonderful women who meant the world to me. Of course, they weren’t as bawdy as Katherine Fugate’s Grandma Mirabeau, but each of them could have given her a run for her money in terms of their gutsy approach to life. As played flamboyantly by Shirley MacLaine, Mrs. Mirabeau exudes raw energy, bold determination and unwavering love for her dysfunctional family.         

This remarkable, unselfish woman raised her son’s (Randy Quaid) three daughters -- Carolina (Julia Stiles), Georgia (Azura Skye) and Maine (Mika Boorem) -- named for the states where Ted (Quaid) bedded their mothers. Unconventional to the max, Grandma Mirabeau uses questionable methods to obtain bargains and isn’t beneath using her sex appeal on elderly married men. And although she’s poor, that doesn’t stop her from dressing with outrageous flair.

Most of this human interest comedy centers on Carolina, the oldest granddaughter. It focuses on the young woman’s relationship with her grandma and with two very different men -- her solicitous best friend (Alessandro Nivola) and a handsome British newcomer to America (Edward Atterton). Carolina must decide which man she really loves as well as how to relate to an overpowering grandmother with a lifestyle she’s trying to avoid. 

In addition to MacLaine’s bravura performance, the rest of the actors shine here. I thought Stiles was much better in this movie than in The Prince & Me (also written by Fugate). In fact, as a young woman conflicted about her love life and her family, she shows greater emotional range and projects more sincerity than in most of her other films. Nivola (Laurel Canyon) and Atterton (The Man in the Iron Mask ) complement each other as their characters vie for Carolina’s attention. Casting Skye (Red Dragon) and Bookem (Along Came a Spider) as Carolina’s younger sisters worked out well not only because of their similarity in appearance but also because of the way both capture the essence of the characters they play -- the blissfully pregnant middle granddaughter (Skye) and the youngest Mirabeau (Bookem), who’s “one taco short of a combination plate,” according to her grandmother. Although Quaid (The Adventures of Pluto Nash) only appears in a few scenes, he’s quite convincing as the irresponsible father.

Dutch director Marleen Gorris (Antonia) moves this film along with a humanistic touch that drew me into Carolina’s world and made me care about what happens to everyone in it. Although a little slow-moving in parts, Carolina glows with a passion for life and for the importance of family, even imperfect ones. 

The DVD “Behind the Scenes” bonus feature includes  spirited reactions from actors, writer and director. Not surprisingly, it turns into a well-deserved love fest for the incomparable Shirley MacLaine.

(Released by Miramax and rated “PG-13” for sexual content.)