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Times Staff Writer

Driving up Foxen Canyon Road in the Santa Ynez Valley, Alexander Payne points out the picture-perfect locations for his new film “Sideways.” The spreading branches of that gnarled oak tree were the backdrop for the picnic scene, he points out with boyish delight. Those sloping vineyards were filmed just as the grapes, heavy on the vines, were ready to be harvested, he says, thrilling at the memory.

The bard of Omaha -- Payne’s setting for his initial triptych of movies, “Citizen Ruth,” “Election” and “About Schmidt” -- has fallen head over heels for his first film location that isn’t his hometown. “Sideways” is his screwy love letter to the Santa Barbara County wine country, a paean to its wines, its land and the restorative qualities of both.

“Place is very important to me. Real place, not fake place,” says the 43-year-old Payne. “Only when I felt that I had captured Omaha, a place I know, did I feel that I had the tools of proper observation to shoot someplace else.”

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“Sideways” is a new direction for one of Hollywood’s most admired auteurs -- a romance from a guy renowned for his satirical side. Those clashing sensibilities produce a film that is more black comedy than snuggle-up date flick, yet one that loses neither humor nor heart in the bargain.

“It’s my first love story,” says Payne, ignoring the subversive joke hiding behind that face-forward statement. This is a filmmaker who doesn’t wink at his own jokes, onscreen or off.

When Payne talks with people, he looks at them almost too directly, studying them. Referring to journalism as “the road not taken” when he left Stanford University for UCLA film school, Payne is more comfortable asking questions than answering them. Just call him a “documentarian,” he says, reinforcing the idea that an unvarnished truth, not Hollywood’s hyper-reality, is his aim.

When “Sideways” is released by Fox Searchlight on Oct. 20, it will join a small canon of films about wine. Alfonso Arau captured a dreamy Keanu Reeves in a California vineyard for an unlikely love affair in his period idyll “A Walk in the Clouds.” Eric Rohmer went to the Cote du Rhone region of France to ruminate on love and the middle-aged woman in “Autumn Tale.” And William Goldman used a bottle of rare wine -- Lafite 1811 -- to propel lovers from Scotland to Nice in “Year of the Comet.”

For his wine sonnet, Payne goes to one of California’s least pretentious wine regions to tell the story of a flabby middle-aged wine geek whose solace in life is the bottle, preferably an expensive one with the long neck and sloping shoulders of a Pinot Noir.

The pathetic Miles (Paul Giamatti) and his old college roommate Jack (Thomas Haden Church) set off on a weeklong bender through the Santa Barbara region’s vineyards, a last grasp for lost youth on the eve of Jack’s wedding. In a blur of fine wine and women, they crash and burn, risking a no-survivors midlife conflagration.

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An unpublished novelist who is staring at yet one more failure, Miles has created an alternate self-image as a wine connoisseur. He props up his fragile ego with the wine geek mantra: “I’m as good as the wine I drink, or at least the wine I can talk about.”

Miles buys rare vintages he saves for celebratory moments that never seem to arrive.

Jack isn’t in much better shape. A washed-up actor whose one starring role happened an unmentionably long time ago -- and he mentions it at pathetically regular intervals -- Jack’s salve is sex. This last week before his wedding, he intends to make himself feel very, very good.

The monumental job of humanizing this pair of losers falls on the shoulders of Maya (Virginia Madsen), a wine shaman who has tapped directly into wine’s life forces, and Stephanie (Sandra Oh), an untethered spirit willing to share her love of life, and wine, freely. The inevitable conflict between the boys starts when Jack finagles dinner dates with the women, who Miles is certain will want to drink wine that undermines his carefully constructed sense of self-worth.

“If anyone orders Merlot, I’m leaving. I am not drinking any ... Merlot!” screams Miles in a restaurant parking lot.

“Everyone gets that joke,” says Payne, smiling proudly but quickly giving credit for the line to Rex Pickett, who wrote the novel on which the film is based. “It’s the biggest laugh in the movie.”

There’s a little wine geek in most of us, according to Payne.

“We all know that Merlot, along with Chardonnay, are the cliched wines of choice,” he explains, somewhat impatiently. “While there are several wonderful Merlots -- Chateau Petrus is one of the greatest wines in the world, and it’s 100% Merlot -- most of the stuff everyone drinks is bad, flabby wine. Unimpressive, bland in the mouth, possibly over-oaked to cover up its flaws.” Then, morphing from Miles to Jack in the blink of an eye, Payne notes that the second biggest laugh in the movie involves a long, addled disquisition on the Loire wine Vouvray.

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‘The possibilities of wine’

Payne came to his wine movie with plenty of bottles under his belt, and strong opinions. “Wine should be inclusive, not exclusive,” he says, noting that it offers a “transformative” experience when shared frequently with friends. In short, the more wine we drink, the better off we are.

In “Sideways,” Payne uses Maya to convey his philosophy. “When she tells Miles that wine is alive, that it is changing, evolving, and connects you to the earth and to life, I believe that too,” says Payne. “Hey, I made a whole film about it.” When Maya tells Miles that a super-Tuscan wine, a 1988 Sassicaia, was her initial wine revelation, that too is Payne talking. “Drinking it, I realized the possibilities of wine,” he says.

The son of Greek restaurateurs in Omaha -- “a 24-hour steaks, chops and seafood place that looked like Musso & Frank but felt like Canter’s” -- Payne says he was always aware of fine wine. But it wasn’t until he signed his first Hollywood writing and directing deal in 1990 that he allowed himself to splurge on it, spending $5,000 on bottles from several top Bordeaux chateaux, some California Cabernets and a handful of Spanish wines from Ribera del Duero.

“It’s an investment in your future happiness. A gift from your younger self to your old self,” he says.

Calling himself an autodidact with wine and food, Payne learned to cook by watching Jacques Pepin videos. “A recipe is a recipe. Pepin teaches you technique,” he says.

To learn about wine, his process involved mostly reading, drinking and relying on a couple of wine merchants willing to tutor him. Before making the film, he’d visited France and Italy, but not Napa and Sonoma. He had spent only a little time in Santa Barbara, California’s perennially “emerging” wine region, which finally is moving out from under the long shadow of Northern California: Jim Clendenen’s Au Bon Climat and Andrew Murray’s wines have gained international followings, and a new generation of young vintners is grabbing headlines with powerful Pinot Noirs and roasty Rhone Valley blends.

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With Pickett in tow, Payne got acquainted with the novelist and his subject by touring every Santa Barbara County winery with a tasting room, and, of course, tasting every available wine. The two relived the novel, which loosely fictionalizes a week when Pickett acted as a wine tour guide and debauchery coordinator for one of his friends.

A filmmaker in his own right, Pickett has written and directed two independent features, and wrote the short film “My Mother Dreams the Satan’s Disciples in New York,” which won the 1999 Academy Award for best live-action short.

Payne and his longtime writing collaborator Jim Taylor broke with habits and stuck closely to Pickett’s novel when they wrote the “Sideways” screenplay. “We were faithful to the novel,” says Payne, “lifting more from the novel, both structure and dialogue, than we did with any of our previous screenplays.”

The characters and most of the story lines lent themselves well to Payne’s no-gloss look. There is no giggling at the kitschy windmills of Solvang. Miles and Jack stay in a charmless motel room without the slightest cinematic enhancement. The waitresses at the Hitching Post in Buellton wear the same 1970s-era uniforms they always wear.

“How could you play up the kitsch of Solvang more than they do? All you have to do is show things. Reality is always more ridiculous,” he says.

The scenery, however, presented a challenge to the sharp-focused director. The rolling hills of the Santa Ynez Valley and Santa Rita Hills’ steep vineyards wrapped in fog are panoramas that demand lingering, loving camera work. Reality is just plain beautiful in Santa Barbara’s wine country.

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The shift from severe to serene was an adjustment for Payne. “It’s a side of myself [director of photography Phedon Papamichael] said I needed to embrace. The romantic side,” says Payne, noting that Papamichael admonished him to slow down to let the countryside come to life.

From the earliest pre-production, Payne lived among the wineries and vineyards, making his home on a five-acre horse farm in Santa Ynez. From there, he scouted locations, cast the film and otherwise lived the wine country life.

Last September, he started the 54-day shoot. “I didn’t go back often. And when I did, I couldn’t stand L.A. It’s a drag visiting the city when you live in the country. All of those people, clamoring and anxious.”

A little local flavor

At lunch at the Los Olivos Cafe -- the restaurant where Miles and Jack have their first dinner with Maya and Stephanie -- Payne is accompanied by Sandra Oh, his wife. A bottle of 2001 Palmina Pinot Grigio is on the table. It may be one of the few local wines that isn’t featured in “Sideways.” (Some that are: Andrew Murray, Fiddlehead, Sea Smoke, Au Bon Climat, Sanford, Kalyra, M, Lucas & Lewellen, Whitcraft, Byron, Hitching Post.)

“It’s gonzo that way. You have two guys who are drinking through the whole film,” says Payne. But showing every label? “People who are interested in wine will be watching the movie, and they are going to want to know what the wine is.” There was no quid pro quo for access or money, he says. “But I wouldn’t mind receiving a case or two of wine from them as a thank-you,” he says.

Andrew Murray was the only vintner whom Payne felt obligated to feature. Up on Foxen Canyon Road, “he let us crawl all over his vineyard for days and days without charging us anything,” he says.

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Murray’s movie moment, however, is a bit of a knock. As Miles starts to wax enthusiastically about a Murray Syrah, Maya cuts him short, saying, “I think they overdid it. Too much alcohol; overwhelms the fruit.” It’s something many wine critics say about the whole region. Murray signed off on the line, admitting that it was a valid criticism.

Back in Los Angeles to edit and mix his film, Payne was determined to practice what he preaches. Every evening at 6:30 was “wine o’clock” when Payne would open a bottle featured in the film to share a glass of inspiration with his crew. If wine truly is the essence of life and drinking it is a path to enlightenment, then let the wine flow.

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