C'era una volta in Inghilterra

Within the space of only a couple of years and with only his third film, Shane Meadows has joined Ken Loach and Mike Leigh as one of the (now) three British Directors whose films are simply unmissable by virtue of their director. Softer and gentler and therefore more accessible than either of it's predecessors, "Once upon a time in the Midlands" is a delight from start to finish. While "Twentyfourseven" and "A Room for Romeo Brass" were almost neo-realist in the Italian sense of the term, "Once upon a time ..." (the title alone eludes to the 'Italian' westerns) makes no such claims on "realism" reworking instead the classic western formula and laying it down in, of all places, Nottingham.

Shirley and Dec are happily unmarried in their extended family that comprises Shirley's daughter by her former partner Jimmy as well as Jimmy's foster-sister Carol and her country-and-western mad husband Charlie and their children. Things come to a head right at the start of the film when Dec proposes to Shirley on one of those dreadful TV audience participation shows (Sorry, Vanessa!) and she turns him down. Cue Jimmy, who has seen the show up in Glasgow, to ride into town to claim back Shirley.

What begins as broad comedy soon turns, if not quite sour, then at least darker and more poignant. Meadows' achievement is to allow his characters to behave humanely and realistically in situations that are often one step removed from 'realism' (and this time round he allows us the privilege of a happy ending). And if, in the end, it is this sense of the magical that detracts from the hammer-blows of "Romeo Brass" it remains a pleasure to spend a couple of hours in the company of these people.

The performances are, of course, superb (and Meadows is the best director of children working in cinema that I can think of). We expect nothing less of Kathy Burke and Robert Carlisle and Ricky Tomlinson but it is Shirley Henderson and Rhys Ifans as Shirley and Dek who are truly magnificent (they make you care deeply what happens to them) and as Shirley's daughter Finn Atkins is a real find.

I have just spent a couple of hours recently in the company of the characters who peopled Ken Loach's "Sweet Sixteen" and while admiring the brilliance of Loach's technique, still staggered out of the cinema in a state approaching despair. The lives of the people in Meadows' film aren't necessarily much better but, by God, there's hope there and for now that will do very nicely, thank you.

When they appear on a daytime chat show, Dek surprises his girlfriend Shirley by proposing to her, only to have her say no. Shirley's ex and father of her daughter, Marlene, sees the show and leaves Glasgow with stolen money to try to reclaim her. His arrival in the one-horse town of Nottingham sparks a Western style stand off between Dek and Jimmy.

The third part in his trilogy is Meadow's most accessible film and his lightest in style. It is also likely to be FilmFour's swan-song now that it is packing up shop for good. The plot is basically a relationship drama but it is packed with enough nice touches to make it feel more than that. The mix of comedy and drama is good and the `tinned spaghetti western' feel to it manages to be clever and consistent without overpowering the film.

The story does dip in the final third however – the comedy dries up and the central drama between Jimmy, Dek and Shirley comes to the fore. The other characters vanish and the subplot (Jimmy being chased by his ex-gang) just seems to stop for 30 minutes. This dip is still OK but it did feel like it had nowhere to go and was just treading water to fill out the running time.

Apart from this dip the film has much to enjoy. The comedy is good and realistic for the setting. The many characters make for a family feel rather than a simple love triangle tale and the western music and spaghetti clichés are used well without being forced down your throat. The film does also rest on several really good performances.

Ifans is absolutely great – he manages to make Dek a cowardly clown but also very relateable and sympathetic. Add to this a good (if a little mousy) Henderson and a superb turn by Atkins and the main trio are brilliant. Carlyle doesn't work as well and his character is too obvious, changing when he has got his way etc, and doesn't grab attention in the way he can. Burke, Tomlinson and the various support cast are very funny but also very real. Cosmo is good and tough as always and gets plenty of surreal comedy (why do they keep stealing wholly inappropriate vehicles!?) and key a sharp eye out for a downright unusual cameo from comedy duo Vic Reeves and bob Mortimer.

Overall the parts don't all manage to come together but for the most part it is a great mix of comedy and drama carried off by some very good performances. However when the film focuses totally on the triangle at the centre it appears to run out of steam for a while and have little to do but wait for the final showdown.

Firstly, let me say how much I like Shane Meadow's work (particularly 'A Room For Romeo Brass'). However 'Once Upon a Time in The Midlands' is, in my opinion, his weakest work to date. That's not to say it isn't a good film, it is, but somewhere along the line the Meadow's formula went wrong. It smacks of too much development, something Meadows complained about himself, almost as if Film Four wanted to bottle the distinctive spirit of his earlier work, mass produce it and sell it to the widest audience possible. The characters end up as caricatures and whereas previous Meadows films examined the wonderful humanity and quiet dignity inherent in everyday life this one ends up in danger of being patronising to its subjects. The title and tag line are great but I wonder if they weren't thought up before the actual story and at the expense of the film. I personally found the Western elements a little superfluous, the deluge of famous faces distracting (what on Earth are Reeves and Mortimer doing as clowns?!), and the Glasgow gangsters subplot unnecessary. Once these elements fall by the wayside however, as they do in the second half, the film settles down into telling a decent little story. The central love triangle comes to the fore and we actually begin to connect with the characters. All the performances are good but special mention must go to young Finn Atkins who is outstanding. If this is your first taste of Meadows then don't be put off, just know that there are better films in his back catelogue than this. The 2 disc DVD is worth investing in though as the extras include Shane's World and a really nice documentary on the film's promotional tour.

Shane Meadows' first film, 'TwentyFour Seven', was dark, intense and arty; his second, 'A Room for Romeo Brass', is one my favourite movies, atmospheric, wildly funny and moving. But this, his third film, is not quite as brilliant, and indeed Meadows has acknowledged it as something of a wrong turn. Compared to it's predecessors, the mood is less claustrophobic, the humour a bit broader brush, and ultimately the movie is less poignant. Perhaps part of the problem is that whereas one of the highlights of Meadows' earlier films were the brilliant performances he coaxed out of largely unknown actors (Bob Hoskins was just about the only name of note in them), this film features a regular gallery of Brit-acting talent: Robert Carlyle, Kathy Burke, Ricky Tomslinson and Rhys Ifans. And while I have enjoyed movies featuring all of these actors, it's a bit hard, especially in the case of Tomlinson, to really see them in their roles, as opposed to as themselves. Sometimes, they almost seem to be performing too hard to fit into Meadows' sparsely filmed backdrops. One can also note that the cod-western theme is pursued with insufficient vigour to really define the movie. I don't want to be too harsh on the film overall, because there are still some very funny moments and excellent acting from Shirley Henderson and the young Finn Atkins. But it's certainly less ambitious than its two predecessors, which set the highest of standards by which to judge their successors.

The hidden theme in this film is insipid. The daughter Marlene is the adult, while her parents, Jimmy and Shirley, are still children. Jimmy's primary school labeled him the toughest little booger in his class, and he still absurdly relishes the role. Shirley is a silly oversized thirteen-year-old who has two boys interested in her, and she flits back and forth between them as her adolescent whims take her. However, Marlene (the chronological child) is the adult who knows exactly what's best for all. Dek is also a grown-up: responsible, hard-working and kind, although naive.

Near the end Marlene wants to run away with Dek. This wasn't a bad idea. Allowing for another ten years or so for Marlene to come of age, the two of them might have been a very happy, stable couple.