Manderlay

Part two of Lars von Trier's U.S. trilogy is less engaging than "Dogville" but still a vivid and inventive piece of filmmaking from one of the medium's most innovative artists. Again shooting on a soundstage devoid of conventional sets, von Trier centers his action on a Depression-era plantation where slavery persists. "Manderlay" makes less of an impression than "Dogville" because it places issues before character, substituting the first film's larger-than-life stars, Nicole Kidman and James Caan, with the decidedly lower-key Bryce Dallas Howard and Willem Dafoe. But like its predecessor, the film is sure to provoke a reactionary response among those critics who see only anti-Americanism in the Danish provocateur's typically irreverent exploration of difficult questions. (Von Trier has pushed back the third installment, "Washington," until 2007 while he takes a break to shoot his second Dogme film.)

The story, again narrated with silken sarcasm by John Hurt, unfolds in eight chapters. In 1933, after their dramatic exit from Dogville, Grace (Howard) and her father (Dafoe) travel across the South -- a white paper map with black lettering -- with his caravan of gangsters. Bristling at his every utterance, Grace is only too eager for an excuse to part ways, and finds it when a woman rushes out the gates of Manderlay plantation, pleading for help. Seventy years after abolition, Manderlay runs on human bondage, much to earnest Grace's outrage (Howard's Grace is far less complex than Kidman's). Spurred by her father's insistence that it's just a "local matter" and the death of plantation matriarch Mam (Lauren Bacall), Grace stays to guide Manderlay's black workers through the transition to freedom.

Grace's experiment in liberation neither achieves her lofty ideals nor fulfills her father's cynical predictions. Rolling up her sleeves to teach what she believes are survival skills, she tries to ignore her attraction to the defiantly hostile Timothy (Isaach De Bankolé). There are eye-opening lessons in economics and democracy, with the group using ballots to determine everything from the correct time to punishment by death. Elder house slave Wilhelm (Danny Glover) is most sympathetic to Grace's efforts, but he's harboring a secret that belies much of what she assumes.

Von Trier upends the accepted dialogue on race, pushing past stereotypes and correctness. Though "Manderlay" is more blatantly social than psychological, it does explore the psychology of role-playing, capacity for change and the need for structure and rules. Peter Grant's minimalist design -- a gate, a staircase, a chandelier -- is evocative, and Anthony Dod Mantle's widescreen chiaroscuro infuses the theater/film hybrid with an abstract sense of place. The director again caps the action with a potent end-credits photo essay set to David Bowie's "Young Americans," using dozens of striking archival images to illustrate the hope and pain of intractable contradictions. Starring Bryce Dallas Howard, Isaach De Bankolé, Danny Glover, Willem Dafoe, Michael Abiteboul and Lauren Bacall. Directed and written by Lars von Trier. Produced by Vibeke Windelov. No distributor set. Period drama. Not yet rated. Running time: 139 min