The old man trudges through the snow, his crooked legs giving him a bizarre gait akin to that of some ancient nomad, perhaps from another planet. He marches along the highway, and continues walking even after a police officer calls after him. When the officer touches the old man’s arm, the disgruntled geriatric suddenly turns, as if awoken from some vivid dream. These are the first moments of Alexander Payne’s newest film, Nebraska, and I was completely intrigued by the old man, where he was going, and just exactly where the hell he’d come from. I’m happy to say that as the film continued, my fascination with this character never subsided.

This old man’s name is Woody Grant, and he is played by Bruce Dern, that marvelous character actor who was a part of the New Hollywood Generation that churned out distinctly odd and intensely personal films during the 1970s. He is on his way to Lincoln, Nebraska, to cash in a sweepstakes ticket that happily informs him he has won one million dollars. Of course, the letter is a scam in the form of an advertisement for a magazine subscription, which the old man’s exasperated son, David, (SNL alum Will Forte) reiterates bluntly. Yet the old man will not, or perhaps is simply unable to, listen and is determined to receive the prize he believes he deserves, and his son decides to do his father a favor and drive him out to Lincoln. Why? Perhaps because his life as an employee at Circuit City leaves him unfulfilled, he is unable to maintain a relationship with his former girlfriend, and it just might do the old man some good before he loses any grasp of reality he has left.

So the two set out and make a few pit stops along the way, including a hilarious visit of Mt. Rushmore (“Lincoln doesn’t look finished!”, the old man snidely scoffs), before resting in Hawthorne with family and friends. Despite David’s urgings to not mention the letter to anyone, Woody remarks on his achievement on becoming a “millionaire”. Family members all congratulate them, and most seem to give subtle hints about how it sure would be nice if Woody could share some of his newfound wealth. His old friends are equally fascinated, none more than Ed Pegram (Stacy Keach), Woody’s old business partner who confides in David that Woody owes him a great deal of money, otherwise he might have to do something about it. “Are you threatening my family?”, David asks almost incredulous at the guff of this entrepreneur. “Threatening? No, because that would be wrong.”, Pegram says with forced folksy sincerity.

It is only in time that David learns the depths of Pegram’s cruelty towards his father, as well as some of Woody’s past. I will leave David’s discoveries unspoiled, yet I will only remark that they give a fuller portrait of the old man while nevertheless leaving some of his life story shrouded in mystery. What we come to see is an ornery old man who doesn’t quite have a grasp on how to be a father; he rarely shows affection towards David or his other son Ross (Bob Odenkirk), is prone to heavy drinking, and even calls his own son a “little shit”. Yet here is a man who, by all accounts, takes whatever life has given him at face value. He has no ulterior motives, no capacity for manipulation, just an honest disposition. His wife (Jane Squib) knows this, which makes her intensely defensive of him if also extremely critical of his naivete, and David comes to know this as well. If anything, it’s this sense of understanding, while never excusing or sentimentalizing the old man’s crassness, that becomes the film’s strongest asset.

As mentioned earlier, Dern starred in several classic 1970s countercultural films, and it seems as if Payne was inspired by them (the opening Paramount logo harkens back to the era), none moreso than Peter Bogdanovich’s The Last Picture Show. That film, like Nebraska, was shot in crisp black & white photography and also dealt with small-town America and the desperation, cruelty, and regrets of the past found therein. Payne’s film is less bleak than that American classic, and not nearly as great. Many of the side characters aren’t as well-rounded as his two protagonists, and the story does take some predictable turns, most notably in the revelation of Woody’s false winnings. Yet Woody himself is such a remarkable character, and his relationship with David so wonderfully nuanced, that he completely earns our attention and even a little of our sympathy. As for David himself, what he learns isn’t transcribed for the sake of the audience, nor does it need to be.

Neither father nor son tell the other once that they love each other, nor do they ever share a hug. Yet take heed of David’s actions for his father in the end, and pay close attention to the brief glimpse the old man gives his son near the closing moments. It’s fleeting, yet his gaze says enough.

Nebraska opens in select cities November 15th and will expand nationwide in the coming weeks