It's rare to see a movie for women that doesn't shamelessly pander, which is one of the things that makes Nicole Holofcener's Please Give so worthwhile. It's about New York, but it's not about artificial glamor; it's about infidelity but it's not about caddish husbands, blameless wives, and cartoonishly horrible other women; it's about growing up but it's not cute.

Please Give is rated R, partly for swearing and partly for Holofcener's surprising opening sequence-a deliberately unsexy sequence of mammograms. After a few seconds, though, the point of the parade of breasts is pretty clear: There are old women and young women and black women and white women and no two of them are anything alike.

Rebecca (played by Rebecca Hall) is a radiology technician who scans women for breast cancer; she and her callous, beautiful sister Mary (Amanda Peet) regularly visit their grandmother, a cantankerous old lady who lives next door to Kate (Catherine Keener), Alex (Oliver Platt), and their daughter Abby (Sarah Steele).

Kate and Alex sell furniture, most of which they get from estate sales after someone dies. Kate is wracked with guilt over this-she's got a good eye for furniture and gets outrageous bargains from the recently bereaved. Alex, too, is having trouble with guilt-he's having an affair with a much younger woman.

There's so much going on in this movie with every one of its characters that it's impossible to summarize. Suffice it to say that it manages to deal with getting old and being young at the same time, even in the same scene, and that it manages to be sympathetic to all its characters at once. It's the movie equivalent of a Chekhov play. If Greenberg is the indie movie of the season for men, Please Give must be the indie for women. It's smart and difficult and adult in the best way.