Near the mid-point of writer/director Adrienne Shelly's Waitress, its title character, Jenna (Keri Russell) is about to change. Stuck in a marriage with a possessive lout and facing a pregnancy that only makes her feel more desperate and trapped, Jenna finds her only pleasure in making much-loved pies at the diner where she works. But after developing an improbable relationship with her new, married gynecologist, Dr. Pomatter (Nathan Fillion), Jenna is on the verge of a change in her life. In a montage set to Cake's "Short Skirt/Long Jacket," a puzzled expression on Jenna's face gradually shifts to a megawatt smile she carries everywhere she goes. With a brilliant bit of visual shorthand, Shelly conveys not just that Jenna is now happy, but that she had to get there from a place where she had to figure out what happiness actually feels like.

It's important, I think, to start there, and not with the back-story that cloaks most everything else you could have read about Waitress. Yes, Shelly died in a tragic, highly-publicized incident last fall. The film's premiere at this year's Sundance Film Festival was emotional, and there's an inevitable desire to look at the film through the lens of the filmmaker's passing. But it does a disservice to Shelly's work to approach as something to feel sorry for. Waitress doesn't need a pat on the head simply because its creator was murdered -- it's too beautifully crafted to be diminished in that way.

She begins with the kind of quirky setting that might easily become oppressive without the proper touch. Jenna shares her miseries with her two co-workers and best gal pals, Becky (Curb Your Enthusiasm's Cheryl Hines) and Dawn (Shelly herself). The diner's curmudgeonly owner, Joe (Andy Griffith), seems to delight in tormenting his staff with his meticulously picky meal orders. Jenna's husband Earl (Jeremy Sisto) announces his arrival to pick her up from work by leaning on his horn from half a mile away. Jenna pours her frustrations into her pies, creating desserts named for her unique life predicaments ("I Can't Handle an Affair Because It's Wrong & I Don't Want Earl to Kill Me Pie"). Everything could feel like it belongs in a sit-com, yet it never quite does.

That's because Shelly somehow negotiates a tricky tightrope walk between the fairy-tale gloss she casts over the story and the fundamental dissatisfaction in her characters' lives. While the specific location is never named, Shelly's approach to her narrative suggests a segment of the American South where abortion isn't ever really a thought in Jenna's mind, and the disappointments of a bad marital choice become a burden you just have to bear. Hers is a tale of making peace with the way life doesn't turn out quite the way you envisioned -- even if, in one of the film's ickier developments, it means giving in and dating a guy who's practically a stalker.

Yet even on the rare occasions when Shelly stumbles, the good will Waitress builds up carries it through. The performances are uniformly lovely, with Russell and Fillion in particular finding a wonderful tone for their guilt-ridden coupling. And considering that the film ultimately plays out as a love letter to relationships between mothers and daughters, Shelly hits some effectively tart notes, as when Jenna composes bitter letters to her unborn child that begin, "Dear damn baby."

And naturally, the motherhood angle brings things back around to Shelly's death, and the fact that she left behind her own young daughter. If you knew that fact, you'd have to have a heart of stone not to be moved by Waitress' closing moments -- but I'd also argue that they're pretty moving regardless of real-world events. As a fresh, funny and heartwarming piece of movie-making, Waitress doesn't need your sympathy. The film -- and Shelly's memory -- deserve better.

WAITRESS

***1/2 (three and a half out of four stars)

Starring: Keri Russell, Nathan Fillion, Jeremy Sisto

Directed by Adrienne Shelly

Rated PG-13.