Film traces the life of Dorothea, a 55-year-old woman in 1979 Santa Barbara. Rating: 3-and-a-half stars out of 4.

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The drama of Mike Mills’ “20th Century Women” takes place in Annette Bening’s masterful pauses. Watch her, as her character’s 15-year-old son Jamie (Lucas Jade Zumann) reads to her a selection from a feminist essay; she ponders the words, her mouth twisting, unable to fit herself into the space that she hears. “I don’t need a book to know about myself,” she finally says, slowly yet lovingly. In another scene, she listens carefully to punk rock, rolling the sound around in her head. Long pause. “Is it interesting?” she asks.

Bening plays Dorothea, a 55-year-old woman in 1979 Santa Barbara, and in essence the movie is a love letter to her. (She is inspired, Mills has said, by his own mother, just as the filmmaker’s lovely 2011 film “Beginners” was based on his memories of his father.) Her life spans the better part of a century: born in 1924, Dorothea gave birth to her only child at age 40. Now divorced, she lives with Jamie in a rambling old house with a makeshift family: boarders Abbie (Greta Gerwig), a 20-something photographer recovering from cancer treatment, and agreeable handyman William (Billy Crudup); 17-year-old neighbor Julie (Elle Fanning), who finds a haven in Dorothea’s home — and with whom Jamie is hopelessly in love.

An uneventful yet irresistibly honest story unfolds, complete with flashbacks and flash-forwards, in a meticulously re-created time and place (you can almost smell the plaster dust and cigarette ash in Dorothea’s house). Mills adds just a few visual flourishes, letting a couple of scenes fade out into smudged rainbow light, like a Polaroid left in the rain.

Movie Review ★★★½  

‘20th Century Women,’ with Annette Bening, Greta Gerwig, Elle Fanning, Billy Crudup, Lucas Jade Zumann. Written and directed by Mike Mills. 118 minutes. Rated R for sexual material, language, some nudity and brief drug use. Several theaters.

Though all of the performances are compelling (particularly Gerwig’s Abbie, a bundle of quivery, gentle neediness), “20th Century Women” feels a bit empty when Bening isn’t on-screen; we see how Dorothea fills up that vast house with her presence. She’s neither loud nor showy, just definite in her opinions (“Having your heart broken is a tremendous way to learn about the world,” she tells her less-enthused son), open in her outlook and remarkable in her spirit. Her generation, raised in the Depression, watched the world change; now she sits, smoking and observing — and Bening makes of her a master class in film acting. It’s as if she wraps the movie in her comforting murmur, keeping it close; when it’s over, you realize you’ll miss her.