Writer-director John Carney replays his greatest hit with "Begin Again," a semi-successful attempt to re-create the magic of the Oscar-winning musical "Once," only this time in New York and with a big-name cast.

Get past the wildly improbable "music biz" moments and impromptu performances that feel anything but impromptu, and this all-star cast and several utterly charming scenes give it a sparkle that overcomes the manufactured/trying-too-hard feel of it.

Keira Knightley is a British singer-songwriter summoned, reluctantly, on stage by a busker-pal who is performing in an intimate, down-market bar in Manhattan. Mark Ruffalo plays the only guy paying attention, standing, staring, transfixed by her performance.

A flashback takes us through the bad day Dan Mulligan's had, leading to that moment. He's a drunken has-been of a music "A & R Man," an "artists and repertoire" guru who had the record label he started snatched away from him by his partner (Mos Def).

Carney and Ruffalo give this guy a colorful story in just a few short scenes. He drives a battered '60s Jaguar (the "Car with Character") that he probably bought the one time he had some money, flinging inferior demo CDs out the window as he rumbles down the street, a "prospector mining for gold." He's broke, separated from his wife (Catherine Keener) and distant from his tarted-up teen daughter (Hailee Steinfeld of "True Grit").


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Another flashback shows us the singer's day. Gretta (Knightley) came to New York with Dave, her singer-songwriter beau (Maroon 5 singer Adam Levine), just tagging along, sharing songs and ideas with him. But on this day, he dumped her.

So it's desperate music industry dude grabbing for sad-eyed, rejected Brit, with promises of making her the Next Big Thing. If only she'll have him, and maybe sell out a little. If only he can find a way to make a demo with her. If only every single obstacle can be kicked aside with no more effort than it takes for a movie star to fake playing a guitar.

Carney wrote some lovely, music-savvy scenes, and this cast plays the heck out of them. Gretta's discovery that Dave is cheating on her comes from her realizing he didn't write his new song for her. Ruffalo makes Dan's drunken A& R sales pitch patter sing.

And Carney finds novel ways to film the familiar road signs of the many "How I broke into the music biz" scenes. Dan hears and visualizes Gretta's first song, seeing and hearing the drums (no drummer), violin (not played by anyone), cello and other instruments fleshing the tune out. No recording studio? They'll cut her demo on the streets of New York -- in Washington Square Park, on a Central Park lake -- on the fly.

Winning moments aside, "Begin Again" is an uneven, slick and gimmicky picture, with pleasant alt-pop songs and lovely suggestions of how people passionate for music relate to each other. Knightley, doing her own singing, has never been more charming.

But Ruffalo's Dan, wearing his headphones and staring out at a typical New York street corner, delivers the backhanded compliment that captures the movie's shortcomings in a sentence.

"With music, even the most banal scenes are invested with magic."

'Begin Again'
H *
Rating: R (for language)
Cast: Keira Knightley, Mark Ruffalo, Adam Levine, Hailee Steinfeld, Catherine Keener
Director and writer:
John Carney
Running time: 1 hour,
41 minutes