With 'Curb' ending, Hines is moving on and up

NEW YORK -- Cheryl Hines isn't known for her restraint.

Having spent the past seven years facing off with the irascible Larry David on HBO's improvisational comedy "Curb Your Enthusiasm," the petite comedian has mastered the wide-eyed look of bewilderment, the sarcastic retort, and innumerable other insta-responses to jarring situations. But ask the 41-year-old actress to comment on the difficulties involved with promoting "Waitress," a sweetly quirky comedy co starring Keri Russell (TV's "Felicity") opening Friday, and her face goes uncharacteristically blank for a moment.

"It's hard to describe it to someone," says Hines, simply. "It's just very bittersweet."

Bittersweet is an understatement. "Waitress," of course, is the third and final film written and directed by the late Adrienne Shelly . Discovered by the auteur Hal Hartley in the late 1980s, the 40-year-old married mother of one was waiting to hear if the Sundance Film Festival had accepted her cinematic confection when she was killed last November . A construction worker in the building where she had an office has been charged with her murder. But amid the tragedy, critics have been impressed with "Waitress," and Hines's performance in particular. After 15 years of struggle and too many saintly wife roles to count, the tiny actress with a distinctively tinny voice is poised for her close-up.

In "Waitress," Hines plays Becky, the brassiest of the three Deep South servers at Joe's Diner. Married to an "invalid" and obsessively worried about the droopiness of her chest, Becky spends her days gossiping with fellow waitresses Jenna (Russell), a pregnant "pie genius" caught between her borderline-abusive husband Earl (Jeremy Sisto ) and her very adorable, but very married ob-gyn Dr. Pomatter (Nathan Fillion ), and shy Dawn (Shelly), a lovelorn gal who finds happiness with a poetry-spewing stalker.

"I love the world that Adrienne created, with very colorful, yet very real characters," says Hines, who was attracted to the film's balance of whimsy and reality. Chatting from a Manhattan hotel and dressed comfortably in an emerald-colored blouse and dark rinse jeans, the actress also praises the film's "happy enough" tone. "It was a good representation of life and who people really are. Most people are quirky and in this film, something new is revealed every 10 minutes and it completely draws you in."

Shot rapid-fire over 20 days in Santa Clarita, Calif., in late 2005, "Waitress" ushered its supporting characters in and off the set, but thanks to an extended rehearsal period and passion for the project, Hines developed a close connection with her director and co stars. "Adrienne and I really bonded because we both have daughters that are the same age," says Hines, whose daughter with husband-manager Paul Young was born in 2004.

"There was certainly an emotional connection," says Russell. "We'd sit around and talk about motherhood and babies. That part of our characters' relationship -- the in-depth closeness between the women, especially Southern women -- was very real. We were a happy, real family, especially with Cheryl constantly cracking us up with all these stories she would tell between scenes."

"Cheryl's just a riot," says producer Michael Roiff . "In addition to the stories, she always had this little dance she would do around us; I'd say she's even funnier in real life."

But for all the goofiness and camaraderie between co stars, the shoot, given the film's limited budget and production schedule, was extremely streamlined. "Adrienne was very specific in her vision, and that's what we stuck to," says Hines, who adds that given Shelly's clear-cut directions, the improvisational skills that helped launch her career were allowed to take a backseat.

Growing up in Tallahassee, Hines discovered acting in high school after getting suspended from the cheerleading squad for poor grades in citizenship. Following brief stints in cosmetology school and at Universal Studios, the aspiring actress moved to California and courtesy of a chance encounter with a sister of the late comedian Phil Hartman , decided to take lessons with the legendary Groundlings comedy troupe. Improvisational comedy proved to be her niche, and she was quickly asked to join the show as a performer and stayed for three years.

"It's an intense program," says Hines. "You really are put through the ringer. You're writing a ton of comedy sketches, creating characters, and improvising, and like a grad program, you're surrounded by brilliant people. It's very inspirational."

For a taste of the Groundlings' caliber, Hines's fellow performers at the time included Maya Rudolph , Will Forte , and Kristen Wiig , all of whom are currently featured on "Saturday Night Live" -- a show Hines regrets not being able to add to her resume.

"I would have loved to have tried out for 'SNL,' but you don't get to just because you want to," she says. "It's all about timing -- if they're looking for women, or a certain type, or whatever. So sadly, it wasn't in the cards."

To make ends meet, Hines also worked as a personal assistant to director Rob Reiner and his family. "I was actually working for Rob when I got 'Curb Your Enthusiasm,' " Hines says. "Rob and Larry were friends and I remember Rob asking me if I was really going to be playing Larry's wife, and when I said I was, he just blurted out, 'How did that happen?' Rob knew I was an actress, but I think it was odd for him to see his worlds collide like that."

The critical and commercial success of "Curb" became an invitation to other roles for Hines, albeit ones limited in scope. In typical Hollywood fashion, the actress was typecast as the beleaguered wife ( see last year's "RV," co starring Robin Williams, and "Keeping Up With the Steins," with Jeremy Piven -- or not). Even on the quickly cancel ed 2004 CGI series "Father of the Pride," Hines voiced an exasperated lioness married to John Goodman's Vegas-raised king of the jungle.

But now that the final season of "Curb" is in the can -- it airs in the fall on HBO -- Hines is finally focusing on herself. In addition to "Waitress," the real-life poker fiend was in "The Grand," an improvisational cards comedy co-starring Woody Harrelson and David Cross that debuted at the Tribeca Film Festival in late April ("We played poker for real in the movie to see who won"). And while "Campus Ladies," her improv show for the Oxygen network about two middle-aged women who resume their pursuit of a higher education, is not being renewed, she is undauntedly producing another show titled "Hollywood Residential" for the Starz network.

"The show is about this guy who has a home-improvement show for celebrities, and you get to see what goes on behind the scenes and how he manages to screw [the house] up every time he meets another star," says Hines. She has also written, with her friend Julie Welch , a show about celebrity assistants, based on her time with Reiner. "It's for E!, and hopefully we'll be shooting the pilot this summer. I won't be in it, but I will be writing and producing it."

Hines has also lent her distinctive twang to the upcoming animated film "The Legend of Secret Pass" and is currently doing a voice - over for a film titled " 'Space Chimps'!" she says with gleeful fake bow. "Thank you."

Kidding aside, the actress is thankful for the recent shift in opportunities in her career. "It's normally been hard for me to pass on projects, but it's a little easier now that there are more scripts being sent to me. And I definitely want to continue with acting," says Hines.

"It's going to be tough to follow a television career after 'Curb' because it was so extraordinary. But I loved being in ' Waitress ' and this whole experience has been so gratifying and truly moving, I want to keep experiencing projects like this."

Michelle Kung can be reached at michelle.kung@gmail.com.