A low-ranking samurai in the waning days of the Edo period, Hiroyuki Sanada scrupulously fulfills his duties; when the day is done, he leaves for home to care for his two motherless children and senile mother. His fellow samurai unkindly name him "Twilight" for his habit of hastily departing at dusk, little suspecting that their own time has begun to dim around them. It's a heavy-handed piece of irony, but one Yoji Yamada's film handles with just the right amount of grace, albeit at too stately a pace.

Yamada won a loyal following for bringing gentle humanism to the Tora-san movies, the long-running adventures of a bumbling peddler. (The series stretched to 48 entries and might still be going, if not for the death of their star, Atsumi Kiyoshi.) In Twilight Samurai, Yamada even invests the fight scenes with a sense of fragility. Sanada never professes to be a master swordsman, and when a local bully hectors him into a duel, he seems as genuinely apprehensive as he is committed to bringing the bully down with a less-than-lethal wooden blade. A truly honorable man, Sanada is even careful with the feelings of those who would kill him.


That same carefulness has a way of working against Sanada's happiness. When his childhood friend Rie Miyazawa divorces her abusive husband and seeks comfort in Sanada's arms, he rejects her out of fear that she'd never learn to live on his modest income. Yamada keeps returning to their thwarted love, landing some none-too-subtle criticisms of class systems in the process. Though Twilight Samurai maintains a faintly elegiac tone, it finds little cause for nostalgia: When Sanada and his family spend the day gathering herbs by the river, they have a great time, until the malnourished body of a peasant boy floats downstream.

Sanada plays his part with stoic restraint. When, given an absurd and life-threatening assignment, he threatens to break under the strain, he doesn't need histrionics to make his point. He's a fine anchor for a film, but the problem is that Twilight Samurai isn't lacking in anchors. Yamada takes a long time to move the story from place to place: Never wanting his audience to miss a beat, he makes sure the dialogue explains what he's already shown. The film is a bit of a slog, but in the end, it's a slog worth taking, thanks to a strange, moving ending that reduces the samurai era's codes of warfare, class, and honor down to two men meeting face to face. It makes for a fitting, bittersweet farewell for a bygone way of life that doesn't even need an assist from Tom Cruise.