Grade: B+

Steve Buscemi’s second feature (following the little-seen “Trees Lounge”) is an audacious film, though it hardly seems so. It’s just a small prison drama focusing on frail, mousy Ron Decker (Edward Furlong), a young marijuana dealer who’s sentenced to the joint as an example of zero tolerance law enforcement. The kid doesn’t seem to have much chance of surviving long in the hostile environment (at least not unharmed), but he’s “adopted” by older, savvy con Earl Copen (Willem Dafoe), who undertakes to protect him and teach him the ropes, even trying to help him gain release.

Ordinarily one might imagine this relationship either to take a harsh sexual turn, or conversely to turn into a sticky, sentimental tale of platonic friendship behind bars. What’s surprising about “Animal Factory” is that, despite its genre, it avoids the pitfalls on both sides. It emulates neither Frank Darabont’s moving but calculated “The Shawshank Redemption” nor HBO’s powerful but frantic “Oz,” remaining instead nicely understated without being dull. The atmosphere is grim, but it’s never romanticized or exaggerated, and while there are occasional bursts of violence, they’re presented so matter-of-factly as to avoid appearing melodramatic. The connection between Decker and Copen, moreover, is kept satisfyingly ambiguous: sporadically one can feel a hint of sexual tension in it, but that element is never brought to the fore or played up. Instead one glimpses the hardened long-timer making sacrifices on behalf of his younger charge which have a certain gritty nobility to them, and Decker responding with a wary respect that gradually grows into something like real admiration.

The subtlety of characterization is made possible through Buscemi’s deft treatment of his actors, which employs restraint and incisiveness instead of a sledgehammer approach. Dafoe, whose sullen visage can sometimes seem merely impassive, here creates a rich, multi-textured portrait of a complex man with a hard-boiled intelligence, and Furlong puts his natural vulnerability and haunted look to good use as a young man trapped in dangerous circumstances. And the excellence goes well beyond the leads. Seymour Cassel is beautifully laid-back as a guard friendly to Copen, and Tom Arnold, of all people, does a striking turn as a redneck inmate who comes on to Decker. Most ostentatiously of all, Mickey Rourke amazes as a transvestite cellmate of Decker’s named Jan; he doesn’t overplay, but the combination of his buff bod and effeminate ways seems exactly right. All of the lesser-known supporting players offer penetrating performances, too.

“Animal Factory,” based on a novel by Edward Bunker (who has a cameo in the picture, as does Buscemi himself as a world-weary prison official), is probably too modest an effort to attract a wide audience; and its appearance on Cinemax before making its way to a few theatres won’t help, either. But as a depiction of prison conditions it seems remarkably authentic, and as a drama of a sort of redemption behind bars it makes its points with rare understatement; even the ending, which could have been played as a Big Moment, is treated in an almost throwaway fashion. One has to admire Buscemi’s film not only for its achievement, which is considerable, but also for the traps it gingerly avoids, which were equally great.