SONGWRITER is not a movie to gauge on first look. It sneaks up on you--but in the way a drawling good ol' Texan boy sidles up to tell a juicy tall talc. The movie, while well-timed and drily witty, takes unpredictable, endearing turns just when you thought you had it pegged.

Blackie Buck (Kris Kristofferson) is the narrator of Songwriter; a drawling Austin maverick, he prepares to relate some of the more bizarre moments in the stormy country music career of Doc Jenkins (Willie Nelson), singing poet-turned-mogul.

"It started out the three of us, me and Doc and Honey." The trio is first seen performing some honky-tonk behind a wire fence as the roadies loss a beer bottle or two at them. Jenkins, we learn, has survived a lot more than this along the way, and this opening credit sequence qualifies as a classic bit of compacting.

"Quick scenes speak volumes: first, there's the trio, then a baby, then another. Mother Honey Carder (Melinda Dillon) quits the road to care for them and then quits the marriage as Doc's partying gets out of hand. Doc is not lucky in love or money, but some ideas are worse than others a fast-food joint named "Doc Jenkins' Chicken Fried German Food To Go" fails fast.

Doc's life resembles a far-fetched hard-luck version of the actual Willie Nelson saga, but it is first and foremost a rolling, highly entertaining chronicle of its own. I all of all kinds of deadpan golden nuggets of humor--greasy, love-to-hate-'em Williams; imperfect but irresistable heroes; hard drinking, good friends, good loving, heartache, strumming acoustic guitar accompaniment--the tale can sound too much like your generic hit country song. But as Doc sings, "We write what we live And we live what we write." And Bud Shrake's off-beat, unpretentious script and Man Rudolph's even-tempered, lively direction raise the film above good of boy mediocrity.

SCHEMING, CHEATING lawyers, sleazy agents, and proudly ruthless promoters are responsible for the majority of Doc's problems and much of the dizziness of the script. When the narrative actually sets off. Doc has abandoned touring and Blackie to seek greater song-writing profits. But stuck in considerable debt and creatively bankrupt--he has unwittingly sold the rights to his songs--Doc must adopt a tough counter-strategy against the unsavory tactics of Nashville music manager Rodeo Rocky (Richard Sarafian). After an implausibly easy arson job, he takes off to Austin to form his own record label and write songs under other people's names.

Enter Gilda (Lesley Ann Warren), a singer probably more reminiscent of Vegas glitz than bittersweet ballads, who agrees to front Doc's first song.

On the road out of his huge mess, there is enough Southern spice and authenticity to keep the film original and diverting. Rudolph has captured a convincingly real sense of the offstage lives, complete with amiable wild-man behavior, recording session, groupies, tour bus talk, and deal-making-and breaking. And the image of a corrupt dise jockey (Rip Torn) who insists. "Payola isn't dead down here--it's not even sick" is candidly refreshing. Although the music segments in the film do not match Nelson's or Kristofferson's "real life" shows, they do impart a pleasant, down-home charge of energy.

Much of the appeal of Songwriter lies in the good-naturedness of the central character. Does Jenkins, unconventional and confident in his talents, can get away with stating "I couldn't hate anybody" without seeming a tool Nelson plays Doc flawlessly: that is, flaw fully: wrinkles, thick headedness, and all. Lined by years of tequila nights and bloody mornings. Nelson's face is perfect for his role. In Songwriter, his fifth movie. Nelson exhibits such case and warmth that the special chemistry he strikes with Kristofferson redeems the more mediocre soundtrack.

Kristofferson writes and performs several driving good time tunes here, but his charm is most impressive in the casualness with which he delivers such lines as "The only reason I drink is so that people won't think I'm a dope fiend." Dillon has mastered the nurturing mother figure and Torn, perhaps the most flexible film actor around, fully mines this caricature of unprincipled greed. The rest of the cast seems to be a merry bunch of natural role-players and con men; the rare awkward line is pardonable.

Though the concept behind Songwriter has been kicking around since 1978, the movie never seems labored. Written by Nelson's good friend, novelist-screenwriter Shrake, the script freely betrays a real family and its affection for the musicians and the on-the-road-again way of life. Songwriter gives a taste of Austin, spirited style and music, along with a playful, rambunctious storyline. It is an avant-garde film of seething social commentary, Songwriter offers an example of smooth-talking Texan optimism.