Starring Luke Kirby, Keith Carradine, and Rachael Leigh Cook. Rated 14A.

Aspiring young filmmakers should take a gander at All Hat, mainly because it gets so many things right before it falls apart under the weight of self-imposed limitations.

For director Leonard Farlinger, this is a big improvement over The Perfect Son, which wasted a fine cast on turgidly predictable drama. He again shows his affinity for actors, but now with a lightness of touch that easily establishes the story of horseracing winners and losers. Cinematographer Paul Sarossy (who shot many of Atom Egoyan’s features) puts rural Ontario in the best possible light, literally, while offering a striking variety of interior and outdoor shots. Things are helped along by rootsy music from guitarist Bill Frisell, and the cast, which mixes U.S. and Canadian players, is uniformly good.

The ornery characters are intriguing when first introduced: Luke Kirby plays former ball player Ray, just back from a stretch in the slammer; Keith Carradine is the stoic father figure and sage rancher who takes him in; Rachael Leigh Cook, on leave from her teen-comedy career, is the hot-tempered jockey who rides the rancher’s best horse; Ernie Hudson is a nail-tough trainer; and Water’s glamorous Lisa Ray is effectively earthy as the local lass Ray left behind when he went to jail.

Screenwriter Brad Smith, adapting from his own novel, keeps playful banter going while these edgy country folks drink a lot and get reacquainted. But he doesn’t trust that we’ll find their day-to-day problems and pleasures interesting, and the tale is steadily overtaken by the bad doings of a local rich-kid landowner (Noam Jenkins) determined to ruin the lives around him. The crises end up so absurdly complicated, you just want to round up your cattle and go home.