The Virginian-Pilot
                             THE VIRGINIAN-PILOT 
              Copyright (c) 1996, Landmark Communications, Inc.

DATE: Monday, April 22, 1996                 TAG: 9604200057
SECTION: DAILY BREAK              PAGE: E3   EDITION: FINAL 
TYPE: Movie Review 
SOURCE: BY MAL VINCENT, MOVIE CRITIC 
                                             LENGTH: Long  :  123 lines

``MRS. WINTERBOURNE'' IS UNDISTINGUISHED, BUT LIKABLE

AS CINDERELLAS GO, Ricki Lake may be among the more implausible but ``Mrs. Winterbourne'' still emerges as a likable, crowd-pleasing, glossy fable. As a dating flick, it deserves to get the same crowd that flocked to the similar ``While You Were Sleeping.''

Lake, who is asked to carry the film, plays a woebegone New Jersey lowlife who, as the ads scream, goes from filthy to filthy rich.

She's living with a nogoodnik (Loren Dean) who gets her pregnant and then throws her out into the rain. She mistakenly hops on a train to Boston. On board, she's befriended by the outgoing, rich Hugh Winterbourne who is on the way to introduce his new wife to the family. When the train crashes and both Hugh and his bride are killed, the family mistakes lucky Ricki for the widow of the late son.

Ricki reluctantly goes along with the game and is readily accepted by everyone - especially the feisty family matriarch, the tough, chain-smoking Grace Winterbourne, played wonderfully by Shirley Mac-Laine (who is better as a character actress than she ever was as a leading lady).

The older Mrs. Winterbourne, it seems, always wanted a daughter and is charmed by the down-to-earth style of the girl she believes to be the widow of her favorite son.

His more stuffy twin brother, Bill, is the offspring she doesn't like. Both brothers are played by Brendan Fraser, an actor who is much better than his roles have been up until now. He strongly suspects that there's something irregular about the widow's vaguely ``vulgar'' exterior but it doesn't take a Sherlock Holmes to figure that this twin is going to fall for the girl.

It's implausible, but if it worked for Sabrina, Eliza Dolittle, Sandra Bullock, Little Orphan Annie and all the rest of those rags-to-riches girls, why not this one? If you still believe enough to buy a lottery ticket, you're fair game for this movie.

Ricki Lake is extremely likable in the role. You want to pull for her, even to the extent that you might be willing to ignore the truth - that actually she's extorting money, and affection, from these rich folks.

Slimmed down and done up to look like a leading lady, Lake is not quite ready to really carry a film as big as ``Mrs. Winterbourne'' but it's fun to watch her try. Vulnerability is her strong suit and while you're pulling for her you might as well pull for her to learn to act.

Stealing every scene he gets is the laughable Miguel Sandoval as Paco, the family chauffeur, and the only one who will stand up to the formidable Grace Winterbourne.

It's a little distracting that Ricki's baby is played by at least three varied-looking tots. The baby doesn't even remotely look like the same child from scene to scene.

For the most part, though, director Richard Benjamin keeps things pleasant enough, which is about all you can ask. As an added surprise, he gives a cameo role, as a nurse, to his long-missing actress-wife, Paula Prentiss, the tall comedian who, in films like ``Where the Boys Are,'' was forecast to become the next Rosalind Russell. She still has good comic timing.

Unpleasantly stupid comedies like ``Celtic Pride'' may be vulgar enough to drive people into this undistinguished but likable entry.

A S CINDERELLAS GO, Ricki Lake may be among the more implausible but ``Mrs. Winterbourne'' still emerges as a likable, crowd-pleasing, glossy fable. As a dating flick, it deserves to get the same crowd that flocked to the similar ``While You Were Sleeping.''

Lake, who is asked to carry the film, plays a woebegone New Jersey lowlife who, as the ads scream, goes from filthy to filthy rich.

She's living with a nogoodnik (Loren Dean) who gets her pregnant and then throws her out into the rain. She mistakenly hops on a train to Boston. On board, she's befriended by the outgoing, rich Hugh Winterbourne who is on the way to introduce his new wife to the family. When the train crashes and both Hugh and his bride are killed, the family mistakes lucky Ricki for the widow of the late son.

Ricki reluctantly goes along with the game and is readily accepted by everyone - especially the feisty family matriarch, the tough, chain-smoking Grace Winterbourne, played wonderfully by Shirley Mac-Laine (who is better as a character actress than she ever was as a leading lady).

The older Mrs. Winterbourne, it seems, always wanted a daughter and is charmed by the down-to-earth style of the girl she believes to be the widow of her favorite son.

His more stuffy twin brother, Bill, is the offspring she doesn't like. Both brothers are played by Brendan Fraser, an actor who is much better than his roles have been up until now. He strongly suspects that there's something irregular about the widow's vaguely ``vulgar'' exterior but it doesn't take a Sherlock Holmes to figure that this twin is going to fall for the girl.

It's implausible, but if it worked for Sabrina, Eliza Dolittle, Sandra Bullock, Little Orphan Annie and all the rest of those rags-to-riches girls, why not this one? If you still believe enough to buy a lottery ticket, you're fair game for this movie.

Ricki Lake is extremely likable in the role. You want to pull for her, even to the extent that you might be willing to ignore the truth - that actually she's extorting money, and affection, from these rich folks.

Slimmed down and done up to look like a leading lady, Lake is not quite ready to really carry a film as big as ``Mrs. Winterbourne'' but it's fun to watch her try. Vulnerability is her strong suit and while you're pulling for her you might as well pull for her to learn to act.

Stealing every scene he gets is the laughable Miguel Sandoval as Paco, the family chauffeur, and the only one who will stand up to the formidable Grace Winterbourne.

It's a little distracting that Ricki's baby is played by at least three varied-looking tots. The baby doesn't even remotely look like the same child from scene to scene.

For the most part, though, director Richard Benjamin keeps things pleasant enough, which is about all you can ask. As an added surprise, he gives a cameo role, as a nurse, to his long-missing actress-wife, Paula Prentiss, the tall comedian who, in films like ``Where the Boys Are,'' was forecast to become the next Rosalind Russell. She still has good comic timing.

Unpleasantly stupid comedies like ``Celtic Pride'' may be vulgar enough to drive people into this undistinguished but likable entry. MEMO: MOVIE REVIEW

``Mrs. Winterbourne''

Cast: Shirley MacLaine, Ricki Lake, Brendan Fraser, Miguel Sandoval,

Loren Dean

Director: Richard Benjamin

Screenplay: Phoef Sutton and Lisa-Maria Radano, based on the novel

``I Married a Dead Man'' by Cornell Woolrich

Music: Patrick Doyle

MPAA rating: PG-13 (some language, mild sexual innuendoes)

Mal's rating: Three stars

Locations: Greenbrier 13, Chesapeake; Janaf, Main Gate, Norfolk;

Pembroke, Surf-n-Sand, Virginia Beach by CNB