"Smart People" is "My Fair Lady" without the classic songs and with a key role reversal: Here, the pompous professor needs the makeover.

Creaky and too, too long, "Lady" could use an update. But the 1964 Audrey Hepburn vehicle played for high stakes. Prof. Higgins taught elocution and waged class warfare, turning his Cockney pupil against her linguistic roots and culture. "Smart People," though, is a trifle. With an appealing cast and a sharp though spotty script, the comedy-drama succeeds on its own terms. If only those terms weren't so inconsequential. Who cares whether a good woman can turn an unsufferable pedant into a garden-variety boor?

Prof. Lawrence Wetherhold (Dennis Quaid) teaches English at Pittsburgh's Carnegie Mellon University. Victorian literature is his field, but his wife's death - when or why, we never learn - has left him lethargic in the classroom. But he remains a passionate, full-time dunderhead. His table talk is fertilized with "posit," "ontology" and other $10 words. His 17-year-old daughter, Vanessa (Ellen Page, fresh off her Oscar-nominated turn in "Juno"), matches him, tick for pompous tick.

"If it's only obscure," Vanessa tells a stranger after dad and daughter show off their vocabulary, "I know it."

The outsider, Dr. Janet Hartigan, treats Wetherhold after he falls from a fence while trying to spring his old Saab from an impound lot. Arrogant and cheap, just what the doctor ordered - for herself, it seems, as the two are soon dating.

As Hartigan, Sarah Jessica Parker is suitably low key; at times, we see her shrink from this wounded and wounding man. But we never see why an attractive and neurosis-free doctor would set her stethoscope for this guy. OK, so she had a crush on the prof when she took his course. But that was years ago; has she learned nothing?

Even Wetherhold can't make a compelling case for himself: "I know I'm a miserable $#@!, but I do have some hope for myself."

Novelist and novice screenwriter Mark Poirier has a good ear for crafty, funny dialogue, but his characters are more types than individuals. Wetherhold is the Wounded Intellectual; Vanessa, the Insecure Overachiever; son James (Ashton Holmes), the Alienated Artist; and adopted brother Chuck (Thomas Haden Church), the Eternal Adolescent.

You wouldn't want to live with this clan, but they're fun to visit. Especially Chuck, an ambition-free slacker who always looks like he was just shaken awake.

"These children haven't been properly parented in many years," he tells Dr. Hartigan, casually refereeing a Christmas dinner squabble. "That's why I was brought in."

Not likely. Despite one this-side-of-icky scene - a drunken Vanessa makes a pass at her adopted uncle, who wisely defuses the incestuous situation - Chuck was brought in for comic relief. As the only Wetherhold at peace with himself, he deserves more.

Isn't he a better match for a nice, unattached doctor?

"Smart People." Running time: 1 hour, 47 minutes. Rated: R. 2 1/2 stars.