"Nebraska" is a wonderful comedy shot in black-and-white and told in shades of gray.

It's a low-key story about fathers and mothers and brothers and life and death. Its characters are as contradictory and rich as people we know. Take David Grant (Will Forte), a kind, careworn audio salesman in a Butte, Mont., electronics store. He's too gentle to push customers into actually buying things. He's the one his family assigns to retrieve his dad from the police when the old man wanders off down the highway.

Woody (Bruce Dern) has won a million dollars from a magazine marketing company — thinks he has, anyway — and since nobody would drive him to Lincoln, Neb., to collect the check, he sets out on foot. Unwilling to make him face disappointment alone, David hopes to let him down easy. Against the wishes of his tart-tongued mom, Kate (June Squibb), and bitter brother, Ross (Bob Odenkirk), who resent the old man for years of drinking and inattention, David drives Woody cross-country. First stop: Woody's old home town, where the locals get swept up in the million-dollar fantasy.

Woody Grant, a taciturn, testy dreamer, is a classic character. Woody's speech is curt. His standard expression is a "you've got to be kidding me" squint. His knees are shot but he stumbles onward without complaint. Dern's performance teems with emotion beneath the surface.

One of David's motives for making the trip is to learn more about his laconic father. Woody is too closed-off to volunteer the affirmation and acceptance the forlorn David wants from him, but the return to Woody's old homestead is like stepping into a family album. The owner of the town newspaper teaches him a lot about Woody's Korean War experiences, his personality as a young man, the women who competed for his attention. Each revelation shows David his father is someone he scarcely knows.

There's abundant small-town satire here, with a melancholy-comic tone that's pleasantly askew. Woody's tribe of equally stoical brothers and a pair of knucklehead nephews provide easy, hugely funny targets. Yet there are more decent, naive folks in Bob Nelson's awards-worthy screenplay than boobs or grifters.

Director Alexander Payne ("Sideways," "The Descendants") makes movies about people, not IMAX-sized monsters or superheroes. He takes his time, allowing us to observe and form our own opinions about his men and women in all their flawed, frayed humanity. They do the ordinary things that people do — eat, travel about, find lodgings — and we gather a lot from those everyday actions. His films are both surprising and logical, and "Nebraska" is one of his best.