This is based on the finest of Richard Russo's novels about small-town America, with well-developed characters woven into a rich plotline. It has everything: humor, heartache, romance, tragedy, small-town prejudice, heroes and villains. This HBO mini-series actually did the book justice, and the casting was marvelous (Paul Newman, Joanne Woodward, Ed Harris, Helen Hunt, Dennis Farina, Phillip Seymour Hoffman, Aidan Quinn, Kate Burton). Re-reading the novel after watching the series on HBO allows you to picture those actors and actresses in their respective roles in the book. Miles Roby yearns for the day when he can be liberated from his self-inflicted shackles: being stuck in a job he hates in a town he despises, being controlled by an arrogant, lonely, power-happy matron (Mrs. Whiting) who pulls all the strings in this little New England town. It takes a tragedy involving his daughter Tick to make him realize that he can live out his dream by taking a risk, that is if he has the courage to walk away from Empire Falls. His best attribute (being a better father to his daughter than his father and mother were to him) is what will lead him out of his misery and help him understand how the bitter betrayal of his youth cannot be repeated with the next generation of Robys. The characters in Empire Falls are among the most colorful and memorable of the many entertaining ones that populate Richard Russo's novels. The only other Russo book (and movie) that comes close to this is Nobody's Fool.