The best-laid family planning of women in their 30s oft goes awry, in general, and in "Then She Found Me," in particular.

Kindergarten teacher April Epner is not just thirtysomething. She's thirty-nine-plus-something, which makes it so much the worse for an already high-strung person with one eye glued to her biological clock. It's ticking louder than a wind-up alarm clock, and when it goes off, there'll be no doubt for whom that baby bell tolls.

Right off the bat, April (Helen Hunt) has trouble with her new husband of less than a year. "I made a mistake!" says Ben (Matthew Broderick). He dumps her -- just when she's bought that sexy new lingerie to seduce him with.

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"Then She Found Me"

3 stars = Good
Ratings explained

• Starring: Helen Hunt, Bette Midler, Colin Firth, Matthew Broderick.
• Rating: R for language and some sexual content.
• Web site: http://thenshefoundmefilm.com

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Next off the bat, her Jewish mother dies. If April doesn't look too Jewish, it's because she was adopted. But no matter. She's very Jewish by upbringing. And her late mom is about to be replaced by her suddenly surfaced birth mother. Drum roll for the always-grand entrance of -- Bette Midler!

Bette plays irrepressible Bernice, the popular Oprah-esque local TV show host, who has finally decided to showcase her own case on her own show. But April is not pleased. She'd rather this mother-and-child reunion stay more than a motion picture away. But Bernice won't be denied instant intimacy from the moment they meet:

Bernice: "Tell me something about yourself!"

April: "Um, I like Fleetwood Mac."

Bernice: "I'm very verbal during sex."

April: "I'm afraid of drowning."

Bernice: "During sex?"

April is very cranky. She has enough trust issues already. "You're sitting on anger," says Bernice. April demands to know who her real father was. Bernice confides the shocking secret: he was Steve McQueen.

April rushes out and rents "The Getaway," examining McQueen's every pore, until informed that Steve was making "Sand Pebbles" in China when April was conceived.

April gets crankier. Birth-mom from hell is a liar. "It will not happen again," Bernice swears. But it does. So does Bernice's insinuation into April's life, the mother stealing quick side glances to gauge her melodramatic blarney's impact on the daughter.

The serio to balance the comic is supplied by charming Englishman Frank (Colin Firth), a single dad whose son is in April's class. Frank -- also recently dumped and currently disillusioned -- is as unripe for romance as April, which means, of course, there will be one. But it will be complicated when April finds out she's pregnant as a result of having "break-up sex" with Ben. Both Frank and Ben show up at the doctor's office for April's first sonogram. And who do you think plays the gynecologist?

Dr. Salmon Rushdie, at your cervix!

He's good, too. No Satanic verses or nurses in his scenes. Who knew he could act?

We all knew Helen Hunt can act (she won her 1998 Oscar for "As Good As It Gets"). With that incredibly sharp-pointy nose, she seems almost shockingly drawn and worn here, often looking older than Midler, in fact. Their rapid-fire dialogue together is a delight. So, in a negative way, is Broderick's lumpy, clueless Ben -- never without his dumb baseball cap.

What we didn't know was whether Hunt could direct -- which she does here for the first time, quite competently, in a style and tone similar to those of "Good As It Gets" director James Brooks. She also co-wrote the script, adapted from Elinor Lipman's novel (with huge changes).

The sharp edges of "Then She Found Me" have been pretty well sandpapered by Hunt, but the (somewhat of a) surprise ending, the poignant moral and the Divine Miss M. make for good, low-budget indie entertainment.