That ain’t workin’.  That’s the way you do it.  You play the guitar on the MTV.  But back in the 60s, long before music videos claimed the airwaves, Rock-n-Roll was claiming the hearts and minds of the Baby Boomers.  As the Beatles, The Rolling Stones and others climbed up the charts, countless teens decided they were going to try for a piece of stardom.  Not Fade Away looks at a group of teens and lets us follow them through their successes and failures.  It’s a moving look at how the 60s influenced not only the young, but the generation before them.  And it shows that David Chase (The Sopranos, Northern Exposure) can easily make the leap from TV to film.  Y’know, if there was ever any doubt.

Not Fade Away is an intriguing look at the changes that America went through in the 60s, from the vantage point of teenagers going through their own changes.  It reminds me of another well done film about that era, Tony Goldwyn’s A Walk On The Moon.  Except this time instead of a stir-crazy housewife, it’s stir-crazy teens that want to reach beyond their seemingly dead-end lives.  Both give a real-life vantage point look at the tumult and creativity that was going on at the time, and Not Fade Away manages to open itself up past the lead actors and take a peek at what that youthquake must have been like for the “other side”; their parents.

The band members are played by actors you’ve probably seen before but are still up-and-coming enough to make Not Fade Away feel like a bit of a voyeuristic thrill.  John Magaro plays Douglas, the drummer of the group and a ringer for the early, unplugged Bob Dylan.  Jack Huston (Twilight) plays lead guitarist Eugene and Will Brill plays bassist Wells.  With a couple of other guys that are also on the margins of High School life, they decide to try to make it big.  Douglas has a crush on popular girl Grace (Dark Shadows’ Bella Heathcote) and hopes she’ll notice him when he’s in a band.  Meanwhile, Douglas’ little sister Evelyn (Meg Guzulescu) watches all, and narrates the film.

Not Fade Away definitely has a real-world feel to it.  It does help when you’ve got James Gandolfini as the main poppa of the film, Douglas’ dad Pat.  Pat’s love of the status quo gets tested during this time, and as always Gandolfini’s performance is first-rate.  Another stand-out performance is Dominique McElligott as Grace’s older sister — and hippie artist supreme — Joy.  McElligott works wonders with the small role, and Joy’s story arc is not only refreshing, but a reality check for those who believed everything was groovy back then.

Eigil Bryld provides a gritty, right-there-with-’em feel with his cinematography.  It’s a look he’s mastered in other films, like You Don’t Know Jack and the excellent Kinky Boots.  Chase also nailed the music for the film when Steven Van Zant agreed to be music supervisor.  Not Fade Away is a great mix of 60s tunes we’ve all heard before, and plenty of stuff that you probably had to live through the sixties to remember.  The soundtrack gives an authenticity to the film, which is especially important for a film about kids in a band.

Not Fade Away take a different approach with the era than most films that are set in the 60s; it doesn’t really touch on any of the historic milestones beyond the music.  JFK’s death, Civil Rights and more are only heard on the radio, and then only if the parents are in scene.  It’s a risky move, but it pays off.  Not Fade Away deals with the utter devotion to music that these boys have, and how everything else just falls to the wayside.  It’s a taste of what it must have been like to have been touched by the music of the time.

Oh, and for those of you who are wondering about the title?  It’s a song from Buddy Holly that was covered by The Rolling Stones, The Grateful Dead, and probably every single startup band back in the 60s.  Check it out.