AFTER the Japanese surrendered on August 15, 1945, Emperor Hirohito told his people they must "endure the unendurable and suffer the unsufferable."

Director Masahiro Shinoda's tender, thoughtful "MacArthur's Children" examines the emotions of a Japanese fishing town immediately after that day, as the villagers adjust to the arrival of the American occupation forces.

Through the eyes of Shinoda's charming fifth-grade protagonists, Ryuta, Saburo and Mume, we get a very human view of a culture on the brink, its gentle, ancient ways about to be forever altered.

Shinoda opens the film with an ironic juxtaposition of sight and sound: Glenn Miller's "In the Mood" swings jauntily on the soundtrack as we watch black-and-white footage of Gen. Douglas MacArthur's arrival in Japan and the signing of the surrender. Shinoda swiftly shifts to small scale, delicately presenting the attitudes of the Japanese toward the defeat.

Though the adults quietly prepare for the Americans, studious Ryuta and tough Saburo refuse to suppress their devoted nationalism. Since he "can't become an admiral anymore," Saburo decides to become a baraketsu, or gangster, and forms a Tom Sawyer-type band of boys to protect their island against the American intruders. Their young schoolteacher tells her class that though their country is being occupied, "our spirits will never be occupied."

The film is filled with memorable images that suggest the conflicts felt by the Japanese, shame over their loss and curiosity about alluring Western ways, and there are hints of Japan's impending regeneration and degeneration as a result of western influence.

Before the Americans arrive, the children blacken out now-forbidden lines of their history text with thick brushstrokes. Ryuta tearfully burns his paintings of warships and airplanes, a collection his dead mother had treasured. The village barbershop becomes a noisy, vulgar bar, then closes in desolation as its owners join the masses leaving their homes for "the big money" in Tokyo and Osaka. An insolent, Westernized Japanese couple appears in gaudy American clothes and disrupts the classroom, tossing handfuls of candy.

But Shinoda's most successful image is his adoption of that most American import -- baseball -- as his central metaphor. The children and their teacher form a team and make the sport their own, accepting a challenge from the friendly American soldiers, making baseball their way of resolving the tension between defiance and acceptance.

MacARTHUR'S CHILDREN (PG) -- In Japanese, with English subtitles, at the Key Theater.