The film opens one cold winter morning as trombone player Arthur attends his high school marching band practice. Ominous shots ring out in the distance and the story flashes backwards. Over the course of the film we watch the progression and regression of three different relationships.

Arthur experiences his first love with Lila, a new student to the school. She is pursuing him before he realizes it, which could be a result of naiveté, reluctance, or a combination of both as he deals with his parents breaking up. His father, a college professor, moves out and into an apartment. He struggles to commit to a decision, fluctuating between being on his own and wanting to come back.

The most intense storyline involves Arthur’s former babysitter, Annie, who is trying to move on from her failed marriage with her high school sweetheart Glenn. She has to continue dealing with him because of Tara, their daughter, but Glenn is very troubled. He previously attempted suicide after their break-up. He now lives with his parents and he struggles to keep a job, his faith in Christ, and his sobriety. Annie is having a tough time as a single parent. She is constantly frustrated by her situation, making poor choices as she grasps at moments of distraction from her life. Their plotline takes a dark turn when an unexpected tragedy strikes that mobilizes the whole town into action.

Director David Gordon Green assembled a talented cast. Sam Rockwell (Glenn) delivers a very good performance. His scenes are always tense because there’s no telling what he is capable of as a man who appears he has nothing left to lose. Kate Beckinsale (Annie) finds the actress throwing off the glitz and glamour and digging deep into the character. It’s one of her better performances. You wouldn’t know Michael Angarano (Arthur) had a long list of credits. He is so authentic in the role he seems like a kid pulled right out of high school, effortlessly capturing moments of growing up. Amy Sedaris’ performance as Annie’s friend Barb shows this deft comedienne can effortlessly handle drama.

Green’s adaptation of Stewart O’Nan’s first novel is a tough film to experience. I was impressed with it, but I doubt I could ever watch it again. Although it’s a compelling story with intriguing characters, the emotions are so raw and the outcome for some characters so bleak that it will no doubt leave many people dejected to the point that they are unable to separate the story from the film and dislike it outright.  That would be unfair, but not surprising.