Sarah Polley made a name for herself as an actress during the latter stages of the 1990′s indie cinema boom. While something of a minor star throughout childhood, appearing in works as diverse as Walt Disney’s One Magic Christmas and Terry Gilliam’s The Adventures of Baron Munchausen it was her performance in Atom Egoyan’s The Sweet Hereafter as an adult that proved her breakthrough, while her star turn in Doug Liman’s Go a couple of years later saw Polley cement her reputation as something of an indie darling. Polley’s acting CV is one littered with some of the key titles in the modern-indie pantheon (Last Night, My Life Without Me), with the actress working alongside some of the great filmmakers of the period, so it was perhaps with little surprise that 2006 saw Polley step behind the camera, with her directorial debut Away From Her garnering a solid critical reaction as well as a couple of Oscar nominations for good measure. Take This Waltz is her sophomore outing as a filmmaker.

Take This Waltz is a tale of love, loneliness and the fear of a life unlived. While that sentence may sound woefully familiar to the point of exclamation it’s probably fair to say that the premise alone makes not the movie. Presented initially with a objectionable amount of quirk, saccharine and whimsy, as our brightly coloured female protagonist floats around situations in a manner not unlike Miranda July or Zooey Deschanel, the film soon descends in to a vision quite inverted, as the theoretically exciting lifestyle once longed for by said protagonist is eventually revealed to be not quite as she initially expected. Again, if *that* sentence too sounds woefully familiar then fret not: Take This Waltz is nothing if not a mood piece, and one ground in tone and feelings as opposed to plot. While the ground trodden may be rooted firmly in the realm of Mr. Cliche and Mrs. Stereotype, the actual execution is far from it.

This deviation from the norm stems from but two key elements. The first is Polley’s direction. The Canadian filmmaker is slowly nurturing one of the most interesting voices in contemporary left-field North American cinema. By inverting many of the tropes of the whimsical cinema, Polley exposes certain things for what they are. She applies a truth by presenting repercussions usually glossed over in the name of giggles or charm, in turn deconstructing the very genre in a similar fashion to how Paul Thomas Anderson blew wide the man-child sub-genre of gross out comedy with his Punch-Drunk Love. Polley plays with the very roots of the quirkier-than-thou romcom, with commentary aplenty on the stalker-ish nature of the plot-lines that haunt so many of these films, while the soft focus “happy ending” that traditionally feed the expectations of those dining on such fare is glimpsed only in an abruptly shattered dream sequence. Polley presents the frustration that comes with routine and normality with a sincerity that speaks of experience, and a sincerity that is undoubtably and universally relatable toward.

The second key to the success of Take This Waltz lies in Michelle Williams central performance. Williams has long been one of the great figures in this particular strain of commercially-receptive independent cinema, with her turn as the complex Margot happily sitting alongside her work with Kelly Reichardt and Derek Cianfrance (comparisons between Take This Waltz and Williams’ collaboration with Cianfrance, 2010′s Blue Valentine are inevitable). Williams is surrounded by an able supporting cast, with a nuanced Seth Rogen, his own archetype subverted in to a moderately realistic representation of the cartoonish slacker one might ordinarily associate with the actor, leading the remaining players. The inner conflict at the heart of Williams’ Margot is made all the more difficult thanks to the sincerity of Rogen’s husband (plus, how can anyone not love a man who takes a gal on a date revolving around Claude Jutra’s Mon Oncle Antoine?), while Luke Kirby’s infringing love interest makes for a convincing disruption to the existing relationship between Williams and Rogen.

It’s by no means plain sailing: the gateway to the third act threatens to derail the whole film, and the running time pushes it’s luck at nigh on two hours, but for all its faults one couldn’t help but be won over by Take This Waltz. While at times the film feels as confused as its central protagonist, almost to an infuriating degree (although one does concede that this may have been intentional), and an overdone (pun intended) analogy in which chicken dishes are compared to bland lifestyle decisions feels a little obvious, the film remains a satisfying work.