BEGINNERS is a fitting and exciting followup to Mike Mills’ feature debut THUMBSUCKER (2005), the story of Justin, a teenage boy struggling to make sense of the relationship between his mother and father, between his parents and himself and between himself and that confounding group, the other sex. Though it’s well known by now that BEGINNERS is largely autobiographical of the time in 2003 when Mills’ own mother died and his father revealed that he was gay, Oliver (Ewan McGregor) could very well be the grown up version of frustrated young Justin, if all his angsty teenage fire had died out by the time he was 38, that is.

Oliver’s frequent childhood flashbacks reveal a boy as troubled, disheartened and glum as the man he grew up to be. It’s not surprising, given his parents’ loveless marriage, the coldness it brewed in his mother and the distant, almost nonexistent relationship he had with his father as a child. Now, as an adult, the long term psychological effects of his parents’ platonic partnership has taken its toll, resulting in a string of aborted relationships, culminating with Anna (Mélanie Laurent), Oliver’s new girlfriend whom he (almost) gives up on without a fight. “I didn’t really think it would work,” he tells her, “so I made sure it didn’t,” – or something to that effect.

The film does a number of things very well, not the least of which are stellar performances from the entire cast. In fact, McGregor gives one of the most focused, finely crafted and gloriously understated performances of his career. Christopher Plummer is nothing less than perfect as Oliver’s father, who’s so happy to finally be out of the closet that he willingly blindsides himself to his stage four cancer. Laurent seems to have mastered the art of subtlety as the complicated yet whimsical French actress, and Mary Page Keller plays Oliver’s mother, one of the most fascinating characters I’ve seen onscreen in some time. I can’t say I would choose her as my own mother, but watching Keller erraticly act out on her stifled marriage (she causes minor scenes in her husband’s museum), fluctuating widely between playful and morose, is a pleasure all its own.

Of course, every member of the cast had a singular script to work from, one that can be cited as a superb example of the efficacy of subtext. Mills’ employs a particularly inventive method of storytelling, a cyclical yet forward-moving series of quiet conversations and small moments that plays out very much like life itself. There’s still plenty of talking – Oliver also narrates and even speaks to his dog, Arthur, who talks back – but more revealing still is what isn’t said. The empty spaces in the pauses between lines of dialogue and in the moments directly after a conversation has ended are full of meaning. When Oliver speaks with his father and mother his conversation is more purposeful; he either has something he wants to say or something he wants to know. His parents, on the other hand, are never as direct. In one flashback he asks his mother if everything is alright between her and his dad. She playfully evades his question for a few seconds, asking if he’s in the CIA or something, or maybe the FBI or the KBG. Then she pauses, a weary look comes over her face and she replies that no, of course things are fine between them.

But Oliver’s conversation with Anna is intentionally distracted, full of play-acting and questions that never receive serious answers. “Can I ask you something?” Oliver says. Anna replies that he can ask her anything, so he goes to the window and says, “What’s that?” “A tree,” she replies. “And a building, and people…” and so on. Oliver doesn’t want real answers. He doesn’t want the relationship to get real too quickly because once it’s real, once they actually know one another, then the possibility that it will fail becomes real, too. But as long as they remain in those blissful beginnings of a relationship, as long as they keep things on the surface and go on feelings alone, then the potential for their relationship is infinite. This is exactly what Oliver and Anna do, which might be frustrating if it weren’t so penetratingly realistic. Of course, they have to get serious if they want to stay together, and that’s where the film ends, at the (real) beginning.

Catch THUMBSUCKER, airing on Sundance Channel Saturday June 26th at 10p.