Mike Mills’ 2011 film Beginners takes an event from his own life and turns it into the central plot point in a romantic drama about love, death, and depression. But it’s a much better and sweeter movie than that makes it sound.

As the film opens, we see the 38-year-old Oliver cleaning out a house, going through mementos and old papers, after which he explains (as narrator) that his father, Hal, has just died of cancer, four years after his mother died, which led Hal to reveal that he was gay and to embark on almost a second adolescence, finding new friends, a new love, and a happiness he’d never had during his four decades of marriage. That story, shown in retrospect, is cut in between shots of emotionally-stunted Oliver struggling to forge a new, and for him unusually happy, relationship with, Anna, a beautiful French actress who stumbles improbably into his life but is far from emotionally perfect herself. Oliver’s inability to be happy in love is only partially explained by what we learn about his family, but it’s too facile to say that he learns how to overcome that by watching his father – he learns how to start overcoming it, and to Mills’ credit, the film doesn’t make anything too easy on him or on us.

Nearly all of the dialogue – I’d be hard-pressed to call it action – in Beginners comes from the three central characters, with a few added lines from Hal’s younger boyfriend Andy (Goran Visnjic) and from the dog Arthur (via subtitles, if you were confused). Christopher Plummer is earning some justified Oscar buzz for his performance as the moribund Hal, whose mood is anything but as he finds himself liberated after 40-plus closeted years in an unfulfilled marriage that was, for him, more of a business arrangement; while I’d love to see him win Best Supporting Actor for sentimental reasons, it may also be that he wins for sentimental reasons, as he turns 82 in two weeks and has received just one nomination, in 2009 for The Last Station. It could be the Academy’s last chance to so honor Captain Von Trapp in a sort of lifetime achievement award.

But Plummer is truly the supporting actor to the two leads, Ewan Macgregor as Oliver and Mélanie Laurent as Anna, whose relationship we watch in tiny movements from inception to breakup (if you can call it that) to resolution, a path that seems painfully real in how precise some of those movements are. They meet at a costume party – one of those costume parties you only see on TV or in films, because all of the costumes are impeccable – where Anna has laryngitis and communicates via a tiny notepad, which still makes her louder than the grieving Oliver, just two months past the death of his father. From there, the film jumps around in time between their romance, often sweet but tinged with melancholy reflected in dim apartments and fall weather, and Hal’s last few years of personal freedom, exploring (his word) another side of himself while Oliver attempts to hold together a foundational element of his past. Discovering that his parents’ marriage was a sham – to him, fully, but to his father, only partly so – only cements his belief that relationships won’t work out, so why give them a chance to do so when you know you’ll fail?

We also see scenes from Hal’s marriage to Oliver’s mother Georgia (Mary Page Keller) in flashbacks in which Hal never appears: It’s always Oliver and his mother, and it becomes clear that while Hal viewed their marriage as an arrangement, she didn’t, and her growing alienation from her husband only compounded whatever issues she brought into the marriage in the first place. (This receives some explanation toward the end of the film, a mild spoiler I won’t reveal.) Witnessing his own parents’ loveless marriage, understanding that it was loveless with no understanding of why, warps Oliver’s own view of love and plants the seeds of an inability to build a lasting relationships that, with Anna, is exacerbated by his suffocating grief.

Laurent, meanwhile, could say virtually nothing and steal scenes just by virtue of being adorable, but Anna is battling a depression of her own, living an itinerant and ultimately lonesome lifestyle that may also reflect a reaction to a broken relationship between her still-living parents. It’s a hard trick to look sad without becoming pathetic when an actress and her character are both cute; while it took some time for Laurent to make Anna’s underlying sadness come through (the film is, after all, more focused on Oliver’s grief), the script turns enough to allow Laurent to stretch out beyond the façade of Anna’s playfulness. Her reunion with Oliver at the film’s end would have felt forced if he was the only one struggling emotionally, one of several small twists in the film that made it more effective and less sentimental than a standard girl-fixes-guy romantic drama.

Mills’ script succeeds when it’s subtle but veers off course when he veers outside the relationships at the film’s core. The conversations between Oliver and Anna are soft, short, understated – sometimes too much so, as in the breakup conversation that neither my wife nor I fully understood – contributing to a tentative feeling that conveys Oliver’s own uncertainty at entering a relationship that might not fail (and perhaps Anna’s uncertainty over the same). What I could have done without was Oliver’s inexplicable job – he’s some sort of artist or sketcher who ignores a rock band client’s request for an album cover, instead producing a series of badly-drawn sketches about the history of sadness that is far more about him (and emphasizing just how sad he is) than about the client, whose needs we never actually hear about anyway. Mills wants us to know just how Sad everyone is, but the dialogue and the tiny interactions between Oliver and Anna already provide that, leaving his sketches (e.g., “First couple too in love to be sad”) feeling extraneous. It was a heavy-handed flourish in a film that didn’t need it; Beginners wins you over with the delicate scenes between Oliver and Anna the contrast with the unfettered last few years for Hal.

* I don’t understand how this moved ended up with a rating of “R.” There’s no violence at all, and very little foul language. There’s no on-screen sex or even nudity – just a few shots of Melanie Laurent’s bare back, and if that merits an “R” rating, I must be one of the New Libertines or something. It seems to me that the ratings board members must have been watching the movie and saying, “Wow, what a nice film, we should make it PG or PG-13 since it’s so inoffe…oh my God there are two men kissing! Rate it R! RATE! IT! R!”

* Ewan Macgregor was just as charming as a shy phone-company tech in Little Voice, a 1998 vehicle for singer Jane Horrocks, who plays a painfully shy woman with a hidden talent for impersonating great singers. (Those of you with young daughters know her as the voice of Fairy Mary in the Tinker Bell movies. Yes, you do, stop lying.) Horrocks owns the movie when she sings, but it’s a virtuoso performance from Michael Caine, who won a Golden Globe for the film, as the unscrupulous talent agent who sees one last chance to make a killing.