Juliette Lewis is an actress who seems to get relegated to supporting roles. It makes sense though. There is a wounded quality to her. Her performances are often comic, but there is regularly something sad, desperate and manic to them. Kelly & Cal asks Lewis to be slightly more reserved than usual. Yet she still brings with her the signature, quiet melancholy that defines her best performances. It is this underlying darkness and sadness brought to the film that elevates its meager story.

Kelly & Cal won the 2014 SXSW Gamechanger Award, given to a female director for a narrative film. Many of the films that are nominated for and win the award are distinguished by their desire to place women’s stories front and center – in this case, director Jen McGowan and writer Amy Lowe Starbin tell the under-told story of the early months of maternity after childbirth (though they occasionally, unfortunately lose sight of that story thread). These Gamechanger films are typically character studies that can be scathing and dark. For example, fellow 2014 nominee Obvious Child paints within certain romantic comedy lines, but it is also an uncompromising film about abortion.

Kelly & Cal also draws within some familiar genre boundaries. The film falls into the subgenre of what Rodrigo Perez calls the “‘unlikely friendship’ genre”. These are films where two disparate individuals begin an oddball friendship, one which might be skeptically received in real life but finds acceptance in the film’s reality.

Kelly (Lewis) is an ex-punk rocker turned suburban mom. She finds herself disconnected from everyone around her but, most troubling, her newborn child, as well as her husband (Cougar Town’s Josh Hopkins). Desperate to shake her miserable detachment, Kelly befriends smartass, wheel-chair-bound high school neighbor Cal (Jonny Weston).

Kelly and Cal bond over their outsider statuses and the fact that they are kind of terrible people. It is easy to imagine pre-disability Cal as a jaded loner who believed himself to be better than everyone else. The accident has only given him a convenient excuse to gripe about how awful everyone is. Kelly also carries a holier-than-thou attitude that similarly borders on grating. Kelly & Cal’s real strength draws from how dark and weird it is willing to be. Like earlier 2014 indie release Adult World, Kelly & Cal finds unexpectedly offbeat and bleak notes within conventional narrative limitations. Unlike other “unlikely friendship” films, there is no whimsy or a sense of doomed beauty to the events on display. Up to a certain point, the film makes just about every character deeply unsympathetic and unlikable. Kelly is selfish and narcissistic, and her funk stems as much from arrested development as it does from postpartum depression. However, her husband is often an inattentive, emotionally unavailable asshole, and this makes Kelly’s bizarre relationship with Cal all the more plausible.

Will they/won’t they tension hangs over Kelly and Cal’s strange relationship. Lewis and Weston have significant chemistry and the film gets a lot of mileage out of their charged scenes. At all times though, the film is aware that this relationship is questionable, and it recognizes that it is unhealthy and unnatural. Kelly pursues the relationship in spite of her knowledge that it is fundamentally icky. But Cal’s awareness is more limited, and he pursues Kelly with romantic inclinations. Kelly knows these feelings exist, but she still pushes the relationship further towards deeper intimacy and inevitable consequences.

Closed off from meaningful connection since the pregnancy, Kelly needs someone in her life. But she finds herself incapable of striking up more appropriate friendships. She tries to befriend a group of new moms, but they are dismissive and obnoxious. When she was younger, Kelly used to play in a riot grrrl band. She thinks this makes her a little cooler and wiser than everyone else around her. Never mind that she seems less attuned to the politics of punk than the privileges the aesthetics encourage.

Kelly is so caught up in her own problems that she ignores those of the people in her life. Kelly’s seemingly more put-together sister-in-law (Lucy Owen) reveals her own self-loathing over life not panning out as planned. Kelly & Cal sees nostalgia as a vice, and it views dwelling on the past as a foolish act. Kelly keeps discovering time and again that the past was not as rose-colored as she presumed. Yet she keeps returning to her memories like a junky looking for an impossible high. One night, Kelly goes out for drinks with old friends she has not seen in ages. She finds herself bored and disinterested. She is not the same person who fell in with these people. Cal also yearns for the past, one where he could walk. There is a sense of aching dissatisfaction and unfulfillment hanging over everything.

Kelly & Cal is somewhat reminiscent of Young Adult, another film about a female refusing to grow up with self-destructive relish. Kelly & Cal is not nearly as bold or daring. The film has an ending that feels pat and tacked on, and its conflicts and characters are, at times, too thinly sketched. However, for good stretches of its runtime, the film allows its protagonist to be reckless and unpleasant, and it also lets an unexpected level of sadness and ugliness linger under the surface.

For each of these films, the underlying question is about whether its central character can change. We are meant to understand in Young Adult that Charlize Theron’s Mavis Gary will never achieve change. Kelly, on the other hand, appears to have taken some steps towards growing up. She has settled down, bought a home, and had a kid. This proves to be a death sentence for her though. She was an edgy free-spirit, and this lifestyle is stifling. Up until the inescapable, inorganic final moment where Kelly happily embraces selling out, Kelly & Cal acutely mines the uglier, soul-rotting side to refusing to change.