Believable performances are not enough when characters are drawn too thinly to convince (edited with small addition)

Polley.

Sarah Polley should never lack for actors for her films, because (probably at least partially due to her own experience in that arena), they'll know she’ll usually show them to best advantage.

By that I don't just mean she'll make them look beautiful, she has an eye for casting good actors who then get to do good work.

In Take This Waltz, Michelle Williams as Margot is utterly believable...even if you don't like some of the choices she's making and by extension, start not to like her.

A married woman, she spends most of the film fighting (though not terribly hard, it must be said) her attraction to a new neighbor.

(I'm being a little unfair.  This is hardly some HBO after-hours soft porn special where people meet on a plane and within minutes they're joining the "mile-high club."  Williams' character really does struggle between her needs for intimacy and for sex.)

Michelle Williams, Luke Kirby, Sarah Silverman

But my point is, you never doubt that yeah…that's what this woman would do.

You’d almost think she has free will (in fact, she probably has more of that than almost anyone else in the story).

Based on the evidence of this first original screenplay of hers to be made into a movie, Polley needs to take a few more tries at improving construction, trimming a speech or two.

And perhaps especially writing her male characters.  Again, casting doesn't fail her here, rather she fails her casting, though by no means completely.

As Margot's husband Lou, Seth Rogen starts out in many ways playing the kind of man-child role we know by now he can knock out in his sleep.  But he's awake here, and allows us access to his emotions that suggest a richness to the character I haven't perceived in other films of his that I've seen (which I don't pretend is even most).  One important moment near the end I didn't buy at all--and it's rather essential to the plot that I do.  But for the most part, he's a more believable man than the neighbor character is..

Michelle Williams and Seth Rogen in Take This Waltz.

Unfortunately this "believablity" may in turn be part of why Williams finds her attention wandering.  More on that in a bit.

Sarah Silverman, in a smaller role as Margot's sister-in-law, also has good moments. One in particular near the beginning when her character, an alcoholic with almost one year of sobriety, talks with Margot about avoiding the pitfalls of relapsing.

Sarah Silverman in Take This Waltz.  And that's Michelle Williams in the red.

The moment comes only on Silverman's face; no dialogue as we look into her eyes and see that part of her, and it's a part with a very strong pull, doesn't see relapsing as a pitfall at all.

The movie features a full-frontal nude scene from Williams, Silverman and others.

I can't be sure, being a man and all, but I think it may actually be the first such scene for women, not men.

It's not about displaying naked bodies for the purpose of sexual excitement.  It's about young women thinking about becoming old women, and old women remembering when they were young.

Michelle Williams,  Luke Kirby

Actually, one of the sexiest moments in the whole film comes in a scene where both players remain fully clothed, and it's as simple as Williams closing her eyes.

Here's my biggest problem with the movie:  If the sexes were all reversed, it would be a movie about a happily married man who finds himself unable to resist his attraction to a woman who just moved in across the street.

You feel like you've seen it already, right?  And it'd probably be written, directed, and (god help us) starred in by Woody Allen.  Does that sound like a story you want to see again, no matter how well it's played?  And I want to stress again that this film is well-played in almost every particular.  It's just not particular enough, if that's not just shoddy wordplay.

It also really tests my personal theory of coincidence in drama, which is this:  You're allowed one.  Accidents will happen; we've all been hit and run, and so on.  But there are so many coincidences required to move this story along that about midway, I began to doubt the reality of one of the characters:  The neighbor Daniel, played by Luke Kirby.

Frankly, the character makes a lot more sense if he is largely, or even entirely, a figment of the imagination of Margot (or, alternately, is the devil).  And not just because it would explain why he keeps turning up just at the right (wrong) moments.

He is sexy but also an artist, and fit enough to make a living pulling rickshaws (seriously).  He also apparently has nothing else to do (and no one else in his life--no family, friends)--but to tell Margot perceptive truths about herself and be powerfully seductive.

Read the character description in that last paragraph again.  Now imagine it with the sexes reversed.

I'm sorry to report this is not quite the confident step forward I'd hoped for Polley after her first film Away From Her, for which she was nominated for the Oscar for best adapted screenplay.  As I hope I've shown, it is not without saving graces, however.

It’s a swinging pendant of a movie, like its lead character moving in ever decreasing circles. But damn, pendants in motion sure can be pretty.