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Take This Waltz is frank, erotic, often very funny and sometimes startling, with an underlying tragic sensibility.

Despite a few tonal and structural missteps, this intelligent, perceptive drama proves as intimately and gratifyingly femme-focused as Polley's 2006 debut, "Away From Her."

The film's emotional truth and honesty allows us to forgive a great many flaws.

There are enough unexpected delights, such as repurposing "Video Killed the Radio Star" during a critical moment between Margot and Daniel, to keep us interested in their drawn-out, teasing, tantalizing courtship.

By never standing back from Margot, the movie courts vagueness as well.

Take This Waltz is full of chance encounters, some less likely than a lobby with nine hundred windows or a bed where the moon has been sweating.

Williams embodies Margot's inner turmoil with an unfussy sense of terrified instability.

The troubling turns the story takes, which are meant as a rebuke to happily-ever-after stereotypes, are much more interesting in conception than they are in execution.

This sophomore feature is a stumble backwards in terms of maturity.

In theory, these are twentysomethings we're talking about. But they walk and talk like fortysomethings or fiftysomethings, such is their dullness and self-absorption.