"The Cake Eaters" is the story of two families whose present is bracketed and, in some ways confined, by a shared past.

Beagle (Aaron Stanford, "X-Men: The Last Stand") lives a solitary life with his recently widowed father, Easy (Bruce Dern, "The Astronaut Farmer"). Beagle tries to take care of Easy, but the pair lives in a seemingly permanent stalemate over who will mention their shared grief first. Their disquieting quietude is broken only by the return of Beagle's brother, Guy (Jayce Bartok, "The Station Agent"), who has been in absentia pursuing a music career in the big city for the past three years. He's missed his mother's death and everything leading up to it, and Beagle is understandably unhappy to see him.

Then Beagle meets Georgia (Kristen Stewart, "Adventureland," "Twilight"), a student at the high school where he serves lunch for a living. She suffers from a neurodegenerative disease that causes severe mobility issues and will likely shorten her overall life. Georgia lives with her mother, Ceci (Melissa Leo, "Frozen River"), and her stepfather, Judd (Jesse L. Martin, TV's "Law & Order"). Ceci, who is in equal parts overprotective and personally selfish, takes up a significant portion of Georgia's limited time shooting artistic portraits of her, hoping to win a Guggenheim grant and a name in the art world. This leads to small acts of rebellion from Georgia, who wants to experience as much of the world as she can without posing for a camera or being yelled at to get back in her wheelchair. 

TROUBLED INTERACTIONS
Things are further complicated by an entanglement between Easy and Georgia's grandmother, Marg (Elizabeth Ashley, "Hey Arnold! The Movie") and a set of troubled interactions between Guy and Stephanie (Miriam Shor, TV's "Swingtown"), the girl he left behind when he blew town.

Written by Bartok (who is, in a rare example, a better writer than actor) and directed by actress Mary Stuart Masterson, "The Cake Eaters" is all about color, shape and texture. Masterson, who has heretofore directed only a short television segment, transmits a beginner's glee from behind the camera, lingering a bit too long on a pretty composition here and a meaningful gesture there. The pacing is deliberate in a way reminiscent of the self-consciousness one sees in student or first-time films, giving a rougher, handmade feel to the whole.

And it all works. Stewart, who comes off as the only real pro here despite the mile-long résumés of her costars " especially Dern and Ashley " provides a sensitive, deep treatment of Georgia for the rest of the characters to use as ballast. Stanford comes in second, providing an awkward foil for Stewart's lurching tics, creating a truly likable chemistry for what could easily have been a clichéd and ineffective romantic pairing.

While "The Cake Eaters" certainly has its own tics, rough spots and general inconsistencies, they all conspire to enhance its overall warmth and charm.

The film screens May 28-31 at the Oklahoma City Museum of Art. "Mike Robertson